Through the Looking Glass
by vendetta543
Summary: 1934, one year since becoming Spider-Man. He'd dealt with gangsters, insane scientists and whatever else old New York could spare. Then suddenly things...changed. A world brimming with 'progress', wannabe clowns calling themselves super and a noisy dame in white. Didn't matter; he'd still be the one left standing. (Spider-Man Noir and Spider-Gwen crossover)
1. Down the Rabbit Hole

**An attempted foray into the realm of comic book fanfiction. I got into comic books recently and ran through all of Ultimate Spider-man and a lot of the recent books like Spider-verse, Miles Morales, Spider-Gwen etc etc. Still, the one that probably stuck out to me was Noir because of how...grounded it seemed - No 'supervillains', no over the top bad guys in costumes: Just freaks and human evil at its worst. Hell even Noir's powers seem more low-key compared to the other Spiders, which created a noticeable contrast if nothing else.**

 **I'll be using dated slang which some might offensive, so apologies in advance.**

 **Well, I'll deal with more details later in the end AN. Let's start!**

* * *

 _January 5 1934, Bedlam House._

It reeked of Formaldehyde.

Spider-man grimaced under the rough-hewn mask, the stench almost suffocating despite the covering. He'd been to Octavius' old slaughter house twice before, but he never got used to the stench: Overpowering and clingy, like the big galoot that Crime Master ordered around like a trained monkey. "The Sandman...he comes at night to steal your eyes...and he smells like Formaldehyde..." He mumbled, dropping from the window to the wet floor with a muted smack.

The things he'd seen in Octavius' lab...he thought he'd seen the worst of humanity with Osborn and his freak shows, but it was a drop in the bucket compared to what went on in that madhouse: Negroes rounded up like animals, knives cutting at their brains still they were little more than drooling morons to be used for menial labor. It made him sick.

He should have killed him then and there. Aunt May had defended Vulture's worthless hide, claimed she didn't want to live in a world where people killed one another, but he knew it was an impossibility. Uncle Ben had fought in The Great War, and even he'd made it clear he was never proud of his actions. 'People killing one another for reasons they don't really understand', that was what he said.

Maybe they were right, but these men... they didn't play by the rules of the civilized. He'd let De Wolfe talk him into sparing Octavius' life and all he got for it was being deported to the country he loved to continue his experiments in peace. The Nazis would use his research to continue their depravities all in exchange for information that he didn't even know was worth it.

At least that's what he'd thought. A tip from Felicia Hardy and whispers from the thugs trying to cash in made it clear that the 'Good Doctor' was back in town and up to the same tricks again. It was strange; he hadn't heard of any more Negroes taken of the streets. And why would Octavius come back here after everything that had happened? Was it pride or a twisted sense of accomplishment?

Either way it didn't matter. Maybe it was pride, maybe he got his jollies hiding under the people who stopped him, but De Wolfe wouldn't be able to save him this time. If it was the last thing he did, Octavius wasn't going to make it out of this madhouse alive.

Still, his choice locale had definitely fallen, "How the mighty have fallen, Doc..." He stepped over the moist floor, gun at the ready. His spider-sense hadn't blared at all in the time since he'd gotten here, but he wasn't one to ever drop his guard. The asylum had been abandoned for a few months now, a result of a lack of funding and money being pumped into 'more important' projects.

Of course that left the question of where the crazies were supposed to go, but in the end it was lost in a sea of mob-related robberies, arsons and other dirty laundry the city was airing out. Jonah had sent him day in and day out trying to find the biggest scoop; and while he respected the man's grit he thought his focus was a bit off at times. The people already knew what was going on, but he wanted to believe he could 'wake them up' and make them actually give a damn.

A nice goal, one he hoped could actually happen despite his doubts.

Spider-sense tingling, he jumped into the nearby pillar and hid himself in the shadows. Two brunos with chicago typewrites, suits stained and obviously seeing better days, _'Cheap goons...'_ He jumped to another pillar and waited. Searching the entire asylum for Octavius was going to be tedious and he was already behind the grind. He didn't want to explain to Aunt May and Mary Jane why he was out all night again.

"Damn Kraut, hell is going on down there?" The leftmost goon muttered, pulling out a wrapped sandwich from his loose pockets.

"Beats me, but hey work is work." Righty shrugged, scratching his messy stubble, "You wanna be out there in the streets? Everyone's fighting for turf ever since Spider-man took out Crime mMaster." He slung the gun over his shoulder and spat, "Damn geek. Heard he came out of the Freakshow..."

"Yeah? I heard he's some kind of demon to 'judge us for our sins'" He laughed and took a bite of his sandwich, "You don't think he's actually real, do you? He's a fake, a boogeyman. Bosses are using some spider freak to avoid getting pinned, I tell ya. Shit, you think one guy could take Goblin and his crew? Not a chance. Must have been Francis or Maroni, I'd buy that more than I buy some freakshow geek taking em all out."

"Huh...maybe you're right-"

"Guess again, bozos."

Their screams of surprise were mercifully brief. The pair of triggermen fumbled for their guns before he jumped, webbing one to the floor with a flick of his wrist and pinning the other to the ground with a heavy thud, "Weird place to be at, fellas." He quipped, taking a moment to look around briefly. His spider-sense hadn't rung at all, but one could never be too careful around these parts.

The webbed thug struggled, trying to escape his binds, "Y-You're-"

"Spider-man, but you knew that already." He webbed his mouth shut, "Keep quiet. I'm talking to your friend."

"I-I ain't telling you nothing, freak!" The pinned palooka yelled, hands fumbling either for his dropped gun or the fallen sandwich; he didn't know which.

"Oh yeah?" He picked him up and slammed him against the wall, "Well, lets try this again." He leaned in closer, enough that he could smell the thug's putrid breath, "All those things you heard about me? All true. Osborn, Kraven, Crime Master: All dead cause a me. You _really_ think I won't snap your neck and toss your body in the river?" He growled, "And that's if I'm feeling merciful. I can drag it out for _days_ if I get angry."

"Y-You wouldn't!"

His fist smashed against the wall, his hand bursting through the brick with disturbing ease, "Next one goes through your head! Where's Octavius!?"

"I-In the basement! I-I-I swear!" He could see tears spilling from the thug's eyes. It was always the same; hired muscle, used to beating on kids and the elderly like trained mutts. He doubted the dingbat had even gotten into an actual fight before, "H-He puts the people in the cells downstairs and...and..."

"What people!?" He tightened his grip on the man's neck, "You leave anything out there won't be enough pieces for the coppers to piece back together!"

"I-I don't know, alright!? The Kraut hires us to take people off the streets, guys and dames people wouldn't miss! I don't know what the hell he does with em, and I never ask! I just take my money and keep my head down!"

That was all he was going to get from him. Cursing under his breath, Spider-man let him fall to the floor before webbing him up like his compatriot, "Coppers will be here to pick you and your buddy up eventually. You hide anything from em and you're gonna deal with me, understand?"

He left the goomba nodding like a rabid dog and made his way to the basement. The thugs words had done little to assuage his nerves: Octavius was back to his old tricks again, and just a few months after his last foray into science. He dreaded to imagine what he would see down there again: More innocents turned to braindead simpletons? Or would he just find them cut up into pieces for the sake of 'biology'?

Still, there was something that he missed. He said they were taking people that 'wouldn't be missed'? His first thought would have been citizens of the colored community, but he'd already been to the Negro World and they didn't take note of any missing persons cases. He doubted they would miss swathes of the community going missing after the last debacle and Robbie getting his brain drilled.

"Robbie..." His grip on his revolver tightened. Him and Felicia...mistakes he wasn't able to erase. Every time he saw her on her room's balcony or Robbie sitting at home he was reminded of how badly he'd done. Maybe if he went to Octavius' island first, if he didn't visit Felicia and have her harbor him, they would have been okay. She wouldn't be forced to hide behind a mask and he wouldn't be better off dead.

But now wasn't the time for self-pity. 'You make your bed and you lie in it', as Urich had told him once - Words that seemed almost prophetic given what happened to the sullen reporter. There was nothing he could do to change the past, he just needed to do better in the future.

The sight was just as depraved as he expected, albeit for different reasons than he expected.

The basement had been converted to a makeshift laboratory, the stench of blood and rotting meat hanging in the air, _'Just like a slaughterhouse...'_ He winced, covering his nose and mouth to avoid gagging. He could see the walls crudely broken apart to make way for tables and carts full of tools, brick and stone littering the floor in clumps. Obviously an amateur job; he must have grabbed whatever thugs he could hire to do this.

Either that or his Nazi buddies were losing traction. He preferred the latter.

The table's contents, however, were what drew his attention: Bodies barely covered with bloody swaths of cloth, the exposed flesh clammy and veiny. Spider-man drew closer and placed a hand against the neck of the closest one, "...Dead." He shook his head and closed the man's blank, open eyes. Given the body's condition he could assume that they'd been killed recently, maybe a day or two ago. The Rigor Mortis hadn't passed yet, at the very least.

He pulled away the blanket and nearly recoiled at the sight, "My God...what the hell were you doing, Otto?" He shook his head. Their brains had been left intact this time, but that would have almost been a mercy compared to what he saw now - Limbs mutated and fitted with technology far beyond what he could understand, their features perverted and grotesque. Arms that were far too small, legs that were far too long...like misshapen dolls.

"Looks like a prosthetic..." He lifted the metallic limb and examined it carefully. It wasn't the metal that baffled him, but more the lines of light lining the surface. It was odd: Despite the body long since growing cold the metal was warm to the touch, easily pushing even through the thick gloves he wore.

He'd seen the madman's experiments before, even approved of his methods. Attaching electrodes to the brains of a monkey? He had justified it easily enough when he first saw it, even ignoring Robbie's lambasting on the way back home. The suffering of an animal could be excused so long as the benefits to mankind were substantial enough. Progress demanded compromise, much as might have been unpleasant.

Except Octavius had a different definition of animal.

Apparently he had changed once more if his victims were any indication, "Germans...?" His brows furrowed. Their features were distinct enough to stand out, those that hadn't been mangled beyond recognition at least. All the men were handsome and well-built while the women still managed to retain a certain sense of beauty despite their conditions. He'd heard about the Nazi ideology before, their belief in the true race and their superiority over others. He knew of Otto's belief in it, but now...

Now it looked like Octavius was doing his damnedest to pervert it.

 _'Did the Nazis order him to experiment on their own people?'_ He wondered. He wasn't privy to the workings of what went on in the German government, nor did he have any inkling on what went on in the mind in the Chancellor of Germany. He wouldn't discount anything; if Octavius was desperate enough to hire thugs and kidnap people off the streets he wouldn't doubt this.

 _'Speaking of brunos.'_ He ducked into a corner of the broken wall, bathing himself in shadow. Four more thugs, each as disheveled and haggard looking as the last pair, "Man, this gig sucks..." The middle one muttered, "We gotta look for Germans and what do we get? Chump change!" He spat, "Knew I should have signed onto Gambinos; bet they don't make ya look for kaisers to turn to frankensteins."

"Yeah, the doc ain't paying much." Another kicked a loose stone with a grunt, "Lets split this join when we get paid. This place reeks."

"You said it, and ain't just cause of the stiffs."

Incapacitating them had proven easy enough. He left them on the roof, making sure to web their mouths to stop the conscious ones from yelling. Once the coppers found them they would spill, likely blame it all on Octavius. If they were lucky they'd get 15 years, and that's if they somehow managed to convince the boys in blue that they had no idea what the 'good doctor' was doing to his victims.

Stepping through the closest door, he was greeted by the sounds of multiple figures yelling all at once.

"Save us!"

"Let us out!"

"You have no right to do this!"

"You can't do this! It's inhumane!"

Cells lined the sides of the hall, the doors thick and the slots barely large enough for the occupants to get a look to the outside. This was where they put the crazies who couldn't be treated...he had to get them out of here.

"Wh-Who are you?" The occupant of the cell, a young teenage girl, asked. Given her accent it was easy to tell she was German as well, "A-Are you here to-"

"I'm here to save you. Just be quiet, I'll get you out of there," He reassured, ' _Octavius has a new type.'_ He sneered and smashed the lock, letting the girl out of her cell. He had no idea what caused the change in focus but at this point he didn't care. Octavius would never operate on anyone again, and this time De Wolfe wouldn't be here to stay his hand.

Freeing the rest had been easy enough. He guided them to the exit, letting their 'thank you' and 'you saved my life' proclamations pass with a polite nod. He saw a few crying at the sight of the grotesque bodies on the tables. Family or friends? It didn't matter in the end. The pain would stick with them, there was nothing he could do to change that, but he would make sure Octavius paid for it.

"Call the police when you can." He instructed, turning and running back to the asylum before hearing their reply.

Retracing his steps, he rushed through the basement and past the almost labyrinthine hallways of the madhouse. There weren't any more thugs, at least not as far as he could see. Octavius must have been desperate getting such a small number of triggermen for hired help.

He found himself faced with a door that stuck out like a sore thumb: The wood appeared to be new, the nameplate - a gold tinted 'Dr. Otto Octavius' - a clearly recent addition, _'Couldn't let it go, huh, doc?'_ He ripped it away with a small crack. Even when he was experimenting in a decrepit asylum and kidnapping people off the streets he still held onto his pride...he supposed he shouldn't have been surprised.

Opening the door as quietly as he could, he was met with a room far wider than he expected. The chamber was large, easily able to fit dozens of people at once. The dirt walls made it easy enough to assume that this was a recent addition. Despite its large size, however, it was almost barren. There were no basic comforts, nothing save a few scattered books and more of the prosthesis scattered across the floor.

...And the blood-soaked figure looking away from him at the room's end.

Octavius didn't turn at his entrance, continuing to mumble to himself. In front of him stood...he didn't know how to describe it: It was obviously machinery of some kind, but in all his studies he could never recall any kind of machine that created glowing blue portals. Stepping over the discarded artificial limbs, he drew closer to the crippled butcher. He could have shot him then and there, ended his life without him knowing...

No. He needed to see, to know.

"What is it I'm doing wrong!?" The doctor smashed his hands against the wheelchair's arms, the arms around the seat waving erratically in response. He saw him mutter to himself once more, one hand reaching towards the portal before drawing back with a muffled curse, "I'm so close! Just...Just a few more steps, and I can leave this forsaken place." He shook his head, "Perhaps...Perhaps another test would-"

"Not happening, you pasty faced fink."

He had to admit, seeing the half portion turn even paler was gratifying. Turning himself around, he found himself face-to-face with the bastard that ruined the lives of his friend and so many others. He looked the same as ever, save the bags under his eyes and the gaunt look he sported; as if he hadn't slept in days. It might have been pitiable if he wasn't covered in blood and sitting on a chair full of knives.

"Y-You-"

That was all he managed before Spider-man grabbed him by his neck and threw him bodily across the chamber, separating from the only 'weapon' he could use. Looking at the twisted wheelchair in distaste, grabbed the arms and tore them from the hinges. No mistakes this time, he wasn't going to escape.

"Wh-What are you doing here!?" Octavius sputtered, trying to crawl away from the enraged vigilante.

Spider-man tossed him again, throwing him into a pile of discarded prosthesis. Off to the side he could see the portal pulsing, seemingly blinking in and out of existence, but he ignored it. His spider-sense hadn't gone off the entire time he'd been in this room and he could glean from his comments that whatever the hell it was it wasn't working anyway. Whatever he was working could wait till later.

"Up to your old tricks again, Octavius?" He picked him up and slammed him against the wall. This took him back...months ago he had the gall to smile at him, treat him like a friend after killing Crime Master; as if he'd done him a favor rather than just saving his own skin. He was ready to strangle him then, make him pay for everything he'd done, until De Wolfe convinced him otherwise.

Well, there were no second chances now.

"H-How did you-"

"You're not as quiet as you think!" He snarled, "You couldn't help yourself, could you? Just had to come back after you got caught the first time?" He punched his side, earning a scream of pain from the mad doctor, "And now you're doing it again, to _your own countrymen_! Any depths you won't sink to, you sick bastard!?"

"They rejected _me_!" He yelled, glaring down at him defiantly, "They...They called me a cripple! Unfit for the master race because of my congenital defects! My research and achievements could have revolutionized them, changed everything! But they rejected me and now they're fit to be nothing more than my test subjects! Surely those of superior breeding would make for the best animals-"

His rant was cut off as Peter wrapped both arms around his neck to strangle him. The monster's eyes widened, mouth parting to choke out more curses or to plead for mercy; either way he didn't care. The butcher was beyond redemption, beyond any reasonable hope that he could change. Even when he was rejected by those whose ideology he followed he just turned his madness on them instead.

And even then he felt a tinge of hesitation. The Nazis weren't protecting him now, no one would vouch for him if he let De Wolfe and the rest of the coppers arrest him...

No, not again. He trusted De Wolfe once, he wasn't going to take any chances now.

Just when the doctor's struggles began to weaken his stranglehold loosened at the sudden, painful blaring of his spider-sense, "Ahhh!" He let go of Octavius and pressed both hands against his head. It felt like his skull was getting split open with a hammer. Just barely he could see the portal pulsing, its length widening to engulf the entirety of the room in the overwhelming blue light.

"Wh-What's happening!?"

"You...Your presence here...that was the final step in the equation!" Octavius laughed in-between strangled breaths, "All those test subjects, all those experiments...and all I needed to bring it all to fruition was bring you here! The irony is palatable, is it not!"

"Make sense!"

"No...no more words. I'm ready to greet a world that will accept my genius for what it truly deserves!"

The light had nearly reached them now. Forcing himself up on his feet, he charged at Octavius and wrapped his hands around his neck again. Whether that portal killed them or did nothing didn't matter; he was going to take Octavius with him to the grave if it was the last thing he did.

The final thing he saw before the light engulfed them was Octavius' demented grin, and then everything went black.

* * *

"Urghhh..."

For the second time in his burgeoning career Spider-man found himself on the floor with a splitting headache, "This seems familiar..." He grunted, pushing himself up with a groan, _'Head's pounding, but at least my face isn't smashed in.'_ He thought. Silver linings, he learned to take them when they came. Resisting the urge to give another groan of pain he leaned against the nearby wall, snow crunching under his boots-

Wait, snow?

Vision clearing, he finally got a good look at his surroundings - A narrow alley, a road covered in thick blanket of snow. Only now did he feel the chill pushing through his longcoat, the icy wind blowing through in a freezing gale. At the end of the alley he could see blurry cars pass through the snowbound roads, music he couldn't recognize filtering in through the opening.

 _'Alright...think, Parker, think! You went to a madhouse, got those Germans out and went back for Octavius. Fink was in front of some kind science experiment, you were going to kill him then that damn lightshow lit up worse than 4th of July._

And then he was here.

"Damn it..." He pulled up his mask and vomited, the sour taste lingering on his tongue. He wasn't injured, he could feel no wounds on his body, but there was a definite feeling of something being _wrong_ with him. Whatever's Octavius' mad science experiment had done to him it felt as if Sandman had used him as a punching bag again, "Definitely tastes better going in than out."

And Octavius was gone. Again. He pulled down the mask and took deep, gulping breaths. His throat burned and his head was pounding like a drum, but the only thing on his mind was if he snapped his neck before...whatever the hell that was happened.

Hah...if Aunt May and Mary Jane knew what went on in his head...well, better he didn't think about it. Sometimes the system didn't work, much as they - and he - wished it. Sometimes you needed to get your hands dirty if you wanted results.

Well, whether Octavius was with the choir invisible or slunk into a sewer like the rat he was could wait. First he needed to get home before Aunt May started asking questions; judging by the sunlight poring through alley he must have been out for hours. He'd always excused his nighttime excursions with Jonah putting him on another 'hard hitting' case of hungry orphans or husbands who committed suicide to escape debt, but that alibi was growing thinner with every use.

"Come on, you can do this." He groped the wall to steady himself and put one shaky leg in front of the other. The bizarre tunes did little to assuage the pulsing in his head, and neither did the telltale New York signs of bleating horns and cussing from irate drivers.

Despite it all it brought a smile to his face; his living conditions didn't leave much room for nationalism or pride in his country, but it was the only home he knew and - he suspected - the only one he would ever know. Maybe it was stupid of him to think so, but a part of him never stopped hoping that if he put enough mobsters and criminals in jail things would change for the better somehow. All his actions had to have an end, right?

His thoughts stilled as he finally escaped the confines of the alley and saw the sights ahead of him.

Buildings far taller than he was used to towered all around him, strange signs jutting out of the walls. He was used to skyscrapers and neon, but this...there was something different about the way they looked that he couldn't quite place. On the wall next to him he could see a smattering of posters, all promoting things he was damn sure he'd never seen before in his life

 _'What in the hell is a 'smartphone'?'_ He thought, staring incredulously at the poster of depicting a young woman with...some lump of metal in her hands and a big, plastic grin on her face. It was almost creepy how lifelike it appeared.

But for all the bizarre structures it was nothing compared to what he could see around him - People sandwiched together like sardines, lined up in front of what he could only assume to be a corner store. Cars sped through the roads, looking far different from any vehicles he could ever recall seeing in New York. The clothing they wore was...unique: Similar to what he was used to for some of them, but almost alien for many others.

The last time he'd seen dames with so much leg showing was in a speakeasy, and he'd never seen them strut around like that in public. The guys weren't any better; old men dressed in wife beaters and shorts without a care in the world and some of them weren't wearing shirts altogether, walking around bare and exposing tattoos. Those that didn't were still dressed like clowns, looking like something out of a comedy he'd see in Broadway. The few he could rationalize he could practically count with one hand.

"...Something tells me I'm not where I'm supposed to be."

People continued to walk past him, some pausing in their stride to look at him as if he was the one dressed like a clown: He could see at least a couple with green and blue hair in the crowd, and he was damn sure he'd never seen a dye company make them in that color. Mercifully his head had finally stopped pounding, but it was replaced with the sinking feeling of uncertainty.

"Dude, the fuck are you wearing?"

He turned to the source of the voice. A twist wearing glasses, some kind of rectangular machine in her hands. She was more covered up than some of the others, she still wasn't any type of dame he'd recognize.

"Uh...earth to masked man, you there?" She snapped her free hand, but her eyes were already drifting back to the machine in her hands. Just barely he could see a collage of pictures - handbags by the looks of it - before she swiped the screen, replacing it with another set showing shoes.

Well...that was new.

"What...?"

"I asked what you were wearing," She said, not looking up from the device, "That some kind of ultra retro hipster look or something? Cause if it is then you definitely got Steve beat hands down. That guy thinks a trenchcoat is all he needs."

Retro hipster? What the hell did that mean? Shaking his head, he took a deep breath and tried to calm himself. Alright, now wasn't the time to panic. His spider-sense hadn't blared ever since he woke up in the alley, so he was safe...then again it hadn't blared when he first saw the lightshow so who the hell knew. Still, oddly dressed with weird cars or not he didn't seem to be in any danger here for the time being.

"...What is this place?" He asked.

"Uh...read the sign, man." She gestured to the sign, a caricature of a hotdog with sausage legs (definitely something to have nightmares about later), "Dolllar dog, dude. The new place to be seen. Figured you knew that considering you're dressed like Darkman and all."

"Right..." Just keep quiet and nod, he knew from experience it was an easy out for odd situations. That no one looked at him as nothing more than a cheap geek only added to his sinking feeling - He tried to minimize his contact with non-criminals during his outings, but the few times he'd been seen most people knew by sight who he was. Perhaps he had gotten lucky and no one made the connection - God knew he wasn't the only one dressed like a freak here - but his gut told him otherwise.

"Oh, here comes Bodega Bandit."

His new acquaintance finally looked up from the rectangle and pointed to what he could only describe as a wannabe-Zorro; dressed in striped green with a mask that barely covered half his face, reddish blonde hair sticking out from under his cap. Definitely young by the looks of him, which wasn't helped by messy stubble and the hamster chewing on a nut that sat on his shoulder. Considering he looked stupider than everyone else here he found it surprising that he strutted around like he owned the place.

Despite his confident stride, however, the people in the crowd rolled their eyes or even laughed at his entrance, though none made to stand in his way as he strode into the corner.

"...What was that about?"

"Oh, him? BB comes in to rob Bodegas once or twice a week, hence the name. He usually hits Dollar Dog or Burger Palace, but he hasn't hit this place ever since the renovation. Guess he finally got his nerves back."

"A thief? And they just...let him pass? What is he, some high-ranking mafioso?" The so-called thief was arguing with the owner and...pointing a hotdog at him in what he could only assume to be a threatening gesture. He would have dismissed it outright but he knew better than anyone not to judge by appearance. Even the most harmless geeks could turn out to be wolf in sheep's clothing.

"Him? Yeah, and I'm She-Hulk," She scoffed, "Nah, he's harmless. He comes in, steals a few corndogs or cheeseburgers and hightails it outta here. No one really takes him seriously, guess that's why the police don't even bother cuffing him most of the time." She shrugged lazily, "Shit, I think a few of the store-owners actually like him. At least it gives em something to do on slow nights."

"...I'm going to stop him."

He was halfway past the road when the thief charged out of the store, carrying a stack of 'corndogs' in his arms, "The Bodega Bandit and Bandito II strikes again!" He called out, earning a few sympathetic laughs from the crowd. A few steps behind him he could see the owner giving chase, ranting about how he didn't have time for this and that the young man was 'the worst'.

Well, that erased any doubts he might have had.

The clown passed by him without a second glance. He waited for him to reach the sidewalk before flicking his wrist, ejecting a short burst of webbing at his legs and caused him to trip, his 'prize' scattering across the snowy pavement.

Too easy.

"Hey, what the!? You're not-"

"Stay down." He sighed and applied another coating of webbing on his back, pinning him to the sidewalk. He really wasn't in the mood to deal with would-be criminal masterminds. He dealt with enough of that at home.

The owner's response, however, was less ideal than he'd hoped.

"Oh great, _another one_!" The old Mexican man groaned and placed two hands against his face with a loud smack, "God, it's like you freaks are coming out of the woodwork! First that menace and that overgrown lizard destroy my shop, and now _this_!?" He gestured to the scattered food, "Now I'm going to get even more squatters staying here cause some pervert with a trenchcoat shot web from his wrists!"

"I was just trying to help-"

"Yeah, well, I didn't ask for a hero to come save me!" He spat, gesturing to the crowd around him. Spider-man could see them pointing small and large rectangular machines at him and whispering amongst themselves, "Look! Right now they're going to post this shit on their youwebs and now everyone's gonna think the Dollar Dog is like a fucking beacon for you freaks!"

"I didn't-"

"Mean any harm? Yeah, that's what she said too." He scoffed, "Look, if you wanna reward for this you're barking up the wrong tree. I didn't ask for your help and I would've done better without it."

"Yeah, I'll consider that next time I see a gun pointed at your face." He muttered, though he knew the threat was empty, "Look, if you want me out of your hair so bad at least tell me where the hell I am and how I can get back to New York. I'd gladly leave this madhouse."

The old man looked at him as if he grew a second head, "You an idiot, kid? This _is_ New York, or did you somehow miss the sign when you got off the plane from crazy town?"

"What?" He blinked, trying to process the information as rationally as he could, "...Look, I know you don't like me - and trust me the feeling's mutual - but if you wanna fib then at least make it something believable. This ain't New York."

"And I'm saying it is, you nutcase." He poked him in the chest harshly, "You don't believe me that's fine, but go be delusional somewhere else; preferably as far away from here as you can. I don't want-"

Spider-sense.

Turning away from the old man, he found a sight that easily dwarfed everything he'd seen.

"Alright ya little brats, turn your valuables over and drop em on the ground or the face the wrath of my koala army!"

As was becoming a trend Spider-man found himself at a loss for words. A figure stood in the center of the street, his appearance nondescript save a mask that appeared to be made of glass. All around him were...he was seeing it now, but he still couldn't believe it: Dozens of Koala bears, each growling like trained dogs. All around him the gathered people took no notice of his threat, continuing to point their machines at them both in turn.

"Yeah...definitely not where I'm supposed to be."

* * *

 **Done. Anyway, if anyone missed it in the summary somehow lets clear it up: This is a Spider-man Noir and Spider-Gwen crossover. Yes, it's a weird pair to combine but I had my reasons - I was considering using Ultimate Universe, but that world is just flat out far too big and, I hate to say this, fundamentally broken and too cynical. It's a bit easier to write for this continuity since it has more leeway.**

 **Earth-65, however, still seems to be fledgling - Most of the established groups like Fantastic Four and X-Men don't seem to exist as of yet and there's a definite lack of heroes: So far we only have Spider-Gwen, Captain America, Falcon and _maybe_ She-Hulk assuming she actually fights crime rather than just wrestles. The Wasp was mentioned, but she retired and gave Gwen her gear so she doesn't count while Daredevil's evil. In this world Noir sticks out a bit more compared to him being dumped into 616 or 1610.**

 **Given that I thought it'd be interesting to focus on writing for Spidey-Noir along with the whole 'fish out of water' experience after being dumped in Earth-65; not just with the presence of Supervillains but technology, race, methodology/presence of other heroes etc etc. I'd considered using Superior Spider-Man or Scarlet Spider but opted out due to difficulties writing the character/them having very long histories compared to Noir having 8 mini-issues only.**

 **The main focus point of the story is using Gwen and Noir to explore the hero and anti-hero ideas and the differences in tone dependent on their viewpoints. The last half of Noir's segment kinda bled through with Gwen's genre but I'll work to keep them more distinct for the most part save for a few intentional 'fish out of water' segments. With a little working I think I can make some good interactions between the two and those in the world around them, whether they be heroes, villains or anything in-between :)**

 **Oh, and before I forget: Does anyone know how strong Noir is? Gwen got a carbon copy of the 616-verse Spider-powers like so many others, but Noir's capabilities in the 8 issue miniseries seems to portray him as being weaker: No wall-crawling, his web sprays out like a net so he can't swing, and the wiki also states he's not as strong as mainline Peter. Likewise (while I'm not using the arc itself) in Spider-verse Karn, Brix and Bora mention that he's barely worth eating and we know from Lady Spider and Daemos that power = meal satisfaction implying that he's supposed to be one of the weaker Spider-Totems. I can't be sure though, so any heads up would be appreciated :D**

 **Lastly, before I finish my rambling: As far as this story's concerned Spider-verse didn't happen, mostly because the portal bracelets seem really damn convenient and yet no one ever uses them save to chat with friends from other dimensions. So for this story's purposes it's Noir's and Gwen's first time meeting another Spider-person.**

 **Gwen's POV for the next chapter, so until then :P**


	2. Tangled Web

Sometimes she hated being a superhero.

It felt wrong saying it to herself but it was the truth. Adult Atlases made it look so easy: Fight off a hilariously weak alien invasion with a ragtag group of equally weird friends and the city gives you a tower with unlimited wi-fi and cable, more money than you could shake a stick at and the adoration of the entire town. It seemed so simple, almost idyllic in a sense barring the supervillains that came to wreck your day.

But hey, if it meant pizza for breakfast, lunch and dinner she wouldn't exactly have said no.

But no, being a superhero in New York meant living in a crappy apartment, having to work in a Bodega to make ends meet in-between band gigs and about half the town hating her guts and calling her a murderer right to her face while the other half tried to ignore she existed; mostly right after she'd finished saving them from the villain of the week. She liked to think she wasn't conceited, but would a 'thank you!' rather than a 'stay away from me you damned menace!' or 'put your hands behind your head and get down on the ground!' have been too much? Hell she would've taken the police not shooting at her!

In the end she made do. A crazy old guy in a bird suit? Fine. A rival band member trying to assassinate Murderdock? Odd, but nothing she hadn't learned to expect. Frank Castle bringing snakes to her house and trying to blow up a building so he could catch her unmasked? Bring it on. She'd learned to tune out all the zaniness in her life when she needed to and whatever the world threw at her she could take it with a smirk and a quip.

"Ah, Spider-woman! I see my nemesis has finally come to meet her inevitable end!"

But even she had her %^&*ing limits!

It was a normal day to start: No gigs, a 1pm shift at the Dollar Dog and a promise from her dad to meet up for some of that father-daughter bonding time they'd been missing out on. That left her with a few hours to kill, which she'd of course spent swinging around New York stopping whatever crimes she could find. So far she was down to three muggings, four assaults and an armored truck hijacking.

A slow day all things considered, but hey at least the police weren't shooting at her! She took what she could get.

Of course when time came for her shift to start a bank robbery hit just around the corner. She'd justified it to herself easily enough - Mr. Alby wouldn't fire her for being a few minutes late (especially since he couldn't afford to be picky) and it would take her maybe ten minutes tops to web the robbers up and wait for the police to get there. Even sooner if the police were already there and she didn't have to stand there taking the criminal's promises of revenge.

But of course she just had to run into her.

Spider-Woman jumped back and clung to the building, avoiding the explosive tipped carrot that came from the gun-umbrella. The shooter reared her head back and laughed, her henchmen looking at one another nervously, "Did you really think you could stop the menagerie!?" She gestured to her two henchmen, who weren't even pointing the...Easter eggs(?) they had at her. Mostly it looked like they were tempted to cut and run.

White Rabbit, or Lorina Dodson for those who didn't want to indulge in her Alice in Wonderland fantasies. She looked through the files her dad scrounged up about her: 25 years old, born to a rich family and married to an 82 year old millionaire who was halfway to croaking by the time they were at the altar. A match made in money, and nothing you wouldn't see out of a bad episode of Pals.

But of course that wasn't good enough for her. When her husband croaked - which she claimed to be responsible for despite the fact that he died with a smile on his face in bed with no trace of trauma or poison at all - she decided that rather than going around the world or buying her own private island she'd take the career of a supervillain. That and model herself after Alice in Wonderland, which apparently meant dressing up in a playboy bunny outfit and trying to rob banks and stores.

Because really, why go around the world in a private yacht when you can run around dressed in a funny costume getting shot at by cops? She knew which one she'd pick in a heartbeat.

"What's wrong, my nemesis? Shocked into silence by your fear? I can hardly blame you!" She cackled.

And oh yeah, she thought that she was Spider-Woman's 'nemesis'. She didn't know whether to be flattered or weirded out that someone wanted to be _her_ nemesis specifically. Most bad guys just skipped past the pleasantries and made with the death threats...or they were disappointed when they saw her and said they were hoping for Captain America or She-Hulk to show up instead.

She didn't know which was more insulting.

"No, more wondering what made you think that outfit was a good idea. Were you drunk and watching Playboy mansion when you thought of it? Cause I gotta tell you, between that and the garish makeup I think you've got a real shot at making it to the next season!"

"Says the woman dressed in spandex!" She pointed her umbrella gun at her and shot.

"And seriously, you're out of jail _already_? Didn't we just do this last weekend?" Spider-Woman asked, jumping over the second exploding carrot and yanking the sack of money one of the henchies carried, "Also, why the #%^* are you robbing a _bank_? You're a millionaire! If you wanna flush your money down the drain can't you spend it on plastic surgery like any normal rich person with more dollars than sense?"

"Quiet! And give me back my hard earned spoils!"

"You want it? Heads up!"

The next thing White Rabbit saw was the sack of money being tossed right at her. She dropped her weapon and fumbled for the burlap, but ultimately she found herself falling on her back at the force of the throw.

"Ow, damn it!" She looked to her loyal minions. They looked apprehensive, but surely their drive (and greed) would push through any sense of hesitation, "You two, get this off me and finish her!"

"Better idea." Spider-Woman landed right on front her, blocking them from view, "You two drop those...eggs and give yourself up to the police. If not..."

Lorina fumbled for her umbrella and aimed, the tip level with the back of her head, "Eat this!"

Without looking back, the masked superhero ejected a squirt of webbing that covered the entirety of the nozzle. The garish 'supervillain' screamed and tossed the gun away, watching it explode with a minuscule pop.

"That happens." She crossed her arms and smirked, "So boys, easy way or hard way. I know what I'd pick."

"Why you little- Do you know how much that cost!?" She struggled to stand, throwing away the sack in her rage, "And do you honestly think you can convince the members of my menagerie to turn themselves in?! They'd rather die than-"

"Sorry, boss, we quit."

White Rabbit's jaw dropped and she watched in stunned silence as Mad Hatter and Dormouse tossed the flamethrower-eggs away carelessly before getting down on their knees. Those...Those traitors! When she got out of prison she was going to make them pay for betraying her!

"I paid you both in advance and this is how you repay me!?"

They looked at one another and shrugged, "Sorry, Boss." Mad Hatter started, "But I didn't think Spider-Woman was going to be here. You heard what she does to people, right? She killed that Parker kid-"

"Hey! I didn't-"

"She didn't kill him, you dolts!" White Rabbit interrupted, much to her surprise, "Didn't you see tweeter? She's friends with Captain America! You think a goody-two-shoes like her would make friends with an actual criminal? Please!" She scoffed, "Besides, do you think I'm dumb enough to become the nemesis of a superhero that _kills people_? What do you think I am, stupid?"

The two henchmen/actors looked each other before giving another shrug, causing the ineffectual 'supervillain' to mash her teeth together in impotent rage.

Gwen just looked at the scene, resisting the urge to shake her head at the absurdity of it. She'd come here to stop a bank robbery, and now her innocence was being defended by the woman whose crime she was in the middle of stopping and who just a minute ago tried to shoot her in the back of the head. She was tempted to say it was the weirdest thing she'd seen this week, but considering her dad was punched in the face by an Orangutan wearing a suit a few days ago she would've been lying.

The sounds of sirens cut through the playboy bunny reject's yelling. Two squad cars pulled up, four police officers coming out with expressions that perfectly mirrored her own. White Rabbit ignored them all, focusing instead on yelling at her disloyal subordinates and threatening them with various food-related puns; mostly about how she was going to shove a carrot down their throat and make them choke on it.

"Right...well, as interesting as this is I really gotta be going-"

"Hold it, Spider-Woman."

Her spider-sense hadn't tingled, but she still put her hands up as the cops drew closer. Thankfully the two arresting the terrible trio kept their guns pointed squarely at them rather than her but she wasn't taking any chances. After that last cop shot at her in a crowded subway she wouldn't put it past them to try and catch her by surprise and arrest her. If she felt even the slightest buzz at the back of her head she would swing out without a look back.

"Uh...please don't tell me you're going to arrest me. Cause I swear, officer, I was here to _stop_ them!" She defended, raising her arms higher, "I mean, yeah, it was flattering to hear that WB over there thinks I'm not a murderer but-"

"Good job."

The rest of her defense died as the older of the two officers clapped her shoulder (without trying to put her hands behind her back, even). The younger of the two - a rookie by the looks of him - looked nervous, though not in the 'Oh God, is she going to kill me?' way McNutty was when he saw her in the subway.

"...Huh?" She shook her head, "W-Woah, I'll admit I wasn't expecting that. Most of the time you guys just tell me to put my hands up...you're not trying to get me to come with you to the station by being nice, are you?

"Haha, no." As if to emphasize his point he stepped back to give her some space, "It's just...well, I trust Captain Stacy's word and if he says you're innocent then I believe it. Man's never been wrong in all the years I served under him."

"...Huh." Second time she did that, she noted mentally, but she was still stunned. Well...she _did_ say she wanted a thank you and the police not shooting at her; two for the price of one right here. She had to make sure to give her a dad a 'thank you' when they met up later. Even after he'd retired people still looked up to him, "I-I mean, yeah...good." God, someone shoot her now-

No, she wasn't finishing that thought. It was akin to saying nothing could possibly go wrong-

"So...is anyone in the bank hurt?" She piped up, ignoring the stink eye WB was giving her as they cuffed their hands behind her back.

"Hmm, I don't think so." He nudged his head to the aforementioned bank. People trickled out in droves, a distinct lack of injuries and a definite overabundance of people pointing their phones and tablets at her. With her luck it would be across tweeter before she even made it to the Dollar Dog, likely with a '#spiderwoman sell out' hashtag, "Ms. Dodson never really hurts anyone despite her claims of being a criminal mastermind."

"Yeah, I figured." She supposed being considered the nutter's nemesis was a small price to pay for being the sole target of her carrot bombs. Granted she would have preferred she started binging on private islands and plastic surgery like a normal stupid rich person but she took what she could get.

"Rrrgh! This isn't the last you've seen of me, Spider-Woman! I'll escape and when I do-"

"Yeah, yeah. I'll see you when you make bail next week, Lorina."

"It's WHITE RABBIT!"

She ignored the madwoman's protests as she swung away, a smile on her face. Alright, so maybe things were actually looking up. Maybe it wasn't the adoration of the masses like Captain America got, but she couldn't deny how much of an ego boost a simple 'good job' had been. When was the last time anyone had actually thanked her or said she did a good job whenever she went out superheroing? Simple gratitude at its finest.

Swinging through the air, she let her mind wander to recent events. Captain America was off in mexico, fighting some guy called M.O.D.A.A.K, though she did mention wanting to talk to her when she got back. She had no idea what it was about, but she definitely seemed serious...er than normal. Her dad was thinking of getting a new job, claiming to be restless staying at home all day, and she wasn't sure if he took it seriously when she suggested he become a private investigator. Besides that...

She still hadn't heard anything from Harry.

She sighed and ran along the side of a building, causing the people inside to gawk and point, before hitting off into another swing. She wasn't exactly expecting him to email her his new address and an invite to chat whenever she wanted, but it had been over a month and she still heard nothing. She saw his father Norman on press conferences at time, looking almost entirely unaffected by the loss of his only son.

She was tempted to call him a bastard, but for all he knew he was putting up a stoic front and crying on the inside when no one was looking.

And then of course there was Frank Castle. She'd managed to keep him from exposing her identity and hurting anyone else but he was still out there. Her dad told her he was going to buy a guard dog just in case, but she doubted it was enough. Castle was insane and he knew who she was, but he was too obsessed to go to the press or Jameson and out her. He wanted to be the one to expose the 'big, bad Spider'.

Oh and Mary Jane suspected she was Spider-Woman, which she believed regardless of how she and Glory called her crazy for it. She couldn't afford to miss another gig; she was convinced that was the reason why she'd been skipping out on them.

So all in all things were going about as well as she could hope.

"Let go of me!"

A mugging in a dark alley and it wasn't even six o clock. You couldn't beat the classics, right? "And just when I'm already late." She grimaced. The fight with White Rabbit was faster than she expected, so this shouldn't take much longer.

It was over before he could even turn around. She stuck a web at his back and pulled, causing him to scream and wet his pants, before pinning him to the wall with another large burst, "You know, I should probably start leaving notes for the police. Maybe that'll make them like me better." She fastened his struggling hands against the wall, "What do you think? Too much?"

"Fuck you, Spider bitch!"

"Wow, _real_ original. You know you're like the third guy who said that today." She rolled her eyes as he spat out more curses at her before she webbed his mouth shut, threatening to find out who she was and make her regret messing with him. Honestly by the twelfth one she'd learned to tune them out.

Now for her damsel in distress.

Young by the looks of her, probably the same age she was. Her mouth was parted and she pointed a shaky finger at her, "Y-You're Spider-Woman!"

"Uh...yeah, last I checked." She couldn't tell whether the woman was going to thank her or run away screaming. It was always 50-50 (alright, more 80-20) and the odds were never on her side.

"O-Oh my God, Y-You're Spider-Woman!" She fumbled for her phone and held it out nervously, "C-Could we take a picture together? I'm...a-a _really_ big fan!"

"Huh..." Three times and she was out. Did she do something to get all this good luck? Was J Jonah Jameson going to get on the big screen and show irrefutable proof that she was the menace he claimed she was? Was Murderdock going to pop up and try to make her his apprentice again Darth Wader style? People said you shouldn't look a gift horse in the mouth but after everything she considered it only sensible.

"Sure, always glad to meet a fan."

 _'Yeah, all four of them,'_ she mentally snarked. Maybe if she was really lucky and on her best behavior she could break to the double digits before she was thirty.

She took a weirdly flattering selfie with the young woman and signed her handbag - her name was Maxine - before swinging away, feeling almost lightheaded. First police officers were commending her for a job well done and now she was signing an autograph after taking a selfie with a fan? What next, Captain America publicly announcing she was a hero and exonerating her for Peter's murder?

"Yeah, and maybe next Murderdock will turn himself in." She muttered, spotting the eye-searing sign of the dollar dog close by.

Reality came back quite quickly when she was close enough to see what was happening: Mr. Alby standing in the middle of the road talking to a police officer carrying a notepad who looked like he was about to fall asleep. At the side-walk Bodega Bandit was stuck on the ground by what appeared to be black silk while Koala Kommander was attached to a nearby lightpost with a shattered mask, the same black material keeping him securely fastened. The gathered crowd were taking care of his Koalas, so that was one less thing to worry about.

Shelving her plans to drop in a nearby alley and change, she landed on the roof briefly before jumping into the middle of the road. She had a feeling Gwen just got the day off.

"You! You damned menace, here to make things worse!?" Ah, now there was the spite and insults she was used to. Sighing softly, she looked to the officer and found him looking no less bored despite her appearance. Living in New York did that to you, "First he comes in and now you! I was right, this building is cursed! What next, more of those overgrown lizards!?" He spat. A few of the people in the crowd immediately whipped out their phones and started taking pictures, no doubt intent to post another video. Just what she needed; being cussed out by her boss all over the internet.

"Don't think you have to worry about that..." Gwen muttered, shaking away her negative thoughts, "Look, I just got here but it looks to me that BB and KK were going to rob you and..." She looked at the black webbing again, "...A giant spider stopped them?"

"Bah, as if you don't know!" He pointed an accusatory finger at her, "That trenchcoat wearing idiot is connected to you, I know it!"

"Woah, woah, woah! Slow down! I have no idea that the %^&* you're talking about, okay?" She always found it frustrating dealing with him. Granted she felt bad for his store being wrecked and it wasn't as if she wasn't used to being blamed for everything bad that happened within a 50 feet radius but the fact that she worked for him somehow made it worse, "So, you mind telling me what happened? And I could do without the insults, thanks."

Before the elderly store owner could go off on another tangent the bored looking police officer cut in, "Look, Mr. Alby, I don't know what you expect we can do here. From what I've heard the man came here and he didn't commit any crimes. He helped stopped Bodega Bandit and Koala Kommander, and then he left. Given that we have never seen him before I gotta assume he might be a new vigilante or another meta-human who was just passing by, and since you can't tell us anything substantial about him and he didn't exhibit lethal force I'm not sure if we have enough for the arrest you're demanding."

Huh, a new hero on the block? That was something she definitely didn't think was going to happen any time soon.

"Do you know anything about this?" The police officer turned to her now, "From what we got from the eyewitness reports he exhibited powers similar to your own, including the...ah, webbing currently keeping these two in place." He gestured to the two would-be supervillains.

"L-Let me out of this! I-I have rights! Bandito II needs to be fed!"

"No, stay away from my Koalas, ya little brats! Come, my horde, free me from these bindings!"

"Right..." He pinched the bridge of his nose. The paperwork was going to be a nightmare, "So, anything?"

"I'll be honest I really have no idea what's going on here. I mean last I checked I was the only spider-themed hero around here." Well, unless she had fans she inspired or something...nah, who was she kidding? Not a chance. She looked to Mr. Alby, "Anything you can remember about him? It might be a good idea to follow up on this." As happy as she was at the thought of a new hero on the block she couldn't discount the possibility it was a scuffle between three criminals...though what kind of supervillain fought with Bodega Bandit and Koala Kommander she had no idea.

"Bah, he was insane! He kept asking me where New York was and then acted confused when I told him he was standing in it!" He threw up his hands in exasperation, "He left twenty minutes ago in that direction, if you must know." He pointed to the right, to the road's end, "Hopefully to take a plane back to crazy town where he and all you freaks belong!"

"Right..." She released an exhausted breath. Well, the good feelings were nice while they lasted, "Listen, I'm gonna go see if I can catch up with him. Need to make sure he's not an upcoming supervillain or something, so..."

To her surprise the police officer nodded his head in agreement, "Sure. If he turns out to be another Stilt-Man you're better off facing him than we would be." He scribbled something into his notepad before handing the paper to her, "Call me if you find anything. Don't worry it's my home line, no need to worry about the police trying to track you or anything."

"Oh...well, sure." She accepted the paper stuffed it inside her suit (curse her lack of pockets). Her spider-sense hadn't tingled at all, which put her at ease, "Thanks, Officer...?"

"Ben Grimm, but officer's fine-"

"What!? But-But she's a criminal, why would-"

"Case was dropped and Captain Stacy says she's innocent. She's gotten enough criminals captured that I can believe it." He shrugged, "Either way if he's a criminal we want him captured and she's better at that than we are if your testimony's correct."

Wow...she really needed to thank her dad, "You can count on me, officer." Nodding once more she took a running start before jumping into a swing. A police officer had more or less given her his blessing to investigate; granted she would have done it anyway but it was good to know she didn't have to do it with someone on the right side of the law trying to shoot her in the back.

And hey, if there really was another hero it wouldn't hurt to make friends in their underpopulated field. God knew she needed as many as she could get right now.

Ben watched her go with a relieved breath. Well, that was one problem dealt with. He didn't know why Jean wanted to work together with her. Did he think she was innocent? Sure, the evidence didn't add up and the Kingpin connection was definitely not friendly. Captain Stacy also vouched for her and he knew that man wouldn't turn no matter what, so he had to believe she was innocent for whatever reason.

But still, working with a vigilante? He wasn't sure that would fly. Next thing he knew they were going to officially deputize her or something.

Stepping into his car, his radio beeped and up picked up with a groan. With his luck it would have been Vulture's second cousin taking up the suit in revenge, "Yeah...wait, what do you mean Aleksei broke out!?"

* * *

This place was driving him mad.

Peter jumped to the adjacent rooftop, doing his best to keep his mind clear. No matter how far he ran, how many times he'd tried to rationalize he couldn't make any sense of it. Most of the buildings were far taller than he remembered, the signs far more vibrant and advanced than even the wildest imaginings of science or the exhibits in the World of Tomorrow fairs. On the streets below people drove cars and used technology that was impossible no matter how many times he tried to explain it.

Could this really have been New York? No, impossible. He recognized parts of it, but it was all...wrong. Like it was a copy rather than the real thing.

He needed to find Octavius. While he liked to think he snapped his neck before whatever the hell that was happened he had the sinking feeling in his gut that he was still alive somewhere. Cockroaches like him always found a way to weasel out of what they deserved.

He jumped to another roof before stopping. The next buildings were too tall, "End of the line..." He dropped into the alleyway below, the snow crunching under his feet, and pulled his coat tighter over himself. He was tempted to unmask, lose himself in the crowd, but he kept it at bay. He needed to be alone, to think. He didn't know what the hell this place was but he knew who he was: He was Spider-Man, and as long as he remembered that he could ignore the giant television screen showing moving images far better than it had a right to be.

Speaking of...

"I told you what would happen if you told the police, didn't I!?"

Even in the madhouse there were some things that remained constant. Peter watched as a big, burly figure slammed a smaller one against the walls of the alley. Both of them were Pachuco's by the looks of them, meaning the police would just ignore it. If you weren't White you weren't worth 'wasting' time over.

Too bad for him he didn't think the same way.

"I-I'm s-sorry! B-But I didn't know that-"

"Shut the fuck up!" He brandished a switch blade and pressed it against his neck, "You think this is some kind of joke!? Hammerhead finds out you squealed and the entire gang goes down! You ain't got no one to blame but yourself-"

"Let him go."

The attacker turned to him, his snarl worsening and allowing him a better look at his features. Yep, definitely a Pachuco - His bearded face was covered in tatoos all the way up to his neck, his hair covered by a ratty knitted cap. It was hard to see through the jacket but he was definitely fit; the typical thug you'd see walking down a dark alley. Not a mugging, but it didn't matter what it was. Either way someone innocent was going to get hurt.

"Who the fuck are you supposed to be?" He spat, looking him up and down, "What, you think you're a superhero or something? Get the fuck out of her before you get hurt, _pendejo_!"

"...Last chance, crumb. Let the kid go or I beat you down and leave you to the coppers, your choice."

He guessed that was enough, and judging by the fink charging at him with a snarl he was correct. Some things never changed: Thugs always hated it when you challenged their reputation. Most didn't take well to people telling them 'no'.

He didn't need his spider-sense to warn him of the attack. Ducking under the clumsy swipe, he kneed him in the stomach before slamming him against the wall, "Ah, you son of a bitch! I'll fucking kill you-"

"I warned you." He released a burst of webbing, trapping him against the wall. Hopefully the kid could tell the coppers what happened...though given that they were Colored he had his doubts. Still, it was at least better than getting stabbed in an alley.

"At least you weren't dressed like a clown..." He muttered. This at least he understood, far more sensible than a Zorro wannabe or a guy who commanded an army of Koala bears. Trudging towards the younger man, he knelt and offered him a hand up, "You okay, kid? He really did a number on you." He looked at him in pity. Kid couldn't have been more than 15 or 16, way too young to get involved in something like this.

"I-I'm fine." He rubbed his neck, wiping away the thin strip of blood, "I...thank you for saving me. I..I thought he was going to kill me."

"No kidding, he looked like a rabid dog." He pulled him up. Kid's hand was shaking a mile a minute, "Any idea who he is or why he's after you? He sounded like he knew you."

"He's my brother..."

Well...shit, that wasn't the answer he wanted to hear. It was hard enough to get the coppers involved whenever the Colored fought amongst themselves, but finding out that the two were brothers? It would be a closed case, blamed on drunken infighting. Who knew maybe the cops in this madhouse were different, but he doubted it. Thugs were thugs and coppers were coppers, that had to make sense.

"Listen, we need to-"

Spider-sense.

"Hey Carlos, did- What the fuck!?"

Another one, entering from the end of the alley. The figures eye's widened before he pulled out a pistol, training it on them both. Spider-Man placed the kid behind him with a grimace. Rushing him was too risky; the kid could end up shot if he made a single mistake. He was tempted to draw his gun and fire, but he would have preferred not to kill him unless he had to.

*thwip*

A thin stream of web came from above, landing squarely on the gun's barrel and yanking it away before he could react. Capitalizing on his surprise, Spider-Man rushed forward and punched him square across the jaw before pinning him against the ground. He sincerely hoped that wasn't another brother because at this rate the coppers would laugh him off the station before he got a single word out.

Now, who was his knight in shining armor?

"Damn you're fast. I was just about to do that, you know."

Peter turned to the source of the voice and himself looking...up? A dame, that voice was definitely not from a man. Her outfit immediately caught his attention: Some kind of black and white bodysuit with a hood and mask, save some violet patches on her arms with what appeared to be teal webbing and, oddly enough, shoes. Was it common practice to dress like clowns in this place or was he just really unlucky?

Oh, and she was also _standing on the wall._

He'd seen a lot of things since the incident at the docks nearly a year ago. He saw a Spider-God who tortured him before gifting him with the 'curse of power'; he saw a murderer who wore flesh like a mask to hide his deformities; and even a circus geek who grew to love the taste of human flesh.

But seeing a twist standing on the wall like she was a damn...well, _spider_ , was beginning to top that list; right below the Spider-God but just above Osborn's flesh mask.

"Uh...are we having a staring contest? Cause if we are then I'm not sure how we're going to find a winner."

"How are you...?" He shook his head. He needed to calm down, "How are you doing that? Do you have magnets on your feet or something?" He'd learned by now that some things just defied explanation, but the rationalist in him still tried to find a reason for everything when he could, "You should be getting pulled down..."

"Yeah well we're both shooting webs out of thin air, so I think at this point reality went out for a lunch break." She detached herself from the wall and landed right in front him, lowering into a crouch before standing upright, "Anyway, I'm guessing by the black webs keeping dumb and dumber in check that you're the one who stopped Bodega Bandit and Koala Kommander in front of the Dollar Dog."

"I guess so..." He let out a cold breath. Curious as he was he had more pressing things to worry about, "Look, I really need to talk to-"

The kid was gone.

"Fuck." Where the hell did he go? He didn't blame him for being scared and running, but there was definitely more to this than a mugging or random assault. Two guys trying to off a damn kid? His gut told him the kid knew something.

"The little guy ran when you charged the guy with the gun." She tilted her head to the side, "Is something wrong?"

"Not sure, but I get the feeling that kid's in danger." He sighed. Coppers wouldn't give him the time of day and he had the sinking feeling he would see him dead in another alley somewhere before the day was done, "...No use worrying now, I guess." He looked at her and crossed his arms. Had to keep calm, make sure his voice and face didn't betray anything. The mask helped, "Who the hell are you? Ever since I got here it's been one thing after another but you're above everything else that's for damn sure."

She shrugged, "Depends on who you ask, but I go by Spider-Woman whenever I'm not getting cussed out. You?"

"...Spider-Man." The words were out of his mouth before he realized how it sounded, "No relation."

"Wow, real original." Her tone was amused. He raised an eyebrow; she was far too calm all things considered, "Right, listen I wanted to see what all the fuss was about with the new Spider hero running around. Er...you are a superhero, right? This isn't the part where you reveal you're a supervillain and attack me, is it?"

Superhero? Supervillain? What in the hell was she talking about? "...I'm just a concerned citizen."

The 'eyes' on her mask narrowed (how in the hell did they do that?) before she let out a soft laugh, "Wow...you pick that up from a comic book somewhere?"

"What's a...nevermind." He shook his head, "Look, I don't understand anything that's going on. First things first, how are you so...calm about this? When most people see me their reaction isn't exactly to start a chat." Mostly it was running or turning away and hoping he wasn't the one he came for. Chameleon's smear campaign hadn't been completely erased despite Jameson's official redaction. At least a few had looked at him as if they expected him to spout four extra arms.

"So you shoot webs and you're fast. I don't know if you've noticed but we're not exactly that different," She released a burst of webbing and fired it into the air. It was far thinner than the ones he used, "See? Besides, compared to She-Hulk you're not exactly making headlines just by looking at you unless you have green skin under that mask of yours."

"Not that I recall." He replied. Thoughts of Osborn came and went despite his best efforts, "Look...none of this is making any sense to me. If we do have the same powers, how are you so calm? This isn't odd to you?"

"Buddy, I saw an old man in a bird suit a few months ago; trust me, this isn't the weirdest thing I saw this month let alone the whole past year." She shrugged, "As for your powers I can take a guess that it was the same as mine: Bitten by a radioactive spider, am I right?"

"...Close enough." Radiation? He'd heard of its beneficial effects, but Aunt May was always reluctant to buy any of it ever since that guy's jaw fell off. If people back home knew radiation was the key to getting powers...

He didn't want to think about it. Far too nightmarish to even imagine.

"Right, well I guess that solves that problem then." She continued, "I mean I still think you need a different name and costume. I mean, 'Spider-Man'? I'm not exactly possessive but you don't want people thinking you're a copycat or anything. And that costume..." She placed a hand on her chin, "You get it from the attic or something? All that crap looks old. But hey, another hero's another hero. I'm not exactly going to complain if you're going to stop a supervillain for free. God knows this city needs it."

"Copycat? Trust me, I had no idea you existed till just now so if I copied you then it wasn't on purpose." He could feel a headache coming, "As for 'supervillains', I got no idea what you're talking about. All I'm looking for is a way back home-"

Spider sense.

The buzzing was drowned out by the sounds of screaming and what sounded like metal being torn apart. In front of him Spider-Woman seemed to share his sentiments, her gaze already shifting past him to the end of the alleyway.

"...You felt that too, right?" She asked.

"Even if I didn't those screams weren't exactly subtle." What was it now? Some gangsters shooting a place up? Another burning burned down for insurance? Either way he had to try and stop it. Being confused was no excuse to slack off.

"Might be Stilt-Man or Shocker...so much for an easy day," She walked past him for a moment before looking back, "You coming?"

She was actually going to go there? Huh, that was new. In his experience people usually ran away from the screams, not towards them...then again he'd never seen dames with powers before either so he it wasn't that surprising in hindisight.

"...Yeah, lead the way."

* * *

 **Nothing much to say for this chapter. For those keeping up with Spider-Gwen, I only changed one major thing: Since I'm not using Spider-verse and the dimension hopping, the Spider-Women crossover event didn't happen meaning Gwen didn't lose her powers and S.I.L.K along with Earth-65 Cindy Moon is still active. As a small butterfly effect of her never being de-powered her dad didn't let himself get arrested because the situation with Castle didn't escalate to the point that he was firing repulsor blasts in crowded apartments.**

 **Beyond that everything else is still as canon, including the fight with the Vulture, Punisher, Lizards, Green Goblin etc etc. Oh and whenever we have Gwen's POV curse words are censored out, I find it fits the tone better given that she's meant to be the more PG superhero whereas Noir is, well, Noir.**

 **Oh, and in case anyone's curious 'Pachuco' means 'Young Mexican living in the United States'. The more you know...**

 **Next chapter is likely going to be shorter. Originally the chapter ended with Gwen swinging away and the meet-up with Noir was for the next one but I didn't want to dawdle around.**


	3. Hero and Vigilante

He was wrong.

He hadn't spent too much time in this madhouse, but in the short while he'd been here he saw marvels that would make the most prestigious scientists blush: Television sets with images beyond anything Hollywood could screen, cars that looked kooky enough that they looked like they belonged on the World of Tomorrow fair and fashions that would make a Broadway starlet raise an eyebrow. He didn't get them, but at the very least they weren't...incomprehensible. They at least had enough similarities that he knew what they were supposed to be rather than blaming it on the aliens.

What he saw in front of him put it all to shame.

He'd seen robots in magazines, seen boxing champions brag that they could take the tin men with nothing but their grit and gloves. If they saw the monstrosity in front of them now they would have browned their trousers - The damn thing was a damn giant and it looked like a bad joke about the rhinoceros. Metal in place of hide, a sharp spike in place of the natural horn. It's 'eyes' glowed a sinister red, the voice reverberating from inside echoing unnaturally.

"Ha ha ha, new suit is amazing, yes!? Everybody enjoy themselves!?" The voice bellowed, the thickly accented Russian mixing with the broken English.

It stood on its hind legs, the dark metal whirring and buzzing loudly with every step it took. A few narrow slits peppered it's body and he saw what appeared to be a humanoid figure inside with blue skin. That thing was being controlled by a human being? No way, they would've been crushed inside.

Next to him he saw Spider-Woman's 'eyes' widen, one foot stepping back involuntarily, "...Shit, he didn't have that last time."

"You fought this yahoo before?" Spider-Man asked. All around him he could hear people screaming, entire crowds pushing past one another to try and escape from the metal behemoth standing the middle of the street. The coppers were nowhere to be seen, but somehow he doubted a few revolvers would be enough to put the big galoot down. He found himself wishing he had a typewriter on hand.

"Yeah, long story-"

"Where is Spider-Woman!?" He yelled, cutting her off, "I want to give condolences before I kill big bacon partner!"

That did it. Whatever he meant by that was enough to set her off, judging by the way her 'eyes' narrowed, "I'm right here, you overgrown smurf!" Not waiting another moment, she jumped and shot a line of webbing to a nearby building.

The mechanical marvel whirred and buzzed, its head turning to meet her. Spider-Woman swung towards him, narrowing the distance almost immediately, before delivering a kick to what passed for it's 'chin'.

The dynamo's head didn't move an inch, "Hahaha, is that all you have little spider girl!?" It's hands attempted to grab for her, but she stuck to the wall of a building away from reach, "Aww, what's wrong? Too scared to give a hug to old friend Aleksei!?" He chuckled. The bruno was enjoying this, that was much clear.

"Didn't we already do this, asshole!?" She stuck a line of webbing and tugged, trying to pull its head off, "How the hell do you keep getting out? Is mama smurf paying bail or something!?"

"I have good friends, better than bacon that shoots at you, yes!?" He grabbed the web and pulled, dragging her towards him. Before she could release her grip on it she found herself falling towards him and being wrapped in a crushing embrace, "This is familiar! Like dance we share in girl band's concert!"

That was his cue to stop standing around like a drunk mick.

"Hey, genius, over here!" He pointed the gun at his back and pulled the trigger, the loud bangs drowned out by the sounds of screaming and rushing cars. Punching that thing wasn't going to do any good, he was damn sure of that.

He watched with rising dread as the bullets bounced off its back with a reverberating clang. Still, it was enough to get his attention; he watched with rising dread as its grip slackened slightly, its head inclining to look towards him. Great, now its eyes were on him...why did he want to do that again? Oh right, to try and distract him so the twist in white could get away.

"Oh, who is this!? Another partner, little spider girl? Haha, bringing peashooter to fight Rhino is not good idea! Bullets are like insects!"

One arm released her(hopefully she took the chance to escape), groping for a nearby car and picking it up with a minuscule grunt, "Here, catch!"

His aim was completely off, but it wasn't cause for celebration. The sleek vehicle flew threw the air...right towards a clustered crowd of civilians.

"Damn it!" Spider-Man jumped towards the group. Too many of them, he counted half a dozen alone at first glance; he wouldn't be able to pull them all away in time. He needed to stop the car before it turned them to mush...

His fingers curled and he released a burst of webbing, attaching it to a nearby streetlight to the right. The car was nearly on them, "Come on...!" He released another burst to the left, spraying the black silk and tugging it towards the other end to create a crude net. He didn't know if he could lift that car, and he wasn't willing to test his luck. His webbing had always proven strong before...

Please, God, let this work.

He held his breath as the car collided with the rudimentary netting, the material pulling back and, for a painful moment, almost looking like it was going to tear altogether before it stopped.

The car crashed onto the ground with a loud thud, the webbing nearly torn, "...Can't believe that worked." He released a held breath and looked back at the crowd. Even now some of them were still doing God knew what, though a few at least looked like they were just frozen from shock rather than staying behind deliberately like idiots. At least he hoped so considering one of them was a dame with a baby in her arms.

"Woah, that was awesome!" A young man exclaimed, pressing the rectangle closer to him, "Do you have the same powers as Spider-Woman? How did-"

He grabbed the small machine and threw it against the wall.

"Hey! That was my-"

"Get out of here before you get killed, you twit!" He shouted, causing the young man to reel back, "That goes for all of of you! He throws another car and I might not be able to stop him again!"

That seemed to finally jolt them out of their collective stupor. Spider-Man watched them go for a moment before turning his attention back to the hulking behemoth. Spider-Woman was free at least, that much was a relief.

"Hold this for me!" She released a glob of webbing, covering the red eyes with balls of white. Kicking at his chest, she managed to jump back before it could swipe at her and landed next to him almost silently.

 _'This is insane.'_ He repeated for the nth time. Completely gonzo. Twists in costumes with powers, Russians with armor that would make Tony Stark blush and, probably worst of all, a few idiots staying behind and using their little squares to do God knows what. It wasn't safe to fight here; this place was full of houses and apartments, and idiots or not he didn't want to see them get crushed into paste.

"Thanks for the help." She quipped. It was hard to tell whether she was being ironic or sincere, "Alright, listen, that stuff's not gonna keep him distracted for long. We gotta get him outta here before he starts throwing more cars."

"You read my mind. Got any ideas?"

One eye was free. Before she could reply he picked up another vehicle - a truck this time - and threw it at them. His aim was marginally better this time around(odd considering he could only half-see) and Spider-Man jumped away, avoiding the vehicle entirely.

Spider-Woman jumped towards it instead.

"Hey, what are you-"

"Just trust me!"

She landed on its side and placed her hands against it. Was she...she was trying to stop it. Was she insane? He watched, mouth parted, as both her and the large vehicle impacted against the side of a building.

She should have been crushed, flattened like a damn pancake, but she wasn't. Just barely he could see her sticking to the wall, the truck stopping rather than going through and smashing the wall into little pieces.

"Arghhh, damn it! Stop throwing cars you fucking asshole!"

She threw it back against the renegade Russian, the sound of metal being crushed reverberating throughout the road as it made contact with the Dynamo. Despite everything sane and rational telling him otherwise he already knew it was still kicking.

With a soft pant she detached herself from the wall and gestured frantically for him, "Right, you want a plan? Here's the plan." She pointed to the right, "There's a parking lot not too far from here, should be abandoned since its work hours. We get him to go there."

"And then? I doubt he's going to drop dead just cause we ask nicely." He bit back. Getting him away from the civilians was definitely a priority, but if they couldn't stop it from rampaging then it would be a temporary solution at best.

"Hey, I don't see you coming up with any ideas!" She shook her head. Rhino was scratching out the last half of her webbing, "Look, we can deal with it later. Come on, on the count of three we web-swing out of here and-"

"What? I can't swing like you can!" He exclaimed. He was also pretty sure he couldn't throw trucks around like they were nothing, but that was neither here nor there, "You swing out of here and I ain't gonna be able to follow."

"How the hell can't you swing!? Didn't the person who design your web-shooters think that might be useful!?"

"I have no idea what the hell you're talking about!" He shouted back, "Look, just...just go ahead and swing on out of here! I'll catch up!"

"You think you can outrun that thing? Are you fucking nuts!? We gotta-"

"Kids talk too much, should focus on the fighting!"

Too late. Spider-Man watched with rapidly diminishing shock as the machine shifted, going from standing to crawling on four legs and the metal plates surrounding it shifting to form a thicker hide. Parts of its face parted, showing the wide grin of the blue-skinned bruno inside.

Before he could do anything else he felt Spider-Woman tug him close, one arm wrapping around his waist while another fired a webline to a nearby building, "Hold on! I'm not really good at doing this with passengers!"

There was no rushing sense of vertigo, no initial shock. He'd jumped from building-to-building enough times to get the basic feeling of flying, but he had to admit that despite the almost habitual free-running he had grown accustomed to there was something different to swinging through a concrete jungle like some kind of would-be Tarzan. How she was able to pull it off without somehow dropping him he didn't know, but he wasn't going to look a gift horse in the mouth.

"I can't see, is he following us?" She called out.

Looking back, he couldn't stop the feeling of dread in the pit of his stomach at the sight of the metallic rhino bulldozing its way through the streets. If they'd stayed in that place how many houses and apartments would that freak have taken down? He shook his head. No need to think about it now.

"Yeah, he definitely ain't letting up!" He called back.

They were getting lower and it was catching up to them. One web-arm definitely wasn't enough, "Almost there!" She fired another web and turned, her feet skidding along the side of another office building, before she jumped, "Shit, sorry about this! Just trust me, okay!?"

"Why? What are you-"

Her hands twisted, one ejecting another rope for her to swing with while the other threw him upwards. His eyes widened for a moment before he saw her fire another line with her now-free hand and eject herself upwards, catching him before he could even begin to fall.

"Ha, knew it would work!"

"A little warning next time, would ya?" He muttered. Powers from a Spider-God or not he was pretty damn sure a fall from this height would still kill him, "...Hope ya got a plan when we get there." He didn't want to die in this madhouse.

He didn't know much time passed; it could have just been 10 seconds or 10 minutes, but eventually he caught sight of their destination. Cars parked side-by-side and not a single person in sight. Spider-Woman slowed slightly as they neared the smorgasbord of automobiles, "Alright, we're here!" She looked back. Rhino was quickly catching up to them, "Look, we need to find a way to get old Hippo outta that suit. As long as he's in that thing we're fucked."

"...Toss me at him."

"What?" She looked at him like he'd gone crazy; actually he wouldn't have disagreed with her, "What are you go to do? Ride him like a horse?"

"Just toss me at his back before he catches up!"

Muttering unintelligibly to herself, she ejected a final web-line and twisted herself around before tossing him at the charging pseudo-animal's back. He could only hope she had good aim.

"Agh!" He bit back a curse as he crashed against the metal 'skin', hands grasping at the slits to try and keep steady, _'Gonna feel that in the morning...'_ He grimaced and held tighter. Right, now he needed to find a way to stop this thing-

His thoughts were cut off as a surge of electricity passed through him. His grip slackened and just barely he felt a dull pain at the back of his head as he landed on his back. Right, of course that thing would be electrified. It could already pick up cars like they were nothing, so really what else could he expect? Thankfully the mad Russian didn't seem to notice or care about his blunder, shifting back to its previous state and standing on its hind legs once again as it drew closer to Spider-Woman.

Through blurry eyes he watched them fight. How was she...no, stupid to even dwell on it; she could toss a truck back and somehow keep it from turning her into a pancake. Of course she could fight that man-made monstrosity.

Still, given the way the blue-skinned wonder was laughing it didn't seem like her punches and kicks were doing her any good.

Eventually he managed to take hold of her leg. With a muted wince he watched as he smashed her against the ground, laughing all the while, "What is wrong, little spider girl? Nothing else to say to Aleksei?" He picked her up and lifted her, leveling her head to meet his gaze,

"Aleksei...should stop...referring to himself in third person...is stupid." She breathed out weakly, her voice a crude mimicry of his Russian accent. Still joking...he couldn't tell if it was admirable or sad.

"Oh, brave little girl! Shame you not take lawyer's offer, eh?" He dragged her closer, his smile widening, "Now both you and big bacon Stacy going to die. Nothing personal, is business you understand."

The bozo was bragging, trying to drag it out. They always did, _'Come on, get up!'_ He grit his teeth and stood up shakily. What was he supposed to do? Even when his head wasn't ringing he wasn't exactly throwing prize hits.

But hell, laying down and dying wasn't an option. He trudged closer and aimed a shaking hand at the mechanical monstrosity. He was standing upright now, a few of the slits had become wider. He thought he'd won, he let his guard down. He didn't know if one bullet would be enough to put the freak down.

Well, at least it would make him hurt.

"Ahhhhh!" He let go of Spider-Woman, looking down at his bleeding foot with wide eyes. He couldn't see much blood; was it pain or just shock that got his attention? Either way he saw Vodkalky turn towards him, his teeth bared in a snarl. He didn't miss the way he limped, "You! I not hired to kill you, but you just made personal!" His fists clenched, miniature drills coming from the fingertips and whirring dangerously, "Any last words, little spider boy?"

"Yeah...look behind you."

He didn't, likely thinking it was a trick to stall for time. Still, it just made it more satisfying when Spider-Woman smacked a car against his back.

"Oh shut the _fuck_ up!" She picked up another vehicle and threw it against him, causing him to crash into pile of cars, "'Spider girl' this, 'big bacon' that! You're like a broken fucking record and I'm sick of hearing it!"

Another car smashed against his head, forcing him onto the ground. Spider-Man deliberated briefly whether to shoot at him again before deciding against it. Whatever he could do was nothing compared to what the pissed off 'superhero' was dishing out. Already he could see the mechanical suit breaking apart, more and more of the blue skin being exposed as the Rusky tried to fight back against the onslaught of cars.

Right...he needed to remind himself not to piss off any more dames in costumes he ran into.

Spider-Woman threw away the shattered remains of the car she'd been using as a club and panted, both hands on her knees. In front of her he saw the blue-skinned geek; bruised and looking like he'd seen better days, but definitely alive.

"...Well, that was fun." She snarked. Kneeling down briefly, she picked up the freaky Russian before pinning him against the wall with a squirt of webbing, leaving his mouth exposed"...Haha, sorry you had to see that. It's just...he's _really_ annoying, you know? I mean he's not Stilt-Man or Bodega Bandit but trust me he's up there."

"I know what you mean..." Though he also would used a few more choice words. There was a fine line between annoying and willing killing to kill innocent people just because they happened to be there.

"Right, well I gotta ask Hippo here where who sprung him from prison again," She slapped his face 'lightly', rousing him awake, "I swear, every fucking time..."

"Wait...he got out before? This isn't his first time?" His eyes narrowed from underneath his mask. He'd only seen this guy today and already he knew that any sane judge would give this guy the death penalty without a second thought.

"Including now? Three times and counting." She sighed, clearly frustrated, "I don't know how he keeps getting outta there. You'd think that after the first time they would put him in solitary or something..."

"Nnngh, where am I?" He muttered, eyes blinking rapidly as they adjusted to waking, "What...What happened?"

"You got your ass kicked for the third time in a row." She crossed her arms. Spider-Man could practically see the smirk under her mask, "Right, so here's the score: You get busted out of prison once or twice? I'm not even surprised. If Bodega Bandit can get out I'm not surprised you can." She poked him him in the chest harshly, "But BB doesn't get out with a fucking powersuit, does he? So spill, Cinderella; who was your Fairy Godmother? Who gave you the new toys? Are you Tony Stark's secret cousin or something?"

"Go...to hell...spider girl..." He spat at her, though he was so addled he missed her head entirely.

It was a response he had long since expected. Many criminals had a warped sense of honor: Killing innocents or ruining lives was okay so long as you don't turn stool pigeon, like it erased whatever guilt they might have felt. Sometimes they needed a little encouragement...provided she was willing to go through with it.

"I'm warning you, Alex. You don't-"

"Don't what? Not scared of you, girl." He chuckled, his head throwing back as much as he could within his confines, "If this city is slaughterhouse you the biggest pig of all! Don't even need badge to act like bacon!" His mouth parted, exposing his bloodied teeth, "You don't have balls to hurt me now that I helpless. Especially not in front of all this people."

He looked around him. People were gathering around them, more confident now that the source of danger had passed. He could see Spider-Woman's hands shaking, the eyes of her mask narrowing, but she took no further action. Was she connected to the coppers? Officially speaking the flatfoots couldn't just beat a confession out...granted they still did it, but certainly not when people could see them unless they were just beating on the 'no good Negroes'.

"Listen, I don't know what the hell is going on here but I get the general gist of it." He said, "Sounds to me like someone sprung him from slammer and that this ain't the first time he walked out there. You got no reason to listen to me, but you saw what he almost did..."

"What do you want me to do? Beat him?" She shook her head, "Look, fighting back when he's still a threat is one thing beating him up when he's basically handcuffed is another thing entirely. Maybe...Maybe the police can get something out of him." Even as she said it he could tell the doubt already seeping into her tone. This guy had escaped three times already and they couldn't figure it out then. Were the coppers going to pull a miracle out of their magic hat?

Not likely.

Aleksei grunted as Spider-Man smacked him across the face. The masked vigilante winced, though he did his best to ignore. It was like punching animal hide, "You're gonna talk to me now." He grabbed his face roughly, "Who let you out of prison? Where'd you get the dynamo suit?"

"H-Hey, what the hell are you doing!? We can't-"

"You really think the coppers don't do this when you're not looking?" He punched him in the stomach, earning another grunt of pain, "You saw what he almost did. Those people would have died, others would have died if you didn't lead him away. You're just going to wait for him to get out again? You didn't sound that surprised when you said this was his third time."

She pulled him away before he could get in another blow. The gathering crowd began to whisper to one another and point, a few select words like 'rivalry' and 'superhero fight' reaching his ears.

"And what's your solution? Just beat on the guy till he coughs something up?" She shook her head, "Look, we can't just beat on people, okay? Let the police handle it. Trust me, the know what they're doing-"

"Hahaha, yes, little man. Listen to the spider girl." Aleksei smirked at them both. Spider-Man wanted to wipe the grin off his face, "I see you both when I get out again. Next time you not be so lucky, yes? I throw car harder next time so puny web doesn't stop it-"

Enough was enough.

He aimed the revolver and shot, aiming just above his knee. Aleksei's smirk morphed into a yell of pain which only worsened when his other leg was shot as well. Again he couldn't see much blood; whatever this goomba had for skin it definitely wasn't normal. He made sure to avoid his kneecaps; he wouldn't be crippled, even if he deserved it.

"Still think I'm joking, _Vodkalky_?" He pressed the gun between his legs, causing what sounded like a whimper from the larger man, "I already got two legs, wanna go for a third? I've still got plenty of bullets-"

A web attached itself to his back and he found himself being pulled back once more. Just barely he avoided the punch aimed for his face, his spider-sense somehow not blaring at all despite the danger.

"Are you literally fucking insane!?" Spider-Woman yelled, her scowl visible even through her mask, "I _just said_ we don't beat people when they're already restrained!"

"Maybe you don't, but not all of us can use trucks like battering rams." He spat, "If I made a single mistake half a dozen people would have been turned into _paste_! You're honestly gonna risk him getting out and doing it again just cause you're not willing rough him up now that he's 'helpless'?" He scoffed, "Sorry, sister, that just doesn't make any sense to me. Especially not after you _threw a car in his face_."

"Damn it, look!" She held up her hands and took a deep breath, "Just cause we wear a mask doesn't mean there aren't rules, okay? You can't just...kneecap people 'cause they try to piss you off!"

"So exploding a car in someone's face is okay but trying to actually get information isn't? What the hell kind of-"

"I tell you!" Aleksei interrupted, his voice haggard, "Just call ambulance to get bullets out already!"

The two spider-themed individuals looked at one another in pregnant silence. He could tell she wanted to say more, continue on her rant about morality and the guidelines for society, but Spider-Man spoke first, "Alright, you blue-skinned geek. Spill everything and just hope she knows what the hell you're talking about." Cause God knew he wouldn't. He couldn't make heads or tails of this madhouse. Next thing he knew Toomes and Osborn would come back from the dead...

"Right, look..." He took a deep breath, "This escape...different than last ones." He swallowed, trying to ignore the pain in his legs, "Secret agent looking man dressed in red, he...sneaks to cell and tells me he has an offer..."

"Go on, don't keep us in suspense..." Spider-Man muttered.

"He tells me...his employer will spring me from big house...in exchange I put on experiment suit and fight Spider-Woman."

"Me?" The eyes of her mask widened, "Wait, so all that crap about killing Captain Stacy was-"

"Bullshit. He said..." He laughed weakly, "To make you angry... that you are protective of big bacon Stacy and I supposed to use that. Don't know why..." He managed a shrug, "That...That is all I know, okay? So call ambulance now..."

"Secret agent in red, that mean anything to you?" Spider-Man asked.

"Not unless you add 'white and blue' at the end, but I'm pretty sure Captain America is on my side," She muttered, confusing him even more, "Look...we need to talk about this, but not here. I'm sure the police and ambulances are already on the way here but I'll call em anyway, so let's go somewhere more private. I'd rather not put on another show for the crowd." She gestured to the assorted people, who watched them like hawks.

She jumped and fired a line of webbing, swinging over to the top of a nearby building. She was gesturing for him to follow...did she forget he couldn't swing like Tarzan? He shook his head and jumped up the the pile of cars, leaping over the fence before anyone could think to follow. Hopefully the coppers could hold this guy this time...not that it was going to be his problem, of course. Once he got back home and away from this madhouse things would go back to normal.

* * *

He was only a few steps into the alley before she dropped down in front of him, his spider-sense once again eerily absent. It hadn't blared at all around her...it was troubling, "...Was wondering when you were going to catch up."

"Right, forgot whoever gave you your web-shooters didn't put a swing function in." She crossed her arms and leaned against the alley's wall, "Look, about what happened back there-"

"We really going to continue this?" He interrupted, voice tinged with annoyance. He already heard this lecture from Aunt May, already had his bouts of self-loathing. He didn't need it from her, too, "You may not like it, but did you think he was going to give all that up if we played nice? It was hard to tell behind that suit of his but he's just another thug. The only thing that gets their gears turning is when you threaten or actually hurt them."

"Maybe, but that doesn't mean he have to stoop down to their level." She replied, "Look, I'm not gonna be an ass and say that info was useless. Maybe someone saw something in the police station, maybe other prisoners caught a glimpse of this 'man in red', but we can't just start kneecapping people or beating the shit out of them to get information. There's a line, you know? I know you're probably new at this whole 'business', but people like us gotta steer clear of it."

"Like 'us'? You mean 'Superheroes'?" He shook his head. It sounded silly saying it out loud, "What makes you think I'm whatever the hell that is?"

"You helped me fight Rhino, for one. You also helped saved those guys who stayed behind," She said, "Not exactly perfect either way, but I didn't exactly wake up thinking on how to help my fellow man when I first got my powers. You just need to work on it a bit."

"Look, I appreciate the vote of confidence but I ain't some kind of hero. Right now I'm just someone who wants to leave this madhouse and find my way home." He shrugged, "So yeah, good luck to being a super spider or whatever you wanna call it but I'm not staying. Hope you can find the man in red..." Though if she still continued to avoid interrogating thugs because she wanted to be 'better' than them then he had his doubts.

He passed her without another word. He'd gotten distracted enough; he needed to find Octavius. Without his wheelchair he couldn't have gotten far and a small, crippled German covered in blood like a butcher was something he could easily pick out in a crowd.

"Hold up." She called out, "Just one more question."

"...Yeah, what is it?"

The eyes of her mask narrowed before she spoke, her voice just a tinge uncertain, "Your voice sounds...familiar. You sure we haven't met? It might be poor taste and all but maybe we know each other without the masks. Who knows maybe you were in the same group when the spider bit me."

"I doubt it..." Peter muttered back. Peter Parker was just another face in the crowd, a reporter for the Bugle who took Ben Urich's place after his death. He doubted a dame with powers had any idea who he was.

"Unless you were in a warehouse with Fancy Dan and the rest when they spilled that statue." He scoffed. If she was then she'd be nothing more than a pile of bones by now, "And like I said I just got here. Trust me, sister, if I knew a dame who could stick to walls and toss trucks like they were nothing I'm pretty sure I wouldn't forget about it.

"Hmm...if you're sure." She still seemed doubtful. Why? Unless it was Mary Jane or Felicia Hardy under that mask he doubted it was anyone he recognized.

"Right...well, good luck with that little mystery of yours. I need to leave this place as soon as I can..."

He didn't bother turning back when she left, crawling up the wall and away from sight. He had enough problems to worry about without worrying about setting himself up for some arbitrary standards to be considered a 'hero'.

* * *

Gwen swung through the New York skyline, her mind clouded. Most of her was sore, though thankfully her costume was more-or-less undamaged, _'Thank you, Miss Van Dyne.'_ She thought. Aleksei was back in jail, she made sure to watch from a safe distance as the cops dragged him back to jail sans suit. Maybe S.H.I.E.L.D would take care of it? It certainly seemed far more advanced than anything even the Kingpin and Murderdock could get to.

She picked up her stashed backpack before swinging atop a nearby skyscraper and sitting against the edge, letting the cold winter wind run through her. Despite everything that had happened it had barely been an hour and without work she found herself with nothing to do. Patrol again? Maybe. Despite everything her injuries weren't crippling, so it wasn't as if she could call in sick...

She groaned. Fishing through her suit, she pulled out the number and read though it, "Officer Ben Grimm..." She mumbled. Was this legit? She could ask her dad later him if she really wanted to, see if Grimm was on the up and up. Working with the cops would solve a lot of her problems, even if it wasn't exactly 'official'. Would be a hell of a lot easier than having to beg her dad for access to police files by calling in favors from old pals.

Shaking her head, she stuffed it into her pack before pulling out her phone. She could worry about it later, first she needed to check if she missed anything.

Nothing much. A few messages from Betty saying she met 'Darkman' in front of the Dollar Dog, a text from Glory about band practice at the end of the week, her dad asking if they were still on for tonight...

Another message from Mary Jane trying to see if she was Spider-Woman.

Gwen sighed. Maybe she should've stayed down when Castle tried to agitate her; it would have been more natural, at the very least. But years of being Spider-Woman pretty much hardwired the idea of fighting back into her head. It's what pushed her to start defending Peter in the first place...

Her hands clenched. She'd moved on for the most part, but the the world didn't seem to want to stop giving her reminders. First Jameson calling her a murder on television then those new lizards and just recently 'Detective Frank Castle' hounding her for the unjust 'murder' she committed.

"^&*#&* son of a &*!" Just remembering him #$% her off to no end. It was one thing to go after her, but putting her dad and the home they lived in in danger was going too far. He showed his face again she was going to %^&* him up.

 _"Hey, Gwencent, sitting on top of the Empire State building again?"_

She frowned at the text. Why was 'Detective Watson' so insistent on it? Last she checked Spider-Woman was still kinda-sorta wanted by the police for murder and resisting arrest. If she was hoping she could use her for advertisement for the band she was going to be disappointed.

 _"No, Statue of Liberty. Empire State was last week."_

Sarcasm was always the way to go with her. She put the phone back in her bag and set into silent. She still had an afternoon to kill, may as well spend it doing some good.

In the building across from her a large creature snarled, clawed hands gripping and tearing at the metal columns of the unfinished structure. He watched as the costumed heroine swung away, green carapace flaring at the sight of her while his tail swung in a rage, nearly toppling the pillar altogether.

"Her fault...all her fault..." He muttered. All her fault they were taken, her fault they were experimented on, her fault they were turned into freaks. She was the first of them, and he was going to make her pay for it.

* * *

Peter wandered through the alleys for a bit longer before stopping, hand raising to remove his mask. He needed a break from being Spider-Man, even if it meant trying to slow down a bit. Maybe if he cooled off and cleared his head he could-

Spider-sense.

Someone was here. Hand lowering, he looked back at the dark alleyway. A few corners jutted from the wall, enough for someone to hide...

"I know you're there. Get out before I get annoyed."

A moment of silence passed before a figure stepped out. Spider-Man raised an eyebrow; the Pachuco from earlier. He wasn't expecting to see him again, " Huh...gotta admit you weren't who I was expecting, kid." He stuffed his hands into the coat's pockets, "Thought you ran away when the dame in white came to bail us out."

"I..yeah, I did." He nodded reluctantly, "I...I was scared, okay? Y-You saved me and all but I kinda panicked. I..I wasn't sure if you were the real deal or just another gangster looking for information..."

"And what changed your mind?"

"I..I saw you helping Spider-Woman out earlier. You're a Superhero, aren't you?"

"I'm not..." He sighed and clicked his tongue. There was no point in arguing against it at this point, he would've just been wasting time, "Right, say I was one of those. What do you want from me? You're in trouble, aren't you?"

"Y-Yeah..." He rubbed his arms nervously.

"Alright, let's slow down. What's your name?" He asked. Always a good place to start during interviews.

"G-Gabriel Reyes, but most people call me Gabe," He answered back softly.

"Alright, now tell me what's wrong, Gabe."

"Look, I...I saw something I shouldn't have, okay?" He looked around, like he was checking for spies, "I-I joined a gang, yeah, but only cause there was no other choice. I thought it would something simple, just selling a few bags of weed or something. You know, something to put food on the table? Make some sales, give the cops their cut and they look the other way...

"Slow down, kid, I'm not judging you." Too much, at least, "I know someone who runs one of the hottest speakeasies in town. Trust me, you ain't the worst I've come across."

"R-Right, okay." He took a deep breath and swallowed, "Alright, look. So this guy Hammerhead, bigshot for the Maggia. He comes in asking us to be guards, thinks a bunch of brown guys carrying guns is enough. Easy money, right?" He shook his head frantically, "I-I thought they were gonna smuggle in something like fake cash, or maybe sports cars or something."

"Guessing it wasn't party favors..."

"Alright, look I could take some shit, but this was..." He shook his head, eyes closed tightly, "Look, they were smuggling in guns...but not like what you think. It wasn't pistols and rifles, I'm talking Tony Stark level shit. Bombs that can blow up entire buildings, suits of armor that make you stronger than She-Hulk, guns that not even S.H.I.E.L.D might have. It's...It's _big_ , just like..."

"Like the thing our renegade Russian was wearing," Gabe nodded, his eyes full of fear, "You back away from this?"

"F-Fuck yeah I did! Hammerhead gets those guns he's not gonna donate them to charity. A...A _lot_ of people are going to be hurt, worst than any Supervillain attack!" He bit his lower lip, "I-I tried to warn the police, but I'm not sure if I trusted the wrong guy or someone overheard but the rest of the gang heard about it and..." He forced a nervous smile, "Well, here we are..."

"Here we are...so, I'm guessing you want my help."

"Well, y-yeah..." He wrung his fingers together, "You and Spider-Woman are superheroes. The cops can't or won't help, so..."

Criminals making off while the coppers did nothing; story of his life. Still, it was a distraction: Even if he doubted Octavius could get too far on his own taking time like this could cost him, leave him stranded here for longer than he needed to be...but could he just ignore it? Go back home to his New York rather than this madhouse and leave it to be blown up by goombas with more balls than sense?

Probably not.

"You're wrong about one thing, kid. Spider-Woman and I ain't partners." He sighed, "But I'm willing to help anyway. Just...tell me everything, this ain't my first gang bust and it ain't gonna be the last."

* * *

 **Done. Now before anyone gets set off: Noir didn't do much during the Rhino fight, but I wanted to convey his inexperience with going from garden variety criminals and freakshows to the supervillains that plague Earth-65. That it was Rhino, traditionally one the heaviest hitters in Spidey's rogues gallery, who he got involved with just emphasizes this. Until he figures out that enhanced capabilities are being doled out like candy in modern marvel and prepares appropriately he's going to have a tough go of it.**

 **His lack of powers don't exactly help since I'm using his Noir miniseries incarnation rather than the one from the Spider-verse series. This is the guy who nearly got his face caved in by Sandman, who in normal Marvel would be the equivalent of Man-Mountain Marko, Gorilla-Man etc etc. Unlike Gwen he doesn't do very good on open fights.**

 **Still, this is where the story splits off a bit. I don't have much people reading, but I might as well ask. Which do you guys prefer to see next chapter: Noir trying to stop the Maggia weapon smuggling or Gwen meeting her dad and fighting the next villain on the list? We get different tones and themes in both so pick what you like, if not I'll just flip a coin for it :) They'll converge again soon enough, not to worry.**

 **Newworlds - I'm using his Noir miniseries incarnation. In Spider-verse they gave him the same powers as everyone else, but Karn, Brix and Bora imply otherwise which leads to some confusion. So I'm using the 'weaker' version. Makes for a more balanced story, I think :)**

 **NeverendingZero - I do have plans for the Stacy's, though only in flashbacks as of now.**

 **Mingyu - You're every at this point :) Thanks.**

 **KingSlapaDude - Definitely underrated, but hey he was in Shattered Dimensions and Avengers Alliance so I'll take it.**


	4. A Taste of the Modern Day

The docks. It was always the docks.

Spider-Man sighed, mouth twitching into a frown. A part of him had hoped that the kid was just spouting nonsense, that this conspiracy about weapons that could level buildings was just that; a conspiracy. Maybe he was just paranoid or making something up to try and feel like he was actually doing something. He'd seen people with inflated senses of self-importance before, seen them claim that they 'always knew' something bad was gonna happen after it had already come to pass. Wanted to make themselves feel important, that they could actually do something rather than just watch with open mouths like a bunch of greaseballs.

All doubts went away as he saw the trucks passing into the warehouse. He would've excused it as nothing more than typical deliveries, but the triggermen in the cars at their sides was definitely not something you'd see for someone delivering fish or China. Something was in there, something someone wanted to keep hidden. At least enough to get the brunos a typewriter each and make sure it was happening in the dead of night when most workers got off.

He peeked over the edge of the roof one last time before letting out another sigh, dropping back into a sitting position to hide himself from view. This wasn't how he would have preferred to go about it: Usually he'd receive a tip, reconnoiter the surroundings and other details for a while before going in. Sometimes it would take hours, other times it would have been days. An operation like this was usually reserved for the latter; too big for him to just go in there half-cocked like some kind of drunk Mick. Something like this needed a plan, at least if he wanted to avoid getting turned to Swiss cheese.

"See? I told you they were up to serious shit!"

Peter gave a flat look to the teenager sitting across from him. This was another complication: His rather unwelcome partner. Ever since the Spider-God had 'cursed' him with his abilities he'd worked alone. Sure he had help from Felicia and (indirectly) from Urich and his notes, but every time he needed something done he did it himself. Better that away for everyone; he didn't want to keep looking over his shoulder, paranoid that his 'backup' might have gotten shot and was bleeding out onto the floor cause they didn't have his sense of perception. Partners complicated things...

But of course the kid had insisted. Maybe he felt guilty, maybe he wanted to make sure he wasn't just going to take the weapons for himself or maybe he just had a goddamned death wish. Either way he was coming and wasn't going to take no for answer.

Normally he would have just left the kid behind, but he knew where the place was and he couldn't trust that he wouldn't run in there alone like a fink if he didn't let him come.

Besides, he'd said something about gathering proof: "Even if you stop them tonight they'll just do it again somewhere else unless we have something to show the police". Pictures wouldn't be enough - those could be faked; at least that's what he seemed to believe. Personally he doubted anyone could change a picture save burning it altogether - but apparently they kept records inside. 'Electronic Databases' or some such nonsense.

He half-believed the Pachuco was just pulling words out of his keister, but he was right so far and he didn't really have any reason to lie near as he could tell. His Spider-Sense hadn't blared at all, so that had to mean something...

Releasing a held breath, the masked vigilante leaned his head back against the wall and closed his eyes. He could still hear footsteps, the shuffling of of boxes being unloaded along with the almost obligatory cursing at the weight. Madhouse or not if he just closed his eyes he could almost forget he was trapped in this hole and letting Octavius escape with every second he spent not looking for him. Once this was over he would take the kid and his proof to the police and that would be the end of it.

"So...what's it like?"

Peter cracked one eye open. Gabriel was looking at him, his expression curious, "What's what like, kid?" He didn't have to worry about keeping his voice down. The noise of the city would drown them out, and even if they didn't bums and other types tended to make the docks their home. Everyone knew to look the other way whenever the mob came knocking...present company excluded, of course.

It wasn't the first time they talked. Hours just sitting in the chilly rooftop led to Gabriel talking; kid was a real motor-mouth despite his stutter. He only half paid attention and grabbed a few specific details: He was an orphan and his 'brothers' were adopted. Older brother - Roberto, if he remembered right - died in a street race a couple years back. After that he went to an orphanage till he got sprung. Ultimately nothing useful...

"You know...to have powers?" He continued, his voice growing a tinge higher, "It...It must be really cool, right? I-I saw you make those webs and jump over that pile of cars. S-So what's it like?"

He shrugged, resisting the urge to roll his eyes at the query, "It's useful, not much else I can say."

"C-Come on, be serious!" He leaned forward slightly, hands on his knees, "I-It must be amazing, right? To have superpowers..." His eyes got a far-off look; something he'd seen far too many times, "Going around town, saving the day and getting cheered on by people...must be nice."

"You see anybody cheering when that damn Russian attacked?" He sniped back, "Most sane people _run_ when they see something like that. Anybody stupid enough to stay behind isn't the kind of cheering that I'd want." Shaking his head, he tried to ignore the incoming burst of hunger gnawing at him. He couldn't wait to get home and have some of Aunt May's stew.

"People already posted the video on the youwebs...you have a lot of fans. People are excited, they're hoping you're a new hero." Gabriel replied.

"Good for them, but this gig ain't permanent." They had that Spider-Dame if that's what they wanted. If he had his way he would've forgotten everything that happened today, "...Make sure that proof goes where it needs to. I ain't fixing to do this again."

"Wh-Why not?" He asked back, eyes widening, "Y-You got powers, don't you want to help people?"

"I _am_ helping people; I'm here, aren't I? Thing is this place ain't my home. My home has gangs shaking down stores, mobsters burning down buildings and everyone from the head of Vice to the mayor taking bribes to look the other way so criminals often walk even when I leave em for the coppers to collect."

"Sounds like a shithole..."

"It ain't paradise, but it's the only place I know." He conceded, "Besides, more than anything it makes _sense_. In my home there aren't Russians with Dynamo suits or twists that can throw trucks. I'd take shitty and sensible over this wacky madhouse."

"Hmm...maybe," He licked his lips nervously, "Still, you didn't answer my question: What's it like to have powers? Is it fun? Exciting?"

Peter almost glared at him (though he knew he wouldn't see through the mask). The kid was persistent, he'd give him that, "You know what, I wanna ask a question of my own. If you got these abilities, these 'superpowers', what would you do?"

"Me?" He blinked at the sudden reversal before coughing, "W-Well, I'd probably be like Captain America or Spider-Woman, you know? Put on a mask, help people. It'd probably be better than selling weed on the street and praying the cops you're bribing isn't one of the good ones..."

"Trust me, kid, this ain't exactly glamorous." He took a deep breath. He shouldn't reveal too much, but he wanted to nip his delusions if he could, "You start pushing back against the gangs and people start dying, no way you can avoid it. Friends get involved, criminals find out they're what makes you tick and then..." He mimicked shooting the side of his head, "Before you know it you start losing everyone and you get damn desperate to keep who you have left from slipping through your fingers. Sometimes you wonder if it's even worth it..."

"You're still here, so you must think it's still doing..." He trailed off.

"Maybe, but like I said it ain't for everyone." He crossed his arms, "Way I see it I got three choices: I ignore what I've been given, in which case there was no point. I use it for my own personal gain, which I'm not gonna do for the same reason I go out every night and punch these goombas in the face. Or I keep going till I can't anymore. Far as I see it the last choice is the only one I can really make."

"Then you're doing more than what others would do. But hey, your powers make you special, right? Isn't that better than just being another face in the crowd...?"

"Is that what you think?" He couldn't help but smile wryly at the idea of it, "Trust me, I'd take having my friends back and erasing all my screw-ups if it meant not being 'special' anymore." He looked up at the murky, black sky. He needed to stop having his bouts of depression, but it was difficult. Usually he dealt with it by focusing on the next pack of goombas to punch in, "But to answer your question, no. I don't really care if these powers make me 'special' or not. Maybe there are people like you out there who want these 'superpowers' but I wasn't exactly asked for my opinion on whether I wanted to be special or not..."

 _"Just wanted...to be special...like you..."_

Peter shook his head at the sudden bout of dizziness he felt. He must have been really tired, "...I don't hear their footsteps anymore. Lets stop wasting time." Spider-Man looked over the edge once more. A few brunos on patrol, their grip on their typewriters loose. It must have been a while since they saw actual threats, "Hmm, eight of em at least. I'll take care of em then come back..."

"...I don't see anyone from my gang." Gabriel mumbled.

"Yeah, well, last I checked gangs with stool pigeons aren't exactly popular." He jumped into a nearby lightpole before Gabriel could reply. He didn't need to get distracted anymore.

He inhaled deeply, smoky air filtering into his nostrils. It was messed-up to think about but situations this had become home for him: The crash of the waves against the docks, the smoke coming from factories and cigarettes carried by the brunos and the ever-present feeling that if he made a single mistake he would've gotten killed. It was insane and he looked like an idiot for it, but nowadays he couldn't imagine spending his nights doing anything else.

Jumping to another pole, he balanced on it briefly before dropping silently at the warehouse's corner. One tap of the wall and a curious goon later and he found himself with one webbed-up hatchetman and a new typewriter.

"Heh, thanks." He smacked the goon in the face, knocking him unconscious. He was running out of bullets for his revolver; this would come in handy. Leaving the unconscious mook to his snoring, he rushed the closest sentry and webbed his mouth before knocking the gun out of his hands and dragging him back to join his friend. When the coppers came they'd have a lot of explaining to do.

He repeated the same process for the next six, leaving them confined and unconscious either on the floor or the walls of the warehouse. It was familiar, almost making him forget this wasn't New York...well, not _his_ New York. Whatever Octavius did he was going to make him reverse it or kill him trying.

With the last goomba down he climbed back onto the roof only to find staring at him, mouth agape, "...What?" He raised an eyebrow. Kid looked like he was trying to catch flies with that mouth of his, "Something wrong, kid-"

"That was awesome!" He whispered excitedly, stars in his eyes. Peter took a step back; this...wasn't what he expected, "Holy shit, you just- That was- Enzio Auditere eat your heart out, holy shit! H-How did you do that without being seen? I-I-I thought you were just going to go down there and beat them up like Spider-Woman, but that was some Assassins' Oath level stuff! What-"

A gloved hand covered his mouth before he could finish his rant, "Kid, I'm gonna say this in the nicest way possible: ' _Shut the fuck up'_." He waited for a few more seconds before releasing his grip, "I'd rather be doing this alone, so keep your flap shut and just follow my lead, okay? This isn't a game. One mess-up and we're both going to be filled with daylight, you get me?

"Y-Yeah, I get you." He nodded, the smile still not leaving his face. Kid thought it was some kind of damned adventure; he was going to be the death of them both.

He slung him over his shoulder and jumped, Gabriel covering his mouth to keep himself from screaming in surprise as Spider-Man jumped to the pole once more, "Shit..." He balanced precariously in the small space. He wasn't used to doing this with extra passengers one hand and a typewriter in the other, "Hold on..." He jumped once more, landing on another pole.

Going through the front door would have been suicide: Even if there weren't guards waiting for the door to open or passwords in place, trying to pitch a firefight when these goombas had bombs that could blow up buildings wouldn't have been his smartest move. If they were anything like Vodkalky a few hours ago then he wouldn't be able to put up a fight against them.

One last jump and he landed on the outside walkway running along the second floor. Placing Gabriel down, he pressed a finger to his mouth in a 'shh' gesture. He could hear someone rounding the corner, probably hearing the dull thud they'd made, "Get down." He whispered, the teen nodding along and lowering himself into a crouch. He could hear the footsteps drawing painfully near.

Rounding the corner, the thug barely had time to part his mouth in surprise before he webbed his chest and pulled, smacking him in the face hard enough to knock him unconscious. That made nine... and dozens more to go inside.

"Do you remember the way to this...electronic database?" Spider-Man asked, voice soft. He'd told him beforehand it was on the second floor so he could only hope they were on the right spot.

"Y-Yeah, I remember. Hammerhead specifically told us not to touch it..." He took a deep, calming breath, "J-Just make sure to watch my back, yeah? I can't kick ass like you can..."

* * *

The 'database' was rather underwhelming when he saw it: A small rectangle that flipped upwards, something Gabriel called a 'laptop'. He didn't get it; definitely didn't look like something you wore on your lap. Regardless he let the kid go at it, entering the password and browsing through the files slowly. An extra precaution, he'd assured him. Just to make sure he didn't trip anything that could tip Hammerhead and the rest that they were here.

Peter walked around the room, his steps soft and quiet. At Gabriel's behest they left the lights to the 'office' off to keep any prying eyes away, leaving the only source of light to come from the 'computer'. Honestly to him it just looked like someone mashed a television and typewriter together, but what did he know? Apparently in this madhouse it was a common sight rather than a bizarre one so he was the one being weird.

The office, if it could even be called that, was sparse. Save the 'laptop' holding the so-called proof there wasn't anything in the small space besides the table holding the machine and a couple of chairs. Maybe he'd gotten spoiled after the digs Osborn and Crime Master had but he thought budding criminal masterminds liked to indulge themselves a bit more. This place looked like it housed a Spartan.

Making his way to the side, he cracked open the curtains covering the window slightly and peeked through. The office allowed a view of the warehouse's main floor and he winced at the dozens of brunos milling around. Could he take them? Possibly, but not with Gabriel here. Kid would get shot faster than you could say 'ring a ding ding'. Better he let the coppers handle this one...

Looking back at Gabriel, he found him engrossed at the 'computer's' screen. Shaking his head, he cracked open the window by the tiniest amount. They wouldn't be able to hear his typing over the noise of the moving crates and he could do some reconnoitering. He narrowed his eyes and concentrated, trying to focus his hearing. Maybe he could pick someone out, try to gauge who was supposed to be the boss of these yahoos-

"What the hell's takin' so long!?"

The rough, accented voice cut through the mindless din. Focusing on the source, he found a man that would put Al Capone, Osborn and Crime Master to shame: A pale, stocky man wearing a pinstripe suit, a scowl on his veined face. Both hands held onto large tommy guns and he looked about a hairs breath from shooting at the next person that looked at him funny. A mobster after Osborn's heart just by the looks of him.

What caught his attention was his head. Through the shaggy black hair and veins the shape was unmistakable; big and jutting, practically square in its shape. He looked like someone you'd see in one of Osborn's freakshows, "Guessing that must be Hammherhead..." Peter muttered. Certainly looked like the boss of these bozos and given the way they were shaking it was safe to say they were afraid of him.

Either that or they were afraid of his bodyguards. To his right he could see a mountain of a dark haired man dressed in all black, an easy smirk on his face. The muscles spoke volumes: Either he worked day in and day out for em or he used those experimental steroids he heard about. Either way he definitely looked like a thug used for intimidation; Hammerhead's 'Sandman'.

The one to his left was another freak, something he was beginning to get used to (much to his chagrin). An upright Gorilla, something you'd see in the zoo if you were rich enough to go, but the face was undoubtedly that of a human. He looked like something you'd see in a bad Frankenstein movie, the monster in the table the audience watched in fear while the mad scientists gleefully screamed 'It's alive!' at the screen.

"W-We're sorry, boss! We'll-"

"Shut up!" Hammerhead barked, cowing the thug into wincing back, "I don't pay ya idiots to gab like a buncha dames! Do your fuckin' job!"

The mob boss smashed open one of the crates and picked up the gun...or at least he assumed it was a gun. It looked like it belonged on Vodkalky's Dynamo suit. "Next idiot that gabs instead of doin' their work gets a taste a' this!" He pointed at one of the empty crates and pulled the trigger. Peter watched, troubled, as the metal turned to ash before he could blink. That...wasn't like any gun he saw before. The kid was right.

"Y-Yes, sir, Hammerhead sir! Doing my work now-"

"What'd I say about gabbing!" He smacked him with the butt of the gun hard enough to draw blood, "Shut the hell up and get back ta work!"

Well...someone certainly had a temper. Spider-Man watched him yell at another unfortunate 'employee' before shaking his head. He wasn't going to get anything just watching the crumb, and picking a fight here wasn't going to do him any good, ' _Better check on the kid...'_ He closed the window and curtain and trudged back to the 'computer'. Hopefully he had something and they didn't just waste their damned time.

He found him staring at the screen blankly in a gape, eyes blinking rapidly, "Holy shit...holy shit...!" He muttered, hands mussing through his hair. Peter raised an eyebrow and stared at the screen: Pictures and words, but they didn't mean anything to him.

"...Care to clue me in, kid?"

"D-Don't you see this!?" He gestured to the screen frantically, "Th-This isn't just proof, it's a fucking manifesto! Look, look, look!" He tapped one of the photos, an aged man with white hair in front of a younger man in a suit, "See this? This is Goddamn Silvermane in front of a Roxxon executive! Do you have any idea how much of a shitstorm this'll cause if it was outed? A criminal Kingpin and one of the executives of one of the most prestigious companies in America meeting? You hear about it all the time but seeing proof is...I mean, mind fucking blown man!"

"You're kinda losing me here, kid..." He got the gist of it, but who the hell was Silvermane and what the hell was Roxxon?

"And look at this!" He scrolled down the page, "Private invoices, agreements, even fucking receipts! Look at the names." He tapped the screen, indicating the list, "Roxxon, Hammer Industries, that terrorist organization S.I.L.K and even StarkTech! Shit, everyone's got their fingers in this shit pie..." He pushed the chair back and swallowed nervously, "No way the cops will be able to do anything about this! This is...this is fucking-"

"Big, I know." He sighed. Figured he would run into some kind of conspiracy even when he wasn't involved, "Look, you can have your breakdown later. Can you get the proof or not?"

"I..I dunno." He replied, voice soft, "I was going to email it to a dummy account or something, but this is way too big. I'm gonna have to..." He bit his lip, "I didn't bring an external hard drive...I'm gonna have to take the whole thing with us."

"Is that...safe?" Peter asked. He didn't know how that thing worked.

"Ah...maybe. Look, I'm not a hacker mastermind or anything. I fiddled with computers before, fixed em up for some spare change, but this thing's alarm system is insane." He covered his face with both hands and groaned, "We...taking this with us could trip the alarm and get us killed, but if we leave it we don't get any proof and I doubt they're going to be here the next day. Either way it's not gonna be a walk in the park."

"Shit..." Peter inhaled through his nose and scowled. This was supposed to be simple, a quick in-and-out, "Look, just get it if you can. We leave empty-handed and we're not going to get another chance at this like you said."

"R-Right..."

He left him to his work, the sounds of muffled cursing and frantic typing the only sounds echoing in the room. Peter made his way to the window once more and peeked through the blinds.

"What the...?" The employees had stopped working. Hammerhead shook his head and yelled something unintelligible, pulling out a gas mask from behind his back. The two freak-shows next to him followed his lead, but most of the brunos looked at each other in confusion. Peter's eyes narrowed. A gas mask, why? He didn't smell anything when they got here-

Hammerhead looked up at the window and smirked.

Spider-sense.

"Hey! I got it-"

"Gabriel!"

Too late. White gas flooded into the room, covering the entirety of the cramped space. Peter immediately felt his eyes watering, his breath catching in his throat as he let out uncontrollable coughs. Tear gas...he'd never been hit before, but he'd heard of the effects from riots. When the Negroes got too uppity, when people started complaining too much about their houses getting burned down for insurance money...he'd always tried to avoid riots for that reason.

Right now, as he was coughing out his lungs and could barely see through teary eyes, he felt all the more the fool for not reconnoitering properly.

"G-Gabriel..." His voice was rough, coming out in choked gasps. He grasped the table and forced himself up, forcing himself to keep his eyes open. He could see Gabriel lying on the floor in a fetal position, teary and swollen eyes closed shut as he clutched the machine to his chest. That was it, the damn thing that was apparently going to blow peoples' minds. He could only hope it was worth it.

"Come on..." He held his breath and picked him up, carrying him in his arms as gently as he could muster. He could hear the kid coughing, but he said nothing. Right, now all they needed to do was-

"Well, well, well. Look what we got here."

Hammerhead and his freakshow goons stood at the door, their smirks obvious even through the gas masks they wore. Peter glared at them, though he knew it was futile; he couldn't fight them like this, not while he was bawling his eyes out and could barely breath. He needed to run, get them both away before they got killed.

"Shit...ya know, for a moment there I thought it was Spider-Woman or Captain America. But nah, it's just some idiot in a gimp suit," He clicked his tongue, "Alright, I dunno what the hell you think you're doing here but fun time's over." He nodded to the gorilla and mountain, "Marko, Magan, deal with this shitheel."

"With pleasure, boss." The man in black cracked his fists and strode towards him menacingly, the human Gorilla following after him. Peter took a step back. Running past them was too risky...he needed another way out.

Spider-Man ducked under the clumsily thrown punch and kicked at Marko's side before picking up the tommy gun and spraying. Maybe he hit Marko and the Human Gorilla or maybe he didn't, but he didn't care. The bullets punched through the glass window and Peter charged towards it, pressing Gabriel closer to himself and making sure he was away from the shards.

He felt the glass cut through his costume and pierce skin, but it was a small price to pay. He saw the floor rushing towards him and he braced himself, legs landing with a painful thud on the concrete, "Ah, son of a..." He hissed. He thanked the Spider-God again for his powers and still-usable legs. Unfortunately brickhead was an even worse employer than he thought judging by the gas pumping into the rest of the warehouse and the rest of the brunos on the floor in coughing fits. This fink was too cheap to even give his 'employees' proper protection.

Not his problem. Right, now he needed to-

Spider-sense.

He should have jumped, should have run, should have done anything but just stand there looking around like a fool. He thought they would come down the stairs, that part of his mind still ascribing to logic dismissing the idea that they would jump down after him.

He felt a blow to the back of his head, hard enough to make him release his hold on Gabriel. Before he could turn he felt a hand grip the back of his neck and lift him up, "Well, ain't ya just full of surprises." Hammerhead sneered, "You got moxie, punk, I'll give ya that, but you chose the wrong guy to fuck with." He nudged his head to Gabriel's coughing form, "Take the kid, I'll ask him myself who the hell else he told about our operation."

"Leave him alone..."

"Got it, boss." The human gorilla picked up the young teen, ignoring his feeble protests and movements. Peter raised his hand, but another tightening around his neck caused it to fall. He could barely see, barely breath...just like the time he underestimated Crime Master and Sandman.

"Marko...deal with this prick."

"My pleasure, boss." The mountain of a man twisted him around and placed both hands on his neck. The pain was nothing to the feeling of blacking out, of his breaths becoming more and more strangled. He could hear the bare traces of a chuckle.

...He wasn't going out like this. Not before he found Octavius and found his way home.

He bent his middle and ring finger, ejecting one last burst of webbing at Marko's feet. It wouldn't do anything to hurt, but his surprise was enough. The goliath looked down at the black silk on his legs, his grip on his neck weakening. Taking the chance Peter grabbed onto both his shoulders smashed his forehead against the mask, hard enough to crack the surface.

"Aghhhh!" Marko backed away, the beginning of tears leaking from his eyes as the gas seeped through the cracks. Peter fumbled for his revolver and aimed, Hammerhead and the gorilla turning back around at their compatriot's scream.

He fired until the chamber was empty, letting instincts take over. The furry freak screamed as three bullets pierced through his back and shoulder, drawing blood. The last bullet went straight for Hammerhead, would have gone right through his skull.

Would have, if it didn't bounce off the second it made contact.

His surprise was short-lived. Marko grabbed him by the shoulder and smashed his head against the floor, hard enough to break his goggles. Twisting him around, he found himself face-to-face with the enraged face of his attacker; the tears and snot dribbling down did little to diminish from his anger.

"YOU!SON!OF!A!BITCH!" Every word was punctuated with a blow to anywhere he could reach. His head, his arm, his chest...he lost track after a while.

Eventually the blows stopped, if only because the coughing had become too much for him, and Marko stood, "Leave him!" Hammerhead's voice...it sounded distant. He forced himself to turn to the source of the voice and found Marko already walking towards a van, "Hurry the hell up! We're blowin' this joint, let him burn with the rest of these useless pricks!"

"Gabe..." The doors to the van closed, shielding them all from view, before it sped away, taking them and his one ally away.

 _'C'mon, move...'_ He forced himself to stand, blood dripping from his hands and through his damaged mask, "Ah..." He winced and pressed his right arm closer to himself. Yup, that was definitely broken, _'Faint later...'_ He grimaced. They said they were going to blow this place...he couldn't stay here. He had to leave before he got fitted for a wooden kimono.

Taking a shaky step, he stumbled towards the open gate, head ringing with every step. He could see a few of the other goombas crawling, trying to make it to the exit. He didn't know if they were going to make it and God help him he didn't care. All he cared for right now was escaping. He rushed to the ajar garage door and heard the sound of something loud reverberating from behind.

Just barely as he passed the threshold he felt a heat at his back and he found himself being launched through the air at the force of the explosion. He pressed himself against the ground, feeling the smoke and ash rushing above him.

He'd made it...just barely, but he was alive.

Coughing out a choked gasp, he relished the 'fresh air' even as his head rang. A concussion...he hoped that healed before the next couple of days passed. A few screams came and went, but they passed quickly. Poor bastards...he wasn't going to shed any tears for them, but it was a horrible way to go. Tilting his head up slightly, he watched the warehouse burn...and with it any proof of what transpired inside.

"Damn it..." He let his head fall back, hands grasping clumsily to remove his mask, "Ah..." He closed his eyes as his face was exposed to outside air. It hurt to move, blood and tears mixing together irritatingly on his skin. Hah...one day here and this was what he had to show for it: A kid taken off to be given a mobster's execution, all the proof they'd fought for burnt to ash along with anyone unlucky enough to be inside, himself nearly beaten to death and all the while he still had no idea where he really was or where Octavius had crawled away to so he could get home.

He raised the bloody mask up; though it was more barely held together rags than a mask at this point. He...really, really hated this madhouse. Nothing made sense here, not even the criminals. Gorillas with human faces, brickheads that had bullets bounce off their skulls...it was as if reality decided she didn't give a rat's ass anymore like that night at the docks.

And yet, lying here in his own body fluids and barely half-conscious, he couldn't deny that it was startlingly similar to home...

* * *

 **Well...that was an embarrassing turnout for our resident Anti-hero. It fits the Film Noir genre he's named after that he screws up on the first run through like he did in 'Eyes without a Face', but still maybe I could have done it better. Ah well, what's done is done. Next chapter is going to be for the Spectacular Spider-Gwen, which is going to be much less grim so anyone that wants a pick-me up after reading this should check that out as well ;)**

 **Random question, just for dialogue in the next chapter: Is Gwen attending college or not? I read all the comics but I can't tell either way whether she's attending college classes or she's making do with band gigs and part-time jobs at the Dollar Dog. It's not important, but I wanna get character fluff as accurate as possible for when she talks to her dad so any help is appreciated.**

 **Not so random question: I'm debating on where to take this story and have two general options. Do you guys want Gwen and Noir to interact more and have more joint arcs with the occasional solo arc or vice-versa where they generally have separate storylines and converge occasionally before splitting off again? The former allows more interaction between the two mains and mixing together while the latter keeps it more self-contained and whatnot. Guess it depends on whether you think them interacting more is a good thing or not, so pick your poison :D**

 **Mingyu - Sorry, Noir for this chapter due to votes :p Gwen's next, though, so don't worry.**

 **Ugh - Sorry to disappoint but this arc isn't just for one chapter. As for pessimism, it's fine; this is more a labor of love than my other stories so I don't mind not too many readers. With regards to meeting Captain America, I definitely planned on that; if only because he doesn't hold the same deference most other Americans would due to predating WWII and the fact that he finds it _really_ unlikely a Black woman could be America's symbol just a scant few years during one of the all-time highs of racism and sexism.**

 **Redentor - I had her not press the issue because Noir said he was going home and wasn't going to keep heroing, meaning she saw no reason to insist they stay in communication. She'll probably insist the next time given that he evidently did not go home like he said :P We'll have more interactions, skipper.**

 **IceMaxPrime - I know he's magic based, but unless Doctor Strange is evil and on speed-dial there's little functional difference save maybe the fact that Peter's genes would appear normal if you did a DNA test on him unlike Gwen with her radioactive blood. As for strength I'm gonna assume he's weaker given the feats shown in the Noir miniseries pre-Spiderverse.**


	5. Scorpion's Sting

"Have I told you you're the best dad ever yet?"

Gwen's father smirked from her across the table, a cup of coffee nursed in his hands despite the late hour of their meeting. The interior of the restaurant was warm and inviting, the perfect cure from the biting cold of winter outside. She'd insisted on Chinese, something different from all the pizzerias and cafes where they normally met for their bi-weekly patented Stacy bonding time. Her father had quit the police force to spend more time 'being her dad', which she took advantage of despite the slight guilt she felt. She considered it a decent make-up for all the missed days years prior.

"No, I don't believe so." He placed the coffee back onto the sparse table, a soft chuckle leaving him, "Any particular reason for that?"

Gwen herself found the voices of the various patrons mixing together into an unintelligible din of noise to be oddly comforting; it was a welcome change from the normal cussing out and screams (along with a few genuine thank-you's and praise) from today's patrol. After her short-lived team-up with Darkman and the police arresting old Hippo there hadn't been any more supervillain attacks; which was good considering she really wasn't in the mood for dealing with any more crazies in costumes. Next thing she knew Stilt-Man was going to be an actual threat or something...

...Nah. Way too jump-sharking to even consider.

"Well, today my 'fellow workers' actually pat me on the back for a job well done and I have it on good on authority it's cause of what you said." She raised her hands and made exaggerated air quotes. Her dad always insisted they be careful when discussing her 'second job' (more code words...) out in public. While she understood the sentiment, especially after the incident with Castle not too long ago, she had it on good authority that her spider-sense would warn her if someone ever thought about eavesdropping.

Still, once a cop always a cop, she figured. She just wished she didn't sound like one of the gangsters from The Baritones while doing it.

"Ah, that..." He released a soft breath, "You know Jean gave me hell for that. What did she call it? 'Basically saying that after everything we did all we have to show for it is a big fat whoops, my bad! Sorry for wasting all that time and money.'" He rubbed his temples, "But hell she knew I was right, so I'm glad it did _some_ good at least. I thought I was just talking to thin air sometimes to be honest..."

"Well, again, best dad ever." She quipped, tapping the menu with her right hand, "And given that tonight's going to be my treat."

Her father, as expected, immediately frowned at the offer. Even if 'Captain Stacy' was officially retired he still lived frugally; enough that his pension and current savings offered him anything he needed within reason if he ever decided it. Meaning that of course he insisted on paying for their little outings whenever they went out. He still had his doubts about her moving out given that she was a pretty dodgy triple-shifter: Between band gigs, bodega work and Spider-Womaning she didn't have much in the way of free time. Paying for an apartment, even if she shared it with Betty and Murderface, didn't seem like a good idea to him when she'd pitched it.

"Gwen, you know-"

"I'm not living on the streets, dad." She rolled her eyes and opened her own menu, leaning back on her seat, "We had a gig last week and we're getting another one on the next, so we're not exactly starving for things to do." Her shoulders raised in a light shrug, "Besides, aren't you going to need to save up if you want to make your own office for the whole P.I thing? You're not going to do the Casablanca %^&* from my room, right?"

"You joke, but I'm actually considering it." Her father replied back, picking up the menu with a sigh.

"Yeah, yeah." Gwen rolled her eyes at the idea of it. P.I business or not George Stacy was a man unused to change. Ever since she was born the house they lived in look like it was stuck in time. He wasn't going to touch anything even if he was forced, "Next you're going to tell me that your first case is going to involve Captain America, Hawkeye and Falcon fighting for the fate of Wisconsin. Not buying it."

"Any case like that shows up at my desk and I'm throwing it in the trash. That's Superhero business, not something for an old man like me."

"Well hey, if the whole private dick thing doesn't work you know my offer's still open." She winked, laughing under her breath at his exasperated groan, "What? I could always use a good sidekick! You could be the Prophet to my Owl-Woman, pops. Think about it: You sitting in a dark room, typing in keys at a giant-a$$ computer and somehow managing to hack the Pentagon. That's how it works, right?"

"Never in a million years, Gwennie." He gave a chuckle of his own.

Jokes aside she really was happy that her dad was going back to work. Over twenty years in the police force and the one man determined enough that he actually managed to put the Kingpin behind bars; Captain George Stacy wasn't meant for the life of easy retirements, bitterly complaining about the kids vandalizing his lawn. While she enjoyed spending time with him like this she didn't exactly want him sitting with his thumbs up his a$$ at home with nothing to do.

P.I work sounded good and simple. She was pretty sure the ages of femme fatales and busting down heads for information were over considering most of the work was spent looking at Giggle for information. That and looking for escaped criminals had pretty much changed to looking for cheating spouses or employees ducking work for insurance fraud...and hey, maybe he could save someone's missing cat. It would be classic.

Besides, it wasn't like they wouldn't be able to spend time with one another. He was free five days of the week, he could spend his case time on that. Better than sitting at home watching shows he hated.

"Being serious for a moment, any idea how you're going to start? Am I gonna have to worry about finding your face plastered on billboards and benches so you can get business?"

"Nothing like that." He closed the menu with a quiet snap, "You'd be surprised how many cases the police get: Suspicions of cheating spouses, kids who ran away from home and don't want to come back...dozens of em just fall by the wayside. Jean said she'll recommend people to me; the police'll be glad for it and word will get around eventually. No need to spend a penny if I can get it for free, right?"

"Sure thing, Scrooge." She stuck out her tongue. Somehow she had the image of her dad in a fedora and trenchcoat, a giant cigar on his lips (which was silly considering he abhorred smoking), "You gonna do alright, though? You don't have police access now so it's not gonna be the same, you know?"

"I'm getting in contact with another P.I, trying to get my license and some tips on how this whole thing works. Name's...Alias Investigations, I think? Jessica Jones, old friend of Jean. We helped her out with some trouble a few years back so she agreed to show me the ropes."

"Sounds like fun." Gwen closed her own menu, "And hey, if you need any help you know where to find me."

"Appreciate the offer, Gwennie, but I'm old, not senile. I can find a guy who can't keep it in his pants without a problem." He waved the waiter over and gave his order, Gwen following his lead. She couldn't help but feel annoyed that he picked one of the cheapest things on the menu, "Well, since we've been talking about me all night I think it's a good idea to change the subject: Any idea what you're going to sign up for as a Major?"

Ah, yes, the old 'college talk'. If her dad had his way she wouldn't be on a band at all...not to mention the whole 'Superhero wanted for murder' that he'd admittedly been helping her trying to correct. Hell he'd even insisted on paying all of her tuition fees, though she'd put her foot down on that. If she was going to college then she was going to pay for it whether from her jobs or loans.

That of course left out the part that she still didn't have much of an idea on what to do. It was still quite a few months away before school started on September but the pressure on which subjects to take was always at the back of her mind. She wasn't dumb: It was pretty %^&* unlikely the Mary Janes were going national and even if they did...well, she couldn't exactly be Spider-Woman during a concert tour. Way too suspicious. Her dad was right; she needed a stable alternative.

But what? He'd suggested police work, but the idea of being a police officer by day and vigilante by night (or any time something bad happened) seemed...wrong somehow. She enjoyed music and being in a band, but she was beginning to doubt it considering the insane time commitment and her constant flaking on practice. She shook her head; maybe if she begged Captain America she'd be offered a spot on S.H.I.E.L.D; they made money, right?

"Not a clue." She replied cheerfully, pointedly ignoring her dad's sigh, "Changing the subject again, I gotta ask you something." She rummaged through the backpack at her side and fished out the slightly crumpled note, "One of my 'workmates' offered to work together...well, offered to work together on finding someone who may or may not have been doing something that was wrong."

"Right...and was he?" He asked back, accepting the note reluctantly.

"Er...kinda-sorta?" She shrugged. God she hated this double-speak bull%^&*, "He was kind of new at the job, but I think he decided it wasn't for him. Said he was going home and apart from some unnecessary roughness and a little 'incident'..." Involving bullets having to be fished out of Hippo's leg..."I couldn't exactly report him. Besides, he said he was going home so I doubt I'm gonna see him again."

"Uh-huh, and this is...?" He waved the paper around, a flat look on his face.

"Well, just cause he wasn't completely wrong doesn't mean I shouldn't report back. right? I mean, he offered the number for a reason and I think it's a real olive branch...that is, if this guy can be trusted."

She waited silently as her father examined the name before handing it back to her, "Grimm...I know the guy; he was there with Jean when they tried to arrest Castle for public endangerment." He crossed his arms, mentally scolding himself for not being more subtle, "He's one of the good ones, but..."

"Not sure if this is just him or someone putting him up to it? Someone a little less...honest?" She suggested, which received a nod in turn, "Figures...so, you think I should go for it? I mean it's one small step for me and one giant leap for you know who's, right?"

"I...I don't know, Gwen." He pinched the bridge of his nose, "I don't know your 'work' as much as I should, so this time I think it should be your decision. All I can tell you is that Ben Grimm is one of the good ones. Whether that's enough is up to you."

"Hmm...thanks."

She wanted to stay longer, wanted to waste the night away just talking him about random crap before she had to go back home and get heckled by Mary Jane the next day about revealing her identity. Maybe discuss the plot twist at the last episode of Dad Cops or something...

And she would have, if the %^&* conga line of police cars didn't rush past their window off to God knows where.

"...I wasn't the only one who saw that, right?" She asked, receiving a tired nod in return. He wanted her to stay, she could tell, but they both knew she wouldn't just ignore it. That many police cars at once? Hostage situation or criminals on a long chase over the bridge or...or something. They wouldn't send that many for just a mugger, "Uh...well, something just came up. Work's a %^&* and everything, but-"

"I understand. Give em hell, honey." George gave his daughter an encouraging smile, which she returned for a moment before kissing him in the forehead and running, backpack slung over her shoulder. The waiter came back soon after, looking at the empty seat with a raised eyebrow, before placing the ordered food on the table regardless.

Another night of eating alone...now he knew how she and Helen felt whenever he left dinner for an emergency summons...

* * *

Swinging through the New York skyline, Gwen trailed after the numerous cars from a fair distance away. Much as she would have liked to join them, she wasn't going to count on the good will of a few police officers to keep all the others from shooting at her. Better she follow along like a ghost.

Still, she had to wonder what in the %^&* would get such a response. Most villains like Shocker or Beetle didn't get much attention nowadays; costumes or not people eventually caught on that low-tier criminals like them were actually _less_ dangerous than guys in ski masks carrying normal everyday weapons. She didn't know if it was some sort of inverse unwritten rule of the universe or because the police were just a _mite_ bit more likely to start shooting at people in costumes but some of the Black Masks in the city tried to keep damage to a minimum. Less danger meant less police.

Which meant that whoever was doing this either didn't read up on said rules or it was actually a regular crime like criminals holding an entire house hostage or something. Either way she couldn't just sit on her a$$ and not help.

The police cars eventually stopped, police officers piling out with guns at the ready and joining others already on the scene. Spider-Woman landed at another nearby building, eyes narrowing. The tall building they were in front of looked new, as in 'still under construction' new. It looked to be about half-finished, the upper floors nothing more than steel beams and concrete while patchworks walls covered the lower end. Looked like an office building, definitely not somewhere you'd store anything valuable or important.

An abandoned building with no civilians or anything to loot in sight? Somehow this screamed 'wrong' to her...

Her musings were cut off as a streak of green light shot out one of the window, the beam punching through one of the patrol cars with disconcerting ease. Thankfully none of the officers had been hit, though she could practically see them pissing their pants at the display. They weren't going to go in there, not with some kind of laser-spewing %^& holding the empty lot hostage.

Right, that was her cue to get in there then.

 _'Going in from the front...really not a good idea.'_ Swinging behind the building, she jumped through one of the open windows and landed as quietly as she could. The interior was dark, almost painfully so, the only light being whatever managed to filter in from the outside.

"Shit, can't see a fucking thing..." She muttered. For all the powers that spider gave to her night vision definitely wasn't one of them. "Would it have killed them to put a few lightbulbs out? You never know when someone starts shooting green lasers..." She rummaged through her backpack and pulled out her phone, toggling the flashlight app with a quick tap. It was risky and practically putting an 'eat me' sign on her forehead, but stumbling around in the dark was even worse. Spider-Sense wouldn't help if she couldn't see five feet in front of her.

The interior was just as half-built and unfinished as the rest of the building, comprised of nothing more than a few pillars and open space, _'Were they building a parking lot or something?'_ She raised her phone higher, trying to make sense of the building's purpose. She'd assumed it was an office, but looking closer it looked more like it was something to be demolished rather than built. Definitely nothing here worth taking.

The sounds of booming shuffles came from below, followed by what sounded like a guttural growl. She was above it...whatever in the %^&* _it_ was supposed to be. Hoping against everything that her Spider-Sense would prove completely reliable for once, she trudged over to the doors marking an elevator and pried it open. With her luck it was going to be a God damned Xenomorph down there...

Prying open the double doors, she wasn't even surprised to find the shaft empty, _'Right, why put an elevator in the elevator shaft? We don't need that, no sir.'_ She looked down, taking in the inky blackness below. She _really_ didn't want to go down there, but %^&* it. You only live once, right? Webbing her backpack to the wall for safekeeping, she looked over the edge once more.

She jumped, one hand on her phone and the other on her hand to slow her descent. Here she was about to enter the metaphorical belly of the beast and all she could think about was that her dad was back at the restaurant eating alone because of this...whatever it was. It was too late to think of it now, but a part of her still wanted to hope that this was all a false alarm despite the lightshow outside.

She landed at the bottom with a dull thud. The footsteps grew louder, muffled words reaching through the closed double doors of leading to the floor. Taking a deep breath, Spider-Woman began the slow process of prying apart the doors-

Spider-Sense.

Jumping away from the door, she stuck to the wall and winced as what appeared to be a metallic tail pierced through entryway, cutting through the metal with disturbing ease. Soon after an equally metallic clawed hand pried open whatever remained, groping blindly and erratically. That thing was definitely looking for her and something told her it wasn't to give her a hug and wish her good luck.

"Where are you!?" It snarled, voice almost inhuman from a mix between natural and what sounded like a metallic echo. Just barely she could see the outline of his head, eyes glowing in the darkness.

Well, nothing for it. Time to earn her (non-existent) pay.

"Right here, buddy!"

She propelled herself from the wall, feet smacking against his face and pushing him away from the wall with a powerful hit. Spider-Woman winced; it was like punching reinforced steel. Not exactly painful, definitely not pleasant, "Well, someone's been eating their spinach!" She flipped back and released two bursts of webbing at his head. Making sure he couldn't see seemed like a good first step.

"Shut up! I've been looking for you for so long, I'm not going to let you ruin this!"

"Aww, always nice to meet a fan! But hey, if you wanted an autograph you coulda just asked!" She released another burst of webbing to his arms. Aim for the arms next, always a good second part.

Her spider-sense tingled, but he was faster. A quick pull of the webbing and she found herself flying towards him. A hand swiped at her clumsily, grazing her shoulder before she could roll to the side, "Agh, son of a %^&*!" She hissed. Already the suit was trying to repair itself, but she could feel the blood spilling from the cuts. Whatever his claws were made of they %^&* hurt.

Her phone lay beside his feet, allowing her a better look at him: He was tall, easily reaching 7 feet despite his bent posture. A green exoskeleton that looked like a cross between man and machine covered the entirety of his body, the surface almost burning with a flaming green light. Behind him she could see a long tail, the same green glow emanating from the stinger.

It wasn't a Xenomorph, but he was pretty %^&* close.

The man-scorpion thing pulled out the webbing with a growl, training his narrow eyes at her. The carapace covered every inch, even the entirety of his face. She wasn't even sure if there was supposed to be a human being under there, "I knew you'd come! The police sirens blare and you follow along like a trained dog. Pathetic."

"What can I say? I'm a girl of simple tastes..." She backed away slightly. That stinger didn't look like a joke and she didn't fancy taking another hit.

He charged, mouth parting in a feral growl. She jumped over him and aimed a kick at his head again, ignoring the dull ache that came from the hit, "Stay still!" He snarled, swiping at her once more. This time she ducked under the blow and delivered a few punches to his stomach; though given his lack of reaction she doubted he even felt it. She needed to hit harder...

"This is all your fault!" She jumped away as the tail moved, burrowing into the ground she just stood, "All your fault...all your fault...you did this to me!"

Great, she was talking to a psycho. Just what she needed...not, "Listen, I don't know what your beef is but I think we should just-"

"Shut up! You're not going to trick me!"

The end of the tail glowed for a brief moment, bright enough to illuminate the entirety of the room, before another laser was expelled from it. Her spider-sense pinged, almost overwhelmingly loud, and she jumped to the side to avoid the blast. She heard the wall behind her break and collapse, dust clouding her vision, _'%^ &*, that was close!' _She stood up shakily, coughing. Definitely not something she wanted to get up close and personal with.

"Stop running!" Scorpion charged through, seemingly undeterred by the dust and darkness. On the bright side his whole 'glowing green' bit made it easy for her to see him coming from a mile away.

She waited until he was nearly on her before she rolled away, letting him smash through the wall at full force, _'Please, God, tell me he felt that.'_

But even through the dust she could see his glowing carapace on his bent figure, see that he was already making to stand up and attack her again, "Shit..." Not giving him a chance to recover, she jumped on his back and placed her hands on his helmet. If he was a human then it was a good place to start and if he wasn't then taking off his head should immediately shut him down; it was how it worked in the movies, right?

"Arghhhhh!" She grit her teeth and tugged harder as scorpion screamed. God, even after two years she never got used to this. She needed to end this quickly before-

"You're killing me!"

Looking down, her eyes widened as she saw something coating her fingers: Blood...a lot of it, "What the..." The metal of the faceplate was loosened, but all she could see was damaged flesh and blood pooling from where the metal was no longer touching. He was...he'd been grafted onto the suit, it wasn't just a set of clothes like it was for Rhino. To him it was have felt as if she was peeling the flesh of his face off...

She jumped away as her spider-sense rang, his tail digging into his own back because of her sudden absence. She saw him holding his face desperately, trying to press the metal back into the injured flesh without success.

"Oh my God...what happened to you?" She whispered. She was no scientist, but she doubted whatever caused him to turn into that thing was pleasant...or easily reversible.

"You already know!" He snarled, looking at her with a chilling glare, "I saw the files! You were the first of us, the reason she took us all from the streets and turned us into these...these _freaks_!" He covered his face with both hands, more blood pouring from the wounds, "I was just a security guard, but because of you they turned into this...this _thing_! You think I enjoy being some kind of damned monster!?"

"Hey, this isn't my fault!" She snapped. Maybe she should have showed a bit more sympathy but she was sick and %^&* tired of being blamed for everything, "Now I don't know what happened to you, but I sure as shit didn't have anything to do with it!"

"Don't lie to me! I saw the files, saw the data they used to experiment on us! You were the first one, the template they used to create the rest of us!" He punched ground, hard enough to crack the surface, "You got your powers from them, I know you did!"

"Buddy, you think I got the spider stuff on purpose!? Trust me, it was an accident-"

"Enough! I'm not listening to this anymore!"

He fired off another laser, destroying more of the infrastructure. Gwen cursed under her breath and clung to the roof. Whatever happened to him, whatever pity she might have felt, she had to put it out of her mind. She wasn't going to just curl up and die and she couldn't be sure he wouldn't hurt anyone else when he was done with her. She needed to put him down, fast.

"One more chance, buddy: Put the, uh, tail down and lets talk about this! I don't want to hurt you!"

His response was to try and skewer her with aforementioned tail. Gwen scowled and detached herself from the roof, landing behind him without another word. Fine, she'd tried to play nice, but she wasn't an idiot. Pulling apart the armor was likely to kill him, which she wanted to avoid if she could help it. Punching him through it wasn't gonna work either; he barely seemed to feel her blows at all.

Still, that tail didn't look like it was attached to anything...

She grabbed the extra appendage and pulled, mentally instructing herself not to hold back. He screamed and thrashed, but she held firm and eventually she heard the telltale sound of metal being torn from the armor.

The Scorpion's scream easily drowned out the sound of the tail being fully separated from the rest of him, "I warned you.." Looking at it in distaste, she tossed the still-wriggling extension to the side and winced as she caught sight of the black fluid seeping from the new hole, ' _At least there's no blood...'_ She thought. God help her if she ripped out his %^ &* spine or something by doing that.

Scorpion collapsed in on himself, hands hugging himself tightly as he curled into a fetal position. He was grafted onto the armor; even if the tail wasn't connected to him she had no doubt it felt like a %^&* to have it be torn away like that. Still, her sense of pity was dulled by the beating scratch on her shoulder and the near brushes with death she'd received.

"F...Finish it! Go ahead and kill me!"

"Not my style." She made sure to web him in place before squatting in front him, looking him in his teary eyes, "You ready to listen now? Cause I'm getting tired of repeating myself. Okay, so repeat after me: Spider-Woman. Did. Not. Do. This. To. Me." She uttered slowly, her voice annoyed, "I barely know how my own crap works, if you think I can make man-scorpions then you've got another thing coming."

"L...Liar...!"

"Hey, if I really did do this wouldn't I just kill you and not ask questions!?" She snapped, "There's no one here but us. If I really knew what was going on then I wouldn't bother doing this, would I?" She shook her head, "So just start off from the beginning. Maybe we can help each other and I can find whoever did this to you and make sure they answer for everything."

He looked at her in complete silence for a painful moment before he looked away, eyes closed, "I...I saw you on the files when I escaped..." He answered, his breath soft, "You were the first of us...Specimen Zero, she called it. Everything that came afterwards, all of this...was because she managed to use you as a template. You were playing superhero while she...she turned us into monsters..."

"She? You said that before...you got a name or something? A lead I could follow?"

"No, she...she didn't think we were worth knowing...and the files I managed to grab were limited. No names, no addresses...just piles upon piles of data talking about your performance...I thought you would know their names, that I could take them from you."

"So I got a stalker? It was going to happen sooner or later, but still..." Keep up with the jokes, try to stay calm. Words to live by ever since she put on the suit, "Look, I know you don't have much reason to trust me but I swear to God or whoever else you believe in that I had _nothing_ to do with this. My powers were an accident, anyone could have gotten them if they were standing at my spot in the line. I didn't do this to myself willingly."

"I...maybe you're telling the truth...you haven't killed me yet or taken me back to them." He took another ragged breath, "So...what happens now?"

"Shit, I don't know. Usually I'd leave you to the cops, but I'm not sure if you even did anything...how did you get them here, anyway?"

"...Threatened a cameraman. He was doing a news report on a car crash. He contacted the police and I knew you'd follow." He clenched his hands, his breath stabilizing, "I...I wasn't going to kill him, I just wanted _you_ to come...that's why I went here and shot at that police car to scare them off. No one else would get involved."

"Typical tortured Franksenstein crap then..." She rubbed the back of her head. She was still irritated, but at least she could sympathize to a degree, "...Look, I could leave you for the cops but I don't think that's going to do anything to help with your 'condition'. Listen to me, okay?" She placed a hand on his shoulder, "I'm going to take an insane %^&* risk and let you go. I can't do anything to help you right now but Captain America's going to be back soon. I could put in a good word, maybe S.H.I.E.L.D can help fix you and turn you back to normal again."

"You're going to help me? After what I just pulled?" He looked at her in disbelief, "Even after everything anyone else would just kill me..."

"What can I say? I'm a believer of second chances." Harry's face came to mind almost immediately. God she wished he'd call... "Just...don't make me regret this, okay? I turn on the news and see you robbing a bank or something and all bets are off, you hear?"

He said nothing as Spider-Woman pulled the webbing off him, standing up to his towering height shakily. He looked down at her in pregnant silence before offering his hand, "My name's Mac Gargan...thanks for this."

She shook his hand, an uneasy smile on her face, "No problem, just make sure to keep your nose clean until I contact you again, okay? Don't want the cops thinking I let a wanted criminal loose or something. "

"Wh-Where will we meet? I...don't exactly have a phone on me."

"Hmm...there's another abandoned building a few blocks from here, in front of the billboard about Exotic Butters. You know the one?" He nodded, "Good. Construction got stalled since the workers there went on strike, so it should be unoccupied. Meet me there tomorrow when you can; Cap should be back by then, at least that's what she told me."

"I'll be there...I'll hold up my end of the bargain if you keep yours."

She watched Mac go to another room before disappearing, likely going to hide underground till the next day. This was...new, though not unappreciated. She was getting tired of fighting psychos in costumes, it was good to see someone whose first thought to getting powers wasn't to rob the nearest convenience store for spare change and corndogs. Hopefully Cap could help her with this, she really didn't want to put him in jail or leave him skulking in the sewers.

With that final thought she went up the elevator shaft and left the way she came, unaware of the covert figure hiding in the shadows who had recorded the entire conversation.

* * *

George Stacy flicked open the lights and raised an eyebrow at the sight of his daughter collapsed on the couch, a loose sweatshirt haphazardly put on over her costume. Her mask was nowhere to be seen and he saw her eyes flicker open at the sudden onset of light assaulting her senses,"Mmmgh, the light, it _burns_!" She covered her face with a pillow and groaned, causing her dad to chuckle. He had to admit he wasn't expecting to see her again tonight, but it was a pleasant surprise nonetheless.

"Good to see you in one piece, Gwennie." He placed the take-out on the table and sat at the end of the couch, Gwen moving her legs to give him room, "Followed the news. Police are saying they inspected the building but they found nothing inside...I take it that means whatever you did was a success?"

"It's...complicated." She sat up, hugging the cushion to her chest. He saw faint traces of blood on her fingers, "There was this man-scorpion guy in power armor who could shoot lasers out of his a$$, but he was Frankensteined against his will. He broke out of wherever he was being kept and saw a line of crap about me being responsible." She pinched the bridge of her nose, "I managed to convince him it wasn't me and we agreed to meet tomorrow so I can show him to Cap. Maybe she and S.H.I.E.L.D can fix him."

"Gwen, are you sure it was a good idea letting him go?" He questioned, "I know you have the best of intentions, but-"

"It's risky, I know, but it was the better choice here. Doubt the police can hold him and he was grafted onto the suit, so he'll die if they try. Maybe once he's healed they can decide what to do with him, but till then..."

"Till then." George conceded, offering his daughter a comforting smile. He didn't know if he would have done the same thing in her place, but if there was one thing she could count on it was for her to do her best and try to save the day no matter what. Even if she made mistakes and felt an overbearing sense of guilt for what happened to Peter he couldn't deny the desire to do good that he saw in her.

"Listen, I just want to forget about it for a bit, alright? I know I cut and run earlier, but-"

"I recorded the latest episode of Dad Cop," He interrupted, cutting her off before she could start rambling. He didn't want to hear her apologies or reasons, he just wanted to be her father, "Wanna watch?"

His daughter blinked at the sudden offer before smiling, scooting closer and cuddling up next to him.

"You even have to ask? Dad Cop's the best."

* * *

 **New cover page and Gwen chapter done! Now I don't know about you but between failing in your task, getting your friend kidnapped and getting beaten bloody outside a burning warehouse (Noir) or succeeding in making nice with a villain and running home to watch a tv series with your dad (Gwen) I think we can both tell who's going to get the higher score in the performance review :p Next chapter's going to be an even split between the two, though not quite to joint arc levels just yet.**

 **And before anyone says anything, yes I'm having other supers show up so Gwen and Noir aren't the only metahumans running around. We already namedropped a few so far, and though these characters show up they aren't all active heroes like Gwen and Captain America are. I'll see what I can do with their characters and I'll try to keep it limited to avoid bloating, so you're not gonna see dozens upon dozens of costumed heroes running around ala 616 Marvel. Most notably groups like the X-Men or Fantastic Four don't exist as of yet, and apart from S.H.I.E.L.D I'm keeping to individual metahumans to avoid clogging.**

 **Now, onto the matter at hand: Seeing as just about everyone seems to prefer having them cooperate as a pair more, I gotta ask: In-universe what's the main reason Gwen or other heroes would adhere to Thou Shalt not Kill? I mean yeah sometimes it pays off and it's the right thing to do, but for villains who constantly escape what compelling argument could Gwen give Noir for not just shooting them in the face before they escape and kill more people? I mean granted some people like Bodega Bandit or Stilt-Man are 'harmless' (compared to other supervillains, at least) some like Rhino or Vulture have proven to be dangerous and cannot be held in prison.**

 **I'm tempted to default to the usual 'We don't get to decide who lives and who dies' morality and since the death penalty is outlawed in New York it makes sense for Gwen to think this way, but Noir lived during the time of the Great Depression and Prohibition where the death penalty was an all-time high and executions amounted to a whopping 167 people per year on average so he's not going to get the argument that giving constantly escaping villains cyanide gas isn't more humane than letting them escape to kill again. She can't even push the extremism argument since unlike Punisher or Red Hood he makes an effort to spare mooks and only kills those who've gone beyond the pale, escaped prison again and again or (as is most likely) both.**

 **Kharn - I was definitely leaning towards that, but if he partners with Gwen it's rather unlikely she's going to like running around with a gun and assault rifle and just push him to use his powers more; that or give him a stun gun and tranquilizers instead. While she doesn't exactly control what he can or can't do, there's nothing stopping her from webbing up any gun he tries to use...**

 **Newworlds - Already planned for that, don't you worry ;) You'll see it soon.**

 **Mingyu - In the separate arcs scenario each of them would have had their own supporting cast, so no need to worry about Noir having no one to bounce off of. Still, their side-characters do show up regardless of whether it's a joint or separate arc plotline so we'll see.**


	6. The Next Day - Noir Acts like a Prick

**One question before we start the chapter: What moral standards does Gwen have? I know Thou Shalt Not Kill and everything which I _mostly_ agree with, but I read through the issues I have and there's one thing I found glaringly myopic: During Issue 5 of the original run she stops and knocks out Felicia Hardy from killing Matt Murdock despite the fact that she (Gwen) is aware he's Kingpin's second in command and calls him 'Matt _Murderdock_ ' openly. Felicia's stated reason is that Murdock killed her (admittedly a cat burglar) father, and though Gwen backstepped a bit after realizing this she made no move to attack Matt himself and she doesn't seem to second guess herself too much. Again all well and good, Gwen and other Spider-People adhere to TSNK and bla bla.**

 **But then in issue 6 of the new run she absolves and forgives Harry, going as far as to let him go, because she understood his reasoning for attacking her and remaking the lizard serum. _This_ is weird because, as Harry outright admits, he worked with S.I.L.K in order to help refine Peter's Lizard serum and in the process doomed _6 innocent people_ \- 5 if you count Connors as guilty by association of turning Earth-65 Peter into subject 0 - to turning into Lizards _permanently_.**

 **Captain America makes it glaringly clear that once the transformation hits its there forever, so the best those six could hope for is being imprisoned/confined and taking a suppressant daily to avoid them turning into monsters because Cap says there's no actual antidote possible so far; and we see that getting pissed off is enough to render the serum moot when Connors transforms again despite just being dosed due to being set off by Peter's name. It's not even the same as her own situation because unlike Gwen, Harry knew exactly what he was doing (we see him watching them get dosed with no expression or disapproval) whereas Gwen was just framed for murder rather than committing it.**

 **So yeah...what the hell? So she refuses to let someone take revenge because it involved killing a guilty, unrepentant man (though granted the father killed was no innocent himself...) but then she decides that she's allowed to let Harry run off because she understood why he did it and apparently it got him a pass rather than just her arresting him via handing him off to Cap. I mean I understand _why_ \- Harry is one of her remaining best friends and they're both entangled by the guilt they feel due to Peter's death - and it definitely makes her human that she lets emotions decide her actions, but any moral high ground she's standing on is rather made really weak because of this. I mean the second Noir hears about this he's likely going to just completely ignore her attempts to rein him in because she's not likely to arrest Harry, meaning he'd see no reason to listen to her spiels about them needing to keep on that line when in his point of view she's just a raging hypocrite about it.**

* * *

I don't deserve to die.

Words he'd heard so many times by now he'd begun to lost count. Criminals could do any number of things, go so far below what was considered right and decent that they were lucky if they could still be considered human beings. They would steal, they would bribe, they would threaten, they would rape and they would murder...but at the end of the day, when it came time to face the consequences of their actions and they had to pay the piper, it was always they same.

Pleading, begging, blaming someone else...it never changed. Even if they killed dozens to save themselves, they always claimed they deserved the one thing they never gave anyone else: Mercy. When they were staring down the barrel of a gun, when they had the end of a knife placed at their throat, they would pray to God, the Devil or anyone else who would listen to spare their worthless hides, to allow them to live just one more day and draw breath a few more times before the Reaper came for what was owed.

It was the only thing they understood. He wasn't blind; he could understand the concept of the justified criminal, understand that the world wasn't black and white and while one could do bad things didn't mean they were a bad person. Felica ran a Speakeasy during the time of prohibition, Gabriel had admitted to selling marijuana and bribing the corrupt coppers to turn a blind eye and countless others stole to provide for their families. He could sympathize even if he couldn't fully condone the things they'd done all in the name of survival and a desire to be the modern day Robin Hood.

But what about those who slithered in the dark? Who killed, raped and destroyed lives? Taking and taking and taking, uncaring of the people they trampled underneath them? What about Osborn, a circus freak who burned people alive just to get the insurance money? What about Vulture, a monster who'd eaten his uncle while he still drew breath and threatened to kill a defenseless old woman? What about Octavius, the depraved cripple who lashed out at the world for his condition and turned Negroes into nothing more than animals to fulfill his sick beliefs in Eugenics? What did they deserve?

And what about the people in this abandoned subway, who traded humans away like they were pigs being fed to the slaughterhouse?

Spider-Man dropped the bloody pipe on the dirty floor, the red liquid spilling out on the dull gray surface and joining the loose teeth. One of the goombas who were still alive after that warehouse turned into a fireworks display led him to this place. Apparently their gang made deals all over, working for whoever paid them enough. They'd split off that night; one half going to work for Hammerhead and unload those Dynamo guns while the other made do with another business deal before they converged again later tonight. If he wanted to know anything, get a hint of where Hammerhead was hiding out with Gabriel, then he would go to them.

It was supposed to be simple; just isolate one of the far-off sentries and grill him for info. With his wounds making a damn show wasn't what he needed and he couldn't afford to waste time trying to stop everything that went on.

That was until he saw what exactly was the 'product' they were selling.

He looked to the huddled group of females, their eyes wide with fear as they clung to one another. He saw the telltale signs of abuse, the bruises on their necks and the rough skin of their wrists from where the ropes dug into them. He'd seen it too many times before, seen the drugs pumped into their systems to keep them docile just until the trade-off was met. All they could hope for was a life of being passed from client to client, hopelessly addicted to whatever narcotics they were forced to take so they couldn't leave even if they had the chance to.

And these scumbags were going to do it to them with a smile on their face.

He looked around the abandoned terminal again. Bodies lined the floor, bloodied and beaten but alive. A few months ago he would have just shot them and let God sort them out, but even now something kept him restrained. Releasing a tired breath, he trudged to the lone conscious thug remaining, boots slapping against the pools of blood without a care. He was already beaten to a pulp, he didn't care about keeping himself looking immaculate.

A hand reached out to grab the thug and lift him by his neck. He'd left him with all his teeth for a reason, "You and me are gonna have a chat." He tightened his grip on his neck, "Where is Hammerhead hiding out? I know you were supposed to meet him." He saw the mook look down at him, his face a cross between fear and defiance. He hadn't killed any of them, and for most it was enough to provide a short sense of relief.

Which he was all too willing to cut if it meant they wouldn't talk.

"G-Go to hell, you fucking freak!" He spat. Peter rolled his eyes; always with the false bravado, the tough words while they acted defiant to the end. It never held up, even when you pushed just a bit. He could have just threatened to break his arm or shove a gun in his face.

Unfortunately for him, he wasn't in the mood.

Without missing a beat he dragged him towards the edge of the platform. The trafficker's eyes widened as he found himself dangling over the small drop to the metal tracks. Whether it was his home or this madhouse trains always passed in quick intervals, ready to deliver passengers to their destinations. This one would prove no different. He already heard the telltale sounds of the engine, the light at the end of the tunnel as the massive locomotive approached them.

"One more chance, ya fink! Where's Hammerhead!?" He pushed him farther, his feet just barely touching the platform now, "I'm not gonna ask again!"

"Y-You're bluffing!" He looked at the approaching train frantically, face practically drowning in sweat, "I-I saw you on the news! You're that superhero, the one that was with Spider-Woman! Y-You types d-d-don't kill, I know it!"

Peter's eye twitched. There was that word again, the assumptions. He wasn't a boy scout too afraid to be seen as the bad guy and he wasn't trying to keep up the act of the perfect angel.

"Wrong answer."

Spider-Man let him drop. His scream was short lived before he landed on the tracks back-first, "Y-You're fucking crazy!" Standing up frantically, he tried to scramble up back to the platform before the burst of webbing at his feet kept him pinned. Given enough time he might have been able to pry it off, pull apart the black silk and escape his little predicament.

Would have, if not for the train barreling down on him.

He saw the thug's eyes widen when he first caught sight of it, heard him scream and desperately try to pull the webbing off his feet, "Get me outta this thing!" He was going to die, he was facing death and he knew it. Even if the train conductor saw him there wouldn't be enough time to hit the breaks, wouldn't be able to stop the train before he got turned into a smear on the tracks.

"I don't wanna die like this!"

The goomba looked up at him, tears in his eyes. There it was: Fear. Even the most depraved monsters felt it. Vulture feared him when he saw the barrel of the gun; Osborn feared Kraven when he saw him come down in the sewers covered in those spiders; Crime Master feared and begged for help from him when Octavius cut him apart; and Octavius feared when he realized he wasn't going to let him walk out of Ellis Island after everything he'd done. When death came knocking, grown men turned to whimpering little boys.

Like the unlucky goomba right now.

"L-Listen I don't know where Hammerhead is!" He cried, voice desperate and high, "H-He called us this morning, said we was fired cause something happened at the warehouse! Th-That's all I know, I swear!"

"Not good enough!" Spider-Man snarled. He could feel his face aching, the recently broken arm pulsing with pain. They did that to him, beat him to near death and took Gabriel with them. He might have gotten over that, but seeing those girls being sold like fucking cattle...he wasn't sure if he had any mercy left to give. He wasn't going to leave it like this, "Tell me something I can use, you damn greaseball!"

"I-I-I-I don't know! I swear!"

The train was nearly on him. He raised up his hands futilely and screamed, calling for his God and mother in a last, desperate act of comfort. Peter growled and attached a burst of webbing at his chest and pulled, dragging him back to the platform just before the train collided into him. Even a few seconds later and he would have been an unrecognizable smear; you'd barely be able to tell he was a man at one point.

"Looks like you missed your train..." His mouth curled into a frown as the strong stench of urine wafted up to his nostrils. It was to be expected, and he supposed he should have counted himself lucky he hadn't defecated in his trousers either. Squatting down, he grabbed the bruno by his hair and pulled him up to meet his gaze, "Still think I'm not gonna kill you? That I'm some kind of superhero?"

"N-No..." Tears continued to dribble down his eyes. Would've been pitiable if he hadn't caught him doing what he was doing.

"Good, so lets try this again. Where. Is. Hammerhead?"

"I-I told you...I don't know." He managed to reply, his breath shaky and voice faint, "Our boys didn't come back from the warehouse. Hammerhead gave us a call, said they'd fucked up somehow and that we were outta the job. This...we was doing this so could get some money back, ya know?"

"Oh boo hoo..." He resisted the urge to slam his face down on the ground at the self-pitying garbage. He had already pissed himself, any more and he would be shitting and vomiting out his breakfast, "So tell me something else then. Anything you know about that warehouse? That place was rigged with tear gas and explosives; not exactly something you sell on retail. Know anything about that?"

"I...I was part of the guys doing bodyguard detail during the deal." He admitted, eyes downcast, "Just-Just hold on, okay? I-I dunno where the place is, but I saw the signature! Guy who sold it to him called himself Martin Li, okay? He's a...one of those big business types, ya feel me? But...everything was on the up and up! Anyone looks at the papers and they'd warehouse was doing legit business!"

"Meaning there has to be a record somewhere..." All legitimate business deals always did. If this Martin Li guy was a bigshot then there was a chance his name was on the papers at some point. It was a long shot, but he wasn't exactly firing with a loaded gun now. He didn't have time to keep contemplating; every second he spent doubting himself was another Octavius spent crawling away and Gabriel spent being tortured.

"Thanks."

He brought his fist down at the back of the thug's head and let him collapse, webbing him to the floor with his other hand. He felt dirty, and it had nothing do with the blood and urine. Something like this...he knew it existed, but it never stopped disgusting him all the same.

Picking himself up, he walked to the center of the collapsed pile of goombas and opened up the duffel bag, "Must be enough here to buy a damn mansion..." He muttered. Piles upon piles of money, more than what five girls were worth. Twenty dollars would buy you a drugged out girl easy, but he counted thousands here alone. Seems like whoever they were they weren't very savvy businessmen.

Taking a deep breath, he got one of the wads and stuffed it in his back pocket. It was silly; he'd killed when he had to, broken limbs and scavenged bullets from guns that weren't his but the act of stealing some cash still set a bad taste in his mouth. A good socialist didn't steal for personal gain, they worked for the betterment of the community. He was stealing so he could afford to eat...not the same thing.

Well, maybe he could fix his karma a bit.

He picked up the bag and walked towards the fivesome. They flinched at his approach, tears in their eyes and holding onto one another for dear life. White, Slant or Negro...it was all the same when it came to this kind of business. They had no reason to trust him; they'd seen him dangle a man - however deserving - in front of a moving train. An image like that stuck to your mind.

"Here." He dropped the bag of money at their feet. It wasn't going to make up for all their trauma, but it was a start, "Take this and call the coppers. Let these wiseguys stew in the big house and be careful next time. I'm not always going to be here."

They watched him silently, eyes switching between him and the bag on the ground. Peter sighed and turned his back to walk away, picking up the discarded first aid kit at one of the thug's sides. They'd brought their drugs with them, and while he didn't fancy getting high on heroin it would have had bandages and disinfectant, something to help patch up his wounds.

He was almost to the bathroom before he heard it.

"Th-Thank you..."

Turning back, he found one of the five - a blond who looked about his age - had stood up and taken the bag of money. The bag was hanging loosely on the thin frame of her arms, but her relieved smile was strong, "Y-You saved us...thank you..." She closed her eyes, more tears spilling forth. He wanted to say something to comfort her, do something to try and tell her it would be alright...but he would've been lying. Trauma like this never really went away and the money was cold comfort.

"Don't mention it..." He smiled, though he knew they wouldn't be able to see it beneath his tattered mask.

Another spoke up, this one looking even younger. Maybe fourteen? The sick bastards... "Y-You're one of those superheroes, aren't you?"

"...Sure, kid, whatever you say."

He watched them leave the station before continuing his trek to the restroom. The place was grimy and it smelled even worse, but he was alone. Making his way to the sink, he removed the remains of his mask and winced. The face staring back at him from the dirty mirror wasn't a looker: Bruises, cuts and dried blood marked all of his features. Licking his lips, he opened the faucet and washed his face with the (hopefully clean) water. Next time he needed to avoid another beating...

 _"Harrrrryyy...traitorrrrr..."_

"Ah..." There was that headache again. His injuries would heal soon enough, but it was better to be safe than sorry; especially with how wrecked his mask had gotten, "Not like anyone here would recognize me anyway..." He unrolled the bandage and clumsily wrapped his face, leaving most of it and one swollen shut eye covered. It'd be a bit more difficult seeing out with only one eye, but hell it wasn't as if he was a million bucks even when he had it.

He rolled up his sleeve and injected a syrette of morphine, breathing a relieved sigh as the pain dissipated. Picking up the remaining three, he stuffed them into his pockets before making his way to the stairs. The brunos would be out for a while, and even if they woke up the webbing and crippled limbs would keep them from going anywhere. Hopefully those dames called the flatfoots.

When the noon sun greeted him he winced and covered his eyes. He needed to follow up on that information, try to see if that 'Martin Li' fellow made any sales. Going to the library was a start; they always kept old papers for perusing and if he could-

Spider-sense.

He looked to the left and exhaled an exasperated breath at the sight that greeted him. Another clown in a Dynamo suit, but even weirder this time. He raised an eyebrow at the long, mechanical legs that propelled the fink up like he was a goddamn skyscraper. He was walking towards him, people once again running away or pointing their rectangles at him like idiots. Did these people have a death wish?

Ordinarily he would have just disregarded it like he did everything else in this madhouse, but the sack of money in his left hand and some kind of flying mini-plane thing following him made him pause. Another criminal...what was it they called them? 'Supervillain'?

"Get away from me, you nosy idiots!" He extended a hand and swatted at the flying machine, missing it entirely despite the suit, "Don't you know who I am!? I'm Stilt-Man! If you don't back off I'm going to swat you out of the air like a fly!"

...God damn it. He couldn't just turn his back now, could he? With an annoyed growl, he took out his revolver and ran towards him. He needed to make this quick.

* * *

"Saw you on the news yesterday."

After visiting her dad she woke up extra early and had a quick breakfast with him before leaving, making a promise to visit him again soon. Today was going to be a busy day: Glory and MJ were going to come over, maybe practice or (as was more likely) they would all just watch the new season of Fantastic Four together. Either way it promised to be a day with nothing happening, just what she needed before she met up with Cap again and got into the little pow-wow with Mac.

"Dunno what you're talking about, Red."

That was of course before Detective Watson decided to try her hand at playing Sherlock. Gwen loved MJ, she really did. Sure she could be a %^&* $%^# and a $%^&, but she was a good friend she could count on when she really needed it. She couldn't deny that her bandmate could be really egotistical - if naming their band the 'Mary Janes' wasn't a good enough indication then she didn't know what was - but she'd learned to deal with it. She was the lovable kind of attention grabber, not the annoying one...well, on most days. Some days she just wanted to tape her mouth shut.

With that in mind, she really wanted to throw her out the window.

"Spider-Woman fighting Rhino dude with some guy in black, ringing any bells?" She replied, voice almost bored despite the accusation, "Gotta admit thought you were going solo on the whole hero gig. Not afraid of the competition?"

"One, that wasn't me. I was with my dad, you can ask him if you want." She picked up the popcorn from the microwave and plopped it down on the table, spilling a few pieces on the faded wood, "Second, unless Darkman is the head of another rock band I doubt I or any of us have to worry about competition." She kicked off her shoes and sat back on the couch, Betty and Murderface in between them, "And third, you've been spending way too much time with Norah the conspiracy theorist."

"Whatever you say, Gwencent." MJ rolled her eyes and leaned back in her seat, hands strumming the guitar mindlessly. Glory looked up at the two of them from her place on the bed before shaking her head and deciding it wasn't worth it. Glory had heard them arguing about this for over a week now and at this point the shit was getting old. Nowadays she and Betty had just learned to ignore it, neither believing or disbelieving MJ's claims.

"I do say, Merry Mary." She grabbed the remote and started flipping through the channels. She was right about one thing: MJ spent way too much time with Norah Winters and it was beginning to have an effect on her. Before she'd just let things pass without comment, but apparently spending time with a newshound put this whole 'Conspiracy nut' thing in your head. 'Why else would Captain Stacy quit and whistleblow like that? Obviously cause Gwen's Spider-Woman!' or some such.

Granted she was absolutely right, but still!

The noises of the TV and her friends blended together into an unnoticeable din. Thinking on it, would the world explode if she just admitted to them who she was? They knew who she was, they were there at the dance and they saw her fighting Peter- The Lizard, _'That thing wasn't him...'_ She reminded herself mentally. That was anger and resentment lashing out to the surface.

Still, would they really believe she killed him? She knew how close they were, they saw The Lizard attacking people at prom. She doubted they would start blabbing, even Detective Watson over there; she was such an attention hog she doubted it would ever cross her mind to spill and have Gwen take attention away from her, even if it was the wrong kind that came with a murder charge. Maybe she was just curious? Like the kid who wanted to unwrap all the presents even if she knew she couldn't keep all of it. Curiosity killed the red-headed cat...

So should she tell them? It would explain a lot of things, would at least let them understand why she just suddenly started flaking on them in practice and gigs. Hell, she was lucky she hadn't been kicked out of the band yet given the rate she was going. Maybe if she was just 'economical with the truth' (Dad's words) then she could let them in by a bit-

"Woah, Stilt-Man's on the loose again."

Gwen blinked, "What?"

Before she could say anything else Betty grabbed the remote control from her hands and turned up the volume, munching noisily on a piece of pizza, "Love this guy. Maybe we're lucky and he steps on another manhole." She snorted, holding back a laugh. Ever since he'd first showed up it was practically laugh at first sight. Gwen could understand the appeal: How could someone who had a suit of what was essentially power armor still end up as big a loser as a guy who robbed bodegas with a hamster (that was formerly hers...) or a guy who used Koalas like attack dogs?

"This is Katy Kiernan reporting live here in downtown where the costumed supervillain Stilt-Man has just robbed the- Look out!"

"Get away from me, you nosy idiots!" He swatted at the news copter and (somehow) missed, "Don't you know who I am!? I'm Stilt-Man! If you don't back off I'm going to swat you out of the air like a fly!"

But yeah, there he was. Wilbur Day, better known as the 'fearsome' Stilt-Man. Another guy who managed to create (or was it stole? She didn't read up on his police file too much) a pair of cybernetics and rather than doing the sane thing and just selling it so he could let the money come to him he decided it'd be a better idea to start robbing diners and convenience stores with it.

She was nearly off the couch before she saw Mary Jane giving her a knowing look, lips raised in a smirk. Well...she was already considering telling them, right? Still, she got up right now even Glory would start considering what Detective Watson had to say. Maybe-

"Huh, Darkman's there."

Her attention was drawn back to the television. The camera panned down to the adjacent building and she saw 'Spider-Man' (still thought he should change the name) toss what looked like a brick at the back of his head.

Stilt-Man tripped, more likely out of surprise than actual pain, before he (awkwardly) turned to look at him, "What...who the hell are you! Get out of my way, you little runt! Bad enough I got these flies on me I don't need another wannabe hero!" The would-be criminal mastermind deposited his loot in another nearby roof before he extended his hands towards the vigilante, making to grab him.

He didn't even come close. Spider-Man leaped back from the clumsy strike and let the hands collide against the roof before releasing a burst of webbing, tying the extended appendages to the rooftop's surface. She saw Wilbur curse, but the web held firm. Whoever made his web-shooters definitely knew what they were doing...aside from the fact that they didn't put a web-swing function in.

Not wasting any time, he clambered onto the appendages and ran for his head. She saw Wilbur's eyes widen for a moment before he reached his head, one hand holding onto the large collar to keep himself from falling while another shoved a gun in his mouth-

Wait, what the %^&*?

"Mmph, you dare-"

"Shut up!" Spider-Man hissed, pressing the gun even deeper and making him choke. Gwen's eyebrows furrowed worriedly. It was a threat, she'd used threats before, but something (like a couple of bullets in Hippo's knees...) told her he wasn't just talking tough, "I'm not in the mood to deal with whatever the hell your problem is so I'll make this short: Take off the damn Dynamo suit or I'll fill you with lead. Your choice."

"Mm-ywou wooldn't-"

"Do I look like a 'superhero' to you!?" His finger inched distressingly close to the trigger, "Rethink your answer before your brains are all over the pavement. I'm counting down. 3...2...1..."

"Mmpph, wallright wallright!"

He didn't remove the gun till after Wilbur was safely on the roof, his hands still fastened on by the webbing. The news choppers drew closer, getting more footage, but neither of them paid it any mind at this point. Without another word the masked vigilante grabbed the supervillain's helmet and pulled, wrenching it away messily and tossing it over the building's edge to expose the face of the sputtering old man.

"Wh-What the hell is wrong with you?" Stilt-Man cried, looking up at him in disbelief, "Did you just shove a gun in my mouth!? That's not-"

He was interrupted by a boot colliding with his face, strong enough to make his nose start bleeding. Gwen winced; she could feel that all the way from here, "Like I said, I'm not in the mood for whatever your problem is." He knelt down till they were face-to-face, seemingly undeterred by his bloody coughing, "Listen to me very carefully. I dunno if you're like _Vodkalky_ and you escaped jail before but I'm going to be clear: I see you out of jail and I'm going to make you wish you never got out and ain't no Dynamo suit's going to protect you next time. Do you hear me?"

"Y-Yeah...I hear you..." Wilbur sputtered, blood running down his nose and chin. Even if he was a supervillain she couldn't help but feel a tinge of pity at the sight.

"Good."

Another kick came, this one hard enough to knock him out entirely before he covered his entire body in black webbing.

 _'Wow...what the %^ &* was that?'_ Gwen thought. She'd heard of unnecessary roughness but damn, making threats on live television? Did he not realize he was being recorded or something? She wouldn't be surprised if his entire threat/warning was out to be a meme before the day was done. Shit, vigilante or no acting like he belonged in a 90's comic book couldn't have been good for him...or for that matter anyone he got his hands on.

She could see the chopper dropping nearby, the reporter dropping from the ladder onto the snow covered roof and making her way towards him, "Katy Kiernan, Fact Channel News." She extended a hand, which he didn't reciprocate, "Uh...right, well I hope you don't mind but I'd like to ask you a few questions. Many people saw you yesterday and they're curious on who the new hero on the block is."

"...Good for them."

He shook his head and turned to leave but the reporter was in front of him again, a practiced smile on her face, "Just a few questions and I'll be out of your hair." She continued, ignoring his silence, "First things first what is your connection with Spider-Woman? While officially blamed for murder there have been doubts placed due to recent events and we're all curious if you have any insight on that. Secondly where did you receive your powers, if you don't mind my asking? They have a startling similarity to hers and we'd all like to know-"

That was as far as she got before he ran past her, jumping into the alley without another word. The chopper flew over the building, but by the time the camera could focus the alley had been empty.

"...I gotta go...corndog run...bring you guys back something..." Gwen stood, grabbing her backpack and trying to ignore the looks Betty and MJ gave her. Maybe she could have handled that better, but %^&* it. She could explain afterwards, either with the truth or just another pile of the steaming hot $%^# she'd been giving them for the past two years. Right now her mind wasn't on that.

She needed to have a talk with her 'fellow hero'.

* * *

She found him sitting atop an apartment building, his back to her, _'Huh, that was easier than I thought.'_ She climbed up the building, her phone already buzzing with messages. She shook her head; later, after she dealt with him. She needed to approach this carefully. While their last meeting wasn't exactly hostile they'd more-or-less separated under the assumption they wouldn't be seeing each other again.

The snow crunched under her feet, almost deafeningly loud in the abandoned rooftop. She saw him turn rigid for a moment before he spun around, the revolver aimed right at her and his finger on the trigger.

"Nice to see you too, buddy..." She held up her hands. Her Spider-Sense wasn't tingling at all, which meant either he wasn't going to shoot her or he was and it somehow missed it. It missed that spray can before, after all... "Saw you on the news, by the by. Real...photogenic."

"Spider-Woman..." He released an exhausted breath and lowed the gun back into his holster.

Gwen got a closer look at him and she had to admit: He looked like absolute shit. Granted she wasn't exactly a supermodel at the best of times, especially not when she got hit and the suit hadn't repaired itself yet, but he looked like hell rode over him - His clothes were torn and dirty and she could see dried blood lining the barely concealed cuts. His mask was barely holding together and she saw what appeared to be bandages through the broken lenses of his goggles. Overall he definitely didn't look like someone who should've been up and about doing what he did.

"...What do you want?' He hopped off the edge and stood; she didn't miss the slight limp in his step, "Whatever it is make it quick, I just needed to catch my breath and I need to keep going."

"Yeah, about that..." She clicked her tongue, "You said you were going home, right? I got no idea where that is but I pretty much thought it meant you weren't gonna stick around, you know?" She raised her hands, "Not that I mind you being here, of course, just curious is all."

"There were...complications." She could practically hear the double-speak in that word. It was one she'd used herself whenever she didn't want to explain, "I still plan to leave this madhouse, but I have some unfinished business to take care of." He scratched his face, exposing some tufts of brown hair to the gaps in the mask, "After that I find Octavius and I get out of here."

"So that little show with Stilt-Man on the Fact Channel special was...?"

"A distraction." He grunted, rolling his one eye, "I wouldn't have minded if you handled it, but you weren't around..."

"Sorry about that, was kinda busy." She rubbed the back of her hooded head, _'Act casual, don't try to sound like you're about to go on a lecture on him.'_ She took a deep breath and chose her next words carefully, "So...about that threat to fill him with lead-"

"I didn't have to." He interrupted, his tone the same clear 'Drop it cause I'm not saying' whenever she tried to ask Peter about the bruises Carl King gave him or her father about police work. She found that the best thing to do in those situations was to push till they cracked and she doubted he was any different in that regard.

"That's not an answer." She snapped back, voice rising despite her best efforts, "Look, I can see what you did was effective but don't you think you were kinda overboard? You didn't have to break his nose once his arms were tangled. Threatening him, okay I can see that but there _is_ a point where you decide enough is enough and to just let the police take it from there. You get that, right?"

"If you say so." Again with the non-answers. With Peter she could usually rely on tickling it out of him, but she got the distinct feeling she was going to be drawing back nubs if she tried that with Darkman here, "...If you have nothing else to say then-"

"Wait, one last thing." She fished through her backpack and pulled out a scrap of paper and a pen. She was taking an insane risk doing this, but %^&* it what else could she do? He didn't kill anyone (at least as far as she knew...) and dumping him in front of the police station would've been somewhat hypocritical of her considering she had no proof he did anything wrong...and she was running around doing a lot of the same things herself. Making threats to supervillains wasn't really enough especially given what she saw Falcon get up to.

"Here's my number." She pressed the paper towards him, which he accepted with obvious reluctance, "Just call if you need anything, okay? People like us got to stick together." And she could keep an eye on him that way without arousing suspicion. As long as he was staying here she didn't want to see him shooting people up if she could help it...and hopefully he wasn't some ultra science nerd who could track her phone, "Superhero team-ups or whatever, I'm game."

"I'll keep that in mind...anything else you-"

Her phone buzzed, more insistent this time. Furrowing her brows, she held up a finger to shush him, "Sorry, guess this can't wait." She turned around and pulled out her phone, her irritation replaced by curiosity as the unknown number showed up on screen. Her dad told her never to talk to strangers, but... "Uh...hello?" Please let it not be Matt Murdock at the end of it...

"Spider-Woman?" Captain America's voice came through the receiver. Gwen heaved a sigh of relief, her grip on the phone relaxing, "Are you there?"

"Ah...yeah, Cap, I'm here. What's up?" And how did she get her number?

"I told you we needed to meet. Give me your coordinates and I'll be there soon."

She was asking her? Shit, she expected to get some kind of coded message or something, "Uh, there should be an old Roxxon office a few minutes from here. Wanna meet there? I need to go somewhere else afterwards but I need to tell you the details first." Better she not meet in the same building as Mac. Captain America or not she needed to convince her to meet the Man-Scorpion rather than just springing it on the spot. Speaking of which... "Uh..Cap, you mind if I bring someone else along?"

"Long as they're not a risk. Who is it?"

"Well it's..." She turned around and found nothing but thin air. When did he...she didn't even hear him... _'Or you could just do the Vapor Snake thing, right...'_ She sighed. She really shouldn't have expected anything less from a guy dressed up in leather, "...Actually, change of plans, I'm going alone."

"Got it. Meet you there."

She let her mind wander the whole way there, thoughts shifting between the next band gig and praying that Vulture didn't bust out just as they were going to the first act to buying some corndogs and debating on whether to unmask herself to her currently closest friends, _'One problem at a time, Spider-Gwen...'_ She chided herself. First she would meet with Cap about that urgent matter she was going on about then she'd take her to meet Mac and she could go from there.

Captain America was noticeably grim..well, grimm _er,_ when she last saw her. Releasing her final web, she landed in front of her with an exagerrated flourish and saw the stoic woman crack a small smile before turning back to her previous expression.

"Wow, tough crowd. Do I gotta jump in a ring of fire for that classic little 'heh'?" She joked, because damn it there was going to be a day she made Captain America give a full on laugh and it would be _glorious_...and totally going on Youweb the second she figured out how to install cameras in her mask. The ad revenue alone on the videos would set her up for life once she got past that whole 'wanted for murder' thing.

"Sorry, Spider-Woman. It's been a long day." She leaned against the wall, her arms crossed.

"I heard. Kicking M.O.D.A.A.K.'s butt over in Mexico, right? How was that, by the way?"

"Satisfying, but that wasn't what I'm here to talk about." There was that small smile again, but it looked torn now, "I followed up on what you said about the Parker kid, about his connection to the Midtown High Lizard."

Instantly Gwen found her mood souring. She hadn't meant to admit that in front of her; she'd panicked and didn't want to believe those six new victims were Peter' fault. Her father found the connection and burned it down for her sake knowing her feelings in the matter, "Um...you don't say?" God, she didn't know what to say.

"Afraid so." She nodded grimly, "I had a look at the files again, and it turns out they were falsified." She scowled, muttering a dated curse to herself, "A mole from S.I.L.K managed to tamper with the records, change the readouts. I found the real data after some digging and..." A deep breath, "It was...enlightening. The serum was originally coded to his DNA, his fingerprints are all over the damn thing. Irrefutable proof that the Midtown High Lizard was Peter parker."

"...Why are you telling me this?"

"Because you deserve to know."

Captain America threw a small flash drive at her, which she caught without breaking eye contact, "Is this...?"

"All the data we've managed to uncover, along with the proof I just told you about...the proof that you didn't murder Peter Parker. The first serum was eating him up from the inside, Spider-Woman. It was experimental for a reason; soon as he took it...he was a dead man walking." She clenched her hands. Gwen supposed she'd know more than anyone about super serum, "You didn't kill him."

"That...doesn't make me feel better."

It really didn't. Whether it was truly her fault or not didn't change facts: She and Harry lost their best friend while Ben and May lost the closest thing they had to a son. If she'd done better, paid more attention, maybe he wouldn't have even considered turning himself into that thing out of a desire to be 'special'.

Haha...here she was dealing in what-if's even though she knew it wouldn't change anything. What if she'd done better? What if she managed to stop him from taking that serum? What if he was bitten by the spider instead of her? Would he have gotten his wish, be satisfied with getting her powers and fight crime or would he just use it to goof off and have fun like she did before the guilt changed her mind?

She'd never know, but she never stopped thinking about it either.

"And you're giving this to me because...?"

"Because if you say the word I can convince Peggy to get it to the right people. Your innocence will be proven to the world-"

"And Peter Parker's going to be remembered as nothing more than a monster." She finished. The thought made her sick. Peter wasn't perfect, but he shouldn't be remembered as some kind of giant monster.

"While right now you're seen as some kind of murderer for something you didn't do." Cap countered, her voice firm, "I know why you're reluctant, but you shouldn't have to shoulder blame that doesn't belong to you. No one should." She pressed herself off the wall and clapped her shoulder in that 'You know what that the right thing is' way, "You have my guarantee we'll protect Ben and May Parker from any repercussions from short-sighted fools, but right now I'm allowing you to choose. You can prove yourself innocent and spread the truth, Spider-Woman, just say the word."

"I..." She closed her eyes, her grip on the flash drive shaky. This was what she wanted, wasn't it? An official pardon that wasn't dependent on whether the people believed tweeter feeds and her dad's words, "Can...I think about it? This is..."

"Take your time, Spider-Woman. We can go to that other place when we're ready, just...consider your choices here. Peter Parker made his choice, you shouldn't have to suffer for the sake of his mistakes."

* * *

 **Well that's done. This chapter was going to be even longer than it already is, but I decided 7.5k words was enough for now. Next chapter is another dual view, though more Noir-centric in comparison to this one.**

 **Before we get started there's one thing I have to note: The self-healing suit isn't a symbiote, but rather an upgrade she received from Janet van Dyne. We know from her biography that's where she got her webshooters from and they're _way_ more advanced compared to even 616: While Peter has limited cartridges, Gwen's apparently _grabs moisture from the air to create webbing_. This is insanely advanced and pretty much means that she never runs out so a self-healing suit isn't out of the ordinary. Note the suit itself isn't damage proof or protects her like armor, it just heals the tears to expedite the sewing process. It's more convenient than anything else.**

 **Anyway, this chapter's been a bit of a doozy to write. Noir's segment became hyper introspective due to me replaying (for the fourth time) Max Payne 3 and Peter's own messed up state due to the injuries meaning he becomes even more of a dick than usual. By contrast Gwen gets some actual drama when she's given a choice to free herself of her murder charge although it means Peter's name being permanently tarnished. What do you guys think; use the data or trash it? I'm curious.**

 **Speaking of, is there anything you guys specifically want in the coming chapters? I was curious about 'Old Soul' making suggestions and it got me to thinking: Any specific villains or just general events you wanna see? Although do at least try to be reasonable :) No suggestions like 'Carnage vs Noir solo' cause that's not going to end well at all and for specific events just make sure it doesn't go off the rails like Gwen making out with Captain America or something. I can take a fair amount of disbelief suspension but not _too_ much. :D**

 **Semi-Functional - I think with Silk it's because she's specifically 'The Bride', interaction with Anansi or not since many other totems are chosen via magical means like say Pavitr Spider-Man India and they're actually way weaker; it's mentioned in the guidebook that Pavitr could lift a whopping 1 ton :/ Most likely it has to do with the rules of Earth-90214, since there are a really pathetic three superhumans and they're much weaker than normal: Noir we already know, Luke Cage seems to have super strength but isn't bulletproof and _dies_ while Daredevil remains the same albeit his fighting skills aren't up to snuff. By the internal rules of their world Peter's actually the strongest, beating out Cage, Daredevil and Tombstone in sheer power and versatility. **

**Gwen interacting with Peter is definitely set, especially given the way her segment ended with the proof and regrets showing so don't you worry.**

 **Redentor - Main problem here is that I've seen the counter-argument: Batman's not allowed to kill, but he's allowed to stalk, beat up, assault, threaten, blackmail and take the law into his own hands? Why is the act of killing by itself considered so wrong when just about everything else on that list is illegal too? If you have proof that this guy is a serial killer, couldn't you kill him and claim self defense like most others? If you're apparently justified in beating him to a pulp then this shouldn't be too hard a sell.**

 **Also, definitely agree with you on the Police and duty but to be fair Gwenverse - or just Marvel universe really - cops seem to be absolute dunces. Hell Bodega Bandit outright admits most cops don't even bother to arrest him, and the few times they do his dad just phone calls and they let him out with no supervision. Makes you wonder why Gwen even fucking bothers.**

 **IceMaxPrime - Symbiote a possibility, but not so much for Noir. I write him as the Underdog, so giving him a suit is about the equivalent of giving Superman's powers to Batman: It doesn't work for the story. Besides, as you can tell from the first segment he doesn't really need help in acting like a dick whenever he's cheesed off.**

 **Mingyu - I guess it depends on whether she can convince him its justified not to kill. If Noir runs into Jack o Lantern, Tombstone or Sin Eater I doubt he cares if it's 'lawfully wrong' to kill these glorified serial killers and brutes if jail can't hold them. Also, they kinda can't track him since he has the DNA and fingerprints of a dead man so that's right out.**

 **Ugh - With the examples you used I'm not sure. In the Doc Ock case in the movie, as charismatic as he was, he _definitely_ didn't look like he didn't mean to harm anyone. The impression I got was 'Spider-Man might save them, but if he doesn't I don't care' which is no better than deliberately intending to kill them. Also with regards to Rhino, not really: He had Spider-Woman in his hands already and he had no clue Noir had powers and wasn't just a passing dude with a gun, meaning he fully intended to smear those civilians; hell he even taunts Noir about it, which causes him to snap and kneecap him as a result. While many criminals try to avoid it, there are just as many who intentionally aim or flat out don't care. **

**This is pretty much the main difference between her and Noir: Gwen lives in a comic book and she more or less knows the rules, so she banters with 'harmless' villains like Shocker, Bodega Bandit, Koalla Kommander and Stilt-Man while Noir treats them like he would any criminal: He uses excessive force, beatdowns and threats to put the fear of the Spider into them like he does with criminals back in the Film Noir genre world. Stilt-Man even comments on this, saying that 'it's not how its supposed to be' while Noir just smashes his nose in because, costume or not, to him Wilbur is a criminal putting people in danger and how funny he is doesn't change that.**

 **With regards to chapter 5: The Spider-Sense is hit or miss since in some comics it allows Spider-Man to dodge in a dark hallway while blind and in others he just stands like an idiot going 'Spider sense tingling'. Now the wiki and Gwen herself in the comic notes that her Spider-sense is sometimes unreliable, so I'm tagging that as it being _slightly_ weaker. By contrast Noir's Spider-sense seems relatively stronger, warning him of danger in general around him and at one point it acts as a lie detector and allows him to tell Chameleon had replaced Jameson and that he was lying about something. Why this is I have no idea, but I chalk that up to Anansi giving him different powers to compensate for the lack of other traits. **

**With the suit I already said up above, but as for Gwen traveling to Noir's world? Not very likely since this wasn't how I planned it. Apologies, maybe a side-story someday, but right now portal hopping isn't something readily accomplished even if I find the idea intriguing. Still, there is a bit of a downplayed reverse case with this since, as Gwen points out, besides Falcon (who's more Cap's sidekick and not well-known) Noir is the only active male Superhero (not supervillain, there's a lot of those) and he's shown to be scarily effective, at least as far as fighting street level toughs and joke villains anyway.**

 **This leads to some dick measuring contests and call-outs by people who have things to prove on social media or elsewhere, though Noir being Noir he just flat out ignores them and doesn't care about being invited to a grudge match on TV or others claiming to be him behind the mask (besides the fact that it could lead to them getting killed by criminals seeking revenge...). It's like the Kick-Ass scenario where once Dave puts on the suit suddenly everyone wants in.**


	7. Dead Man's Face

The library, a font of knowledge and research and whatever the hell else people needed at the time.

Peter dropped into the nearby alley, boots crunching loudly on top of the snow. It'd been a while since he went to the public libraries; ever since graduating high school he didn't have much use for the literature inside, and ever since what happened to Uncle Ben his Aunt May had been protective for a few months and he couldn't find the opportunity. She tried to play it off, say that it wasn't Osborn and his enforcers that killed him, but the way she insisted on that fence and the worried looks she gave him before Urich found him that job spoke otherwise. Maybe she thought she was shielding him from the harsh realities, but he'd long since accepted them.

Still, this was his best shot. After months of being Spider-Man he'd gotten far too used to beating goomba's faces in to get information and a part of him doubted he'd even be able to find anything on this 'Martin Li' guy. Martin wasn't exactly an exceedingly rare name and the only thing notable about 'Li' was that it sounded like it belonged to a Slant; and even that wasn't going to get him much of anything. Chinese or Korean or Japanese businessmen were rare, but not exactly impossible if you had the right money. Jameson wouldn't touch any of those deals in the paper, but the Negro World might for a little extra boost and a 'pat on the head' as Robbie would have called it.

"Now, how to get in...?" He mumbled.

Getting in looking like he was wasn't going to be easy. While he doubted anyone here knew who 'The Spider-Man' was, a masked freak going through the front door was bound to garner some attention, _'Need a change of clothes.'_ He grimaced. He wasn't exactly comfortable just leaving his clothes under a dumpster, but as Plato always said necessity was the mother of invention. He'd make do, he always did somehow.

His 'salvation' came in the form of a bum sitting against the end of the alley, gloved hands raised and mumbling something about being a veteran in the war, _'A day ago I'd have thought Great War, but I'm not even sure anymore...'_ Regardless, the old timer definitely looked like he'd been through a lot and guys like these always had two things: Pride, and the promise that they'd throw it all away for a little extra dough.

After all, what good was your dignity when you were eating out of the trash?

He took a few halting steps and stopped when he stood across from him, arms crossed, "War veteran, huh? What's your story, old timer?" The weathered man looked up at him, one eyebrow raised, but definitely less freaked out than he would have thought, "Just a question, old man. I'm curious if some things still make sense here...and I'm even more curious what it'll take for you to part with that jacket of yours."

"Tch...Vietnam war, though nowadays no one fucking remembers _that_ , do they?" He rolled his eyes, "We all fought for our country, but now the only thing anyone remembers about that is that the gooks kicked our asses outta there."

 _'Vietnam war...right, definitely not something I know.'_ Still, he doubted the old bastard was lying: He had just the right amount of bitterness and regret to make him believe him. He'd seen it on the slums enough times; drunk old geezers who ranted about the Krauts, about how the Germans had cost them everything and how even after all the blood they spilled they had nothing to show for it except sleepless nights under the cold winter.

"Right...now, about that jacket?"

"Great, another one..." He closed his eyes and stood up straighter, hands balling into weak fists, "What now, kid? You dress up in leather, put on a mask and you think you're hot shit? That you're gonna be the new Supervillain of New York?" He laughed bitterly before it quickly devolved into strangled coughs, "This is gonna be the start of your career, is it? Robbing a bum and taking the clothes off his back? What next, tough guy? Plan to steal a puppy from a little girl and hold it ransom?"

"You know I'm getting really tired of this Superhero - Supervillain nonsense." He grunted, frowning under his mask, "Look, old timer. You look beat and I'm not gonna bleed you for your clothes. I need to get to the library, but I can't go in there looking like I just got finished running through a burning building. What'll it take for you to give me that jacket?" Because despite everything it looked like something someone who wasn't a bum would wear.

His lips pressed into a thin line and he raised his middle finger at him, "Suck my nuts, ya gimp. This thing's one of the few I managed to keep on me when they kicked me out. Ain't nothing gonna make me part with this."

There was the pride...

"You sure about that?"

And now came the throwing.

Sighing, Peter rummaged through his back pocket and took out the pile of bills he'd stolen not too long ago. He saw the old man's eyes widen at the stack, hands shaking and looking for all the world like he was going to pounce, _'Money...never fails'._ He grabbed a few pieces of the green paper - he didn't bother counting, it was enough - and offered it to him, "Change your tune, mister? You could probably buy a house with this...or at least a night in a good speakeasy with some drinks and good company, and all I want is your jacket and hat. Interested?"

Knowing his type he'd spend it all on heroin or some night with a perfumed dame, but that wasn't any of his concern. You make your bed and you lie in it, he wouldn't stop people from destroying themselves if they didn't want his help.

"F-Fine..." He took the stack of long green from his hand and stuffed it at the back of his trousers greedily. Peter watched silently as the old man took off the jacket and beanie, handing it to him with no small reluctance. Despite his haggard appearance the two things seemed relatively cared for, at least as much as he could expect considering the guy must have been living out on the streets for a while. It would get him inside easy.

He waved the geezer away and hid behind the dumpster before changing into his new outfit, wincing slightly at the faint smell. Hopefully the librarian wouldn't hold it against him; he wasn't exactly Wallace Beery up here, _'Please let this still be here when I get back.'_ He took of his mask, gloves and coat, placing them under the dumpster with as much care as he could muster. Bandages would get some raised eyebrows, but no one asked questions when it came to that.

The inside of the library was refreshingly warm, the smell of old books instantly calming him. _At least some things never change,'_ He mused. The inside of the place looked almost abandoned, which wasn't a shock; most people would've been spending time with their families or been at work just a few days after New Years. Staying cooped up with a buncha books seemed more like something Gwen Stacy or Robbie would do...would have done.

The librarian, a bored young woman looking for all the world that she'd rather be anywhere else, looked up at him as he approached, "Yeah...?" Her expression was one of utter boredom, eyes just barely glancing up from her small rectangular gizmo.

"I was looking for some information on a business deal made a few weeks ago...the name Martin Li mean anything to you?"

"You could try the computers, but the net's down for maintenance." She looked back down at her gizmo, almost ignoring him, "Try the internet cafe down the street, maybe you can search there."

"That's...alright, I don't need to use the 'net'." God, what kind of language were they using here? Next thing he knew books wouldn't actually be pages with words on them, "You have any old newspapers here? Maybe I could find something there." Yeah, find a business deal on one of dozens of pages underneath blockbuster hits like a new broadway star caught canoodling with the same sex like a fairy. Gabriel's chances were slimming by the minute.

"Yeah, in the back..." She pawed under her table and tossed him a key, "Bugle just dumps old copes here for record-keeping, go nuts." She pointed to the back room with her thumb before leaning back in her seat, her attention completely away from him.

"Thanks..."

Opening the door, he coughed at the sudden onset of dust that assaulted him, "Damn, how old is this place?" He waved his hand through the air and coughed. Better than tear gas by a landslide, but that wasn't saying much, "Come on, focus..." He grunted at the sudden irritation on his wounds and shook his head. The bruises and cuts were already healing, and at least the morphine was doing its job. He had to find the right paper; usually places like these stacked within the last two or three years, just in case someone missed the headlines. Now he just had to...

What the _hell_?

"January 2014..." He stepped back and blinked, hoping against logic that he was mistaken. But no, no matter how many times he rubbed his eyes and re-read the pasted on labels it was still there. "January 2014...February 2014...March 2014..." He read them all, just hoping - praying - that this was some kind of mistake or...or that maybe it didn't stand for the date. Maybe he was just...

Maybe he had really gone insane in this madhouse.

The librarian looked up at Peter in shock as he rushed out of the room, his breaths unsteady. Briefly she debated on whether or not to ask him what was wrong with him before he stood and bounded towards the desk, his hands shaky.

"What's the date?"

"...What?" She blinked. That was random, "What's with the question, dude-"

"Answer the question!" He slammed his hand against the desk, hard enough to make the employee jump, "What year is it!? It's...It's 1934, right? Just after new years? This place is a damn madhouse, but even the years should be..."

"Woah, woah, woah! Slow down!" She held up her hands, brows furrowing in concern; whether for him or her own safety he didn't know, "Look, I dunno if you're going senile or something but calm the fuck down, okay? I know no one else is here but rules say you gotta keep quiet."

"Just..." He inhaled deeply and closed his eyes, willing his heart to stop beating so fast. She was right, it wasn't her fault and acting like one of the crazies wasn't going to get him anything, "Just...please tell me what the date is...all of it if you can."

"Right..." She still appeared wary, but she nodded all the same, "Alright, today's January 7 2016." She waved her gizmo in front of his face, a miniature calendar highlighting the current date, "Thursday, if that makes any difference."

2016...he wanted to say she was lying, that she was pulling his leg because of some sick prank, but what reason would she have to fib? Just to see him panic? No, his Spider-sense hadn't blared at all. She wasn't lying.

Which meant...

Pushing himself away from the desk, he shakily trudged to one of the empty chairs and all but collapsed on top of it. He felt sick...like he wanted to vomit or cry or...he wanted to _kill_ Octavius more than he already did. He had no idea what the lightshow was, but a part of him thought - or deluded himself - that it was something that could be easily fixed. Maybe he was just dumped into a town full of insane people, maybe this New York just happened to share the same name; the justifications got more and more shallow, but what else was he supposed to think? That he'd taken them into the future like some attraction from the World of Tomorrow?

Apparently so, if the dates were any indication.

"Damn it...calm down..." He used both hands to cover his face and tried to steady his breathing. He was an empiricist, he'd seen with his own eyes that logic and reality sometimes decided it wasn't worth her time keeping the rules intact. Hell being taken to the future explained a lot of things; the Dynamo suits, the weapons that looked like they belonged in a science fiction exhibit... "Haha..." Time travel, being dumped in a madhouse...either way once he found Octavius he would make him reverse it, and if he couldn't...

Octavius was going to reverse this if he had to break every bone in his depraved little body.

"2016 or 1934, Gabriel's still going to get killed and Hammerhead's the one doing it..." Come to think of it, the guy looked like he didn't belong here either. Maybe...Maybe he wasn't 'from' here either? It made sense in a stupid sort of way. Time travel was something the quacks talked about as a joke, but if Octavius really pulled it off then maybe the two of them weren't the only ones who got pulled into this madhouse...or the future, if he was being accurate.

Right, now that his mental breakdown was over and done with he needed to focus. Opening the room to dusty room again, he grabbed as many stacks of papers as he could and dropped them on the desk. The business section should hold something, or at the very least if this Martin Li guy was a big businessman - were Chinese businessmen still rare in this time period or did the costumed clowns take the sting out? - then he would show up on the papers at some point, right? A charity event, some public donation, something to show that he did something.

No Martin Li, but he found a hell of a lot of Spider-Woman.

"Spider-Woman performing live..." He read aloud, eyeing the (full-colored) picture plastered on the front page. Some kind of band, with the resident Superhero playing the drums as if she was some kind of skin tickler, "Huh, guess she was famous..." He turned to the next page and found another article about her, this time speculation on her secret identity and her rise to fame, "...Really famous. Not even the biggest broadway actors get this much attention." He turned the page and was completely unsurprised by yet another article. He was going to get nowhere with this.

Dropping the paper, he picked up the next one from the stack and frowned at another Spider-Woman headline, "Spider-Woman invited to participate in wrestlemania..." What the hell? How famous was this twist? Granted anyone who could stick to walls and throw trucks like they were nothing was definitely eye-catching but there _were_ other newsworthy things, right? Not even the president got this much shilling.

The next few turns on the stack proved no different: More headlines about her antics, more speculation on her identity and more promised public appearances. The business sections were no help either; no Martin Li's in sight. He found a Roderick Kingsley and a Donald Roxxon, but that didn't help much, "I'm getting nowhere..." He tossed the paper away in frustration and picked up another. This would be his last one. If he didn't find anything then it was back to dangling goombas in front of trains-

What the hell?

"Spider-Woman: Murderer." The article was eye-catching enough on its own, but the other details were what drew his attention, "Report by Ben Urich..." His hands shook, threatening to rip the paper into pieces. It...was just a coincidence, that's what he wanted to say. Ben and Urich weren't rare names, and even the sight of a ranting John Jonah Jameson could have been excused with a...a relative or just a lookalike. There were any numbers of explanations, excuses and justifications he could have used, anything to keep him from losing his mind any more than he already did.

If it wasn't for the identity of her supposed victim.

"Peter Benjamin Parker, age 17. Born to Richard and Mary Parker, he tragically lost his parents early in his life and was adopted by Ben and May Parker née Reilly. Spider-Woman was found holding his dead body and is currently wanted by the police for his murder. Mayor John Jonah Jameson had this to say..."

From there it turned into a series of rants and eulogies, claims by Jonah that Spider-Woman should have been brought to justice and Peter's 'death not be in vain'. His guardians blamed Spider-Woman, crying that it was a tragedy and that he was a good boy who didn't deserve the misfortune that befell him. A lot of tears, a lot of promises to comeuppance and an exposition on the tragedy of a young life that was unfairly extinguished in its prime. It was something he'd seen too many times before, almost classic...

If not for the fact that he was pretty damn sure he was still alive.

He wanted to chalk it up to coincidence, say that it was nothing more than a bunch of flukes and similarities. That he wasn't the only Peter Benjamin Parker; that he wasn't the only Parker whose parents were named Richard and Mary who died in an accident when he was young; that he wasn't the only orphan adopted by a loving Aunt and Uncle who had no children of their own; that he was the only one with an Aunt May who had the maiden name Reilly; and of course that he wasn't the only one where all these facts just happened to come together exactly in that order.

He would have done that the second he could convince himself this was all just a dream and Octavius hadn't dumped him 82 years into the future into this place.

The next papers followed the trends of the last: Accusations of murder, entire groups disavowing any connection to Spider-Woman when before they cheered her arrival. Pictures followed of her stopping crimes; catching crooks, defusing hostage situations and even saving someone from being run over by a train (the irony wasn't lost on him). Eventually he saw the titles change to questions, wondering aloud whether she was the murderer everyone claimed she was while Jonah continued to adamantly rail that it must have been a trick or ploy of some kind.

All of them about her, about her supposed murder of an innocent young man.

"...I'm losing my mind." He released the papers and shut his eyes tightly. Being taken to a madhouse? Fine, he'd dealt with it. Finding out he was ostensibly in the future? He'd lost himself for a minute there, but he managed to rationalize it.

...Finding out that he was supposed to be dead? Another thing entirely.

And what about Spider-Woman? He'd been on the other end of a smear campaign before when Chameleon took Jameson's place, the front pages of the newspaper depicting him as some kind of monster who assaulted anyone unfortunate enough to cross his path. Just because they were convinced she was a criminal did it mean she really was? She definitely didn't seem like someone who'd kill an innocent person - 'him' - but maybe he was misjudging and she was just trying to keep up a friendly front...or maybe she had a change of heart of something.

The newspaper mentioned a place in the graveyard to anyone that wanted to pay their respects. He...He should have been focusing on Gabriel, on trying to find Hammerhead, but he couldn't. He had to see this with his own eyes, try to make sense of what was happening. Maybe if he went there and saw the tombstone he could find some kind of clue, find something that proved it was all just some sort of twisted coincidence.

He was barely out the door before he felt someone grab his wrist, "...You better have a good reason." Resisting the urge to wrench his arm away on instinct, he turned and found himself face-to-face with tall redheaded man in a gray suit, his eyes covered by a pair of tinted red glasses and a calm smile on his face. Already he could feel a buzzing at the back of his head despite the seeming lack of physical danger.

"Pardon me, but I couldn't help but overhear your conversation. You were looking for Martin Li?"

"Yeah, what's it to you, pal?" He pulled his hand away and shoved it into the jacket's pocket. Something about him gave him the heebie jeebies, "He a friend of yours?"

"No, and I suspect you aren't any more fond of him than I am." His smile widened almost imperceptibly, "Incidentally I have been watching your progress since the previous night: The warehouse by the docks and of course the little...incident inside the subway not too long ago. Its fair to say you've been busy even though I don't have any idea where you came from."

"There a point to this, carrot top?"

"Please, call me Matt. I think we could help one another." He offered a Peter a hand, which wasn't reciprocated, "Very well then, straight to business: I don't know what your motivations are for going after Mr. Joseph - Hammerhead, as he sells himself - but when I see an opportunity I'm not one to pass up on such a chance." He swung the white cane he held in his free hand lazily, placing it across the back of his neck, "Still, I must make sure. What are your intentions for him?"

"He tried to kill me...take a guess."

"Haha, indeed?" He raised an eyebrow and laughed, the sound soft despite the emptiness the library, "Well then I believe we can help one another. You see, Martin Li is a very slippery man indeed and he takes great pains to rarely ever appear on public records despite his business-like demeanor. If you were hoping to catch sight of him here then I'm afraid you're going to be disappointed, but..." His smile turned into a smirk, "I know what it is you're looking for, and I offer you this information."

"...And why in the hell would you to tell me this? What's in it for you?"

"Me? Why, I'm just a concerned citizen, hoping you put an end to Mr. Joseph's mad scheme."

He didn't need the spider-sense blaring at the back of his head to tell he was being lied to; he could practically tell a shark from a mile off ever since he started working for the Bugle, "...Cut the act. If you don't want to tell me why then don't, just give me your information and stay out of my way." It was a risk, but he had to chance it. It was Gabriel's only chance and he didn't want those weapons on the streets.

"If you insist." He shrugged and offered him an address written on paper. This time his spider-sense was silent...he was telling the truth, "I already gave this address to a previous...'ally', you understand? He has his own vendetta to settle with Mr. Joseph, so it would do you well to pool your resources together. Perhaps if you're lucky you could save the young boy's life before its too late."

Peter's eyes narrowed, but he stuff it into his pocket regardless. The shark knew more than he let on, but he could worry about that when he had more time. Maybe he was being led into a trap, but it wasn't as if he could afford to be picky. Besides, even if it was a trap at least there would be more palookas to interrogate and he could get somewhere.

But right now, there was a grave he had to see.

Matt watched him go with a smile on his face, fingers tapping against the surface of his cane. Spider-Woman had rejected Mr. Fisk's offer, but the young man was angry, impulsive...desperate, he could hear in his voice even though he tried his hardest to hide it. With the proper nudge he could prove useful and Mr. Fisk would gain an asset to his organization gifted with inhuman abilities.

All in all a win-win in his eyes.

* * *

Standing in front of his own grave...sounded like something he'd read on a bad horror novel or a penny dreadful, but here he was. Hands stuffed into his coat, Peter stared at the gray stone, his expression unreadable. He thought coming here would make things clear somehow, that there would be something that would help him try to understand what was happening to him. Just... _something_.

But no, seeing his name across the slab didn't impart any kind of revelation, "Peter Benjamin Parker...Gone too soon...He will be missed." He read aloud for what felt like the hundredth time that day. It was just like the newspaper said; the same exact address given on the papers. The grave was well-maintained, the grass trimmed and the letters showing only the barest signs of fading. The loved ones must have been dedicated.

"This is a mistake..." He let out a shaky breath. He wanted to lie to himself, tell him that it wasn't him - or someone like him - buried six feet under, but he couldn't. Ever since he'd gotten his abilities he learned to listen to his instincts, learned to let go of logic and embrace the impossibility the Spider-God had presented. And right now his instincts were telling him one thing.

 _You're supposed to be dead._

"Yeah? Well I'm not planning to keel over any time soon..." He muttered aloud, scowl barely hidden by his bandages. Kneeling down, he reached out a hand and traced his fingers across the smooth stone.

 _"Harryyyy...traitorrrr...!"_

 _"I'll show them...showww themmmmm alllllll!"_

Peter found his face pressing against the grass, tears streaming down his cheeks. He could feel an overpowering headache spread, his Spider-Sense thrumming in a constant tempo, "Agh...like someone's pounding my head with a hammer..." He resisted the urge to vomit and stood, one hand on his knee and the other trying futilely to stem the tide of tears pouring down. He felt...he didn't know how to describe it: Anger so white-hot he would have torn apart the next person he saw, resentment deep enough that he wanted to tear down his friends and break them just like he'd been broken. Emotions came and went, before settling on something that made want to smash his head against the slab.

Regret...of untold words, of unfinished business he could never accomplish.

 _" Just wanted...to be special...like you..."_

 _"I love Gwen, Harry! You knew that! How could you do this to me!?"_

"Whoa there, son! You okay?"

Turning around, he stumbled back and would have fallen if not for the large figure reaching out both hands to balance him. His spider-sense blared again, screaming words into his head: _' **Wrong, wrong, wrong!'**_ Gritting his teeth, Peter pushed away the stranger and stumbled back, tripping over the gravestone and falling flat on his back. He barely felt it over the thrumming din of his head's rapid beating.

The old **_dead_ ** man in front of him looked down at him in worry, "Woah there! Sorry, didn't mean to startle you." He reached a **_far too strong_** hand out, a friendly smile on his **_supposed to be dead_** face, "You okay there, son? Didn't mean to bump into you, but I didn't expect anyone to be visiting old Petey after so long."

"This...This isn't right...: Peter mumbled, shaking his head.

"What isn't?" His look of confusion was brief, replaced by that _**doesn't belong** _ smile on his face again as he pulled him up by his shaking hand, "Ah, look at us! Getting into questions and I still haven't introduced myself. I'm-"

"Ben Parker...Peter Parker's guardian."

It was him. It was...wrong, but it was _him_. Uncle Ben had died two years ago, beaten by Osborn's enforcers for _daring_ to care about his fellow man and then left as nothing more than a broken wreck for Vulture to feed on while he was still breathing. They wouldn't...they wouldn't even give him the right - the _mercy_ \- to die with dignity. They made sure he was still alive before Vulture cut him open, made sure he was still screaming when he was turned into a God damned meal for that filthy vermin. That great man had died because he cared, was tortured into a slow and painful death...

...And now he was standing in front of him, a smile on his face like nothing was wrong.

He looked young... _strong_. He couldn't deny his Uncle's strength of character, but the years of living on the streets and giving almost everything to his fellow citizens had taken their toll on him. Aunt May had called him 'skin and bones' in a half-joking manner before, but the man in front of him was a mountain of health and muscle. He could see no frailty, no weakness in him.

"You know who I am?" Peter could only nod mutely, which caused the older male to chuckle, "Heh, I told May that commercial would circulate at some point." He clapped him across the back **_just like he did_** and grinned, "Right, so you know who I am but I'm a bit of a disadvantage here. Were you a friend of Peter's?" He eyed the bandages covering his face worriedly, "And are you okay? You look like you lost a fight with a lawn mower, no offense."

"Y-Yeah...name's Phil Urich, moved away a few years ago...didn't even realize he was dead." He looked back at the grave. Phil Urich, Ben Urich's dead nephew. Seemed almost appropriate to use the name, "As for the wounds...I got burned in an accident a few days ago, you know how it is."

"That I do. Boiler can be a real stubborn son of a gun." He crossed his arms and laughed, "Still, it's good to see that old Petey still has friends that come visit. Apart from me, May and Gwennie the Pooh no one ever comes anymore. Guess it's normal, but hey..."

"Yeah...I know the feeling." He and Aunt May still visited Uncle Ben's grave sometimes. Maybe he wouldn't have approved of his vigilante actions but he was the main reason he put on that mask every night, the reason why he placed his life at risk fighting against the scum of the earth and the human refuse, "Is Au...your wife with you?"

"Nah, she went yesterday. We were gonna have dinner with the Stacey's tonight and she's preparing, it's been a while." He placed a hand on his chin, "Say, wanna come join us? I'm sure Gwennie'd love to see another old friend."

He was tempted, God he was. Maybe it was all a trick, but seeing Ben parker in front of him happy and _alive_...a part of him stopped caring altogether if it was just an illusion or he had gone insane. A part of him always wondered that if he'd checked the warehouse sooner, if he'd done something that day, maybe he could have saved him. It was a pipe dream, of course, but a part of him always wondered.

But right now he had other things to take care of, things he couldn't put off...

"I...appreciate the offer, Unc- Ben," He quickly corrected, internally wincing, "But I have...something to take care of. Responsibilities...you understand, right?"

"That I do. He repeated. With another clap of the shoulder he offered a prayer in front of his son's grave and left, walking back to his car and driving away. Peter wanted to embrace him, to throw himself at his feet and say he was sorry he couldn't save him even if he would have likely just looked at him as if he was crazy. Peter always thought he wasn't a very emotional person, but he guessed he looked all the more the fool for it now.

Inhaling deeply, he pulled out his mask and stared at the broken goggles and tattered cloth. Peter Parker wouldn't be able to do anything, he wouldn't be able to save Gabriel and stop that blockhead, but Spider-Man could.

"If those in power can't be trusted, it's the responsibility of the people to remove them..."

* * *

The warehouse was the same as the rest, situated on the docks with no one proper standing guard. He'd waited until nightfall before hitting it, but apparently he had arrived a bit late, "What the hell?" He raised his head and sniffed the air. Blood, he could smell it even from outside. Either he'd walked into a cult of cannibals - wouldn't have been the first time - or someone had been here before him.

Jumping through the second floor window, he looked down and narrowed his eyes. A few of the palookas were standing guard, complaining loudly about the stench. Dropping into the walkway silently, he leaned over the edge and surveyed the area: A few pools of blood and there were definitely less brunos than he expected, _'Someone attacked it before...'_ Must have been the other person Carrot Top told him about.

Letting himself fall, he slammed both mooks into the ground before webbing them to the floor. He had to save his bullets, never knew what he would run into next. Kneeling in front of the prone mobster, he grabbed his hair and pulled his head till they were seeing eye-to-eye, "What happened here? What's with all the blood?" He nudged in the direction of the crimson pools.

"O-Oh God, don't kill me!" Huh, no 'fuck you, freak!' like the others? The previous attacker must have scared them, "Th-There was this guy, attacked us this afternoon! Bosses caught him and they're working him over upstairs! That's...That's all I know, okay!? Don't kill me!"

"Oh shut up..." He rolled his eyes and webbed his head to the floor. Whoever this visitor was he must have did a real number on em if the stench was any indication. Picking himself up, he climbed the length of the pipes and jumped back into the walkway, ' _Goomba said upstairs...'_

Following his instructions, he made his way up and took down any brunos dumb enough to be in his way. All of them were the same: Complaining about the stench, complaining about how much of a prick Hammerhead was, and then whispering together in hushed tones that they should just kill the prisoner they were working over upstairs before he got loose and caused more havoc for them.

He was starting to like this guy already...

"Must be the place..." He could hear muffle sounds coming from the door. Looking back at the abandoned hallway just in case, he opened the the metal door by a crack and peeked inside.

"Who told you about this place!?" A loud, thickly accented Russian voice yelled. Peeking through the edge, he found three large triggermen facing away from him and blocking his view of their prisoner. No guns...were they worried the prisoner could use them to escape somehow? Pushing it open just a bit more, he slipped into the room and blocked out the stream of Russian curse words. He had to make this fast.

Firing two bursts of webbing, he hit two of the goombas in the back and pulled. Their expressions of surprise were brief before he punched them across the face, laying em out in one hit. The remaining Russian turned and sneered at him, his blood splattered face only adding to his horrid visage.

"Who are you!? Are you friend of-"

That was as far as he got before a pair of meaty hands grabbed his jaw and twisted, snapping his neck with a sickening crack. Spider-Man raised an eyebrow as the bloody prisoner stood up shakily, his gaze strong despite his injures. He could see what appeared to be the remains of rope in his hands...did he free himself and were the goombas too stupid to notice?

"...Murdock send you?" He asked gruffly, the frown on his face indicative of what he thought of the enigmatic man. He couldn't get too much of a good view of his features: Black hair cut short, a rough beard and what appeared to be a shirt with a skull emblazoned in the middle. Definitely not a civilian by the looks of him, and given the ease at which he snapped the interrogator's neck he would have assumed he was trained in combat.

"Yeah...but I'm not working for him if that's what you're thinking." He raised his hands in a surrendering gesture, "I'm after Hammerhead...gotta admit I was half-expecting to walk into a trap when I got here." He eyed him up and down. A few cuts and bruises, some of em looked pretty deep. He'd need medical attention if he wanted to keep walking upright, "Or maybe I just missed it..."

"Got careless." He grunted.

"I can see that. Anyway...you just killed who I assume is supposed to be the boss, but I don't see Hammerhead here. Hope this isn't another dead end..."

"Hammerhead's not as dumb as he looks. He has safehouses, extra buildings..." He released a pained breath and cracked his knuckles, "Before I got caught I found two addresses, both places where he could be tomorrow night."

"Fine, give me the addresses and I'll check em over-"

"No."

Spider-Man's eye twitched in irritation at the older male's blunt refusal, "Listen, pal, I ain't in the mood for games. Dunno what it is Carrot Top told you, but that brickhead has someone I'm looking for and he's smuggling in weapons that can blow up half this damn city. Now's not the time to go Lone Ranger."

"I'm looking for others too..." He coughed, sucking in a pained gasp through his teeth. Hopefully he didn't pass out on him "I give you the addresses and you could put them at risk. I'm not gonna let that happen."

"You really wanna fight me over it, big guy?" He tapped the holster that held his revolver, "I'll shoot you if I have to, but I'd rather not waste the bullets." He sighed, "Look, in that state I have my doubts you can raid one of those places let alone two, but lets make a deal: You give me the addresses and I'll take one place while you raid the other. Lets meet back at the docks when we finish and pool our results. Sound fair?"

"...Fine."

"Alright..." Spider-Man gave the bloodied figure a wry smile, "If you hit the right place, keep an eye out for a kid called Gabriel. He got in over his head and I'd rather he make it out of this alive." He crossed his arms, "Anyone you want me to look out for? You know, just in case you don't get the right place?"

"If I get the wrong place I'll go for the other one..."

 _'Great, I got a cowboy with me.'_ This was worse than working with Daredevil a few months - decades? - back. Still, he couldn't fault him too much; wasn't like he was all for working with partners either, "...Right, so I guess this makes us partners for the time being." He gave a sardonic laugh, "You can call me Spider-Man. I'd give you my real name but I'd prefer to keep it under wraps."

"Spider-Man...?" It was faint, but he saw it. His lips curling into a frown, beaten hands forming into fists and what sounded like a growl emanating from his throat. Anger and hate at its finest, "...If this is a joke I'm not laughing."

"If you don't wanna call me that then think of something else." He shrugged. Someone was touchy for some reason, "So do I call you Skull-man or are you gonna give me something to call you by?"

"...Frank Castle. My name's Frank Castle."

Right, so it was him and what looked to be an old guy beaten half to death against an entire mob whose head could apparently bounce bullets. He'd faced worst odds before, but it was never something he liked, _'Hmm, maybe I could call Spider-Woman...?'_ If she and Castle worked together with him then there was a chance they could end this without any other innocent sleeping with the fishes.

Well, time to make a call. He doubted Castle would mind another helping hand.

* * *

 **Right, so I changed my mind: It was supposed to be a joint chapter, but I couldn't find the right time to squeeze Gwen's segment with Scorpion in; especially with the revelations Noir goes through in this chapter. Next chapter will be a Gwen-centric one, promise. Either way I hope people liked this one.**

 **Next question. Alright I gotta ask cause I got a reviewer who did and apparently its common to expect in fanfiction: What would your guys thoughts be to adding romance to this story? Normally whenever I write a story unless it's specifically marketed as romance I tend not to put relationships in unless people insist so I'll pre-emptively ask in case anyone gets any more ideas. Generally speaking comic romances tend to be...unstable with rare few exceptions like Jessica Jones and Luke Cage so I'm leery of doing this, but I have to admit the foundation is there.**

 **Gwen, for example, canonically had both Harry and Earth-65 Peter in love with her and it's quite possible Harry still retains his feelings after she absolved him. That and, given that public opinion is turning around, it's completely possible she now has admirers so there's that. As for Noir we know he was in love with Felicia Hardy and if Earth-65 Black Cat is anything similar he might find himself attracted to her as well or he might consider Earth-65 Mary Jane a point of stability even with her different attitude; though he's much more reluctant than Gwen due to wanting to find a way home. Either way the groundwork is there, just depends if you guys wanna see me try to pave it.**

 **Also, between Iron Fist and Moon Knight who would you prefer to see? I'm thinking of adding a bit more street heroes on Noir's front, but I can't decide between the boisterous and cheerful Hero-for-Hire Iron Fist or the schizophrenic and likely completely insane Moon Knight as side-characters. What do you guys think? I also considered Luke Cage but he's a bit too strong for low-mid street, so lets try from the pair first.**

 **NeverendingZero - Matt's radar sense would demolish Noir's stealth. As for S.I.L.K and Cindy Moon they're join antagonists, though it leans towards Gwen due to the more high sci-fi tone of the organization. I'll have interactions there with Noir but not as extensive.**

 **Superspiderfarn - Er...not really? I mean it'd be rather awkward considering that from Gwen's POV Noir looks almost identical to her dead best friend and Noir might be leery of any relationship with her given what happened to Earth-65 Peter. Their relationship is one of the main points of the story, but a romance wasn't really intended.**

 **Redentor - Actually, one of the main problems with Watchmen was that supposedly the Supers were actually leaving the cops redundant (somehow...) and that people took advantage of the Mask craze by putting on masks, beating up people they didn't like, and then claiming 'I'm a hero, totally justified!' to get off. So it wasn't the heroes themselves, but rather society warping what was supposed to be a positive trend. I'm actually planning something somewhat similar on the latter; with Noir running around with guns and threats I can see people emulating him...**

 **As for the pro and anti registration Civil War, it was a good idea mired by _horrendous_ execution and out of character derailment. I'll leave it at that...**

 **Mingyu- 'Thou shalt not kill but maiming is cool' seems to be a trend most heroes follow :p As for the data, giving it to the grieving parents might break them even more than his death already did and Gwen already has a guilt complex. We'll see.**


	8. She hits them and they get back up---

Her innocence in exchange for Peter's name.

Gwen released a frustrated breath as she swung to the designated meeting spot, Captain America promising to catch up in lieu of riding shotgun. The sun was setting and she figured she'd done enough patrolling and that her new buddy would be where they said to meet. She was supposed to meet up with Mac and see if they could do something about his 'condition', but right now all she could think of was the USB stick burning a hole in her backpack, _'I mean...%^ &* what the hell am I supposed to do!? Sure picked a nice time to drop the nuclear %^&*$# bomb, Cap!"_

She'd always dreamed of this, didn't she? Part of the reason she put on the mask every day was to try and redeem herself for what she did, try to absolve herself and take responsibility for Peter's death. She still remembered the swell of pride she felt whenever someone thanked her, the sense of gratification whenever she saw supervillains or even regular criminals get carted off to prison because of what she did. Was it selfish to feel good about that? Maybe, but every kid wanted to be a superhero when they grew up. She wasn't going to say sorry for being happy with her work.

And now she had all that at her fingertips; all she had to do was grasp Peter's name and beat it till it was black and blue.

"God %^&*$# damn it!" She landed atop a rooftop and panted, fists shaking. What the hell was she supposed to do!? Her dad caught on to the connection between Peter and the Midtown High Lizard and he'd burned it for her sake. Was that what she should do? Light a trashcan on fire and watch this thing melt? _'Hell, I could toss it off the this building now. No one would ever know...'_ She fiddled with the straps of her pack. She had to admit it was sorely tempting; just throw it away and let God sort it out.

"...%^&* it."

But in the end she couldn't. Maybe she didn't want to disappoint Cap, maybe she was selfish and was honestly considering screwing over Peter and Aunt May and Uncle Ben just to make her life a little easier, but it was going to continue burning holes in her backpack for just a bit longer. Maybe she could go on patrol for just a bit longer, try to clear her head. Mac wouldn't mind, right?

She stopped another drug deal before watching the sun set, ' _Guess it's time to face the music.'_ She blocked out the string of curses coming from the dealer webbed to the wall and swung away, sending a quick text to Officer Grimm after making sure to hide her number. Hey, she wanted to trust the guy but she wasn't going to be a complete idiot about it. She was pretty sure the police could track a phone if need be, but she really doubted Darkman could.

Landing on top of the building under construction, she looked around for a moment before frowning, _'Guess Cap's not here yet...'_ She clicked her tongue and webbed her backpack to one of the pillars. She wanted to give Mac the benefit of the doubt but if she got into a fight she needed to be prepared for it, _'Shouldn't be too hard without that tail of his, right?'_ She really didn't want to fight another Xenomorph wannabe.

"Hey, Mac? You here?" She called out.

No answer.

Gwen's brows furrowed in worry and she called out again, "Hey, Scorpi! Where you at, bro?" She yelled, louder this time. Was he hiding inside? No, the building was abandoned. Even if he stood on the rooftop doing a hula dance no one would see him. Was he not here? "Come on, dude, _please_ don't tell me you're really a supervillain and you're robbing a bank somewhere! I trusted you, man! Honor system!"

Still nothing. Making a sound at the back of her throat, she trudged to the nearest open doorway and peeked inside, _'It's dark, smells like bad paint and I'm not sure if the floor won't collapse if I step on it...what else is new?'_ She was missing Fantastic Four with her friends for this? "You owe more for this one, dude..." Taking a deep breath, she wrenched the doorway open and began the slow trek downwards.

Thankfully the windows were wide enough to allow some light inside so she didn't need to have a repeat of last nights Alien experience, but it did little to stop the frown she was sporting, "Hope Cap knows to come down..." She coughed, waving away a hand to wipe away the dust clogging the air. At least it was distracting her from the data storage of doom singing its little siren call inside her backpack.

"Mac, seriously, where are you?" She called, voice becoming more and more annoyed, "Cap's about to get here! I told her we were gonna meet a friend and believe me it took a lot of puppy dog eyes to get her to agree! You know how hard it is to do puppy dog eyes through a mask? Really %^&*$# hard, that's how!" She came upon the end of the hallway and sighed, opening the door to her left, "Come on, we gotta find Cap so we can cure you-"

"Odd place to meet."

Someone was standing inside, but it definitely wasn't Mac.

A mysterious figure standing in a dark room; would have been classic if she wasn't so annoyed, "You shouldn't judge, buddy." Eyes narrowing, she crossed her arms and tried to make out his features. It was difficult to see due to the fading light but she could definitely say he was no construction worker: A red form-fitting top, dark combat pants, a belt filled with God knows what, boots and a mask with wide lenses. He looked like something you'd see out of an Award of Valor game.

It was what he held in his hands that drew her attention. A thick piece of green metal, its surface practically smoking.

 _'Looks like a piece of Mac's suit...'_ She thought. Keep calm, avoid a fight if she could help it. She still needed to find out where he was, "You know this is kind of awkward. See I was supposed to meet a date here but he seems to be running late." She eyed the metal warily, "Maybe you've seen him? Tall guy, wears a lot of green and metal. Trust me, you can't miss him. Real charmer that guy."

"You're talking about Mr. Gargan?" His voice was smooth, almost playful. She saw him toy with the metal in his hands, seemingly uncaring of the heat it was radiating, "Yeah, I saw him earlier. I actually worked with him before, you know?" Her eyes narrowed. She could practically hear the air quotes around that word. 'Worked'. "He left my boss' employ because of a misunderstanding. I helped fix that."

"Funny, I heard a different story during our meet-and-greet." God, how did those spies on TV handle all this dancing around %^&*? "So listen, I dunno what our old pal told _you_ but he made it very clear that he didn't wanna go back under your 'employ'." Yes, she made actual air-quotes. No, she wasn't guilty, "So I'd really appreciate it if you told me where he was. I'm not used to getting stood up, you feel me?"

"Believe me, lady, I know the feeling. But I gotta say sorry cause it just ain't happening." He let the metal drop, the sound of it clanging almost eerily loud in the spacious room, "See, my boss is very particular with instructions and she doesn't like handing out pink slips or employees trying to quit on their own. So me? She gives an order and I follow, and she told me to keep his little episode hush-hush. You understand, I'm sure."

"Really? Those 'instructions' include busting overgrown smurfs out of prison and giving them powersuits?"

It was just a hunch, shooting in the dark as it were, but his reaction spoke volumes - Hands clenching, posture straightening like someone just said something nasty. There was definitely something there.

"Huh...thought I made sure to tell Aleksei to keep that under wraps." He definitely sounded less smug. Not exactly pissed, but she knew she was getting there, "Surprised you got that out of him. My boss was very clear what would happen if he decided to tell you anything." He clicked his tongue, "Gangsters...shoulda known you could never trust em to keep their word. Way too unreliable."

"I have my ways..." Which would definitely not include kneecapping someone with a gun. She would have found another way, "Anyway, he said an awful lot of stuff about you. Very...interesting."

"Bullshit." He actually had the gall to laugh, "I never told him anything of value. He was a hired gun, some freak with blue skin the cops and other vigilantes in costumes could focus on while the actual important things were happening." He leaned against the wall with his back, "What'd he tell you? That we busted him out of prison just so he could pick a fight with you? Don't make me laugh. He held a grudge ever since you've been busting him and we fed him that line when he was leery of putting on the suit. You'd be surprised how much pride these guys have."

"So why _did_ you bust him out?"

"That falls under need to know, and guess which side you fall on?" He waved his hands and shook his head casually, "Sorry, sweetie, not telling. And really, I'm only here to deliver a message: Stay out of our way and we'll stay outta yours. My boss promises she's not gonna have a repeat of what happened with Aleksei again. It was just business, you understand, nothing personal. She's actually really fond of you in a weird way." He chuckled, "So, what do you say? Truce?"

Right, no more Mrs. Nice Spider, "No, how about this." She crossed her arms and narrowed her eyes in the closest approximation of a glare she could muster, "You tell me what your boss told you and where Mac is and I'll let you keep all your teeth." She offered, her voice sickeningly sweet, "Hippo in that little mech suit of his couldn't stop me so I'm not liking your chances here. Your choice: Easy way or hard way, either way I get what I want."

Spider-sense.

Gwen ducked, avoiding the bolt of electricity that came surging where her shoulder just was, "Why does no one ever pick the easy way!?" Her senses buzzing once again, she side-stepped another blast and charged for him. Better she take him out before Cap gets here.

He put a damper on her plans by ducking her punch, delivering a powerful blow to her stomach hard enough to make her step back, "You kidding me, kid?" Following up, he brought his leg up to knee her in the stomach; though this time she managed to block it, "Huh...strong, but definitely crude. You ever actually been in a fight without your powers? Might wanna take up some lessons."

"Don't need it to stop you." She jumped back and webbed his hands, pulling him towards her. Third time had to be the charm, right?

Apparently not. His hands were covered in some sort of green energy and her webs quickly melted, "Where the hell did you learn to fight, old kung fu movies? You're practically announcing where you're going to hit!" He blocked her punch with one hand while another gripped her neck, "Maybe try not raising your hands so soon next time? You definitely have potential but all this fancy %^&* is holding you back."

"Thanks for the tip, teach!"

She clenched her free hand and socked him right between the legs, only to be met with the dull thud of something metallic colliding against her fist, "Uh...please don't tell me-"

"Extra protection. Everyone always goes down there." The hand wrapped around her neck was covered in the green energy again. Gwen could feel the heat through the fabric, her costume already trying to repair the burning cloth, "I'm not an idiot: If this fight drags on I'm not gonna be able to win, so lets stop it here." His grip on her neck loosened, "My employer doesn't want to kill you, so just-"

He released her and jumped back just before a multi-colored shield spun through where his head was, "...Cap, nice of you to drop in." Gasping in relief at the sudden resurgence of air, Gwen gave the older woman an appreciative look as the shield circled back to her waiting hands, "You met my new friend? He's-"

"Agent 77, operative of S.I.L.K." She cut off, giving the man in red a chilling glare, "Yeah, we met before. Put your hands behind your head and get down on the ground. You're under arrest for terrorism, treason and a whole list of other atrocities."

"Placing me under arrest, Captain? Big talk from someone hanging out with a convicted murderer..." He replied.

"Spider-Woman is innocent, whereas we have undeniable proof of your guilt." She stepped forward, shield raised threateningly, "One more chance, Agent. Surrender and I can guarantee you won't be harmed."

"How you go %^&* yourself?"

He pulled the pin on one of the devices on his belt and the entire room was covered in a blinding light. Gwen raised her hands to cover her eyes, just barely hearing the sounds of shattering glass and Captain America cursing in that really weird, old way of hers. By the time the light had finally faded she spotted Cap gripping the edges of the broken window, hands shaking and mouth parted in a fierce scowl.

"...So I'm guessing you aren't on Christmas card terms with him." She joked, noting with slight relief that her suit had fully stitched itself together already, "So..who was that guy? 'Agent 77'? What is this, 'Contract Killer'? Is he bald clone with a bardcode at the back of his head too?"

"He's not a clone." She shook her head and released a frustrated breath, "I don't know who he really is. He's been very careful to keep his identity away from S.H.I.E.L.D''s databases. The fact that he's here now..."

"I'm guessing its bad news."

"Very." She turned back to look at her, "Spider-Woman, I'm sorry to say this but I'm going to have to cut this short. Agent 77's presence here implies a lot of things, none of them pleasant. I'm going to have to follow up on a lead about a supposed base right here in New York. I had my doubts on its validity, but now..." Her grip on her shield tightened, "Now I'm not so sure. Either way I have to go."

"Woah, woah, woah! Hold on a minute here!" She cried, "Could you slow down and explain it for us lowly street heroes? I'm no S.H.I.E.L.D agent, so you're gonna have to run that by me. Who the %^&* is S.I.L.K. and why did that guy take Mac? He said they were responsible for giving Aleksei his little suit of armor but what are they? Are they connected to StarkTech or something?"

"We checked that connection; no conclusive pipelines between the two as far as we could see. As for S.I.L.K itself..." She sighed, "It's complicated. Let's just say they're big and they're by all rights a terrorist group. Oil spills to drum up profits or lower investor stocks; a bombing scare to more easily sell weapons; blackmailing political officials to get 'benefits'; and yes outfitting certain people with tech far too advanced for them when paid enough or offered a favor in exchange. They've got their hands practically everywhere and we've spent years trying to track them down despite their recent origins."

"Yeesh. What is this, cyberpunk?" She crossed her arms. She was in over her head, that was for sure, "Alright, so these guys do a lot of bad shit, I get it. What's Agent 47's deal back there?"

"77, and he's one of S.I.L.K.'s top agents. We've had run-ins with him before, but he's pretty good at keeping himself hidden so far. We've had intel placing him as far as China, Afghanistan and Vietnam. He gets around."

"He had powers. Some...glowing green thing on his hands."

"Bio-electricity. Origin's unknown, but I've seen him kill people with one hit of those." She gave her a pointed look, "You're lucky that you only got some burns. He went any higher and I'm not sure if even your enhanced durability would have stopped your throat from jumping out of your body."

"That's an image..." Gwen muttered, "Right, so you said you were going for one of their bases, right? Where is it? I'll come with, maybe I can-"

"Absolutely not. You might be doing good work out there, Spider-Woman, but this is a S.H.I.E.L.D operation and like you said before 'you're not one of my soldiers'." Cap offered her a wry smile, "Go home, spend some time with your friends or your family and let me handle this."

"Woah, no way! Not happening!" Exclaimed the superheroine, "Dunno how much of that conversation you heard, but he was responsible for giving tall, blue and ugly a mech suit and he kidnapped Mac to do mad science %^&* to him again! Like it or not I'm involved in this now."

The older hero stood firm, "Fair point, but my argument still stands. This is a S.H.I.E.L.D operation and much as I like you, kid, I can't have you interfering with this. We already had Hawkeye griping that someone ruined the operation down by the docks and caused the whole warehouse explode, so Peggy's really on edge of anyone outside of authorized personnel getting involved with this. Sorry, no budging this time."

"But...I promised Mac I'd help him..."

"Just trust me." She clapped her shoulder again (how many times was that now?), "We'll rescue any victims we find down there and heal them if we can, so don't fret. You just worry about that information I gave you. You have your whole future ahead of you. Don't waste it..."

Right..." She nodded and watched cap run off, no doubt to get picked up by her invisible spaceship of awesomesauce while she had to decide between ruining her best friend's name or officially carrying that murder charge for the rest of her life.

Well, they all had to face the music some time...

* * *

...Then again, she didn't have to face it right _now_.

 _'I am such an #$%^ &*#!'_ She grimaced, landing atop a rooftop a fair distance away from where Cap entered, _'Well, she said I couldn't join her...if I just happened to find the building cause I spent the last ten minutes stalking her...'_ Arguments and justifications ran inside her head, each more pathetic than the last. One benefit of having a policeman father: You learn to loophole like a %^&*$ if you want to avoid being given the 'so disappointed in you' eyes. Like her justification that her mask was her badge; a bit dramatic, but hey it worked, didn't it?

Now, where was she...?

Lowering into a crouch, she leaned over the edge and looked at the building in question, _'Looks like an abandoned apartment...'_ Definitely nothing special by the looks of it - A few stories high, made of old, snow-covered bricks with most of its windows shattered. It looked like it was set to be demolished, _'Then again, what better place to put your secret lair? No one looks twice at a condemned building. It's like Max Agony all over again.'_

She saw Cap go in maybe two minutes ago, and if her comic books were in any way accurate then it'd take her maybe eight to clear the whole place in time for a quippy one-liner about truth, justice and the American way. She had to plan, ' _Alright, how to play this? Maybe say I was on my way home and I saw a mugging and coincidentally saw the building? ...Shit, she's not gonna buy that! Hell, I wouldn't buy that! Maybe I should try Operation: Hammer Time-'_

"Don't move."

She felt cold metal brushing against the back of her head followed by the click of what definitely sounded like a gun, _'Thanks a lot, Spider-sense.'_ She sighed. She knew she wasn't really in danger, but it stung all the same when she was snuck up on, "...Are we really going to do this CSI shit, Falc? I thought we were pals!"

Another tense moment passed before she heard a sigh and the gun was withdrawn. Breathing a sigh of relief, she picked herself up and came face-to-face with the masked teen's unamused glare, "You're not supposed to be here, Spider-Woman." He put the pistol back in its holster, frown deepening, "Godmother was very clear that unauthorized people were to be kept out of the premises."

"Yeah, I heard about the warehouse and saw the blockades on the way in..." She muttered, "Still, I'm involved with this so I gotta get in there. Can't exactly go to sleep knowing there's a mad science lab under the neighborhood, you know? That little voice in the back of my head's gonna be nagging me till I deal with it."

"Then put on headphones. I was told very specifically-"

Whatever he was about to declare was drowned out by the sudden clap of bright light. Turning her head from the gun-toting clone, she watched with mouth agape as crackles of electricity came from the broken windows before the entire area was shrouded in darkness. "Uh...who turned out the lights?" Everything was gone; the streetlamps, the building lights, even Falcon's dorky little masklight, "Uh...did we get hit with an EMP while I wasn't looking?"

"No...worse."

A figure stumbled out of the building, but it definitely wasn't Cap. It was hard to make out because of the darkness, but it looked like a girl covered in what appeared to be a loose hospital gown. Gwen's eyes narrowed as she spied the torrents of electricity seemingly following in her wake, her every feet crackling with every step as the blue torrents pulsed all around her.

Falcon's reaction was immediate, "Damn it! Need to take the shot!" He picked up his rifle and prepared to take aim, one hand tapping the communicator in his ear despite the blaring static, "Godmother, one of the subjects escaped. I need to take the shot, can you confirm I'm a go?" He tapped it again, but no response came, "Godmother? Damn it! If you can hear me I'm going to contain-"

"No, wait!" She grabbed the rifle's barrel and pulled, breaking what must have been a dozen rules on gun safety in the process, "We don't know if she's dangerous or not! She might be innocent like Mac!"

"I don't know who that is, but it's a risk we can't afford! You saw what she did: If she escapes she could harm more people. We have to-"

"I'll talk to her!" She pulled the weapon away from his hands and webbed it against the wall. She was going to get a lecture from Cap for that later, but %^&* it, "Just...stay here and _don't_ shoot her with that pistol of yours. I wanna avoid a fight if we can."

She didn't wait for him to nod before she jumped, swinging over the hunched over woman and landing a small distance away, _'Right, calm down. Just do it like Mac and for once try not to be a smartass. Girl looks like she's been through hell.'_ She took a hesitant step forward, hands raised in surrender. She wasn't going to have another repeat of last night before they got to the talking.

The woman's head snapped up at her entrance, allowing her to finally get a good look at her features: Eyes glowing with an unnatural blue light, her pale skin marked with electric veins that continually pulsed. She saw tears running down her face, electricity dancing between her hands and feet like she was a wire. But even through it all she could hear the girl's sobbing, the choked cries of pain.

 _'Oh my God...those bastards!'_

"S...Spider-Woman...?" Her voice sounded off...distorted like she was speaking with an echo "Is...Is that you?"

"Yeah, it's me." She took another hesitant step forward and winced as a bolt whizzed past her head, her spider-sense tingling just a bit too late, "Do you...can you hear me? Understand what I'm saying?"

"Y-Yes..." Her breathing quickened and she wrapped her arms tighter around herself, "I...it hurts, Spider-Woman. It hurts..."

"Alright, alright. Just-Just look at me and I promise it'll be okay." The hairs on her skin stood on end. It was like going up to a powerline with no protection. She took a deep breath and took another step, "Lets take this slow...what's your name?" God, he had to calm her down somehow. He couldn't help her if getting this close already caused her skin to crawl, "If...If it's too personal you don't have to tell me, it's okay-"

"I...my name is Maxine...we met a few days ago...I-I took a picture with you-"

"The one I saved from a mugging." She said, voice soft. God, she almost unrecognizable, "Y-Yeah, I remember. What...What happened to you? Who did this to you?" She would make them pay for it.

"I...I don't know exact names..." She shut her eyes desperately, "I was...they took me not long after you left...said I had potential."

"Potential...what...what do they mean by that?" She lowered her hands, allowing her breathing to calm. Everything was going to be okay, she reassured herself. They were going to get this girl help and then punch the living daylights out of whoever hurt her.

"It's...I don't know, it's hard to remember. All scrambled...just a few names I don't understand..." She looked down at her veiny hands, "I...there was a woman, she broke in there and there was a lot of running, screaming...I ran and..."

"Now we're here." She finished. It still didn't explain the big blackout, but it was clear for anyone to see she couldn't control her powers, "Alright...I think I'm getting the picture." She took a deep gulp and took another tentative step. They were close enough that she could reach out and touch her, "Look...the woman who busted in there was Captain America, she's one of the good guys." Her web-shooters were vibrating...was that normal? "If we explain the situation I'm sure she'll be able to help you, okay? I'm sure they can fix you, put you back to normal."

"Normal...yes, please." She nodded and offered a faint smile, "Wh-Who does she work for?"

Gwen exhaled, giving a smile of her own, "It's this big bunch of good guys called S.H.I.E.L.D. I'm sure they'll-"

Something was wrong, her spider-sense was screaming at her to run and swing away as fast as she could, "S.H.I.E.L.D...?" Gwen backed away as the crackling of electricity worsened, the lights around her flickering on and off in a frenzy, "Th-They're the one that did this to me! They're the ones who-"

"No, that wasn't them!" She rebuked quickly. She could see the pulsing worsen, the veins expanding and covering whatever remained of her normal flesh. She had to calm her down, "It was this organization called S.I.L.K! Cap and the rest of S.H.I.E.L.D are trying to stop them, I promise-"

"Liar!"

She flipped back as a bolt of energy came at her, expelling from the enraged woman's hands. Spider-Woman grimaced and jumped to avoid another blast, sticking a building's wall to keep herself out reach, _'%^ &*! %^&*! %^&*! Crap has officially hit the fan!' _ She slid down the wall, just barely avoiding the next wave and the falling debris that came soon after, _'%^ &*, that was close!' _

"Maxine-"

"No, you're not taking me back! I'd rather die!"

Gunshots rang out and she saw Falcon charging towards them, pistol aimed and firing at her midsection. She saw the bullets shoot towards her then stop, bolts of electricity making them pause midair before they shot off in different directions.

"Falcon, I told you not to-"

"I knew it, you were here to take me back!" The lights were going haywire, many of them exploding from the extreme electrical surge, "I'll...I'll kill anyone who tries to hurt me again! You're all going to pay!"

She saw a hand raise towards Falcon and she acted on instinct, "No!" Shooting a line of webbing from both her wrists, she grabbed the electric woman's wrists and pulled, forcing the blast upwards before it could hurt the S.H.I.E.L.D. agent, "Maxine, please! We don't want to fight you and you've been tricked just like Mac was! Just please calm down and let us help you before you do something you're going to regret!"

"Let go of me!"

She saw the current of electricity run through the webbing and she released, but it was too late. Through the burst of static she could feel her webshooters breaking, the sound of exploding machinery brief before it was drowned out by her enraged screams, "You...You all stay away from me! If any of you get near me...I'll-I'll kill you!"

"Maxine!"

It was too late. Gwen watched helplessly as the woman jumped away, soaring over the rooftops and leaving the street in darkness, "God damn it!" She raised her hands to form a web and scowled at the uncooperative click, "No, no, no, no! Come on, you piece shit! Work!" She tried once more, but again she was met with the sound of pathetic whirring, "Come on, please don't do this to me now! I need to-"

"You're not gonna catch her now." Falcon interrupted, a scowl on his face, "Should've let me take the shot when I had the chance!"

"Look what happened! I told you not to shoot-"

"And I told you not to interfere with S.H.I.E.L.D business, Spider-Woman!"

Both the superhero and the clone turned and grimaced as Captain America strode towards them, her expression unamused. Her entire body was covered in a thin layer of soot and Gwen could make out the cuts and burns through the damage of her costume, "Falcon, let me and Spider-Woman talk alone and go to Peggy for a debrief. This mission's a failure."

"But-"

"Now." She said, her tone leaving no room for argument. She waited for her protege to leave before turning to the other costumed woman, "I believe I made myself perfectly clear back there. This was an official S.H.I.E.L.D operation, not a back robbery by the White Rabbit. There's a reason the police don't get called in when we're fighting H.Y.D.R.A and why I told you not to come when I did this."

"She was-"

"She escaped, that's all that Peggy's going to care about." She pinched the bridge of her nose and released a frustrated a breath, "I understand you wanted to help, but this isn't as simple as just beating up the bad guy and letting the police take it from there. This was delicate...and now we have some scared little girl running around out there with enough power to fry the entire New York power grid."

"I can-"

"I think you've done enough." Cap shook her head, voice resigned, "Just...give me your webshooters and head back home, kid. I'm sure your dad misses you."

"M-My webshooters? Why do you want them?" Gwen held her wrists closer to her protectively. It might have been weird to be so attached but she'd had these things for nearly five years now. That was a quarter of her life right there, "Look, I know I %^&*$# up here but that doesn't mean-"

"Because whatever she did completely broke them and I doubt you have Ms. Van Dyne on speed-dial." She crossed her arms, "It shouldn't take more than a few hours to get it fixed up again and I'll have it dropped at your apartment as soon as it does." She clicked her tongue, "Just promise to keep your nose clean from now on and I'll make sure Peggy doesn't hold you accountable for what happened here.

"You know where I live-"

"Yes, along with the fact that you're supposed to be having dinner with the Parkers right now alongside your father, _Ms. Stacy_." The older woman held out her hand and she could only numbly follow the command, placing the sputtering bracelets atop her palm, "Good. I'll have this back good as new ASAP, but until then just try to keep it easy and for God's sake please stay out of our way."

Gwen could do nothing but nod and trudge away, idly wondering just how much else Cap knew about her, "Great...this was a total shit show..." She waited until she was atop the closest building before she removed her mask, a frown etched on her face, "Dad's probably wondering where I am, Maxine's gone nuts and Cap pretty much grounded me and told me to go %^&* myself."

The old Stacy luck was hitting again. Just when she thought things were finally looking up.

* * *

 **Done. Now there were two ways the second segment would have gone - Either with Gwen confronting Electro as she did here or one where she went to dinner to discuss Peter's death and knowing the harsh truth of it with Aunt May. I couldn't really decide so in the end I just ended up flipping a coin and going for the Electro route, which works out I suppose since it provides more context/contrast with what happens in the next chapter.**

 **Obligatory Question as always: Should I tone down Noir Peter's attitude? By that I mean make him less unflappable and almost effortlessly causing fear in the criminals he fights? I got a review and some PM's to this effect, but looking at his timeline Noir is the same age if not actually a year younger than Spider-Gwen (about 18-19 years old while she's 19-20) and yet he acts more on par with Frank Castle or George Stacy rather than a teenager or young adult. Most Noir protagonists generally are cynical adults, so Peter having the same carbon copy traits might seem weird.**

 **While this can be partially explained due to his time period and circumstances it might make it hard to buy they're supposed to be peers in age. He's also very quick to rationalize and put-off problems such as finding out he's in the future, that 'he' is supposed to be dead and that Uncle Ben is now alive again; which doesn't stop him from raiding a warehouse and backtalking the Punisher literally hours later. While he did have a breakdown because of it, it was very brief and I'm not sure if he should be more constantly thinking about his problems like Gwen does or continue to just compartmentalize because that's what Film Noir protagonists usually do.**

 **Basically should I show more of the dorky and humane Peter Parker side? His story doesn't leave much room for levity, but there are moments such as in the Noir miniseries run where he wants to intimidate Jameson (really Chameleon) for running a smear campaign against him...and he spends the entire parkour trip practicing his lines and making his voice growlier to make him sound more badass than he is like a dorky kid who has no idea what he's doing. You know, show that he's not just naturally scary and intimidating.**

 **Mingyu - As I said coin flip landed on villain, but hey maybe if she rushes she can make it in time for dinner :P**

 **Redentor - In Noir's case it would probably be a typical film Noir genre romance: Sleeping with a femme fatale, not knowing if you can really trust her, both partners understanding there's no long term possibility for it continuing etc etc. Black Cat is pretty good for this kind of relationship given her ambiguous nature in both 616 and 65.**

 **Ugh - Actually I'm pretty sure I would have gotten more reviewers/readers if I did market this as romance, but it just wasn't my forte. Anyway, funny thing about his world needing him more: It's actually arguable that it doesn't. As is pointed out in his Edge of Spider-Verse series, by 1939 the era of big-name gangsters that were remembered throughout history ala Al Capone was over and Noir was 'reduced' to stopping drugstore robberies and it was outright asked if he was even needed at this point.**

 **Also, superhumans seem to be a rare and - most damningly - _dying_ breed in Earth 90214. X-men are just sociopathic criminals with no powers, Luke Cage isn't bulletproof and dies, Daredevil is implied to have died since Fisk appears none the worse for wear in Edge of Spider-Verse going against Noir, Tombstone died, Sandman was shot to death etc etc. By the time he left it, Noir was likely to be the _only_ metahuman left in that dimension not counting a possible Venom Noir who, lets face it, Noir would kill if he ran into him.**

 **As for Doc Ock, it was proven that he was male and he worked for S.I.L.K...except he was even lamer since he just attached a real octopus to his back and used its tentacles instead. Off-topic but I'm not sure if female hero prominence was meant to be deliberate, however: Sure Cap, Peggy and Gwen are female heroes but Falcon is a male hero/sidekick, Punisher and the upcoming for the fic Moon Knight are male anti-heroes, Jesse Drew is a villain and is a male genderbend of the very female Jessica Drew from 616 etc etc.**

 **I mean I'm not above doing so, but making all the ideal heroes female ala Gwen, Peggy Carter, Cap, (possibly) Kate Bishop while making all the anti-heroes/villains male ala Noir, Punisher, Moon Knight, Falcon just seems weird, don't it? Maybe I should put in a female villain...though not Doctor Octopus. Earth 90214 Octavius has that spotlight. Any suggestions?**

 **Lastly, didn't ask for Gwen and Noir romance since really it seems more like Bodega Bandit has more of a shot than he does; although the relationship between the two does get focus. Also, do you have an account so we can take it to PM? Your responses are always the longest ;)**

 **Cloudstrel - Started MK from the one in late 2000's where he fought Count Nefaria with Echo and went from there. As for romance, well, it's already discussed up above :)**


	9. ---He hits them and the stay down

"What's happening to me...?"

Maxine stumbled down the dark alleyway from her impromptu taste of flight, hands pressed against her ringing head. Everything hurt, she could... _feel_ electricity running through her like blood, her veins alight with the blue glow, "Make it stop..." Tears ran down her glowing eyes, smalls wisps of smoke following the trail. She should be dead, should have been nothing more than a charred corpse after everything she'd been through. Everyone else who'd been...been turned did.

And yet here she was, alive...

"Please..." Her skin burned, crackles of electricity bouncing against the dirty walls. Even through everything she still felt the sting of the needles against her neck, the syringes full of God knows what being pumped into her, "S.H.I.E.L.D...she said she was with them..." Her teeth pressed together tightly. Everything was blurry, her memories a garbled mess of the hours upon hours of torture, but she definitely remembered that. She kept mentioning that name, thanking them for all the data she had and that without them none of this would have been possible at all.

 _"Wh-Where am I!? What is this!?"_

 _She struggled against the shackles on her arms and legs, eyes narrowing at the bright light overhead. She could feel the exposed parts of her body shivering from the cold metal of the table she was strapped to, "I-Is anyone there!?" She looked left and right frantically, unable to raise her head due to the tight collar keeping her pinned. God, it was so hard to breath. She felt like she was being choked._

 _Where was she? The room was bright, almost painfully so, allowing her a clear view of the thick metal shutters on both sides of her and the singular doorway from where her head faced, "This...why am I here? Oh God, oh God..." She didn't do anything wrong! She would never do anything wrong! She went to school, she did her responsibilities, she spent time with her family! Why would anyone take her!?_

 _The shutters suddenly rose and she heard it: Screams, voices just as panicked as her own. She couldn't see them because of her bindings but she heard enough that she didn't need to, "Wh-Who else is there!?" She called out, though no one answered; all too busy with their own questions, screaming out pleas for help or cursing at whoever had all brought them here._

 _It didn't take a genius to know they were fucked._

This was insane. She'd seen metahumans before, seen celebrities like Spider-Woman or She-Hulk on the news, but she never thought she'd turn into this...this thing, "Why did this happen to me...?" Her body was beginning to feel numb. Despite the thick snow covering the ground she felt nothing on her bare feet, no chill despite the freezing winds buffeting her body through the thin hospital gown.

"Pay...they're all gonna pay..." She stopped and leaned against the wall, eyes shut tightly. She knew it was wrong: Her emotions were going haywire, jumping from one extreme to the next. Rage, sadness, fear, helplessness, despair before settling once again on burning anger. She wanted to stop it, wanted to stop it so she could go back to normal. She'd always dreamed of having powers, the idle fantasies of a bored teenager.

But not like this. Never like this.

She needed help. She wasn't a scientist, wasn't some kind of supergenius like Janet Van Dyne! She couldn't do anything by herself!

 _"L-Let me out of here, please!"_

 _The figure next to her ignored her, looking down at the holographic board in her hands, "Maxine Dillon...hmm, according to your file there's nothing special about you. Average grades, office worker parents, deadbeat brother, few friends, no boyfriend, college course in accounting...boring, boring, boring! I've seen all this before." She sighed and turned her eyes away from the screen, "This is really the best they could do? I gotta get better agents..."_

 _"P-Please...let me go..."_

 _""Right, right, I heard you the first time." She snapped back exasperatedly, "You know, why can't everyone be like Agent Drew? Now **that** guy's life is exciting. Born on a space station with parents who are opposing spies? That's grade-A movie material right there." She sighed again, "Now look at what I'm working with here! You and your deadbeat brother have a tiny little spark, and you don't do anything with it? Where's the excitement? Where's the drama and attempting superheroics?"_

 _"I-I don't know what you're talking about! Just-Just let me go!"_

She fell into a fetal position, hugging her knees to her chest rocking herself slowly. She could feel the electricity around her...settling, the vibration of her skin settling into a more rythmic hum, "It's going to be okay, Maxine...you can do this..." She swallowed nervously, trying to ignore the sparks at the edges of her vision. She didn't want to hurt anyone, right? She didn't mean any harm. She just had to calm down, find her way back to her parents without attracting attention to herself. The ones who did this to her would pay, but besides that...

Maybe...Maybe Spider-Woman really was trying to help her? She was a hero, wasn't she? She saw her save people, witnessed firsthand how she helped a stranger being mugged even when she had no idea who she was. Maybe-

It was all a lie! Maybe JJJ was right and she really was just a murderer! Why the hell else would she be working for the people who turned her into a fucking freak!? She had to have known, she had to! The alternative was too foolish, but-

Perhaps she didn't know? She was a hero. Even when the police were shooting at her she still did her best to help them, even when people threw insults and threats her way she did her best to help them. She-

Let her get shot! If it wasn't for these powers she would have been dead, would have been killed by that...that thug dressed like a damn flag! She had to have known what happened to her; how else could she appear so fast!? She knew and she was trying to take her back and, failing that, sic that thug on her to make sure she didn't escape. Well she wasn't going to let them take her again! She was going to-

"God damn it!" She smashed her hand against the ground, ignoring the burst of energy expelling from her fingertips. Everything was a fucking mess; one minute she was angry, the next she wanted to curl into a ball and cry herself to sleep, "Just...look normal...just for a bit." She cried, watching with muted relief as her flesh turned into a facsimile of her expected skin tone.

She didn't know what else would change, but she was certain of one thing - It wasn't going to stop any time soon.

 _"Right, lets get started."_

 _She snapped her fingers and Maxine felt the table shift, moving till she was 'standing' almost upright, "Wh-What are you g-going t-t-to do!?" Her eyes widened as she caught sight of the tray containing scalpels, syringes and God only knew what else save the fact that she didn't want them anywhere near her, "D-Don't come near me! I'll...I'll-"_

 _"What, stutter at me?" She rolled her eyes and picked up the syringe filled with yellow liquid, "Oh please. Those shackles are made of vibranium, idiot. Not even She-Hulk could bust out of those." She held it up to the light, lips pressing into a thin line, "Right, should probably give you fair warning: This is going to hurt like a bitch for...well, just about the entire time really. We found that painkillers interfere with the compounds, so you're just going to have to deal with it." She shrugged lazily, "But hey, bright side is you can get superpowers! Isn't that what everyone wants?"_

 _"N-No...just...please-"_

 _"Yak, yak, yak. You know, you're lucky I stopped binding the subject's mouths shut after the whole sonic scream incident. I mean you would be surprised just how fucking many of you guys have powers coming out of the mouths! I mean, what is with that? I thought it was just a coincidence but after the fourth guy's head exploded I had to face facts." Her shoulders sagged, "So if you can keep the screaming to a minimum, 'kay? Really don't wanna mess this up."_

 _Ignoring her screams, she pressed the needle against her neck and watched as the beginning sparks flew across her body._

"Woah, what do we have here?"

Eyes snapping to the source of the voice, Maxine flinched back at the sight of the sneering smile coming from the lanky figure in front of her, _'Gangsters...'_ She shuddered. She'd seen their types on the news: Ratty clothes, large chains on their necks and wrists and enough tattoos to make an artist blush. It was nighttime, the perfect time for them to start 'hunting'; she counted at least six of them, each of them looking at her with that same disgusting fucking smile.

"'St-Stay away from me..." She curled harder into herself. She could feel anger rising, the urge to electrocute them until they were nothing but ash, _'No, no, no. I don't want to hurt anyone if I can...'_ Once she started she didn't know if she'd be able to stop. It was a miracle she'd gotten this far, "I...you..." Ignoring every instinct telling her otherwise, she stood up shakily and made to turn around "I...I have to go, please don't-"

Too late.

"Hey, what's the rush?" The one in front - probably the leader - reached out faster than she could run and grabbed her wrist, yanking her back painfully. Maxine could feel the pulsing in her body rise, stuttering into a more chaotic din, "You look like you're in trouble and we's just wanted to see if we could help."

She saw the way his eyes wandered, the way the others were licking their lips. A mugging would've been the least of her problems: A girl out alone at night wearing barely anything to cover herself? It was like a Goddamned invitation for these sick bastards, "I...you don't want to do this...I don't want to hurt you." She warned. God, it would've been so easy to just...just turn them all to fucking ash.

Raucous laughter followed her warning, followed by the leader pulling her even closer, "Oh, trust me, girlie, I ain't worried about that." His mouth widened into a smile, flashing stained teeth, "Now, let's just-"

"Let go of me!"

Her eyes flashed and a burst of energy expelled from her body, forcing him to step back with the rest of them quickly following. They were going to die; she'd warned them, given them enough chances to avoid this. It wasn't her fault.

"Sh-She's one of those fucking freaks! Sh-Shoot her, now!"

He never got the chance. Before Maxine could cover herself in electricity and turn the bastards to charcoal a dark blur dropped in front of her, knocking away the weapon with a quick twist of the arm, "Ain't nice to point guns at dames, fellers." He threw the would-be gunman into another nearby pair before confining the rest to the alley's walls with a burst...of...webbing.

 _'No...no, no, no, no!'_ He was...he must have been with Spider-Woman! Maybe...Maybe he could help-

She wasn't going to let him take her back! She would rather die!

"H-Hey, who the fuck are-"

"Shut up" Spider-Man hissed, smashing a fist against his face and knocking him unconscious, "You wait here till the coppers come fetch ya. Sure they'll just _love_ to hear why six guys are ganging up on a single dame." God this place was giving him a headache. Back home hitting a twist wasn't exactly all that rare, but at the very least the goombas didn't need an entire posse to do it, "86 years and the brunos just get more pathetic...maybe that's why the clowns started doing their thing."

"Sh-She's a fucking freak!" Another yelled, struggling against the black webbing futilely, "W-We were just defending ourselves!"

"Freaks all over this city, doubt that's much of a reason to start pulling guns." He scoffed. If Spider-Woman could be one of those 'Superheroes' then he doubted having powers in this world was all too rare. Besides, given everything he'd seen he doubted she was-

Spider-sense.

Peter ducked and winced as a bolt of what looked like lightning soared where his head once was, "What the...?" Scrambling back into a stand, his remaining eye widened at the sight of the dame he'd been trying to rescue looking like something out of a Frankenstein movie, "...Damn it, why can't anything ever be simple?" He sneered, the constant buzzing at the back of his head not helping his mood, "Alright, look. Whatever happened here-"

His spider-sense blared, but it was too late. A burst of electricity smashed against his chest and he flew, landing outside the alley and into the unforgiving pavement with a painful thud. He could see people crossing the streets stopping to stare, "G-Get out of here!" He screamed, struggling to stand. He didn't want any other people at risk, "Now, before she-"

"You're not taking me back!"

She burst from the alley with a deafening boom. Spider-Man felt his heart jump out of his chest as the electronics around her exploded, the energy covering her body expanding till there was no bare flesh left, "First I'll kill you, then I'll kill everyone else who did this to me!" She threw a blast of lightning at a parked car near him, causing the automobile to explode in a fiery blaze and knocking him on his back, "You're going to pay for what you did to me...!"

"...Oh applesauce."

* * *

She made it in time for dinner.

Gwen did her best to smile as she dug into the roast beef, ignoring the events an hour prior. She wished she was out there right now trying to find Mac and Maxine, but Cap had made her feelings on that particularly clear, _'Secret identity ultimatum, much?'_ She chewed sullenly, at least trying to savor the taste of the meat. If there was one thing she couldn't deny it was that Aunt May was the best cook she'd ever known. Given that neither she or her dad were exactly culinary masters more often than not she found herself eating over here whenever she could.

"And then wouldn't you know it, George here starts singing like its the 4th of July!"

She only had to half-force herself to laugh at the story. It was probably the hundredth time she'd heard the tale of her dad drunkenly singing the American anthem at the roof pantsless. Uncle Ben loved telling this story, and both her and May would laugh and dad would act embarrassed like it was the first time the story had been shared. It was practically tradition that they all laughed at the stupid jokes.

And then Peter would tell Ben how many times he'd told the story before...

"You already told us that story, Uncle Ben." She recited. Same words every time, same clap on the shoulder and easy smile, "When are you gonna tell us about the time you guys went to Mardi Gras for the weekend?"

"Ah, it's a story worth repeating, Gwennie the Pooh." He clapped her shoulder, the smile on his face almost infectious. Always with that nickname..."As for that story...well, I think George has dibs on telling that. Ain't that right, bud?"

"Never gonna happen, Ben." Her dad grunted, mouth quirking in a slight smile. He always seemed looser around the Parkers, something she was personally glad for, "There's a reason we made that oath and I don't care if we were drunk at the time. Whatever happened there stays between us."

"Oh dear..." May cut in, her tone faux-scandalized, "I hope it wasn't too dangerous whatever it was."

It was...rehearsed, almost like they were reading their lines from a %^&*$#& teleprompter. She loved spending time with the Parkers; they were practically a second family for her ever since she and Peter met almost 12 years ago, especially when her mom died. But right now...she was really starting to hate all this %^&*$#, pretending like nothing was wrong and that Peter's glaring absence wasn't hanging over them.

She glanced discreetly at the empty seat at her side. It'd been years since Peter died, but his surrogate parents seemed determined to leave everything as is: His chair was still there, his room had been untouched and all the pictures were still collecting dust on the wall. If she didn't know any better she would have thought he was still kicking around the house, still making projects on his computer and excitedly rambling about how he was going to be the next Tony Stark.

"Gwen, is something wrong?" Aunt May asked, jarring her out of her thoughts, "You look unwell, dear. Feeling sick?"

"I...no, just a long day. Studying for the entrance exams, you know." She mumbled, looking back down at her food. Aunt May said she no longer blamed Spider-Woman for her son's death, but she still found it difficult to look the old woman in the eyes at times. How would she react, knowing she was sharing a table with someone who the world considered to be the murderer of her son?

"Ah, the old college months of hell." Uncle Ben chimed in, thankfully saving her from trying to mumble another response, "You sure it doesn't get lonely in that old house, George? Must have been a sad day to see old Gwennie here leaving the nest."

"Oh please, dad was practically waiting to get that place all to his own," Gwen teased, her smile lopsided, "Besides, now that I'm gone he's going to fulfill his lifelong dream of becoming a Private Investigator; dealing with conspiracies and falling in love with the sexy but dangerous femme fatales. I even saw him buying a trenchcoat and fedora earlier, so don't be surprised if you start to hear him monologuing."

"I was doing no such thing, young lady, and I'll thank you not to share rumors about my new line of work."

After that it was back to the usual: Uncle Ben telling stories, her father playing the unamused partner in crime while the two girls listened on and laughed at all the appropriate times. She wanted to enjoy herself - practiced or not - but her mind kept drawing back to the USB stick burning a damn hole in her pocket. What exactly was she thinking bringing it here? It was bad enough she was blamed for his death, but keeping proof that their son had turned himself into a giant Lizard monster was just...

She was quiet for the rest of the meal and when it came time to clean up she offered to help the dishes, ignoring Aunt May's insistence that she was a guest. She needed to clear her head, maybe some manual labor would help with that.

"I'm sorry about Ben. He can be...rambunctious." Aunt May said, giving her a 'what can you do?' smile, "He's just been so excited to have you two over. Ever since Peter's passing you and George were practically strangers..."

"I...I know, I'm sorry about that." She picked up a plate, hoping that she wouldn't accidentally break it like last time, "It's just...I was there in prom, you know, with Harry and the others. Me and him both, we...well, I guess we were just dumb teenagers. We blamed ourselves for what happened, Aunt May. If we'd done something then maybe Peter wouldn't have..." Turned himself into a monster, "Gotten killed."

"Harry...oh, I remember him. Such a nice boy." She shook her head, her smile turning melancholic, "Peter was so glad when they first became friends. They shared the same interests, did whatever it was boys did when they're with each other."

"Haha, yeah...I still remember them kicking me out that one time cause, and I quote, 'No girls allowed, this is a Man-tivity'." She rolled her eyes. The two were always dorks like that. She definitely remembered cussing them out when they closed the door in her face, "I mean, I played Dungeons and Dragons with those two but then suddenly I'm not allowed into their little man cave cause they're doing each others nails? Kiss my...backside." She finished lamely. She always tried to control her cursing around them.

"They were talking about girls they liked, dearie. I'm sure they were embarrassed having someone besides each other there."

"Pfft, what? I wouldn't have teased them about it..."

"Oh, I'm not so sure." Her voice was almost playful, "Who knows, maybe they were talking about you. I saw the way Peter looked at you sometimes. You know, when he was younger he asked 'Aunt May, Aunt May, is that an angel?' when he saw you for the first time. I'll never forget it."

"Haha...no way." She looked away to hide her frown. Talking like this with May felt nice, but drudging up old memories never stopped feeling like a pain in the %^&*$#& a$$. Maybe it was just her, but she always ended up getting caught in too many 'What-ifs' for her own good. Hell, there were times she wondered if her dad would be such a sourpuss if her mom was still alive.

Or how it would be like if she never got bit by that radioactive spider...

"...Dear, what's wrong?" May asked her suddenly.

"H-Huh, nothing's-"

"Now, young lady, I may be old but I'm not senile," She scolded lightly, "I could tell something was bothering you ever since we started dinner. If you don't want to tell me that's fine, but you know that it helps to talk about it."

Gwen sighed. Damn it, why did she always sound like that? That 'you don't have to do what I say but you'll feel like you kicked a puppy if you say no to me' voice of hers was practically a superpower in its own right. Maybe _she_ could have convinced Maxine to let herself get help...

"It's just..." She dropped the dish she was scrubbing back into the sink, "You and Uncle Ben loved Peter so much, and...dad told you about his findings, didn't he? That Spider-Woman wasn't responsible for his death?" May nodded, eyebrows furrowing in worry, "Well...what if you found out the truth...but it wasn't what you thought? What if the truth was worse and it...it..."

"Dear, what are you-"

"What if you found out something that completely twists everything around? Spider-Woman murdering Peter Parker is simple. It's cruel, but it's understandable." She was rambling now, but she couldn't find it in herself to just shut up, "But...But what if it wasn't that simple or black and white? What if-"

"I don't understand what's-"

"What if Peter wasn't murdered? What if his death was his own fault? What if all this...all this hunting for his murderer, all the rants Jonah had on tv was just pointless hot air? If the truth was-"

"If that's the truth then I would want to hear it." May placed a gloved hand atop her own and squeezed gently, "I...I told you before that I blamed Spider-Woman because I needed someone to push my grief onto and I regret doing it. Peter was...I love him like he's my own son, and because of that I'd want to know the truth. Even if it's painful I'd rather face that than continue to wonder what really happened to him."

"...It's not that easy, May. If he died in an accident it would be, but-"

Before she could finish Uncle Ben poked his head in, causing her words to die in her throat, "You two alright in here? George and I were firing up the old DVD player. I thought it was time to show you what happened in Mardi Gras."

"H-Huh?" She blinked in surprise before recomposing herself, "Um...well, I was thinking of heading back..." Maybe she'd get lucky and she'd hear about Maxine on the news or something. Cap told her to stay back, but...

"Nonsense, Gwennie! It took me a lot of haggling to let him show you the tape. You're not gonna miss this once-in-a-lifetime opportunity, are ya? Ah, of course you won't! I'll fire up the player." He left before she could say another word, leaving her alone with May again.

"I-"

"Gwen, please stay." May nodded at her, "I know it's...difficult after everything, but Peter would want us to enjoy ourselves," She placed the last dish at the side and removed her gloves, "As for your question...we can discuss it whenever you're ready to continue, okay? I'll always be here to talk if you need me."

"You...um, thanks, Aunt May." She didn't know what else to say. Was it cowardly to leave the decisions in their hands? If she found out her mom killed herself rather than dying in an accident, wouldn't she want to know too? Absolutely. She never really believed in the idea of lying to yourself, but something like this...it wasn't black and white no matter how much Cap tried to convince her otherwise. The Parker's last memory of their son would be tainted.

She was right, they should talk about it later, "Save me a seat." But right now she was going to watch her dad make an utter a$$ of himself on television.

It was like Aunt May said: Wherever Peter was now, he would want him to enjoy themselves and move on.

* * *

Where the hell was Spider-Woman!?

Peter rolled to the side to avoid another blast of lightning, the smell of ozone in the air almost overpowering. All around him he could hear screaming, the sounds of stomping footsteps as the civilians tried to escape the Frankenstein's monster attacking him for God only knew what reason. He could see a few staying behind, however, either out of fear or stupidity. He needed to make sure they weren't hurt.

 _'This madhouse never makes sense. If this is the future then we're all hosed!'_

"You're not taking me back!" She screamed. Wherever in the hell she thought he was planning to take her he didn't know, but it was obvious the woman was gonzo. There wouldn't be any reasoning with the crazies, he'd learned that from dealing with Xavier's little squad of sociopaths, "You and Spider-Woman...you're not heroes! You're just thugs working for that monster!"

He drew his gun and fired, barely even surprised to find the bullets whizzing away in a frenzy as they got near her, _'Bullets never seem to work on any of the freakshows here...'_ He quickly reloaded before holstering the weapon reluctantly and winced. He didn't like this, but he was going to have to risk it.

Dodging another blast, he jumped onto a truck before making a flying leap towards her, hands spraying a net of webbing at her legs. He couldn't fight her in the air, he had to drag her to his level, _'This is gonna hurt...'_ Thankfully(?) the netting made contact, allowing him to use the momentum to swing himself upright and grab hold of her covered feet, "Open wide, here comes the birdie!"

He thought he was being clever; punch her in the gut and watch her go down. But as his fist made contact with the blue flesh a jolt of electricity ran through him, forcing him to release the webbing and fall onto the ground in a painful crash, _'Damn it, this is worse than fighting Brock!'_ He scrambled away, hissing in pain as a bolt of lightning grazed his leg and burned the tissue. At least that freakshow could be shot!

So he couldn't punch her and he couldn't shoot her. What the hell was he supposed to do!? There was no way for him to hurt her, and he couldn't hit her without hurting himself, ' _The longer the fight goes on the more people get hurt...'_ He took a quick glance around. She wasn't picky about where she shot; he saw a few (hopefully unconscious) civilians on the ground while buildings had entire chunks ripped out of them. _'Of course she had to choose and go gonzo in a damn plaza of all places.'_

 _'This can't go on...'_ He fired back another couple of rounds, though he knew it was useless at this point, _'Could really use Spider-Woman's help right now. This is her job, she's the damn 'Superhero'!'_

He jumped over a car, and realized only too late that was a mistake. A quick bolt of energy aimed at the metal deathtrap and he found himself barely jumping in time to avoid the explosion. Still, it was enough to make him crash against the wall and crack the brick, "Ah..." He shut his eyes in pain and coughed. He could taste the blood on his tongue, the injuries from that previous goon worsening.

"Damn...gonna feel that in the morning..."

She landed in front of him, hands raised in preparation to blast him once more, "Now you know how it feels! Now you know what it's like to be helpless!" She ranted, "How does it feel!? You and your boss strapped me to a table, and now you and Spider-Woman want to take me back to that hellhole!"

"Lady...I got no idea what the hell you're talking about!" He snarled. It was pointless to argue; crazies like that were always in their own little world and they refused to see reality for what it was, "You think...I'm some damn torturer...come to take you back to whatever hole you crawled out of...I have no idea what happened to you, but right now I don't give a rat's ass." Wherever she came from she'd hurt people, probably killed them. He had no sympathy to give.

"Don't lie to me!" She aimed a blast at his shoulder and he screamed at the feeling of burning electricity, "This isn't my fault! I never wanted to hurt people! You...all of you turned me into this thing! And now I-"

A blast of water came from the side, hard enough to knock her onto the ground. Peter turned and laughed in relief at the sight of a crew of firemen hosing her down, their looks of disbelief mirroring his own, _'A woman made of electricity...of course water would make her hurt.'_ He sucked in a pained breath and groped the wall, trying to find a handhold. Maybe now he could actually get his damn bearings.

Unfortunately his reprieve was short lived. He'd barely managed to stand before she lit up again, the energy exploding outward and forcing him on his back. Through his hazy vision he saw the firetruck explode, the screams of the firemen following soon afterwards. They were burning, suffering...dying. She was shooting at them, picking off any stragglers like a kid burning ants with a magnifying glass.

She was ranting again, screaming about how they shouldn't have gotten involved trying to save a _'fucking monster'._ Peter felt his lungs burn, his vision growing more hazy as he pressed his hands against the cold ground. He could hear them...screaming for help, begging for mercy or biting back last curses as she tore them apart, ' _She's killing them all...can't just sit here...gotta do something!'_

"No..." God, it hurt to even move. He had to...he had to save at least one of them, damn it! "Get up...they're dying..." He ignored the taste of iron filling his mouth and and stood up shakily.

All in time to see the last fireman turn to ash right in front of him. He wished he could say it was a trick of the eye, a hallucination because of his addled mind, but it wasn't a sight he would soon forget: A grown man being forced on the ground by an unending torrent of electricity and, just for a moment, he screamed before his entire body dissipated into dust and was scattered into the wind.

"No!"

The next moments were hazy. He remembered charging at her, remembered bringing his fists down on her face and whatever part he could reach. He didn't know if it was even hurting her, didn't know how messed up he would be if he survived this, but he knew he didn't care. He wanted her to hurt, wanted her to give back even an ounce of what she'd done to those men whose only crime was trying to stop a madwoman from killing innocent people.

He could feel his fists turn raw after the first few strikes, but it was all worth it to see her flinch back, "You're not going to kill anyone else!" He aimed a burst of webbing at her head before following up with a kick. Every second, every delay he could keep her from fighting back he would take. He was going to stop her from letting out more of that those damn energy blasts if it was the last thing he did.

"Get off me!" He jumped back to avoid the backhand. Maybe it was just his imagination but he could have sworn she was getting weaker, _'Water...that did the trick before...'_ He couldn't use the firetruck, it was a burning heap of metal now. Anything else...maybe another hose or a-

A water tower. It wasn't too far away and it should have enough inside it to put her down at least for a bit, _'One last chance...'_ He sprayed a net, covering as much of her body he could, before turning and running. The building was a short distance away, and the time it took for her to burn off the webbing would give him the chance to climb it. His grip was shaky, his hands shaking from both pain and the constant jolts of electricity he'd been force-fed, but he managed to make it to the top.

And not too soon. He was barely atop the small rooftop before she was behind him again, her face twisted into an ugly sneer as he turned towards her, "You can't run from me!" She raised both hands and shot a large wave of electricity at him.

The pain was intense, the smell of cooking flesh already wafting up his nostrils. Struggling to keep focus, he aimed two bursts of webbing behind him at the tower's legs and pulled. Either he pulled down the tower on top of her or she turned him into ash like he did that fireman; either way it wasn't going to be a bed of roses for him, _'Come on, come on!'_ He could feel his clothes melting into his skin, but his grip on the webs never ceased.

With a painfully slow groan the tower fell, spilling its contents atop them both. She looked up in shock for a moment before the water covered them both, knocking both the Frankenstein's monster and the vigilante out of the roof and onto the street below.

When Maxine hit the ground it was...she wouldn't know how to describe it. All her anger dissipated, replaced only by a feeling of utter shock, "Wh-What...?" She looked around her frantically. Raw carnage, enough to make her sick to her stomach. She could see dead littering the streets, buildings on the brink of collapse, "Wh-What happened...?" She pressed both hands to cover her mouth, eyes looking on in horror at the scene around her.

In front of her was a dark figure kneeling on the ground, smoke emanating from his heaving body. She...She recognized him. She had...

Oh God...

This was all her fault. She'd done this, let her anger take over and...and she'd killed so many, nearly killed him because she jumped to conclusions, "Please..." Tears spilled from her eyes, bursts of electricity running through her wet and miserable form. She couldn't control it. It was no excuse, she knew that, but still. What could she say, how could she make amends for all this? There had to be a way, "I...I'm sorry-"

That was all she managed before two loud bangs pierced through the night air and she fell back, two wide holes running through her forehead.

Peter continued to fire until the chamber was empty, "Damn it..." He sheathed the revolver and moaned in pain. She was dead...good riddance. He could see pools of blood seeping from the wounds dotting her head and chest, staining the snowy ground crimson. Freakshow or not a shot through the head was a shot through the head. She wasn't going to get back up from that, "Just stay dead..."

Everything hurt. His skin burned and the cold winter air did nothing to sooth his nerves. He could see people beginning to draw to the battleground, regaining their confidence now that the Frankenstein's monster was dead. He heard them mumbling, looking in shock at the scores of dead body and then at the dead girl in front of him. How much had they seen?

They drew closer and he felt his spider-sense buzz just barely at the back of his head. He wanted to think they would help him, but after everything he'd seen here he got the distinct feeling they were more likely to try and unmask him now that he was weak.

He waited till they were close before he jumped over their heads, landing past the small crowd and running to the alley. He needed to get as far away from here as possible, find some place he could be alone and recover from his wounds. He still had to raid the warehouse tomorrow night...then after that he could find Octavius and find his way home, away from his madhouse.

Home...a part of him was beginning to wonder if he would ever make it back there...

* * *

Gwen jumped to the roof of her apartment building, a yawn escaping her covered lips, "Should have probably stayed at home..." She groaned. Traversing the city without webshooters was a major pain in the a$$, though thankfully she managed to hitch a ride on a bus roof and the driver didn't seem to care about the extra passenger. Still, wall-crawling definitely wasn't enough. She could only hope Cap had her shooters fixed before this became a thing.

Looking around the dark roof for a moment, she waited for her spider-sense to ping to see if anyone was watching her, _'...Nope, totally alone.'_ Taking a deep breath, she removed her mask and rushed through changing as much as possible. She would have preferred changing in her room, but unless Betty bought that she was into massive cosplay she doubted that was gonna happen anytime soon.

Rushing into the jacket and pants, she breathed a sigh of relief and slung her backpack over her shoulder. It was way too late for her to be up and about, but at least the video definitely didn't disappoint - Never would she let Captain Stacy, pride of the NYPD, live down the fact that he got drunk and danced on stage shirtless with half a dozen other guys (Uncle Ben included) on stage during Mardi Gras. This was prime 'never live it down' material, it was almost enough to take her her mind off-

Someting bumped against her feet and she stumbled, nearly dropping her backpack in the fall, "Ow, what the %^&*!?" She picked herself up and looked down at what tripped her.

Only to find herself facing the prone figure of Spider-Man lying motionless on her roof.

"Wh-What the hell!?" She didn't even see him there. Kneeling down, she turned him around and winced at the obvious injuries all over his body, "%^&*, he looks like he got into a fight with Baron Blood or something..." She bit her lip and looked around. He was obviously unconscious and she couldn't just leave him here, could she? Not with those injuries, "...Shit, damn it!"

She picked him up and carried him as gently as she could, a pained moan escaping from him despite her best efforts, "Hold on, Darkman. Cavalry's here..." She pushed open the door and went down the stairs carefully. Now all she had to do was explain to her no doubt already sleeping roommate that she just happened to find this guy unconscious on their rooftop and that she was going to try and patch up his injuries.

Things were going really %^&*$# great... at this point she was starting to miss the Koala Kommanders and Stilt-Mans; at least things were simple back then.

* * *

 **...Yeah, there was a reason why I asked if Gwen and Noir should partner up and this was it: Supervillains don't get comic immunity when he's around, regardless if they're supposed to be big name or small name. Anyway, in story terms this means he's willing to go for lethal force which is something that Gwen and other Spider-People - with rare few exceptions - avoid at all cost. I'd like to think that she would be understanding of what he did, but considering how absolutely entrenched in Thou Shalt not Kill most Marvel heroes are and the fact that Maxine was 'innocent' I'm somewhat doubtful of that.**

 **Anyway, no specific questions this time but I did find something...interesting: I read through Spider-Man: Reign and the big plot twist there was that Peter killed Mary Jane because, get this, his _spooge is radioactive and she got cancer._ Now normally I would discount this as alternate universe BS, but according to canon Peter's blood actually _is_ radioactive: During an early arc he accidentally poisoned Aunt May via transfusion due to said radiation and had to find a cure and later on he beat Morlun by radiating himself to an absurd degree before flushing it out.**

 **So...yeah. If we assume same rules apply to Gwen, it means she's literally celibate for life cause there's no one save She-Hulk who she wouldn't kill if she started swapping spit with them; not even Noir since his abilities are based on magic and he's not immune to radiation/cancer. Here's hoping Captain Stacy never needs a blood transfusion...**

 **Granted I'll probably just ignore it since it's really fucking silly, but hey the more you know :p**

 **Redentor - I suppose, though it does make him seem unflappable. He did loose his temper for a bit when fighting Electro, but that was pretty brief as well. I'll see if I can have him be more emotional in the next chapter cause, really, after what he saw it'd be odd if he wasn't a psychological mess even if slightly.**

 **NewWorlds - Oh yeah, I remember that part! Of course it was overshadowed by him kicking the door down and firing guns into the air like a maniac to scare the people away from the club, but hey. Also, he's definitely young; one of the reasons his romance with Noir Felicia wouldn't work is because she's implied to be about 32-35 at least, meaning she's nearly twice his age. Noir just acts old, and to be fair as he says in Spider-Verse back then everyone was trying to be older than they were; what confuses him are modern day people trying so hard to be younger.**

 **Ugh - The Lizards work cause they're just mindless monsters, not so much villains since it's like having, say, three Sandmans or five Scorpions running around; it makes them feel less unique, so I'm keeping the numbers of Ocks limited. As for the female heroes thing you definitely have a point, though for villains I'd have to refuse: Morgan la Fay is WAY too strong, she's Thor or Doctor Doom levels of threats. I need street villains, or at least national villains that can be beaten by street heroes. It's why Juggernaut or Thanos ain't showing up here either.**

 **Mary Jane as Venom...interesting, but I have other plans for the Symbiote. Also, Electro's dead, so...yeah, we're out one more female villain. As for Ock, honestly apart from Spidey Noir there's very little if any magic in the Noir miniseries and everything is grounded. Ock has a wheelchair with knives and stuff on it that he controls...somehow, and apart from the brief appearance of Anansi the Noir world isn't very Cthulhu-esque. It's why Noir is so confused at all the supervillains running around.**

 **And yes, Earth-65 Ock is lame because he literally attaches a live octopus like backpack and uses the tentacles. It's pathetic. As for Noir Ock, probably not for a bit. If he shows up it's kinda hard to justify Noir not immediately just grabbing him and going home, thus ending the story.**

 **Anyway, PM me if you want :) I love discussing stories.**

 **Mingyu - Actually, yes, stand and let Falcon shoot. As Noir proves she's not bulletproof when depowered, and if she was shot by the sniper rifle before she could put up a defense she might have died there and Noir wouldn't have to get critically injured/deal with dead civilians later. Yes it would have been regrettable, but sometimes you gotta shoot the dog.**

 **Also, I put the dinner segment up anyway. Guess the coin landed on edge ;)**


	10. Don't fight the name---

Gwen crashed through the door of her shared apartment, hands fumbling for the light switch while simultaneously trying to keep the squirming figure in her arms from falling, "Hold still..." She muttered, shifting her hold until his head was pressing against her shoulders. He wasn't heavy - she'd gotten far too used to carrying loads of people off of burning buildings and train tracks - but usually the people she was rescuing didn't look like they were trying to knock down death's door going 'Here I am, Mr Reaper! Let me stick out my neck so you can lop it off easier!'

Eventually her fingers managed to swipe the switch, bathing the the small room in light, "Whatza...?" Betty mumbled from the bed, face scrunching at the sudden assault of brightness covering the room, "Ugh...Gwen, izzat you?" She muttered a curse under her breath and curled deeper into the mattress, covering her head with the thick blanket, "Turn off the lights, would ya? Trying to get some sleep here..."

The superheroine ignored her roommate and made her way to the couch, nudging off the pile of books and clothes littering the surface onto the floor without a care, "Up and at em, Betts! We have a situation!" She placed him atop as gently as she could atop the (really lumpy) sofa before clapping her hands to jostle her roommate fully awake, "Yo, Betts, double time! This really can't wait!"

Betty sat up after the fourth clap, an annoyed scowl on her face as she threw her blankets off, "Gwen, what part of trying to sleep don't you get?" She rubbed her eyes and swung her legs over the edge, "Just cause you go out at night doesn't mean- Woah, what the %^&*?"

Her roommate's mouth parted open in stunned silence as she finally caught sight of the injured vigilante lying on their couch, "Could use some help here, you know." Gwen shook her head and trudged to the bathroom, grabbing alcohol, bandages and whatever else she thought would help. They didn't have a proper first aid kit: She'd always been reliant on her healing factor and the few times she couldn't she made sure to avoid going anywhere near where her friends would be. She didn't exactly want to explain to them why she looked like she'd been flattened by a steamroller.

When she came back she found her roommate kneeling next to the couch, looking down at their impromptu guest in a mix of confusion and sympathy. If nothing else she was glad it was her: Ever since she started going out with Falcon she'd been numb - well, even more than usual for the average New Yorker - to the weirdness going on around her. If anyone could buy that she just happened to find Darkman on her roof without going off on a conspiracy tangent like a certain would-be detective it'd be her.

"How did you-"

"Found him on the roof." She dumped the assorted medical supplies on the table and grimaced, doubling back and making sure to grab a bowl and fill it with water. She wasn't a medic. Contrary to popular belief having a police officer for a dad didn't mean she stayed up at night with needle and thread anxiously awaiting her bullet-ridden father to stumble through the doorway after an intense shootout. Being a good cop meant you weren't supposed to get shot and the few times he did he went to the hospital rather than asking his teenage daughter to patch him up with all the grace of an asthmatic walrus. She had no idea how to be doctor.

So why in the %^&* did she think it was a good idea to bring him here?

"We should take him to the hospital. Maybe they can-"

"No. No way, Betts." The words were out of her mouth before she could stop herself, "They'd unmask him and you just know that %^&*$# Jameson's going to have an entire press team over there before the night's done."

Of course, she had to ask herself, why would she care about that? Her previous meetings with him weren't exactly the best and he wasn't what she'd call BFF material. Maybe she was just paranoid since there weren't many others like her, maybe she sympathized despite his really shitty methods, but she wouldn't have felt good just leaving him in a hospital room where any nurse with a camera phone could upload his face all over Headbook and Tweeter.

"...What were you doing on the roof?"

"Now's _really_ not the time for twenty questions!" She knelt next her and pulled his tattered coat back, grimacing at the smell of burnt flesh wafting up her nostrils; it was almost like something she'd smell on a cookout, but...not. If she had to describe it she'd have to say it smelled like meaty, sickly sweet charcoal; except it was a hundred times worse and it made her want to gag, "God...the smell..."

 _'What the %^ &* did you do to yourself?'_

"You sure he's still alive?" Betty asked, hand raised awkwardly in a half-touching gesture.

"He's breathing, isn't he? Superheroes are really tough, I should know...you hear it all the time on those conspiracy sites." She finished lamely. God, could she be any more obvious? "Just...do you know what to do here? I doubt putting alcohol on top of it's gonna help..."

"Uh...Falcon told me about something like this. A mission he had with Captain America a few weeks ago. " She crossed her arms, lips pursing in thought, "We need some creams...don't think we have any here." She clicked her tongue, "Some water might be good, but he looks _way_ past the point it'd %^&*$# help him." Her eyes trailed to the meager supplies on the table, "Uh...don't think those are going to help much either, just saying. This stuff looks third degree."

"Shit!" Gwen massaged the sides of her head and let out an exhausted breath, "Could you buy some anti-burning cream or whatever from the drug store? It's not far from here."

"Gwen, we should just call an ambulance-"

"Just _do it_ , Betty!" She snapped, instantly feeling guilty as her roommate recoiled, "I...sorry, but could just buy it _please_? One of us needs to stay here and keep him from joining the choir invisible." She rummaged through her backpack and tossed her her wallet, "I should have enough there, and I'll pay you back later if it isn't. Just...hurry, I don't think he's going to last much longer."

"Yeah...Yeah, sure."

Gwen watched her go before turning her attention back to him, _'Maybe you should keep your big fat mouth shut next time...'_ She mentally chided. She didn't know if he was awake, but if he was she got the feeling he would've been clamoring for her to take him to someone who know what in the actual %^&* they were doing, _'Come on, you played Shock Center before, this should be a piece of cake.'_

She grabbed hold of the scissors and drew it near his chest, her grip steady despite the nervousness she felt. She could see parts of the turtleneck fused to the skin, and she was pretty damn sure wounds couldn't heal with crap stuck in em like that, "You can do this, you can do this..." She swallowed nervously and made the first cut at the edge, slowly easing her way to where the wound lay. Taking off the clothes all at once would've been suicidal, she had to do it slow.

She peeled apart the first layer and winced when she got a better look at the black-red skin, _'Definitely third degree, alright. Was he fighting someone with flamethrower?'_ She grit her teeth and pulled, separating the cloth with a disgusting squelch and dropping it into the wet bowl, _'Can't believe he's not trashing around...' She_ cut apart another segment and repeated from the beginning.

The next few minutes were spent in the same agonizing repetition: Cut the cloth, peel apart the skin from the fabric, dump into the bowl and repeat. Thankfully his coat had survived, albeit barely. She didn't fancy trying to cut leather with these tiny scissors of hers, _'Fuck, that doesn't look like something a cream can fix.'_ She let her gaze wander across his upper body. Even without the cloth melted onto his flesh it still looked nasty, so much so that she would have been curious how he was still alive if she didn't know better.

"Right, now her comes the hard part..."

She looked at his mask and frowned. It was barely there at this point, but it was still stubbornly hanging on by whatever threads it had left. Through the gaps in the seams she could see what looked like burnt bandages, though thankfully not close to looking like they were fused to his skin. The eye she could still see was stubbornly closed, though she could see his lips moving and mumbling something unintelligible.

Still...she had to change them. Leaving it like that was risking infection and all sorts of nasty shit.

Her hand was nearly touching the rough fabric before he suddenly lashed out and grabbed her wrist, her spider-sense again annoyingly absent. His grip was surprisingly strong despite his haggard state. "Don't..." His voice was soft, but she could hear the desperation clear as day. His remaining eye looked at her own, his eyelids parted and exposing his hazel iris, "Leave it...please."

"We need to remove your bandages...I had to cut your clothes out because they melted into the skin. It looks like the bandages are safe, but I need to make sure..." She bit her lip. If she was in his position she would've been making the same argument, begging the 'helpless civilian' to let her keep her secret, "We need to make sure, okay? At best we're looking at an infection, and I don't even want to think about what's the worst case scenario..."

"Then let it...I can heal." He whispered.

"This is ridiculous." She shook her head and put just a bit of her enhanced strength to use to wrench her arm from his hold. Before he could make another plea she grabbed the moist hand towel and placed it at his side, "Look, I'll take off your mask and bandages but I'll close the lights, okay? When I finish I'll dump the towel on your head to so I don't see your face. Sound fair?"

"...Is that an actual question?"

"Not really."

She turned off the lights and got to work immediately, pulling off the tattered remains of his mask and the bandages before her eyes could adjust to the darkness completely. At least she kept to her word; the features on his face were obscured and she could have been treating Norman Osborn for all she knew, _'Yeah, and next Harry's actually going to call back and say he's turned over a new leaf.'_ Shaking her head at the thought, she threw the towel atop his head and breathed a sigh of relief.

"All done." She turned on the lights and wasn't even surprised to find his free hand pressing the moist towel to his head with an almost pitying desperation, "...Towel's not going to fall off just cause you're not holding onto it." She pulled up a stool and sat, hands pressing into her face as she suppressed yawn, "If I wanted to see your face don't you think I would have done it earlier? Relax..."

A moment of silence passed before he exhaled and let his arms fall, fingers almost grazing the ground. Gwen let herself smile slightly and she felt her eyes droop. It was already late, it was at least 2 am by the time she'd left the train station, and she was frankly really damn exhausted. Still, it wasn't like she could get some sleep now: Betty was still out there buying her damn ointment and it would've been really shitty if she came back to her sleeping on the job.

"...Why did you help me?"

Gwen raised an eyebrow at the sudden inquiry, "...You were on my roof, what else was I supposed to do?" She shrugged, realizing just a second too late he wouldn't be able to see it. The towel covered the entirety of his face and she couldn't see anything save a few tufts of brown hair peeking through the edges, "I had to do something. I mean it wasn't like I could just leave you there, right?"

"Sure you could. Anyone else would have..."

"Yeah, well, I'm not 'anyone else' so that's not exactly a problem." She leaned back in her seat and crossed her arms, deliberating her next words, "...My name's Gwen, by the way. Gwen Stacy..." That wasn't too much, right? It wasn't like she was world-famous without the costume in her backpack. She was sure there were at least three other 'Gwen Stacys' in New York alone.

"...Gwen Stacy?" There was something in his voice. If she wasn't being delusional she could've sworn it was familiarity; but that was crazy, right? "...What are the odds. First Octavius' little gizmo and now this..."

"Uh...something wrong?"

"No...just thinking aloud..." He sucked in a deep breath and mumbled what distinctly sounded like 'horsefeathers' under his breath, "Well...you can call me Spider-Man, but from what I hear some other dame's a bit more famous than I am and she might take issue." A soft laugh escaped before he broke into a strained cough, "...Just call me whatever you want. Ain't like I'm in any position to argue..."

"So...if you don't mind my asking, how'd you get all those cool scars?" Keep it casual. Spider-Woman could be more upfront, but a 'clueless civilian' couldn't be. God knows she didn't explain herself much when Stilt-Man got a lucky hit in and those kids found her, "I found you on my roof looking like you just went through a furnace. What the %^&* happened? You fail your mission to save the sun?"

"One of those freakshows...showed up not too far from here. I dealt with her, but she gave me more than a few shiners..." He clicked his tongue, fingers twitching into a weak fist before separating again, "Tried to get away, passed out on the roof...and now here I am."

"That's it? You fought a supervillain and got injured?" She didn't know what else she was expecting, really. Villain related injuries weren't exactly something she was a stranger to, so why should this have been any different? "...I dunno why, but something's telling me that it's not as simple as your little grudge match with Stilt-Man earlier today." She had to push harder, but not be too obvious, "Come on, spill the beans. Anything else happen?"

"It's just like I told you. Not everything has to be complicated, Gwenjamin."

 _"See, that wasn't so hard! It's not as complicated as you think, Gwenjamin."_

Gwen felt her breath catch in her throat. That nickname...only one person called her that, _'It's just a coincidence, Gwen! God, get a grip!'_ She shook her head forcefully. Ever since she got that damn USB drive she's been seeing him everywhere. Peter's spirit didn't come back to silently judge her for considering ruining his name. Darkman using a corny nickname didn't mean anything; he probably just thought it sounded funny.

"...Something wrong? You got quiet all of a sudden..." He asked.

"It's...It's nothing." She took a deep, calming breath. No need to make him think she was mental patient, "It's just...I'm becoming paranoid, you know? Shit happens and now you think the world's out to get you..." Granted up until recently most of New York really was out to get her, but hey, "It's one of those crossroad things: The ugly facts or the prettier fantasy, which one do you pick? I mean they say the truth will set you free and all but right now I'm not so sure."

"I know the feeling, believe me." He raised a hand weakly in what she could only assume to be a waving gesture, "I dunno what's going on and I know you probably don't want my advice, but...in my experience the harsh truth is always better than a blissful lie; though maybe that's just my old friend talking."

"Says the guy with a secret identity." She teased, trying to ignore the 'pot meet kettle' jokes threatening to surface.

"Maybe..." She heard him laugh, sounding noticeably less bitter than before, "I didn't say I was perfect, but nobody is. Whatever this truth is I'm sure facing it head-on is better in the long run. Better to rip the band-aid quick, if you know what I'm saying."

"It's more complicated than that." She pressed both hands together and pressed them against her forehead, "It's about a friend, my best friend really. He did something and...now I'm not sure if I should blow the whistle or just let the world and his family keep thinking nothing's wrong." God, she was pathetic. Why in the hell was she admitting all this to an injured vigilante crashing on her couch? Was she that desperate for advice? "I mean...is it my right to do this? To decide what happens to him?"

"We make our bed and we lie in it...a bit literal in this case, but still." He squirmed slightly on the loveseat, allowing himself to sit up by a slight amount, "If your friend did something wrong then that's on him. Unless you forced him into it then it's not your responsibility."

"You really believe that?" She asked back, "What if...What if the truth turns everything around? What if it just ruins everything you thought about him? Do you still want to know, even if it means ruining his name forever?"

He was silent for a moment before she saw a barely perceptible nod, "...I had a friend once. Bailed me and my mom out of a jam, saved our keisters really. Took me out to drinks, tried to teach me the way of the world, gave me a job when no one else would...brought me under his wing so to speak." He took in a quick breath, the sound shaky, "I was a bitter kid back then. Stupid, really...saw bad things happening and I just wanted to go in there screaming with my fists out. He always tried to keep me in control, though, Always tried to make sure I had my head on straight..."

"But...?" She ventured. Stories like these never had happy endings.

"Found out he was a junkie. Heroin..." He gave a weak shrug, "I didn't mind at first, really. So what if he was taking floor polish? We all had our vices. I drink, he puts a needle in his arm, it happens." Another shaky breath, weaker this time, "But then I find out he was taking money from the wrong guy to fund his habit. He could have done the right thing, could have made a difference for years, and he just sits on it cause he wanted just a bit more blackmail in case his job wasn't paying enough for his next fix. I...I thought he was a bastard, that he was a liar and a coward...but I preferred knowing that to not knowing. The truth ain't always pleasant, but it's there for a reason."

"It's not as simple as that. I...my friend wasn't some guy who took the wrong drugs or allowed himself to look the other way. He...you wouldn't understand." She closed her eyes and shook her head. How could she explain? 'He turned himself into a monster because he wanted to be special'? He'd never believe her. He wasn't like him, wasn't bullied and beaten to the point that risking turning into a monster. She didn't know who he was, but she was pretty sure it wasn't a bullied teen hiding under that mask.

"Maybe not, but like I said I know what it's like to know a nice lie to a painful truth. Just giving my two cents..."

"You...look, I appreciate that, but I-"

"Gwen, you have to see this!"

The young woman's head snapped to the entrance. Betty stormed into the room, a bag full of medicine in one hand with her ipad on the other. Before she could ask what the problem was her roommate grabbed her by the arm and pulled, dragging her to the kitchen and leaving their 'guest' in the couch to stare after them in confusion.

"Betty, what the-"

"Look at this." She thrust her ipad to her face, clicking the video and letting it buffer, "I was wondering what happened so I did a quick search online and...well, just look!"

She did, and what she saw made her heart sink to the pit of her stomach.

* * *

She had a killer sleeping on her couch.

She'd pored over every link and news story, more and more coming in every hour as every news station, media and witness tried to put in their two cents. It was the same every time: An 'electrical metahuman' (some sites called her a lightning %^&*$-freak, but she preferred the former) attacked not too far from here and 'The Dark Spider' had stopped her...apparently by shooting her in the face.

Gwen tapped the next link on the page and groaned at seeing the headlines, "'Spider-Man: Murderer or Executioner?' God damn it, Jameson..." She groaned and pinched the bridge of her nose with her free hand. She hadn't slept ever since she found out, hadn't left the kitchen even when Betty told her to turn in for the early morning. She pored over every news story, every article she could find to try and find anything that allowed it to make sense to her.

But there was nothing. Some of them were vague, some of them were borderline unreadable, but it was all the same: He'd killed Maxine. Even through the holes in her head he could recognize her from the photos. Some of them came from reports after the fact, but most of them were taken by a few civilians brave (or stupid...) enough not to run at the first sign of trouble.

As she expected reactions were...torn. She clicked the closest video link and watched.

"This is Katy Kiernan, Fact Channel News. We are here at the sight where the dangerous metahuman, tentatively dubbed 'Electro', has been killed. Civilians at the site of the attack claimed to have seen everything that happened." The camera shifted to a young man in a suit standing tall. It didn't take long for her to note that his clothes were almost pristine. Bad press to let someone too 'dirty' in front of the camera? "You were there, sir. What are your opinions on the matter?"

"Well, Katy, I have to admit that I don't approve. I won't deny that she was dangerous, of course, but a vigilante taking the law into his own hands and...and _executing_ someone after they're no longer a threat? Surely he could have contained her or avoided taking her life? If she was too dangerous then it's the purview of the police to decide to use lethal force, not some upstart vigilante who has no badge and wears a mask so they cannot be held accountable for their actions. Surely-"

"You don't know what you're talking about!"

The camera shifted to an older woman, her eyes bloodshot and gray hair disheveled, "That...That monster killed my son! That 'upstart vigilante' you're condemning is the only reason she didn't kill _all_ of us! I saw her burn my son to death, she deserved whatever she got!"

"Madam, you're being irrational. There are rules to these kinds of matters, one can't simply-"

"You weren't even here!" She hissed, voice dropping into a venomous whisper, "Don't you _dare_ tell me what I can and can't be! You weren't the one who lost family, the one who lost their lives because some freak decided she wanted to go on a killing spree! I lost my son, others lost someone just as close to them! Why should she live when she decided their lives weren't worth anything to her!?"

The arguments continued back and forth. The rule of law, justice being served, due process and all types of shit, _'Maxine's dead...'_ She placed the tablet down on the tablet, idly noting the almost empty battery bar. How long had she been reading, trying to make sense of it all? She blinked and looked back at the closed door to the living room. Betty and he were asleep; small comforts at least. She didn't want to see either of them now.

What in the hell was she supposed to do now? Half the city called him a murderer and was clamoring for his arrest while the other called him a hero and savior. Was this how her dad felt after he found out her identity? No, stupid question: She was his daughter, Darkman was a stranger to her. Not even close.

She picked up the gadget one last time and clicked on the first video Betty showed her again. It was taken by someone on the rooftop with their phone so the quality wasn't the best, but it was the one just about every news station used: Maxine looking wet and miserable, her vigilante guest in a pained crouch not too far from her. She saw her looking around in frantic confusion before she saw what looked like tears.

"I...I'm sorry-"

*Bang* Bang*

Repeat.

"I...I'm sorry-"

*Bang* Bang*

Repeat.

"I...I'm sorry-"

*Bang* Bang*

Repeat-

"You gonna keep watching that?" She jumped up in her seat and turned to find Spider-Man leaning against the doorframe, his arms crossed. His face had been covered in another layer of bandages and he was wearing the tattered remains of the mask on his face. His longcoat was missing, likely still draped on the couch, replaced instead by a dark, long sleeved shirt - It was Falcon's, according to Betty - that covered the burns and bandages, "Your roommate told me you were here..."

"Yeah...another sleepless night." She forced a smile and not-so-discreetly shut the tablet off, _'Geez, spider-sense is on the fritz. Never warns me when he's there...'_

An awkward silence settled over the room. Gwen looked down at the table, seemingly determined to avoid making eye contact with the stranger she'd helped. Spider-Man continued to lean against the doorframe, his gaze similarly focusing on anything else but her. She clenched her hands atop the table, biting her lower lip in frustration. She wanted to say something, anything to remove the stifling silence, but her words remained caught in her throat.

What was she supposed to ask? 'Are you a killer'? Yeah, that'd go over real well. Maybe afterwards she could ask him about his secret identity.

"...I should go-"

"You need to rest-"

Another bout of quiet descended before she sighed. She needed to say something now, "You need to rest." She repeated, turning to meet his gaze, "Your injuries are...I'm surprised you can even walk after what you've been through. It wasn't just the burns either; those bruises..."

"Yeah, well, things ain't exactly been easy ever since I got dropped into this madhouse." He gave a wry laugh, "I've only been at this whole thing for a bit, but the closest thing I got to fighting a...what do ya call em? 'Supervillain'? The closest one of those I fought was a freak named Brock, and he didn't last nearly as long..." He had a sound at the back of his throat, "...Either way I can't stay. I looked at the clock, it's a couple hours past noon."

"It's been that long already?" She blinked. Time flied when you're trying to make sense of the nonsensical.

"Yeah...well, I gotta go. I'd pay you for your help, but little miss lightning bolt last night burnt all of my cash to ashes so..."

"I didn't do this for money." She snapped, her tone taking on a harsher tone despite her intentions, _'Her name is Maxine. Not Electro, not little miss lightning bolt...'_ She pursed her lips. Of course she couldn't say that. Gwen Stacy wasn't involved in all that, had no personal stake in what happened to that young woman. She'd already risked a lot trying to patch him up, "...Why do you have to leave anyway? Got an appointment?"

"Pretty much." He said, "It doesn't really involve me, but if I turned my back on it a dumb kid's going to be sleeping with the fishes." He shook his head looked up at the ceiling, "Don't exactly have much choice here. My window's not exactly the widest, so I gotta go even if I really wanna curl up in a bed and sleep for a week straight."

"Someone's in danger?" She asked worriedly, brows furrowing together, "Wh-Who is it? Maybe-"

"Look...Gwen, I appreciate your help but this really doesn't involve you." He interrupted, voice apologetic, "Don't call the police, don't tell anyone that you even saw me. Gabriel tried that and that's why I have to bail his keister outta this mess."

"You're going to do this alone? Are you insane!?" She stood, hands slamming against the table, "You look like you can barely stand! If you-"

"I don't have much choice, do I?" He growled back, glaring at her for a moment before releasing an exhausted breath, "...Look, I'm not exactly thrilled doing this alone but what choice do I have? I don't do this and Gabriel's dead and the 'partner' I got ain't exactly the most reliable if you catch my drift. It's already been a couple of days, it'd be a miracle if he wasn't dead already. I...I have to do this, I owe the kid that much at least."

"Then get help." She pressed, momentarily forgetting that she wasn't wearing her mask, "Call Spider-Woman, call anyone! You go out there alone right now and you're going to get your %^&*$# a$$ kicked!"

"I don't exactly have her telephone number on me." He grunted, "She gave me a number before, but when I tried to use the payphone I didn't get anywhere." He sighed, "Not like I can call her now if I could. Number got burnt along with most of my other things."

Gwen bit her lower lip. This was an insane risk, but... "I have her number." She blurted out, ignoring his (presumed) look of surprise, "I got in trouble a few weeks back and she gave it to me. I could call her, say that I found you and that you needed help."

"You've already done a lot to help me, but..." He shook his head, posture relaxing, "You know what yeah, thanks. I could use all the help I could get here. Just...tell her to meet me at 367 Washington avenue. The bozos running the place should be there by tonight, so we need to meet as soon as she's free. And..." He paused for a moment before continuing, "Thanks for saving by kiester back there. You might not think it's a big deal but ever since I got here it's been one circus to another, so I appreciate it. Any way I can pay you back just tell me."

"Like I said, I didn't do it to get paid." She shrugged, "But hey, if you wanna talk about anything then just come back whenever. I'm sure a superhero doesn't need it, but offer's on the table."

"I...maybe I'll take you up on that, but I have to go now."

He gave a light wave and left without another word, already gone by the time she'd made her way to the living room/bedroom, ' _How does he keep doing that?'_ She picked up her backpack and stared at the multi-colored costume inside. He was right: Gwen Stacy couldn't help him deal what whatever shit he was neck-deep in, but Spider-Woman could. He wouldn't explain himself to 'her', but he would to 'her' if she asked him.

 _'Well, Gwen, time to find some answers.'_

* * *

 **Done. This chapter went on way longer than I thought, but it is what it is. Either way I wanted Noir and Gwen to share some interaction that didn't end with the former leaving early because he didn't like the latter's moralizing. We'll probably get more of that later because heroes are well-known for acting differently in-costume, but right now I wanted it to be civil :)**

 **As for a question I suppose I could ask this: What are your thoughts on adding zany hero characters or at the very least C-list ones? I just read through Spider-Man: Tangled Web and I have to admit I fell in love with the character of Frog-Man: The loser son of a criminal who tries to make something of his life. His 'powers' are crappy, his costume is even worse, but he's endearing despite it all. Likewise I thought of adding Howard the Duck, especially since he'd probably get along with Noir due to similar circumstances of being cynical private detectives trapped in a dimension they don't belong in.**

 **I thought it was appropriate given the disproportionate number of C-list villains so far, and it doesn't really clash with the overall theme as much since I'm only planning to put in one or two zany hero characters in comparison to the more competent heroes/vigilantes. I thought it would add some levity to the story and show the characters being less grim during the serious segments.**

 **Also, generally speaking, do you agree with Noir's actions in killing Maxine or Gwen in believing that there was another way? The argument is shown more in-depth in the next chapter so I'm curious what you guys think given that Thou Shalt not Kill is one of the things that define most Marvel heroes not named Punisher and Black Widow.**

 **Rook435 - Some Spider-Totem's have killed, though yes it is rare. Hell most of Superior Spider-Man's team in Spider-Verse was made of killers with only Six-Armed Spidey and Spider-Monkey being definite exceptions.**

 **Mingyu - To be fair to Falcon she wasn't supposed to be there, so reading up on her profile shouldn't have been needed. As for Noir killing Electro, well you can already see how the media's portraying it: Marvel citizens are absolute dicks to heroes/vigilantes no matter how they try to solve the problem. If he didn't kill her you'd bed that they would complain he was too lenient to her.**

 **NewWorlds - I read the Spidey, Luke Cage, Daredevil and I'm reading Punisher Noir now; no plans for Iron man since I don't really like him. Also, Noir Spiderman hasn't ran into Noir Mysterio yet, and Earth-65 Mysterio uses some kind of variation of Fear Gas during his appearance in Spider-Gwen so he's definitely more menacing for both him and Gwen.**

 **Redentor - I suppose, though we can't forget that for all his posturing and acting harder than he is Noir's still a teenager/young man. He can't completely block his problems out forever, and given that he's going to be staying in Earth-65 for the foreseeable chapters there's going to be some point where the facade cracks. It's not like it's shameful to do so either: He cried when Urich died and when Robbie got lobotomized, so he's not an automaton.**


	11. ---If the name fits

Three days...

Peter sat atop the wall covering the edges of the roof, hands brushing against the surface of the shirt blanketing his wounds, "Ah..." He winced and let the fingers lie, feeling the bandages through the fabric. He was no stranger to pain, especially not since the Spider-God had granted him his abilities, but he had to admit being burned by a dame covered in lightning was definitely something new. If- When he got home it was going to be a relief to face the typewriters and revolvers again; back to the dangers he could understand and deal with. At least those made sense, they didn't...

Didn't turn people to ash...

Gritting his teeth, he shook his head and tried to remove the image from his mind. He'd seen horrible things, seen his Uncle's mutilated body fresh after Toomes' meal and what Osborn looked like under that flesh mask of his. He'd seen horrible things, dealt with them and then moved on. Dwelling on it didn't do him any favors so he learned to just keep it under wraps, lock it away in a dark place and never look back.

...So why in the hell couldn't he stop thinking about it?

Maybe cause he considered it his own damn fault? _'Not everything's about you, Parker. No need to get a messiah complex...'_ He scoffed. There was nothing he coulda done; wasn't his damn fault that little miss lightning bolt decided to give a middle finger to physics more than he and Spider-Woman died, _'Energy can neither be created nor destroyed...least that's what I used to think. Guess you just needed to be a twisted enough dame to decide it don't apply to you...'_

Three God damned days...

Three days in this madhouse - the _future_ , he reminded himself bitterly - and he'd seen enough things that would make anyone back home lose their minds...or brown their trousers; most likely both. What the hell did it say when sex trafficking was the most normal thing on that list? A Blue-skinned Russian in a dynamo suit, a human Gorilla, a blockhead who could shrug off bullets, another fink with extendo legs and finally that crazy broad who could have given Xavier and his little group of sociopaths a run for their money on the crazy department. Compared to those freakshows those human refuse selling girls like animals were almost comforting.

Almost.

 _'Speaking of freakshows...'_ The barely audible crunch of footsteps came from behind and he turned, catching sight of Spider-Woman walking towards him, _'Here comes one of the biggest ones here...'_ He sighed. He had nothing against her - not really at least - but he didn't exactly like seeing her either. Bad enough that this was supposed to be the future. If the only line of defense these people had was one dame with powers then he had to wonder how New York was still standing. Say what he would about home, but the criminals there ate bullets just like everyone else.

Oh, and she might have murdered 'him' if Jameson was any indication.

 _'Yeah, right, broad could barely kneecap a guy who tried to kill her and I'm supposed to buy that she killed some me- some innocent kid?'_ He rolled his eyes discreetly. He doubted she even knew the Peter Parker from this madhouse. Probably a smear job, he'd been on the end of more than a few. Someone with a mask was easy to frame; not like they could go to the local constables and explain their situation. Even after Jameson 'came back from the dead' and redacted Chameleon's rumor mongering there were still people who looked at him like he was a goddamned psychopath.

"You made it." He swung his legs around and stood up shakily, pointedly ignoring the searing rush of pain that came at the movement, _'Suck it up you big baby.'_ He frowned. The wounds would heal soon enough; better with rest but he didn't exactly have the luxury of time here, "Gwen tell you what was happening? I didn't give much details..." He muttered. Maybe it was paranoid, but his gut had never...almost never done him wrong before.

Besides, if she was anything like Gwen Stacy back home it was better she didn't know the grisly details.

Her response wasn't exactly what he expected, "Saw you on the news." She crossed her arms, expression unreadable underneath the pale mask, "They're...saying a lot of things about you, not all of them good."

"That supposed to mean something to me?" He raised an eyebrow. The news always had mixed things to say: Negro World praised him for his actions in Ellis Island, the Bugle ignored him while others alternated between calling him a force of good to an escaped freakshow with delusions of grandeur. He'd learned to stop caring, and neither did the people who bought the damn things; they didn't care about a story where a man hanged himself to escape his family's debts, why would they care about a masked lunatic beating up on criminals?

"I dunno, you tell me." She asked back.

"Cut the circus act." He snapped back, "I'm not in the mood for twenty questions so either you say what you mean or you stop cause I'm not playing this game." Being near her...it just seemed to flare his temper despite his attempts otherwise, _'She didn't kill you...'_ He reminded himself forcefully. She didn't kill that kid either. He was being damned paranoid for nothing...well, even more than usual.

"Fine, just have one question: Did you kill Maxine?"

"...That name supposed to mean something to me?" His eyes narrowed. He didn't know her very well, but he could tell voices easily enough. And what she sounded like spoke volumes: Barely restrained irritation, a tone of judgement and that accusatory push that tried to make someone feel guilty, _'Just like Gwen back home...'_ God, her damn lectures were still at the back of his head. Bad enough Aunt May dressed him down once, dealing with the socialite's judgement wasn't something he needed.

Rather than verbally respond she pulled a small rectangle - a cellphone, he found that out earlier - and practically shoved it in his face. The 'video' playing on the surface was enough to morph his expression into a scowl, "Get that out of my face..." He snapped, though she made no move to respond.

"I'm...I'm sorry-"

*Bang* *Bang*

His hand lashed out and grabbed her wrist, though she refused to budge, _'Right, forgot she could lift a damn truck for a second there...'_ Even through the mask and bandages she must have been able to hear his shallow breaths. He prided himself on keeping his emotions in check, but the images flashing on the screen did little to assuage his nerves, "...If you're trying to make me mad it's working."

"Her name was Maxine." Mercifully she finally stuffed the phone back in her pack, her gaze never leaving him, "...You killed her. All the news outlets are talking about it. Half are calling you a hero, the other half's saying you were out of line and that you're a murderer."

"If you knew that then what the hell was the point of asking?" He bit back, "What, you wanted me to say that I didn't do it? That I didn't kill that sick twist?" Fingers twitching, he resisted the urge to make a vulgar gesture as another rush of pain covered his chest, "What's it matter to you anyway? I only got involved cause you weren't there. Aren't these 'supervillains' your job? Where the hell were you?"

"She wasn't..." She paused to take a deep breath before continuing, "She wasn't a supervillain, she was..." He saw the her hands clench into fists, feet tapping in a chaotic rhythm, "Maxine was innocent. Some bastards tortured her, turned her into that...that you know what. I met her earlier, both when she was still human and just after she got turned. She didn't deserve-"

"Deserve to die?" He cut in, cutting off what was no doubt supposed to be a heartwarming plea for innocence and redemption, "Tell me something: Did those innocent people deserve to die? Did those firemen deserve to be _tortured_ just because they tried to stop her and help me?" He snarled, his voice coming out in a hoarse whisper, "Did any of them deserve all the horrific things she did? Answer me that."

"It wasn't her fault! She was-"

"She burned someone to _ash_ right in front of me! Is that innocent!? Does that sound like someone who deserves to be handled with the damn kids gloves!?" He clicked his tongue and turned away from her, looking down at the warehouse. Anything to not have to look at her damned face, "You weren't there...innocent people died and they died horribly. Did the news talk about that? Did those firemen who saved me make front page news or was it just that freak and everyone arguing about whether the 'innocent little girl' deserved to die or not?"

An uncomfortable silence settled over the roof, broken only by the sound of the occasional car horn honking in the distance. Why was he even here? He'd only waited for her because his unlikely rescuer insisted but the second she got here she was already getting on his case. First with Vodkalky then with the guy with extendo legs. If she had a problem with how he did things then fine, that was on her.

He didn't ask to be dropped in this madhouse, didn't ask to get involved in the crazy nonsense that stunk up the city that was supposed to be his home decades from now, and he sure as hell didn't have to stand here listening like a damn kid being scolded by their parents. He had more important things to do; like making sure Gabriel wasn't sleeping with the fishes.

He was about to jump down before he heard a cough from behind.

"...It wasn't her fault." She repeated, though her voice was softer than before, "Look...you're right, I wasn't there and I have no idea what really happened, but..." He heard her take a step forward, felt the hand touching his shoulder in what he could only assume was meant to be an apologetic gesture, "You have to know she wasn't responsible for it, not truly at least. It was the fault of those people who...who made her like that."

"Is that supposed to make me feel better?" He shrugged off her hand, "I killed her because I had to, because if she got back up after everything I threw at her I was going to die and so were the other innocent people around me. Am I supposed to feel guilty? Have some grand revelation because she 'wasn't responsible' for her actions?" His hands gripped the top of the wall, his grip shaky, "If you could've done better then that's on you. I'm not here to play the saint."

"She could have been cured."

"And she could have killed more people." He replied, tone even, "She 'could' have been a lot of things. Innocent, guilty...she was dangerous. Maybe you could have stopped her, finished it before she hurt anyone else, but I'm not like you. I ain't built to fight these freakshows like you are. If you could have 'saved' her then I wouldn't complain, but you weren't there and I had to deal with it."

"Maybe..."

Peter shook his head and let out a tired sigh. Working with Daredevil was easier than this: Sure the 'Devil of Hell's Kitchen' wasn't someone he would invite for dinner with the family but at least he wasn't sitting on some damned high horse. Killing was something they both did, but it wasn't something they did lightly...at least not anymore. Sometimes people had to die for others to live. That was how the world worked whether they liked it or not.

"One last thing." She prodded, causing him to let out another sigh. She was pushing on his last nerve, "If...If you knew Maxine was innocent, would you have still done what you did?"

"Depends. If helping her meant letting more people get hurt would you have done it?"

The ensuing silence was all the answer he needed, "We're wasting time here." He said, jumping atop the wall and searching for the nearest pole to jump to. The goombas outside were alert, patrolling in pairs with their guns at the ready. They were definitely expecting someone, "The idiots down there are expecting company. Must have something to hide..."

"How do you wanna do this?" She asked, looking over the edge herself, "I take the ones on the left and you take the ones on the right? There's like ten of em, so that's five each." She eyed him warily, lingering on the bandages peeking through the collar of the shirt, "You're injured, right? You can wait here if you want, this shouldn't be much of a problem."

"How about we don't run in there screaming?" He pulled his coat tighter to himself, blocking the bandages from view. Last thing he needed was a pity party, "I'll go on ahead, pick them off one by one. If we can do this without em alerting everyone inside all the better." He looked her up and down, "...Better you stay here. I know you can fight, but that costume ain't exactly subtle." He was surprised he could hear her over how loud the damn thing was...

"Says the guy in a trenchcoat..." She grumbled, arms crossed.

Ignoring the barb, he jumped to the nearest lightpole and balanced precariously, _'Damn it...'_ He grit his teeth as his chest burned, his breath catching in his throat, _'Should've gotten some painkillers first...'_ Well, nothing he could do about it now, he supposed. He could rest easy once he was sure Gabriel was safe and those weapons were 50 feet under. Until then he would deal with little miss lightning bolt's souvenirs.

He landed on the roof first, webbing the two overlooking sentries to the surface with a quick slam and a flick of the wrist, _'Hope no one heard that...'_ He debated briefly on whether to grab their typewriters before deciding against it. He didn't want to risk alerting anyone else by firing...and to be honest the damn thing didn't look like any gun he ever saw. At least Hammerhead's brunos carried Tommy Guns.

The next two fell easily enough. Spider-Man made sure to web their mouths shut before knocking them out, tapping on the wall to attract the attention of another foursome, _'Pushing it a bit, but this ain't exactly happy hour.'_ He pressed himself closer against the wall, ignoring every instinct telling him that he was rushing in like a headless chicken. He just needed to take them all out, then the last two would be a cakewalk.

They were barely around the corner before he pounced, webbing three of them to the floor and smashing the last one against the concrete with a little more force than necessary. He couldn't deny that it was cathartic, especially after all the applesauce he'd had to deal with the past day. At least these goombas could be hurt without dropping an entire water tower on top of them.

 _'Two left...'_ He looked around briefly before jumping atop a stack of crates, climbing up to the roof again. The last two should have been patrolling on the other side, all he had to do was take them out and everything would be clear.

Leaning over the edge, he caught sight of the two rounding the corner, their postures just barely relaxed, _'Huh...guess they didn't hear me.'_ He moved to the side and clenched his hands. Go up behind and tie them together, simple enough-

 _"No...no...no...leave me...alone...!"_

The pain in his chest flared and he found it difficult to breath, _'Damn it, not now!'_ He tried to force himself back, but his legs refused to cooperate. Gasping out a choking breath, he found himself falling over the border of the roof and landing painfully on his side with a dull thud, "Agh..." He hissed. Pained tears escaped despite his best efforts and he couldn't find the strength to push himself up even though the two brunos turned back to look at the sudden crash, guns raised at the sight of him crumpled on the ground like a damn infant.

 _"Oh no you don't! You tried to hurt my friends!"_

They never got the chance to do anything. Before they could take another step Spider-Woman landed from above, both feet smashing against their backs and forcing them onto the ground, "Two on one, guys? Whatever happened to playing fair?" She curled her ring and middle finger, but the expected burst of webbing never came, "Shit, I forgot..." She sighed and aimed a kick at the back of both their heads, knocking them unconscious.

"Well, that was anti-climactic." She stepped off them and walked towards him, offering a hand up once he got close enough, "You okay there, pal? Looked like a nasty fall..." She forced a wry laugh. Trying to lighten the mood maybe? "Come on, it ain't over yet."

 _"This isn't over until I say it is!"_

"I'm fine..." He ignored the offered hand and pushed himself up, coughing and trying to regain his breath. Everything was screaming at him to get away from her, but he ignored it. Beggars couldn't be choosers and he needed help, "Let's get inside..."

He took another step and would have tripped if not for her rushing to balance him, "Woah there, I don't think you're doing much of anything at this rate." He felt a shiver go down his spine at her touch; Like when he was being choked by Brock... "Listen, if you wanna go in there then you can't pull that lone wolf crap anymore. I'll take the lead, you follow behind. Sound fair?"

"...Yeah, sounds good."

* * *

He wished he could say that he didn't feel like a useless fink when they got in there, but he would've been lying to himself. His injuries were getting worse; he could feel the skin tearing when jumped and punched, the urge to vomit getting worse every time he smashed another goon against the wall. There was a reason he went back to Felicia's after Sandman nearly caved his face in, much as he regretted doing so once he saw the atrocities on Ellis Island.

But Spider-Woman...she made it look easy. She'd warned him that her 'web-shooters' - whatever in the hell they were - were busted and with a friend so she might not have been as effective as she could.

Well, considering she didn't seem to have a problem going over their heads like she was playing hopscotch he had his doubts on that.

It was almost like child's play for her: Knock a goomba out, dodge whatever weapons and bullets they threw at her, then make a quip without missing a beat. How long had she been doing this, he wondered. She was no amateur, he gave her that, and she could easily match Daredevil, Cage and even Castelione with how simple she made it all appear. All the flips, pirouettes and jokes...

Maybe if he had her help he wouldn't have screwed up so bad...

He smacked the butt of the gun against the last palooka's face before panting, leaning against the wall and closing his eyes to shake off the dizziness he felt. Whoever they were - they sounded Russian, or at least that's what he could gather from all the _'suka_ and _otva 'li_ they were throwing around - they came in numbers. They were expecting them, that much was clear. Most deals like this tended to be low-key, not packed to the gills with Russians in suits.

"Fuck, you see this?" She gestured to the assorted pile of drugs littering the table at the center. He could see nose candy and floor polish along with whatever the hell else people discovered in the 8 decades he'd been out covering every inch of the space, "This is big, way bigger than slinging some bags on the corner." She reached a hand out to before thinking better of it, "Police will want to see this. These guys are going away for a long fucking time."

"See any morphine in that pile?" He asked. God, the burns were getting worse. The creams must have finally worn off...

"Uh..." She scanned the table and shook her head, "No, sorry, just hard drugs here." She crossed her arms and muttered something under her breath, "How'd you find out about this place anyway? Doubt random dealers knew this was going down."

"Wasn't intentional, believe me. I'm here looking for someone else." He frowned. Even at first glance this place was obviously for manufacturing, not somewhere someone would be held, _'Wasn't this supposed to be a safehouse?'_ He wondered. Either Castle was lied to or that blockhead was so damn greedy that he used whatever he could grab hold of to get money. Pragmatic, but there was that metaphor about slipping sand that came to mind...

"Well, either way we did good here." She pulled out her 'cellphone' and tapped something into the buttons, "We can call the police here and get these guys in jail before the night's over."

A burst of movement on the overview above caught his attention, "Not just yet..." Ignoring her questioning gaze he made his way up the stairs and trudged to the darkened room, once again hearing the scraping of what sounded like scuffling footsteps, "Looks like someone sat the party out..." He grasped the doorknob and wasn't even surprised to find it locked.

Time to do this the hard way.

Kicking the door down, he was rewarded by the scream of the suit wearing weasel bumping against the low table and falling flat on his keister, "St-Stay away from me!" He pointed a pistol at him, but he was faster. Ignoring the searing burns for a moment he charged into the room and stomped on his hand, shoving away the gun before he could make another feeble grab for it.

Grabbing him by the neck, he hoisted him up and slammed him against the table, "Where's Gabriel!?" He snarled, his grip hard enough to make the guy choke, "You have to know where he is, so talk!"

"I...I dunno what you're talking about!" He yelled back, the accented English doing little to calm his irritation, "I...I only manager, no idea what is going on!" He explained desperately, hands slapping against his arms in a feeble gesture of surrender, "L-Look, I have lots of money, lots of drugs! You let me go and you never see me again, okay? No looking back, no hard feelings. Sound good?"

He was lying, he could feel it blaring at the back of his head. He knew where Gabriel was, "Not good." He forced him up and slammed him against the window till it cracked, "Tell me where he is!" He slammed him again, causing blood to splatter on the clear surface.

"N-No, please-"

"What are you doing!?" He turned and glowered at Spider-Woman. The 'superhero' was frozen at the door, looking for all the world like a deer in the headlights. He could see her hands shaking, balling into fists like she was getting ready for a fight. Were they going to have a repeat with what happened with Vodkalky? If so he really wasn't in the mood for it, "Are we really doing this again!? You're-"

"Getting answers." He grunted and slid the cracked window open, forcing his upper body over the edge, "This greaseball knows where Gabriel is and I'm going to break every damn bone in his body till he tells me where!"

"God damn it, we're not doing this again!" She grabbed his arm and pulled with one hand, pulling the pathetic half portion back onto stable ground with the other, "There has to be another way, I told you already!"

"What other way?" He pushed her off and scowled, "Gabriel's been with them for _two days_ at this point! You know how long stoolies usually last when the mob gets a hold of em?" He shook his head and sucked in a pained breath through his teeth, "Are you going to tell me this piece of garbage's life is worth more than someone who tried to do the right thing? That Gabriel should die because you're too scared to rough this bastard up?"

"No one has to get tortured or die! There's always another way-"

"Are you talking about this or that Maxine girl?" He spat, causing her to recoil as if she'd been punched, "You can't save everyone, Spider-Woman...if you try to get everything you're just going to end up with nothing."

 _"Oh my God, Peter...I...I didn't know it was..."_

"That isn't..."

"I don't know any Gabriel..." The greaseball spoke up, cutting them off both before they could devolve into another argument, "Hammerhead told me to expect trouble...but not superheroes." He sucked in a pained breath, "He said...said to expect old man with guns, not Spider-People..."

 _'Must be talking about Castle...'_ Ignoring Spider-Woman, he knelt in front of him and forced his head to meet his gaze, "Why? What was he looking for?" He told him that he had his own stakes on this, and he'd seen that unbridled rage enough times to know it must have been personal. This wasn't some drug bust or because he wanted to arrest a criminal, he must have had more of an involvement than that.

"His...Hammerhead took his family...that's why..."

He wanted to say he was surprised, but the answer was all too typical for him to think otherwise. Exhaling a fatigued breath, he grabbed the older man's jaw and squeezed, "Right, this is how it's going to go down. My partner here doesn't like to hurt people needlessly, but I don't share her restraint so here's what we're going to do: You're going to tell me where Hammerhead and that family is because if you don't I'm going to throw you out that window again and again until all your limbs are useless till the day you die. Do you understand me?"

"Y-Yes..."

"Good, now start talking."

* * *

He confessed after that; he was practically singing a choir all by himself - An address, all the operations he knew about, bribes, promises to turn over a new leaf: Anything to make him sound like he didn't deserve a bullet in the brain. Peter let him talk, let him ramble whatever he could and saving it for later. Hammerhead was the main objective, but who knew...maybe the rest of his confession could prove useful later. He didn't get this far without knowing how valuable a few words could be, after all.

The boys in blue were nearly there by the time they left, leaving that sucker tied and gagged next to the table full of drugs. Coppers would take him and his whole gang and place him under arrest; and if anyone got any bright ideas of paying them off for an 'early pardon' he was going to be there and they were going to wish they stayed in the slammer-

 _'What the hell am I thinking?'_ He scoffed. He wasn't going to be here because he was going to be home, back where things made sense and no one but the socialites on their gated buildings and parties judged him for being 'no better' than the criminals he fought against.

They left the building and made their way to the docks in total silence, the sound of sirens echoing from behind. Spider-Woman hadn't said a single word since they got the information and, while he found the quiet relieving, it was also disconcerting. He didn't know her very long but from what he managed to gather she was one of those motor mouths, someone who didn't shut up even when you tried to tell em to.

So her not saying a damned word wasn't quite the reprieve he was looking for.

He walked across the rooftop of their rendezvous, eyeing the eerily quiet 'superhero', _'Guess this is where we go our separate ways...'_ He doubted she was going to strick around much longer; hell he was surprised she'd even followed him here.

He looked to the city's bright lights. He and Castle had agreed to meet at the docks to share their findings, but he still wasn't here. He already knew where Hammerhead was going to be - 852 Theodore Roosevelt Road - so he didn't really _need_ him per se, although...his injuries meant he wasn't exactly in tip top shape and without Spider-Woman to carry him he could use all the help he could...

...And hell, Peter guessed he deserved to get his family back with his own two hands. God knew he'd want the same thing in his shoes.

"...You didn't have to go that far." She spoke up, "Maybe try asking first before you start beating people?"

"I've been at this for a year now, fear or money are the only things they get. And do I look like I'm swimming in long green to you?" He asked rhetorically, internally laughing at the idea of it. Would any rich man go out on the streets night after night and 'dirty' his hands with the mud and blood? Nah...they'd just pay someone to do it while bragging to their high society friends about how much of a 'humanitarian' they were. They didn't want to see poverty; to them it was just something to throw money at to make themselves look better than they were.

The only exception was Captain Stacy, and after what happened with Brock...

"Just keep in mind that there actually _are_ other options in the future besides breaking arms, Darkman." She chided, her voice regaining its usual volume. Was there nothing that brought this girl down, he wondered, "What happened to Maxine was...it was fucking shitshow, and I'd rather it doesn't happen again. You need to...just calm down next time, alright? Acting like Jake Bower is cool on TV, but not when it's in real life, you get me?"

"All I'm hearing is another lecture..." He muttered.

"Hey, I don't like playing the role of preachy schoolteacher any more than you do but you really need to start cooling your jets. I'm worried about you..."

"Worried about me?" He couldn't stop his face from morphing into a scowl, "Lady, you don't even know me. You take off this mask and all you'll see is a stranger. Why in the hell would you even give a rat's ass about me?"

"Because I do think you're trying to do the right thing. " She answered, her voice leaving no room for argument, "Your motivations are good, anyone can see that, you're just...rough around the edges." She shrugged, "I'm not exactly a professional myself, but I know what it's like to be out here day after day doing what we do. Let me help you, at least let me show you that there's more to this than just fucking people up and leaving them coughing up their teeth by the time the police get there."

"...I don't think-"

"What the hell is this?" His head snapped to the other side of the roof and he found Castle walking slowly towards them...both hands aiming a pistol at Spider-Woman. His face, bloody and injured as it was, was set in an ugly scowl as his finger lingered on the trigger, "Is this supposed to be some kind of joke?"

"Castle, what are you-"

"What the- What the fuck are you doing here!?" Spider-Woman yelled, hands clenching into fists. Whatever calm she had was replaced by barely hidden anger, "You here for round two, asshole!? Cause I'll kick your fucking ass right here if you want it!"

"Spider-Woman, what the hell-"

"You deserve to be in prison, you freak." Castle spat, his tone venomous, "Just because your father abandoned his job didn't mean I was going to." His mouth parted, exposing bloodied teeth, "You're a murderer, you should be behind bars."

"Oh yeah, big words coming from the guy who put poisonous snakes in my house!" She hissed, 'eyes' narrowed dangerously, "You wanna look at a murderer, you bastard!? Look in the fucking mirror! I read up on your file: MVP in Tony Stark's PMC, right? Wonder how many villages you had to burn down to get that extra paycheck. No wonder your family left your deranged ass. They probably knew they weren't safe around a fucking psychopath!"

"Enough!" Peter screamed, getting in-between them before...whatever the hell this was could escalate even more, "I don't know what the hell your problem is either of you, but this is _not_ helping anyone! You get into a fight here and no one's going to stop Hammerhead!" God, why the hell did this always happen? Bad enough he couldn't trust either of them but now they were at each other's throats too?

"Why the fuck is _he_ here!?" She turned to him now, "You said you were going to meet someone; I didn't realize it was going to be this asshole!"

"For once I agree. Why the hell did you bring her? She's a damn criminal..."

"None of us are wearing badges, so as far as I can see we're all criminals here." He looked at them both in turn, "We need to work together. I'm not asking you to like each other, but we can't shoot each other till that blockhead's in prison."

"Why the hell should I-"

"Because I'm the one who knows where your family is!"

That did the trick. He saw Castle's eyes widen for a split second before his expression morphed into a sneer - Still, he saw his hands wavering and the gun lower by a few inches, so it was god enough for him. It almost never failed: Make someone forget about something they hated by dangling something they loved right in front of them. Even Fisk cracked when he and Daredevil had done it.

"...Where are they?"

"Not until we all agree to not stab each other in the back." He gave a pointed look at Spider-Woman, "I don't know what he did, but whatever it was you can deal with it later. There's too much on the line for a little grudge match."

"It's more than a 'little grudge match'..." She glared at Castle, "You need to pick your friends better. You can't trust-"

Spider-sense.

He barely saw the blur of something circular spinning in the air before it collided with the back of Castle's head, knocking his impromptu 'ally' unconscious before he could shout a warning, "Someone followed us!" He ran to Castle's side and inspected the wound, noting with slight relief that nothing seemed to have been severely damaged. Good, the last thing he needed was him cracking his skull open, "Spider-Woman, you-"

"She's not going anywhere."

A figure jumped from the adjacent rooftop and Peter wasn't even surprised to find it was another dame dressed like a clown: A Negro twist dressed in a uniform that wouldn't look out of place on a propaganda poster; the colors of red, white and blue splattered across her body like she was a walking flag. In her right arm she held a shield, the same thing that took Castle to dreamland.

Spider-Woman...just stood there, looking between him and her like it was a damn broadway show.

"Spider-Woman, are you alright?" The flag-wearing dame asked, receiving a confused nod from the masked heroine, "Good. I've been tracking Castle's movements all day; I should've known he'd come back to attack you."

"I don't think he was-"

"What the hell is going on?" Spider-Man interrupted, his grip on Castle tightening. His spider-sense was blaring at the back of his head, screaming at him to run, "Who in the hell are you and why did you attack us?"

"What's going on is that you're holding onto someone wanted by the police and has already attacked Spider-Woman in the past." She answered. The way she answered it was easy enough to peg what she was supposed to be; some kind of agent or soldier. He'd never heard of a dame being anything more than a nurse in the army, but eight decades passed. For all he knew the president was a woman now.

He could still feel the low thrumming at the back of his head as she drew closer.

"...Something tells me he's not the only one you want."

"You'd be correct on that." She nodded, lips pursing slightly, "I heard about you from Hawkeye. You're the reason that warehouse got blown up and I saw you on the news killing one of S.I.L.K.'s test subjects. I dunno what your reasons are for getting involved, but I'm gonna have to ask you to come in for questioning."

 _'Questioning...right.'_ What she meant by that was dumping him in a cell and interrogating him till she got bored. Call him paranoid but he'd grown a dislike for government types ever since Urich 'opened his eyes' that night at the Black Cat. Even on the off-chance she was fully on the up and up he didn't need any more delays. He'd nearly missed his appointment cause of little miss lightning bolt's forced detour.

So either he cooperated like a good little boy or he told her exactly where she could shove that warrant of hers. Picking between the lesser evils again...

He waited till she was close before he released a burst of webbing, covering her arms and legs before she could defend herself. He heard her scream something towards Spider-Woman, but he didn't care. He grabbed Castle and jumped, ignoring the growing pain in his chest and legs due to the added weight. He was going to cripple himself at the rate he was going...

 _'You better be worth it...'_ He grimaced. He couldn't trust either of them, but Castle had a personal stake in all this that Spider-Woman didn't have. He would have preferred not making an enemy with someone who had a badge, but he did a lot of thing he didn't want ever since he'd been bitten. Uncle Ben had always told him that the right thing was never the easy thing, though he probably didn't mean it like this...

He crashed through the open window of the closest abandoned building and set Castle down against the wall, slapping him awake as quickly as he could. He didn't know how much time he had before Spider-Woman and stars-and-stripes caught up to them so it was best he didn't waste time.

Eventually the older man's eyes fluttered open, a pained groan escaping parted lips, "Wh-What-"

"Shut up and listen." He looked back at the window briefly before turning back to him, "852 Theodore Roosevelt Road, there's where Hammerhead is and that's where your family's supposed to be. Stoolie who talked said he likes to work em over himself..." He tried to get the images of _that_ out of his head, "When you get there you find a kid called Gabriel and you save him, you hear me? Your family's not the only one in danger."

"What are you..."

"Just shut your mouth and promise." Peter hissed, only relenting when he finally nodded, "Good...you better make damn sure he makes it out of there." He sighed, moving to stand, "Go, try to see if you can find a way out of here. Spider-Woman and some dame wearing a flag is after you...after us now, I guess. We gotta split up: I'll go on the roof, you go on the streets. That way at least one of us can make it outta here."

"...Got it."

He didn't bother saying anything else. Taking a deep breath, he jumped to the adjacent roof and ran to where Hammerhead's last safehouse was supposed to be. Either he or Castle made it out; either way someone had to be left to finish this.

It didn't take long for his spider-sense to blare again. Following his instincts, he ducked under the spinning shield coming from his side and ejected a burst of webbing, covering the piece of metal with a thick coating of black silk before smashing it against the ground. The surface of the roof crack at the impact, but it was easy to see that the damn thing looked almost untouched.

"Not bad, kid."

Peter panted and glared as the woman landed in front of him, fists raised in a combat stance, "...You really wanna get into a fight?" He didn't like punching soldiers, even if they were dressed like clowns, but he'd do it if she kept pushing.

The smirk she had on her face did nothing to help his nerves, "...No, I think I'll let her handle it."

An impact at the back of his head forced him against the ground and he found his consciousness fading. Just barely he saw Spider-Woman land before kneeling in front of him, mumbling something he couldn't make out, _'...Should've followed my gut...knew I couldn't trust her...'_

 _"Oh, God...Peter...I'm so sorry."_

* * *

Gwen couldn't help but feel bad as she watched Cap remove his tattered trenchcoat, running her hand through the sleeves and insides and searching for any hidden weaponry, _'It's not your fault he ran away like a crazy person...'_ She reassured herself. She knew Cap could come off as...rough - hell, their first meeting wasn't exactly a bed of roses either - but resisting a warrant from S.H.I.E.L.D was crazy.

It was also the same thing she did just a few months ago...

"Something wrong, Cap?" She asked, fiddling with her newly returned webshooters. She had to admit it was almost scary how lacking she felt without them on her, "You've been pawing at that thing for a while now.

"Can't find his webshooters." The older woman muttered, dropping the trenchcoat with a sigh, "Maybe they're woven into the fabric, wouldn't be the first time I've seen nanite technology." She knelt down in front of his sitting, unconscious form and checked over the bindings again, "Nothing on his wrists...but the Vibranium should be enough to keep him from getting any bright ideas either way."

"Right..." She remembered getting slapped with those cuffs. Running home to her dad and begging him to pick the lock because she was under arrest by Captain America was definitely one of the low points of her superheroing career; just barely above Bodega Bandit getting a lucky hit in because she wasn't paying attention or Stilt-Man managing to get away with his loot.

She watched her remove his gloves next, placing his fingers on top of some kind of wide-screen device, "What's that?"

"Fingerprint scanner, I'm going to see if I can find a match anywhere. I'm not sure if he has a criminal record, so looking everywhere is the best bet. Who knows, maybe he's a resident New Yorker."

"H-Hey, maybe that's going a bit too far. His secret identity's-"

"Not in any danger from us, Gwen." She replied gently, once again using her real name, "I can see why he panicked, but the facts speak for themselves. Given what we just found out about S.I.L.K it's not impossible that he received his abilities from them. He _did_ show up the same time as they did." She nodded and stood as the fingerprints were fully processed, "Maybe if we do this we can find a lead, track them down and make sure there's no more unnecessary...what the hell?"

Gwen leaned over the other hero's shoulder and found herself stiffening, feeling like her blood froze over as she caught sight of the results displayed on the screen.

"Peter Benjamin Parker, full match..."

 _'That's...impossible.'_ She took a step back, her breath shaky as she read the results aloud once more, "Peter Benjamin Parker...that...that has to be a glitch, right...?" She looked at the older woman, her voice frantic, but Cap just continued to look at the screen without saying a word, "Cap, if you're trying to pull a joke then this really isn't funny! It...It's a mistake, isn't it!?"

"I...this has never been wrong before." She mumbled back, "Maybe...Maybe he changed his fingerprints with surgery, but then why would it show up as Parker's? It should have been unreadable..."

 _'No %^ &*$# way it's true!'_ She pulled the tattered mask off his face, fingers peeling the bandages soon after in a rush. Peter was dead; they'd buried him in that cemetary, they'd cried at his funeral, she'd kept his transformation into the Lizard for two years. There was no way he was alive, no way that he'd just...faked his death and hid from them, his family, for so long. There had to be another explanation, there had to-

Her breath caught in her throat as she pulled off the last of the bandages, exposing the face underneath.

His features were marred with a shallow bruises and cuts, but the face was unmistakable, "P...Peter...?" She took a step back, head shaking and eyes shut tight. He looked different...older...but it was _him,_ "That's...there's no way...he's supposed to be..." A lizard? Dead? What? She didn't know anymore. She knew he was dead, she saw his body in that coffin when they lowered it, there had to be a reason for all of this.

She was so busy trying to think of explanations that she didn't see his eyes open, didn't see him pull his middle and ring finger back before it was too late.

The webbing covered the entirety of her body up til her neck with Cap faring no better. She saw him turn and run, making his way to the edge of the roof, _'No, damn it!'_ Running on instinct she punched a hand through the netting and released a line of webbing aimed at his back, "I need answers, you're not just going to run away, you hear me! You're not just going to-"

The web snagged against his shoulder and he tripped, nearly falling on his back. He turned back to look at her, his expression desperate, and she found her grip weakening. _'Peter...'_ Her hold on the webbing loosened and she let go, watching helplessly as he jumped into the adjacent roof before disappearing from sight.

* * *

Damn it, damn it, damn it!

Peter ran into the alley, ignoring the biting chill of the winter winds as they buffeted against him. Just when he thought things couldn't get any worse now stars and strips and Spider-Woman had seen his face, "Son of a bitch..." Maybe it didn't matter, maybe they wouldn't know who he was, but it did nothing to stop the feeling of frustration welling up inside him.

Eventually he stopped, leaning against the wall of the alley, his breath ragged. He'd gotten away from them, but for how long? Castle had likely escaped, but they would give chase soon enough...and without his mask he might as well have painted a target at his back.

Not to mention these damned things...

"What the hell...?" He struggled against the metal cuffs, but they refused to budge. He'd been handcuffed before, but it didn't take much strength to break the thin chains. This thing...it wouldn't bend no matter how much he struggled, "Come on, damn it..."

A peal of laughter echoed across the alley before a raspy voice spoke out, "No use, kid. That stuff's vibranium, you ain't gonna get out of that just by pushing and pulling."

Looking up at the fire escape, he raised an eyebrow at the figure sitting at on top of it: A man, looked maybe a decade or two older than him, wearing a leather jacket with some baggy pants to match. His mouth was curled in an amused smile, fingers playing with a deck of cards better than any dealer he'd seen. Despite the grin his movements were measured, controlled...whether that was a good or bad sign he didn't know.

What really caught his attention, though, was the tattoo of a target covering the entirety of his forehead.

"Who are you...?"

"A friend...well, close enough." He dropped and landed right on front of him, "Saw your fight with Captain Snooty up there, thought I'd lend a hand considering your little...predicament." He gestured to the cuffs binding his wrists together, "Believe me, I've been on the wrong-end of that thing before. S.H.I.E.L.D doesn't take resignations, especially not when you don't agree with their agendas if you catch my drift."

"What the hell are you talking about? Who are you?" His eyes narrowed. He wasn't in the mood for games.

"Woah there, junior, just cause you suck at keeping a secret identity doesn't mean I have to give mine away too!" The stranger laughed, clapping his shoulder like he was an old friend, "But hell, I see your point. You know what, I'll give you a freebie. You can use my codename."

"And that would be...?"

"You can call me Bullseye, kid. And right now I'm the only friend you got."

* * *

 **Well this chapter went on longer than I intended, but I wanted to get the whole unmasking thing over with since this chapter was supposed to be a part of the last one. That and the new Spider-Gwen issue is out, which added some new plot points like Aunt May definitely knowing Gwen is Spider-Woman along with Ben Parker trying to find Spider-Woman for retribution which I can definitely use for later.**

 **As for the last bit: I had three candidates for the 'new ally' scene, those being Matt Murdock, Black Cat or Bullseye. I chose to save the former two for later due to in-character reasons, and because it was way too tempting not to put in a heroic Bullseye to contrast an evil Daredevil. Granted Bullseye's no saint in this world, but neither is Murdock truly irredeemable so I think it balances out. We'll see more of him later.**

 **Question time: Next chapter's going to be another joint one, so whose POV do you guys wanna see through: Gwen or Noir? I wanna try to fit the conclusion with Hammerhead already, so pick wisely if you have a preference :)**

 **Also, for those who kept up with the Spider-Gwen comic or know the gist: How do you guys view Earth-65 Peter Parker? One thing I found was that he basically suffers 'Gwen Stacy Syndrome' and in-universe people seem to remember them only for their deaths and treat them like they were truly innocent and flawless, which is jarring considering 616 Gwen - while not terrible - had her flaws while 65 Peter _turned himself into a Lizard monster._ And yet everyone who knows him considers him an innocent with no mistakes, even Gwen and Harry who really ought to know better.**

 **I dunno, maybe it's just me but from what little we see of him 65 Peter seemed like a prick who tried to pull people down to his level due to crab mentality. Granted I'm sure he had his good spots too, but it's still weird no one seems to hold the whole Lizard thing over his head. Hell the only one who seems to have a balanced view of him is Aunt May with everyone else putting him up on a pedestal. Could be good character interaction fodder for Noir and Gwen so gimme your thoughts on it :D**

 **NS120121 - Not really brave since canon Noir did kill people, albeit sparingly like Kaine Parker and, to a much lesser degree, Superior Spider-Man. Either way, nice to know your thoughts on the matter.**

 **NieEngel - I read Gwenpool as well, though in-universe I'm not sure how well she'd fit. Granted I actually did think of putting her in along with Howard, but her antics would get old real fast: Most notably she acts like a psychopath and kills people without a care because they're 'extras'; and we know this includes civilians given her penchant for widespread destruction. Best case scenario Gwen webs her up for the police while Noir...well, we saw what he did to Maxine, so...**

 **Redentor - Maybe, though I'm still iffy on making him emotionless. Ah well, we'll see where it goes.**

 **Mynameisthedoctor - I guess the main problem is that heroes have a 'no one dies, not even you' mindset and Spider-Man is one of them; most notably when he saved Norman Osborn at the end of Goblin Nation. It's unfeasible, but I think the characters know that and strive for it regardless such as Gwen likely does given her guilt due to Peter's death - If she would try to save/cure Lizard!Peter despite the risk, why not Maxine, right? Also, the bland name products are there for my amusement; I dunno, I guess I have a cheap sense of humor :)**

 **As for the Gwen Stacy thing: Legit didn't intend that when I wrote it, but now I do :D Also, no, the spider-sense thing wasn't intentional either. Night-vision was noted in the wiki to be a power Spider-Man developed after 'The Other' storyline, meaning it's not one of the baseline totem skills. Noir has good nightvision, though whether that's due to Anansi's influence or just him being good at seeing in the dark is ambiguous.**

 **Mingyu - Personally speaking I'd side with him too, but the citizens and heroes of the Marvel universe are a different story :/ Ah well, at least Gwen knows the big secret now. Granted she's wrong and he's not 'her' Peter, but meh.**

 **Master-Xavier - Long review, so I sent you a PM :D Reply via review or PM after reading Chapter 11, however you wish ;)**


	12. The Mourning After

Peter was alive...

Gwen looked down at her hands blankly, her thoughts running a mile a minute, _'It can't have been real...I must have been seeing things.'_ She thought numbly. They'd seen Peter's body in that coffin, watched and cried when the lid closed and the wooden container was lowered into the earth. She'd been there with Harry and the Parkers and other people who just wanted to pay their respects to the family. She didn't imagine that, didn't imagine the two years she'd spent trying to make up for his murder, didn't imagine Harry trying to killer her in because of some twisted sense of redemption. She didn't...

Didn't imagine him looking back at her with naked desperation before he jumped off the roof to get away from her.

"Fuck..." She took a slow, deep breath and closed her eyes, ignoring Captain America pacing at her side. She wished she could say it was the product of a sleepless night, but the results spoke for themselves: His fingerprints read a one hundred percent match, his voice was rougher but it definitely sounded like him; it wasn't just one thing that she could chalk up to coincidences. And his face...

It was almost identical...if not for the wounds and fatigue she would have sworn she was looking at a picture. Same hazel eyes, same messy hair...same glare he gave those who tormented him when their backs were turned.

A clap on her left shoulder jolted her out of her thoughts, "Spider-Woman, are you alright?" Cap asked worriedly. Despite everything that had happened the older woman kept her calm exterior, showing little signs of being phased by recent events. Gwen supposed she shouldn't have been surprised: She'd spent 75 years running through different dimensions until finding her way back home. What was her best friend possibly coming back from the dead to a woman who'd fought Baron Blood with a little girl who had a pet T-Rex? This must have been Tuesday for her.

"...m'fine,' She mumbled, shrugging off her hand and taking a few steps away. She wanted to keep her distance, to be alone...she...she needed to think, needed to make sense of it all somehow. Her dad always told her to look at everything rationally and go over the facts so she could come to a logical conclusion. ...Granted she was someone who was bitten by a radioactive spider and somehow got superpowers instead of cancer, so who the shit knew.

But there had to be a rational explanation for this somehow. Some...logical reason that explained why he'd...he'd come back from the fucking dead, "Maybe he didn't come back from the dead...maybe he's just a copy..." She shook her head. No, that made no sense; why pick Peter Parker of all people? Until he was 'murdered' by Spider-Woman he wasn't anyone noteworthy so why now after two years and his body long since grown cold?

And was it a coincidence that Pete- that he had spider powers as well? It was like someone was taunting her. Peter was 'killed' by someone with spider powers and now he - or someone who looks and has the same fingerprints as him - comes back two years later acting like some kind of 90's comic book vigilante with powers almost identical to her own. It was like someone looked at her life and thought 'How could we fuck her up even more?'

 _'None of this makes any fucking sense, not one Goddamn fucking thing...'_ She leaned over the edge of the roof, staring blankly at where he'd fallen to. He was gone now and catching up to him even with her webshooters wasn't going to be easy considering she had no idea where he was, _'Peter...'_ She pressed her forehead against her knuckles. She felt sick...like she was going to faint and crash into the alley below, _'God, get a grip...'_ She chided weakly.

She had to take this step by step. So far she could boil it down to two facts: Either he was Peter Parker or he wasn't. If he wasn't then it would still be confusing, but she could deal with it. Maybe he was just a sick asshole playing a prank...but he'd done his best to keep 'Gwen' from seeing his face, so what would be the point? Why bother changing your fingerprints or your face if you never planned to let anyone see you? He couldn't have been faking; the desperation he had to keep her from unmasking him despite his injuries was genuine, that much was clear.

Maybe it was all a coincidence? Maybe someone looked down a list of dead people and they landed on his name by sheer chance...yeah, what were the fucking chances of that coupled with everything else?

If it was the first option, then...then what? _'If Peter's back from the dead...isn't that a good thing?'_ She frowned. His death had haunted him, haunted Harry and haunted the Parkers for the past two years. The reason she kept putting on the mask after being hunted like a criminal by the police, the reason Harry had gone to such desperate lows to make himself stronger, was because of him. It was two years since he'd been dead and buried and they were still reeling like the wounds were fresh.

If it really was him then why didn't he remember them? He admired Spider-Woman while Gwen Stacy was his best friend, and yet the way he was acting...they might as well have been strangers to him. He'd called her by that nickname once, but did that mean anything or was it all just a coincidence? Did he know and was hiding it? Why? What reason could he have to hide from the people who loved him-

"Spider-Woman, are you listening to me?"

Gwen titled her head back and looked at Cap in a daze. She was talking to her? Great, now she was going to look like an ass for ignoring her, "Huh...? Sorry, could you repeat that?" She mumbled, trying to force herself to pay attention.

"I said we have to catch up to them," She said, her voice even, "Castle's dangerous, you know that. For the past few days he's been running around shooting up warehouses and leaving people hanging from meathooks..." Her arms crossed and she frowned, "Whatever's got him riled up it's making him act like a rabid dog, causing enough damage that S.H.I.E.L.D's got their sights on him in addition to the police."

"He...said something about his family, Hammerhead took them..." She'd only heard about an hour ago but it felt like days had passed. She needed to focus, "The guy that was interrogated. He said that a family was taken, it must have been his. He's trying to rescue them..." She laughed wryly. She hated the rabid bastard, but if she was right then...then he was still a fucking prick, just one with loved ones.

Cap's eyes narrowed by an imperceptible amount before she continued, "Be that as it may he can't just run around like this. What Hammerhead's up to is severe and it concerns more than one man's family, as callous as that might seem." She sighed, "We'll rescue his family, but only if he gives us the information he has and agrees to come in. This smuggling operation is too sensitive to be turned into one man's vendetta."

"And Pe- Spider-Man?"

"...We need him for questioning." Gwen didn't miss the way Cap's free hand clenched, much as she tried to hide it, "He started showing up a day before S.I.L.K's victims started coming out of the woodwork. We don't know if they're connected, but the coincidence is just a bit too close to pass up." She looked her in the eyes, the stillness of her gaze almost unnerving to the younger hero, "You saw what that girl and this 'scorpion' were capable of. Innocent or not they need to be detained so they can be treated properly before they..."

"Start killing people." She finished. Mac was stable enough, but Maxine...she thought she could help her, but she saw the news. He killed her because she was dangerous, that's what he said at least, and some of the news story seemed to back up his facts. It was difficult to find through all the bullshit arguments and rumor mongering by sleazy tabloids but the death toll was in the dozens easily...

Was he right? Was saving Maxine just a pipe dream did she have to die? And Peter...

Peter was a killer. He'd come back and he was killing people.

She felt bile rise to her throat, her breath stalling in a pained choke, "Oh God..." She pulled her mask off and leaned over the edge of the building, throwing up her breakfast and probably hitting some poor bum sleeping in the alley; it'd be the perfect end to this shitfest, "Peter's a killer..." She wiped her mouth roughly and shut her eyes, her breaths shaky. He had turned into that Lizard, but she'd managed to stop him from killing anyone, stopped him from dying with a guilty conscience. He had a moment of weakness, she understood that and she forgave him for it. As far as the world knew he was innocent.

Now he was a killer...or some someone who had his face was, but at this point she was finding it hard to see the difference.

She felt a hand tapping her back softly, "Spider-Woman-"

"Was it a mistake?" She asked, interrupting the older woman's attempt to comfort her, "Did...could someone have copied Peter's fingerprints? Fool that scanner thing of yours?" She asked desperately, "Just...please tell me something that'll make sense of this! I mean, what the fuck is going on!? Peter's dead, he passed away in my fucking arms and I've been regretting ever since and now all of a sudden he's back!? This makes no fucking sense!"

"Spider-Woman, calm down-"

"Just answer the question!" She screamed, cutting her off and making her step back in surprise, "Cap...I'm just trying not to go fucking insane here and it's really hard without any Goddamn answers!" The veteran hero winced as a finger stabbed her chest, "Was there any chance at all that this is just some impostor? That someone had surgery and..and stole Peter's face?"

"That..." Cap pinched the bridge of her nose and sighed, "Someone faking fingerprints has been done before and S.H.I.E.L.D's built countermeasures to take note of signs. Surgery isn't magic, there's always a flaw. Maybe one ridge is just a smidge different or there are almost microscopic scars when the patterns were replaced. Either way the device takes note of this and draws up a percentage."

"It showed a one hundred percent match..." Gwen muttered, the sinking feeling in her stomach returning, "Then...does that mean-"

"Either someone managed to perfectly replicate Peter Parker's fingerprints down to the smallest detail...or he's back from the dead."

That was it then. Either someone picked Peter out of a list of thousands of dead teenagers and copied him down exactly or he was...resurrected like some kind of fucking zombie. Both sounded like absolute bullshit, but what the hell else could she think?

"...Maybe it's a clone?" She asked, though at this point she didn't even know why she was bothering.

"Impossible. Contrary to popular belief, clones don't share fingerprints. He would have been completely different if we scanned him, and..." She tapped her wrist, "His powers are definitely something that the old Peter Parker didn't have. I don't know where you got your abilities from, but I doubt it was easy to replicate. That he - that Peter Parker - has the same abilities as Gwen Stacy is unlikely to be a coincidence. Right now I don't know whether he gave them to himself or whether it was similar to that Maxine girl, but either way it's something that can't just be ignored."

Cap continued to talk, but at this point she'd tuned her out. Peter was back, at least that was one of the possibilities. Whatever the case she had to account for the possibility that her best friend was back from the dead...

She had to make sure.

"Spider-Woman, I understand that you might be hesitant but this doesn't change facts. You can leave if you want, I wouldn't fault you for it, but I could use your help with this-"

"I have to make sure."

Before the S.H.I.E.L.D agent could stop her, Gwen put on her mask and swung away. She had to make sure, had to end all the doubts, _'Peter's back...'_ She swung higher, letting the rush of adrenaline course through her. Whenever things became too much for her she always put on the mask, became Spider-Woman so she could escape her problems for even a bit. Maybe it was fucked up and she was running away, but whatever. Her life wasn't exactly a bed of roses and she wasn't ashamed to admit she needed moments to just clear her head and help people while she was doing it.

Of course the one night she really needed something to take her attention there was nothing. No innocent bystanders being mugged for their cash, no exchange of money and briefcases to signify a drug deal, nothing that would even remotely require the attention of a hero with far too much things on her mind; hell, she couldn't even see a fucking jaywalker she could lecture (because she was totally the authority on proper road safety...).

Nothing.

 _'Right, the one time I need something to distract me and suddenly there's world peace. Betcha the second I go to sleep Shocker's going to lead a prison riot...'_ She landed atop one of the taller skyscrapers, feet balancing at the tip in a way that would scare most people before she settled in an awkward sitting position.

Her place from the top afforded her a bird's eye view of the city, allowing a momentary sense of calm to fall on her. The first time she realized she had powers she'd been scared; how else was supposed to react to jumping and sticking to the roof other than screaming her head off? She'd lied her ass off to her dad when he came to check in on her, blaming it on finding a spider in her bed (har har...) and that nothing was wrong. Now she was sitting on the tops of skyscrapers and fighting villains who would kill her if she made even a single mistake.

All because she and Peter switched places on the line cause he wanted a better view of the experiment.

She'd never given much thought to being special. After she'd calmed down she thought about making her claim to fame with She-Hulk, but that was busted when Uncle Ben decided to play hero and nearly got shot by that burglar. Sure she'd made the occasional appearance on TV; playing drums while upside down was a rush and with her identity hidden behind a mask it wasn't as if she had to worry about stage fright. If she fucked up it wasn't like she couldn't just throw away her costume and pretend it never happened. She wasn't Gwen Stacy, she was Spider-Woman...

People loved her. A young woman with superpowers? How could they resist? There were a few heroes in the past: Ms. Van Dyne was the first one that came to mind along with Cap or She-Hulk, but eventually things had died down. Ms. Van Dyne retired, She-Hulk became a wrestler (or 'sold out', if you believed some of the posters in her forums) And Cap did secret work for S.H.I.E.L.D. She was practically dominating the market when she first made a public appearance.

And now what? Here she was four years after she'd been bitten, two years after Peter's death, and as soon as she might have finally started making sense of everything this fucking shit happened. First Captain America gave her that damn usb, then S.I.L.K or whoever the fuck they were started turning people into unwilling supervillains and now...now Peter had apparently come back from the dead with a copy of her powers with no idea who she was.

Releasing an exhausted breath, she propelled herself off the pole and let herself fall, the cold winds buffeting her insulated costume. She felt trapped, like no matter where she went she was going around in circles. She couldn't help Cap like this, not while everything was fucking spinning around her. She needed to make sense of this, try to put some logic to...to whatever the hell this was supposed to be.

And she knew exactly what she had to do.

The roofs of the first few buildings passed her by before she released a burst of webbing and swung, a few pedestrians pulling out their phones and frantically bringing up their cameras to try and get a snapshot of her. She'd have thought that after four years of putting on the mask and two years of superheroing people would have gotten used to her, but even now there were still people who stared in awe (or cussed her out...) like she was someone new.

Her thoughts were idle as she swung to her destination, trying to put what she was about do out of her mind. It was only when she went over the gates of the cemetery and landed on the snowy grass with a dull crunch that she felt her nerves shoot up, the urge to vomit once again rushing to the surface. She wasn't afraid of fighting supervillains, didn't think twice about saving someone from being run over by a train or jumping into a burning building to save anyone trapped inside. No, that was easy and fucking trivial to the fucked up thing she was planning to do now.

"Hey, Peter...been a while."

Digging up her best friend's grave.

Despite the years that passed the gravestone appeared almost pristine and well-cared for, the words never once showing any signs of fading or anything more than a thin sheen of dirt. Kneeling down, she brushed away the snow piled on top of the head and and smiled sadly. She made sure to visit whenever she could two years ago, but after everything that happened she never really found the time.

"Looks like Ben and May came to visit..." She mumbled, eyeing the bouquet of flowers in front of the tombstone. The petals looked fresh and the caretaker hadn't touched them, so it must have happened a day or two ago. Again she felt guilt bubbling in her stomach. They'd made sure their son's final resting place was cared for and here she was planning to fuck it all up because she wanted some peace of mind.

Some hero she was supposed to be.

"So...yeah, a lot of shit's happening." She mumbled, pushing the last of the snow away in a futile attempt to prolong the inevitable, "Did you ever think any of this would happen? When we started highschool...we thought it was the highlight of our lives. Joining the big kids and taking the school by storm like all those shitty movies. You remember those? You always told me how 'impractical and unrealistic' it all was..."

And now here they were. Four years later and she was Spider-Woman, Harry had turned himself into the Green Goblin to try and make up for his past weakness and Peter...or someone...whoever the fuck he was acting like some kind of bloodthirsty vigilante she'd see out of a 90's comic book. Anyone watching would have laughed at the absurdity of it, but there was no part of her that found it funny.

Her hands clenched and she grabbed the first handful of dirt, grass and snow of the ground covering the coffin. Peter's casket was six feet under, and if she wanted to make sure if he'd come back or not she had to see with her own eyes if he was still down there. She threw the clumps over shoulder before she stilled, looking down at the dirtied gloves of her costume. It was just the first handful, she had a shitload more to go...

"Are you sure you wanna do this?"

Her head snapped to meet Captain America's gaze. Despite her compromising position the woman's face was remarkably passive, neither condoning or condemning what she was planning to do, "I knew you'd be here. I understand how you feel, Spider-Woman, but is this really what you want?" She knelt down by her side and held her hands gently, "You're innocent of Peter Parker's death...but is digging up his grave really the right call?"

"What else am I supposed to fucking do!?" She she stood up and walked away, her her steps shaky, "I wasn't imagining that, right!? You said yourself that he might have come back! Am I supposed to just pretend it doesn't fucking bother me that my _best friend_ might be alive and I can't be sure!? I don't want to dig up his resting place because if I'm wrong then I'll have just fucked something else up, but I don't have a choice!"

"Nothing says you have to exhume a corpse," Cap replied, "I can try to find out something more on my end, something that doesn't disturb this place." She gestured to the assorted graves, "I've had my share of experience with that nonensense...never ends well." She grunted, but her lips quirked into a smile nonetheless, "You don't have to do this if you'll let me help."

"How...?"

"Well, first things first we could hear it from the horse's mouth directly." She crossed her arms and shrugged, "Peter Parker - or whoever he is - is out there now and once we find him you can ask whatever questions you want. I promise I'll hold off putting him in for questioning once he's proven without a doubt he isn't one S.I.L.K's experiments or that he's at risk of going rabid. You have my word on that."

"...You think it's true? You think Peter's really back from the dead?" She asked, her voice uncertain, "I mean, you've been at this shit longer than I have. 75 years crossing dimensions you must have found something similar..."

"Despite what Steve's comic books might tell you, it wasn't a heroic adventure. I stumbled from one portal to the next, helping people when I could, but the only thing that kept me sane was the thought of finally getting home." She rubbed the back of her head and released an exhausted breath, "I won't deny I saw things. Utopias, Dystopias, magic and science mixing together that I could never tell where one ended and the other began. It was...almost tempting to stay, you know? You find a dimension that has no hunger, no war, no struggles and where everyone was happy and you begin to ask yourself why you wanna leave. It was like my dad's talk of Heaven..."

"But...?"

"Never actually stayed, of course, considering I'm standing here." Her shoulders sagged, "But to answer your question...yes, I've seen people come back from the dead." She held up her head before Gwen could interrupt her, "Let me finish. Alright, so coming back from the dead...it's not exactly easy. It's not one of those 'videogames' where you can just snap your finger and everything goes back to the way it was. Some of the people who came back were...changed. Sometimes they were almost the same, but there was that one tic. Sometimes people came back with no memories and they weren't the same people anymore."

"So you're saying..." She gulped, unable to finish the thought.

"Even if Peter Parker came back from the dead...he might not be 'Peter Parker' anymore," She continued for her, her gaze dipping slightly, "I've seen it all before. When he saw you, did he recognize you? Did he give you any indication that he remembered what happened to him? Memories can be wiped or altered, he might remember people or events differently or he could be a blank slate...so it's possible that even if it's Peter Parker's body it's just another person inside."

"...No, he didn't recognize me...or if he did he didn't say anything about it." Was it a coincidence that he'd appeared in front of 'Gwen Stacy' when he needed help? It didn't seem like he planned it, but at this point she couldn't discount the possibility of it, "He could have been faking, but I got a gut feeling he wasn't lying..."

"Then I suppose the only way you're going to know is if we hear it from the man himself." She pinched the bridge of her nose, "And we're back to square one. We need to find them, but I don't have any idea where they could be or if they're even together. I could call in Falcon to help track them, but he's under another assignment right now. Maybe-"

"I...I think I know...or I have a good guess." Gwen mumbled, "I...before we met up with Castle, Pe- Spider-Man was interrogating some guy about a location of someone named Gabriel. Maybe he's a friend, but whatever he was he was desperate to find him. If he went to address he was given...then maybe we can find him and Castle both."

"It's a start." Cap nodded, "Come on, I left your backpack at the entrance. If you're right then maybe we can take two birds with one stone."

* * *

She was right.

Landing on top of the roof, she released her hold on Cap and adjusted the backpack's place on her shoulders. Even through the relative darkness from this part of town she could see them both standing with their backs turned to them on the other side of the roof. They were scoping out the warehouse, or at least that's what she assumed they were doing.

She was barely able to take her first step before Spider-Man turned back...and she felt like she'd been punched in the gut. He had gotten a hooded jacket and a scarf to cover his head, but it wasn't doing a very good job of it. Even through the thick cloth she could make out his features, see the glare he gave her - Peter's glare, she reminded herself glumly - as his hands clenched into fists. He looked like he was expecting a fight...and considering their last meeting ended with her kicking him at the back of the head to be cuffed with vibranium she couldn't exactly blame him.

"Neither of you give up, do you?" Without the mask to muffle him it was disturbing how she almost missed the resemblance his voice had, "If you're itching to pick a fight then I'm not gonna hold back. I ain't going to the slammer for doing what I had to."

His stance lowered into a more cautious crouch, but Cap spoke first, "We're not here for you, bug-boy." She cast her gaze on the rabid ex-cop, who surprisingly enough hadn't turned at their entrance, "Spider-Woman briefed me on the way over here. This little...rescue mission you two are involved in is going to get you both killed. Hammerhead's connected to the Maggia and this is his main safehouse. You're going to be outnumbered, outgunned and outclassed."

"I've seen worse when I worked with War Machine." Castle grunted, finally turning to look at them both. Gwen had to admit she almost felt sorry - emphasis on _almost_ \- when she saw the bruises and other deep wounds marring his face, "If you call the police they're going to get massacred and S.H.I.E.L.D will just get all their hostages killed. Me and the kid have a better chance than the force running in there blind."

"You-"

"How do you know the 'kid'?" Cap interrupted, her eyes narrowing, "I read up on your file, Castle. I don't have to mention your connection to Tony Stark's little death squads, so I'll skip all that. One thing I _do_ know is that you were up until recently obsessed with bringing Spider-Woman to your twisted idea of justice for the 'murder' of Peter Parker. Is it a coincidence that you're partnered with someone who shares his fingerprints and face?"

For the second time since she'd known him (which, granted, wasn't very long) he saw his face twist in confusion. His head snapped to his 'partner' for a brief moment before he turned back to Captain America, "What the hell are you talking about? He's-"

"Now really isn't the time for an identity crisis." Spider-Man interrupted, pulling down his hood and scarf to expose his face. Again Gwen felt that sinking feeling in her stomach, "Obviously you all know Peter Parker, but any plays you wanna put on about that can wait till later. The longer Hammerhead has those weapons the more of a chance he's going to start a killing spree. I think your problems with me can be put off for a bit..."

"Hmph...agreed." Cap conceded, "Until we deal with this mess I'm suspending any warrants out on you both. Just make sure you don't act like damned idiots in there and make me regret it..."

"...I don't know what the hell is going on, but this doesn't change anything." Castle gave him a nod, "Whoever the hell you are, just make sure you don't die before you find that kid."

Gwen blinked. Was it just her or did these two seem to have an understanding? ' _What the fuck did I miss?'_ She wondered. Peter was always a closed-off guy, certainly not the type to make friends with lunatics like Frank Castle...then again she also distinctly remembered him not liking guns and having no interests in raiding warehouses full of armed thugs and yet... _'Remember what Cap said; he could be a different person...'_

"There was an alarm system in the last place I raided. Doused the entire place in tear gas..." Spider-Man muttered, "Hammerhead also rigged the place to blow. Unless we disable that we're just going to be walking to a damn deathtrap."

"It's unlikely those two systems are going to be in close proximity, and considering how big that place looks..." She went past them to give a preliminary look to the warehouse and open docks, "...We're going to have to split up."

"Uh...you sure that's a good idea, Cap?" Gwen asked, speaking up properly for the first time since she got here, "I know this place is big, but wouldn't sticking together be the better option here?"

"Clustering together's just going to paint a bigger target at our backs, and we need both of them disabled." She pursed her lips for a brief moment before nudging her head in Spider-Man's direction, "You and Spider-Man take the right side, Castle and I will take the left. Give us a ten minute headstart...if we trip an alarm or they realize what's going on they're going to be trying an escape. You have to stop them if that happens. Follow up if nothing happens by the time it ends."

"I work better alone..." Frank grunted.

"And I work better when I don't have unstable ex-mercenaries at my back, but we all have to make do." She replied curtly, not even bothering to spare him a glance, "Spider-Woman...you know what you have to do."

She could only nod dumbly as Cap and Castle left, trying to ignore the glare the latter was giving her, _'Well, fuck you too, asshole...'_ She frowned. Even if he was trying to get his family back he was still a Goddamn douche. If he'd attacked only her maybe she could have forgiven him, but her put her dad and her friends at risk. As far as he was concerned he could go fuck himself and rot in a prison cell...once his family was safe, of course.

An uncomfortable silence settled over the roof once the footsteps finally faded. Spider-Man turned his back on her, sitting down at the edge of the roof and looking at the warehouse without another word. Gwen winced and pulled out her phone, tapping the timer app to try and distract herself. She knew the 'ten minute headstart' thing was bullshit; Cap was trying to give her a chance to ask her questions, but what was she supposed to say? 'Hey, I know this is awkward but do you remember coming back from the dead by any chance? I'm kinda super invested in finding out cause reasons.'

God, maybe she should just blurt it out? What was the worse that could happen?

"So how'd you get out of those cuffs?"

...Not the question she would have gone for, but it was already out there. She saw him face her, his expression unreadable, before he finally replied "...You honestly expect me to answer that or are you just trying to fill in the quiet?" He rolled his eyes.

"...Both, I guess." She shrugged, trying to make her voice as light as possible, "Vibranium's not exactly easy to break and picking a lock while the cuffs are on you must be a real bitch. I had to have a...friend do it for me when I was on the wrong end."

"Yeah, well, you're gonna be disappointed cause I ain't telling." He scoffed, "I don't exactly have many friends in this madhouse, and snitching ain't exactly how you endear yourself to people. If you're trying to help miss Stars-and-stripes back there catch me you need to be a bit more subtle."

"That's not..." She sucked in a frustrated breath. She understood why she was annoyed with him, but seeing someone who might have been her best friend resurrected acting like an absolute ass wasn't exactly pleasant, "...Look, if you don't want to tell me how you escaped or whatever, fine; I don't really give a shit. Just..." She slapped her face lightly to steel herself, "I...I just need you to answer a few questions. I promise I'm not to catch you or arrest you or anything!...And I know that sounds weird after everything that happened, but just trust me, okay?"

"...Fine, ask. Won't guarantee I'll answer your questions, but go nuts."

"Right..." Her hands clenched and unclenched nervously. She had to start this slow, "Right...alright, I know this is going to sound fucking stupid but...do you remember me?"

"Hard to forget, head's still ringing from when you kicked me..." He muttered, tapping the back of his head with a small scowl, "Thanks for that, by the way."

"Not what I meant." She huffed, "I mean...before we met a few days in that alley and got involved fighting Hippo, do you ever remember meeting before?" Peter adored Spider-Woman; he even made a jacket (guy didn't look it but he had...has Godly sewing skills) to wear if the pictures could be trusted, "You remember anything before?" She had to push, even if she felt damn narcissistic asking if he was a fan...

"Like I said after we interrogated Vodkaly, no. I'm pretty sure I never met you before."

No hesitation...he wasn't lying, at least as far as she could sigh. Sighing, she nodded before going to her next question, _'This is really crossing the line, but...'_ If she couldn't appeal to make him remember Spider-Woman, maybe people a little bit closer would work, "...Do the names Mary Jane, Gloria Grant, Betty Brant and Gwen Stacy mean anything to you?"

That did it. She saw his eyes widen for a fraction of a second before he frowned, turning to look away from her with a grunt. Gwen felt butterflies in her stomach; was she nervous or relieved? "...You do know them, don't you?" She pressed, causing his frown to deepen, "You can say it, it's fine. Your secret's safe with me-"

"Drop it." His voice was a low growl, and she felt a shiver go down her spine at the glare she was given. It felt wrong seeing it from the same guy who gushed about Play of Thrones a couple of years back, "Next question or just stop because I'm not going to do this anymore..."

"Right..." She shook her head, _'Damn it, shouldn't have pushed too far.'_ A part of her was tempted to unmask then and there, but she had to stay cool, "...This is my last question, and I want you to answer me...please: Are you Peter Parker?"

He was silent after that, and she saw at least a couple of minutes tick by on the timer before he finally answered, "Yeah...Peter Benjamin Parker, son of Richard and Mary Parker and raised by Ben and May Parker...not that you don't know that already considering you took my mask." He brought a hand across his lightly injured face and scowled, "Newspapers said you killed the Parker kid...figured that was just a smear job, but the way you're acting...you were there, weren't you?"

She looked into his eyes when he died...so yeah, she was there, ' _The way he's talking about it...its like it doesn't involve him.' S_ he licked her lips, "There's a reason they thought I was responsible." She replied, hands holding herself as she suppressed a shiver. If he was Peter - and he seemed to believe he was - then he certainly didn't seem to remember Spider-Woman being there after he'd transformed back to normal...small blessings, she supposed, "I...was talking to you...or him...after everything was said and done. He...or you said that-"

"Just wanted to be special...like you."

Gwen felt her breathing halt, her eyes widening as she processed the words. No one...there was no one who else who heard Peter's words. Harry saw everything, but did he hear it? No, he shouldn't have; she could barely hear it herself because his voice was so weak and there were no recordings of his transformation.

That meant...

"...Peter-"

"Not what you think, sister." He shook his head and sighed, "None of this is making sense to me either, but I can guarantee you I ain't your little 'murder victim'." He waved a free hand and stood up properly, "Look...I dunno who the hell you are, but it's clear for anyone to see that Parker kid was special to you. Maybe he was a friend, maybe he was your main squeeze. Doesn't matter; either way I ain't him."

"H-How could you be sure?" She didn't know how to feel. Did she _want_ him to be her resurrected friend? A stranger that made a lucky guess? Or was she just looking for anything that gave her peace of mind? _'Cap said memories could be erased or manipulated. He definitely reacted when I told him our names...'_

"Because I have a life and I don't belong here," He replied, tongue clicking in what she assumed to be annoyance, "I shouldn't even be here. Only reason I'm in this madhouse is because of that bastard Octavius and because Gabriel was a stupid kid who get himself caught playing hero. Once I deal with this baloney I'm blowing this joint and never looking back."

"Y-You're leaving? You can't, not yet! I still need answers-"

"So do I, but I get the feeling if I tell you my side of the story you're not gonna believe me." He gave her a wry smile, the gesture doing nothing to calm her already frayed nerves, "...Come on, we have to go."

"N-Not yet, I still have questions-"

"Ten minutes have passed," He said, gesturing to the timer on her phone reading a few seconds past 13, "Castle and Stars-and-stripes should have finished whatever it was they were doing, but we still need to be cautious. Dunno what it is exactly we'll be looking for in there exactly, but with my luck I'll find it soon enough." He gestured to the large warehouse, "Let's go...and try to keep it quiet, would ya?"

"W-Wait." She opened her pack and pulled out his longcoat, gloves and tattered mask, tossing it to him gingerly. The clothes were tattered and barely fit into her backpack, but she was certain he would want them back regardless...and judging by the brief look of surprise and barely perceptible smile that came and went she was definitely right, "Figured you wouldn't wanna go in there without your costume..."

"...Thanks, I guess..." He removed the jacket and slipped the frayed coat on, the gloves and mask following soon after. How the covering was even holding together or why he didn't seem to find any discomfort wearing it she had no idea, "Right, that's that then. We're definitely talking more when this is done, so-"

His next words caused her heart to sink into her stomach.

"Where's my gun?"

Gwen froze, one hand raised awkwardly to web her backpack to a nearby pole for safekeeping while the other held onto the bag in question. Cap had crammed all his stuff in her backpack for safekeeping, gun included, She wanted to toss it into the river, but the older hero had actually warned her against it. Keep it 'just in case', she said. Just in case what? Just in case she wanted to give her possibly resurrected friend the ability to shoot someone?

"...Don't have it-"

"You're not gonna be selling much bridges with a poker face like that." He rolled his eyes stuck out his right hand, "Alright, enough fun and games. Give it to back."

He wanted the gun back...and she had a good feeling of what he was going to use it for. An image of Justine's dead body flashed through her mind followed by the Lizard's rampage all over midtown high. She...She had to make sure he didn't slip, make sure there weren't any risks him of going down that path again where he would risk killing himself to get payback on others.

"No."

She might have made a mistake. Through the cracked lenses of the goggles she saw his eyes narrow into a glare and what sounded like an annoyed growl passing through the flaps of torn cloth, "...Are we really gonna do this again? Now? I'm doped up on more painkillers than a junkie that it'll be a miracle if I don't collapse. You think crippling me even more is the right choice here? Use your head."

"I am, and you _don't need it_." She answered back, her voice taking on a harsher edge despite her best efforts. Before he could take another step she tossed the backpack to the pole and webbed it there without taking her eyes off him, "I'll watch your back, make sure that you're not in any trouble."

"This is a mistake. I'm not like you, I can't stick to walls or throw trucks. You see the police wading into criminals shooting at them with handcuffs and bare fists?" She saw his gaze soften, his voice almost pleading, "Don't be stubborn about this, just give it back...please."

"You're not getting that gun back and that's final. I'm through arguing about this." She took a deep breath, trying to will herself to calm. Why was he so insistent on it? He was definitely skilled enough with his powers and she would watch his back; no one else had to die. Still, she had to act harder than she was if she wanted to cut this short. "Unless you wanna fight for it?"I'd recommend against it, though..." Both for his sake and hers...

He muttered something under his breath before shaking his head, "I'm not an idiot. Even if I wasn't burnt half to a crisp you'd break my damn spine in a dozen pieces if I tried to fight you." He scoffed and turned away from her, looking down over the edge of the roof, "...Just stay out of my way when we get inside. I don't need any more of your _help_."

"Peter-"

"Stop calling me that."

He jumped from the edge before she could say anything else, landing on a dumpster before making his way to the warehouse without a hint of waiting for her, "Great, now I made him mad..." Sighing, Gwen prepared herself and jumped down after him. Her dad always told her the right way would make it hard for her to get friends, but somehow she doubted it included staying in the good graces of possibly resurrected ones.

 _'When did my life get so crazy...?'_

* * *

 **Done. Now as you've probably noticed I stopped censoring Gwen's segments since I received a couple of complains due the excessive swear symbols. As of right now her segments will contain no censoring unless anyone else has any complains (though I doubt it).**

 **Anyway, this chapter lasted longer than I intended. Would you believe this entire ting was just supposed to be the first half? The second half was supposed to be the Hammerhead raid from Noir's perspective, but considering I reached 7.6k words I figured it was enough. Anyway, I hope I showed Gwen's thought processes well enough. In the current Spider-Gwen comics she's very mopey when stressed or angsting so I tried to find a bit of a middle ground here.**

 **Question time: Considering what we have so far, what are your opinions on Gwen's and Noir's characters? I mean generally speaking do you find them sympathetic/interesting/understandable/whatever? Their comic appearances are relatively limited compared to 616 so there were some gaps I had to fill when push came to shove. I need to know if they still come across as consistently written and iron out any kinks you guys might have noticed.**

 **Redentor - Redeem might be an odd word considering he's violent himself, but we'll see where it goes. Besides, there's no indication given that Bullseye's as psychotic as his 616 counterpart considering if he was Noir would have shot him or snapped his neck.**

 **Newworlds - Well the Noir series ended in 1933 and the war started 6 years later, so it was a bit early for Cap to make an appearance. The serum was likely still being developed.**

 **Esquire-Man - Hmm, thanks for the info, though there's one thing I might disagree with: From what I could gather from the brief flashbacks it seems like Gwen started the band with Mary Jane, Betty and Gloria while Peter and Harry just hung out there because that's where Gwen was. The fact that Peter was only shown hanging out with Gwen during the flashbacks and she was the only one besides Harry at his D and D game gives me the impression that the rest of the Mary Janes treated Peter as Gwen's 'plus one' like many cliques do.**

 **Harry even comments on it when they reunited telling her flat out that they're 'her friends' and that they're acting happy because they know Harry showing up again is going to make her happy, not because they really give a toss about him. Randy Robertston is an example of this to Gwen; from what we see he's Mary Jane and Gloria's friend while Gwen only spends time with him in a group setting rather than individually. So yeah, it's somewhat doubtful Peter had any friends besides Gwen and Harry and probably helps explain his lashing out when he thought Harry wanted to date her.**

 **Also, don't think so. In issue 5 of the first run she dealt with Black Cat while in the Lizards arc she still angsted about the serum 'being Peter's legacy'. In the Mysterio chapter we even see her regrets of killing him and being his 'murderer' are what she fears the most, so it doesn't seem like she moved past it.**

 **Master-Xavier - Well...she didn't get very far digging, but hey. As for the Defenders; not really my intention, since I find it doubtful these four could cooperate in a team without eventually trying to kill one another. Noir works with each of them in a one-on-one basis but apart from that they're mostly planned to be segregated.**

 **With regards to Punisher, it's weird. During his comic run where he moved to another city - this was just before Secret Wars - it was mentioned that the city grew to depend on him and at one point this was proven without a doubt: He kidnapped a cartel leader, stopped in a highway/overpass, got out and executed this guy in front of dozens if not hundreds of people...and they all cheer cause the 'Punisher's back.' Hell when a rookie police officer tried to stop him his partner held him back and with a smile said 'That's not a criminal, that's the Punisher.'**

 **Yeah...Spidey should get some PR advice from Frank cause this is kind of absurd given what we know.**

 **Cyclopz - Hey, nice to read another reader. I'll definitely write some thug POV views soon, though with regards to the complaints: I don't mention the weather all the time, but it's safe to say it's snowing in all the scenes unless stated otherwise. As for Peter not preparing, he points out himself he either doesn't have time or he's caught flatfooted like with Maxine. He even bitterly notes it's been only three days and yet he's gotten his teeth kicked in more than he ever did back home. He can prepare later when he's not rushing.**

 **Mingyu - You're lucky. I planned to write a Noir chapter, but your vote and the one that came after you tipped it in favor of Gwen. Nice timing...**

 **Roku - Hey, didn't expect to see you here :) Also, so what you did to hel there though whether it was intentional or not I have no clue.**

 **Mynameisthedoctor - He seems to have three reasons: A desire to get back to those who bullied him, wanting to be special like his celeb-crush Spider-Woman and finally resentment for Harry trying to ask Gwen out and possibly 'leaving him behind/taking her from him' given his rants of 'Traitor' and what not. None of these are selfless and they're all more or less self-centered, but again I can't really fault him for it; I'm just weirded out with everyone treating him like a saint who did no wrong.**

 **As for Gwenpool I'll think about it, though as for the Spider-Sense giving three dimensional view: Sure it likely does that, but does Spider-Man ever swing in complete pitch blackness? It's like a third person fighter ala the Arkham Series: The 360 views allows you to kick ass, but if you have third person view in pitch black it's not any more useful than first person view in pitch black.**

 **Again, I don't mind long posts. I enjoy them...though try using the enter button for spacing if you can. I'm sure the early send before was a one-time thing.**


	13. The Hammer Falls

"So...who's going up there first?"

"Better if I do, I'm more used to crawling through tight spaces and ducts." Spider-Man looked up the small, square hole leading into the vent and sighed at the sight of cobwebs lining the edge. He already felt like he'd been through the gutter, now he was going to go through another one, "Just make sure to keep an eye out and not make too much noise. I'd rather not fall through and land in the middle of an entire group of these suckers."

"Right, I'll follow behind then...oh, and don't worry; I won't stare at your ass." Spider-Woman replied, her voice filled with (forced) mirth. One thing he knew about her without any doubts already; she never stopped joking, even when it really wasn't appropriate.

He hated dealing with partners.

Don't get him wrong; he wasn't averse to help, quite the opposite actually. He couldn't have dealt with Goblin's thugs without Urich's notes and he probably wouldn't have survived without Felicia's help and letting him stay over after Sandman caved his face in. He was man enough to admit that if he didn't have their help he might as well have been running around like a headless chicken, beating up every mugger or thug and trying in vain to gather information so he could slowly rise up the totem pole. He would have been useless or worse...he might have even died in some alley or gutter somewhere.

But partners came with problems. He was Peter Parker, but when he put on the mask he left his baggage at the door. He wasn't egotistical enough to think he was flawless, but anything he had issues with he clamped down when the mask was on. The things he'd seen in Fat Larry's club had disgusted him, made him sick to his stomach and want to vomit, but he held it in till he did what he had to do.

The negro prostitutes sleeping with fat, perverted old men so they could cheat on their wives; the sight of well-to-do businessmen high as the sky after a syringe full of floor polish; and the bloody chains and blades in the damn torture room. He'd actually believed Larry when he said it was just for some of the more twisted clients. He just wanted out of that place, wanted to get its stink out from under his skin and the shivers he felt at what went on inside. He was so damn desperate to find an escape that he made a threat and ran off, ignoring everything Spider-Man told him because Peter Parker wanted to crawl into ball and forget everything he'd seen.

Not anymore. If he wanted to be a good, law-abiding citizen then he shouldn't have put on the mask in the first place. Letting personal feelings and other problems bog you down in this 'line of work' was fatal, as his previous 'partners' had proven: Daredevil let his feelings for the Bullseye killer keep them from catching her the first time; Castelione let his rage for his father's death allow him to nearly kill an innocent police officer...and so on and so forth. They were all motivated by the injustice they'd taken, and he couldn't deny that his decision to shoot Vulture was out of rage. Still, he liked to think he'd gotten past it however slightly.

Which made his present predicament all the more grating.

Spider-Man looked back at his unwanted partner, hands flat in front of him and legs bent in an awkward crouch. The vents they were going through were narrow and even with the painkillers running through his system the angle he was in right now weren't doing the burns any favors. His healing really took a hit the more he exerted himself and he couldn't deny that a part of him just wanted to turn around and recuperate so he could recover properly. Hell, Bullseye had offered him just that.

Of course, seeing what he was seeing now put most of those thoughts to rest, "Looks like the blockhead's been busy..." He muttered, eyes raking in what he could from the gaps underneath them. If he thought that the first warehouse was a mess then this place was damned determined to change his mind. Even from the narrow slits he could see dozens upon dozens of metal crates stacked on top of one another, all of them no doubt filled with whatever dynamo weapons that square fink could muster.

"Shit, this place looks like a military base..." Spider-Woman muttered behind him, "No wonder S.H.I.E.L.D wanted these guys taken down. Maybe we should've called the others. Falcon and Hawkeye would be really good to have watching our backs. Hell, an entire platoon's looking pretty good right now."

"Yeah? Well I hope the cavalry doesn't gas the place before we get outta here." He rolled his eyes and crawled ahead, his 'partner' following close after. He was used to crawling in dark and uncomfortable spaces but having someone on his keister was definitely new. Another reason he hated partners: Never knew when to keep quiet. He'd have thought a blind guy who used sound and smell to see would know the value of keeping a low profile, but he supposed the bright red devil costume should have been a good indication. Guy wouldn't know the meaning of 'low profile' if it bit him in the backside.

Still, he had to admit that he shared her apprehension. He thought this place would be just one small warehouse like the one he'd seen Castle in, but it was like a damn fortress. The inside looked like it could fit hundreds of people and he wouldn't have been surprised if the entirety of the docks was similarly loaded. He'd seen something like this before - Crime Master's predecessor ran the entirety of the east-end docks like his own personal kingdom. Apparently he forgot that hiding in plain sight was better than lording over everyone like some wannabe king in a tiny castle.

That was long night...

"How the hell can they get away with this shit? I doubt even the Kingpin has enough money to bankroll all of this..." The 'superhero' muttered, stopping to eye what looked like the dynamo suit Vodkaly wore a couple of days ago, "And am I the only one who finds it weird that this Hammerhead guy's smuggling weapons that'd make Tony Stark blush but he arms his men like it's 1925? It's like watching the Single Ranger with a laser gun. You ever see that movie?"

He didn't bother answering, choosing to focus on the darkness of the vent in front of him. He didn't like talking much when he put on the mask and he wasn't in it much to make friends. As tiring as his short-lived partnerships with Castelione and Daredevil were at least they didn't try to make conversation over like they were in a damn tea party, or if he did then he drowned them out.

Spider-Woman was practically an enigma, a layer of contradictions stacked on top of one another. She ran around stopping crimes and these 'supervillains', but she treated it like some kind of game with her jokes and quips; she was obviously powerful, but from what he could see she seemed to hold herself back until things were knee deep in excrement; and of course she was called a murderer by the papers but she was so adamantly suicidal about saving every life that she went into this with bare fists and kept anyone else around her from being able to defend themselves.

He slowed down slightly and coughed, a quick burst of pain coming and going. Spider-Woman tapped his leg gently, "Hey, you okay there?" She asked, voice tinged with (unwanted) worry, "Look, if you need to slow down we can-"

"I'm fine, just focus on finding that breaker." He jolted his leg to nudge her hand off and scowled. She was trying to act like they were friends, like everything was hunky-dory and she didn't take his gun from him and keep him from defending himself if push came to shove. If he was anyone else then maybe he would have considered it, but considering he was doped up higher than a heroin addict he really wasn't in the mood to deal with her issues.

 _'It's that Parker kid...'_ He thought, turning the to the left of the intersection. She didn't like his methods before, but ever since she unmasked him she was damn obnoxious about it. He could see it in her body language: Even with the full body sock she was wearing she was way too obvious. That Parker kid was special to her, though he didn't know how - Maybe he was her friend, maybe he was her significant other or hell maybe he was her kid and it was this madhouse's Mary Parker under that mask. At this point he wasn't going to discount anything after what he'd seen.

Though if it was that kid's mother under there, she was doing a really bad job at parenting...

The rest of the trip in the vents saw more of the same sights, though the more they saw the more he began to wonder the same things Spider-Woman did: Where the hell did that glorified thug get all these damn marvels? Gabriel's shocked rambling made it seem like this was supposed to be big, maybe bigger than even the coppers could handle; so was this similar to Octavius, Crime Master and the atrocities that went on in Ellis Island? This was going above organized crime and into government espionage...and just a bit above his punching line if that was the case.

"Wait, hold up. We should stop here." She tapped his foot and gestured down through the grating. Spider-Man could see a couple of brunos with typewriters standing idly, chatting about some kind of concert they were attending. Whatever it was it was enough to make Spider-Woman give a disgusted noise, "Ugh, these guys are Mary Janes fans? I heard of a wide demographic but I didn't think mafia goons were on that list. Then again I guess every good band needs a few nutjobs..."

"Quiet..." He lowered himself into a prone position and grabbed the edges of the grating, pulling it away with a muted groan before pausing "...How do you know this is the right place to stop?"

"Cause there's a map on the wall and if we keep going like this we're going to be going around in a circle. Even if it isn't close it's better than running around blind up here." She grabbed the grating from his hand and pulled it closer to her, placing it at her side before looking over the edge, "I don't see anyone else. I'll take em out, you follow behind me."

"Do it quietly, would you? I know it's hard but try not to announce we're here. Your outfit's loud enough as it is."

"Haha...very funny, Pete. Real fucking hilarious coming from Mr. Trenchcoat..."

Before he could disparage her for calling him that she slipped through the edge and fell, both feet smacking the goon's backsides and webbing them to the ground before they could put up a struggle. He had to admit, as much of a pain in the behind she was she definitely didn't lack for skill, _'Radiation can do all this? Hope the Nazis didn't find that out...'_ Then again he saw no mentions of the Nazis in his time here. Maybe he would get lucky and they collapsed all on their own. From what he heard the Chancellor of Germany was a real pill so it wouldn't have surprised him.

He landed next to the unconscious goombas silently. Spider-Woman was checking the map, muttering to herself as her fingers traced the maze of hallways. Searching for the power room seemed as good a start as any; he expected this place to have generators, of course, but having them run on emergency power was a benefit nontheless. With any luck it would turn off those gas dispensers while Castle and stars-and-stripes dealt with the explosives.

But first...

"Any luck...?" He asked.

"Mmm, I think so. If I'm right we just have to go down this hall then take a left turn. Power room should be there, but I need to make sure. Better safe than sorry, right?"

"Right." He took another glance at Spider-Woman. She was still looking at the map, so with any luck she wouldn't notice, _'Here's hoping...'_ Kneeling down, he grimaced at the sight of the tommy gun covered in a gob of white webbing, _'Couldn't have left it alone, could you?'_ He sighed and picked the soiled weapon up gingerly, carefully picking apart the webbing and hoping against hope that the damn thing could still fire. His revolver was gone but maybe-

He was barely into cleaning the weapon before a line of webbing attached itself onto the gun's barrel and he found it being yanked out of his hands. Standing up with a scowl, he turned and found Spider-Woman webbing it to the wall before she regarded him with narrowed 'eyes', her arms crossed, "...Yeah, nice try. Sorry, but no dice." She ejected another line of webbing, doing the same with the remaining typewriter on the floor, "Look, like I said before-"

"Let's just go." He shook his head and shoved past her, trying to ignore the flaring anger he felt. He'd heard enough lectures before, he didn't need it from another judgmental stranger, _'Don't let her get under your skin.'_ He chided, though at this point it was drowned out by the growing pit of resentment he felt. She had good intentions - or at least he was sure she was convinced she did - but he'd gone past the point of caring. He just wanted to get this over with so he could find Octavius, leave this madhouse and stay as far away from 'superheroes' and 'supervillains' as he could.

They ran into a few more thugs along the way, though they were easy enough to dispatch. Thankfully Spider-Woman seemed to finally catch on that he wasn't willing to chat and the rest of the walk was spent in blissful silence. It gave him time to think, or at least to not focus on the fact that the painkillers were already wearing off and he was starting to feel the burns searing across his chest again.

 _'He told me they were low quality, but this is pathetic.'_ His pace slowed slightly and he found his hands palming the wall to help keep balanced. Painkillers usually lasted longer than this, though things had become weird ever since he'd been bitten. He supposed he shouldn't have been surprised not everything worked the same anymore, _'Good thing he offered spares. I'd be up a creek without a paddle without his help...'_

"Hey...you okay?" Spider-Woman slowed and grabbed his shoulder, helping to keep him upright, "Damn it, I knew your wounds were too severe. You should've stayed behind."

"I'm not a kid, you don't have to baby me." He shrugged off her hand and fumbled through his pockets, picking up the small container full of pills before clumsily shoving the contents into his mouth. Bullseye had warned him to be careful of them, but the guy was clearly overestimating how useful they would be to a freak of nature, _'Five should do it...'_ He swallowed the pills and grimaced at the taste. It was unpleasant, but it was preferable to dealing with little miss lightning bolt's little souvenirs.

He'd been warned about overdosing too, but he figured this was a better risk than taking a bullet to the gut because he wasn't paying attention.

"That's a lot of pills. You...might wanna take it easy after this. You look like you've been through hell."

"Trust me, whatever I'm feeling right now Hammerhead's going to get much worse if Gabriel's not alright." He pushed himself off the wall and took a deep breath to balance himself. It'd been almost three days, so the thought of Gabriel already sleeping with the fishes with some new cement shoes had definitely crossed his mind. Still, maybe he held out...or at least that's what he kept telling himself so this all didn't seem like a giant waste of his goddamn time.

It wasn't long before they found the the room they were looking for, "Locked, of course." Clicking her tongue in exasperation, she grabbed the knob and pulled, breaking the lock and nearly taking the door of its hinges with an annoyed grunt, "Yeah...hope that didn't cause any silent alarms or anything. I never really learned how to pick locks and I get the feeling neither did you."

"You'd be surprised..." He pushed open the ajar door and stepped inside, taking a quick look around the dusty interior. The place definitely looked like it'd seen better days, but right now his only concern was the large machine standing in the corner. It looked different - smaller and more sleek - than he was used to. But hell, he was pretty sure it would work the same if you smashed all the bits and pieces. Things couldn't have changed that much in 82 years, could it?

He pulled open the small cover before smashing his fist on the inside, wincing slightly at the slight stinging sensation that came from the jutting wires, _'Don't need another shock...'_ He shook his hand. Thankfully the gloves took most of it.

Still, it got the job done. Almost instantly the lights in the room and halls flickered away before being replaced by red emergency lights. From behind him he could hear Spider-Woman muttering something about wishing she had 'nightvision goggles', though he paid her no mind. He never really had a problem dealing with the darkness. Maybe it was because of that bite but he found it almost comforting in a way...

Spider-sense.

Spider-Woman seemed to share his feeling given the way she looked at the entrance, "Someone's coming..." He gestured to the other side of the door, taking up the spot opposite hers. He could hear at least half a dozen pairs. Either the blockhead was afraid of the dark or he was paranoid something was up; and considering it'd barely been a couple minutes when they smashed the power he was leaning towards the latter. It didn't take a genius to guess that he would catch on once he realized his little goon squad was taking a bit too long.

The first three were barely past the doorway before they attacked, Spider-Woman webbing the goombas legs to the ground while he sprayed a net to cover those following at their backs, "Leave one of them conscious, I have questions." He slammed the first one he could grab on the ground, punching the second unconscious while the third received another spray aimed at his face. His nose was free so he wouldn't suffocate, at least.

Spider-Woman at least followed his instruction. The first two were lying on the ground in crumpled heaps, but the last one just looked like he was about to urinate on himself. This would be easy then.

"I'll make this really easy for you." He grabbed the fink's suit collar and pulled, removing him from the web binding him to the floor, "Where's Hammerhead keeping his hostages? I'm not asking twice."

The greaseball took a moment to let out a whimpering cry before answering, "I-I dunno! Mr. Hammerhead likes to work em over himself, ya know? We don't ask questions. I-I'm a new hire, never even met the guy before a couple nights ago, you get me?"

"I've been hearing that a lot lately." He shoved him against the wall, Spider-Woman's 'eyes' narrowing in response. He had to get this rat-bastard talking before she got off onto another one of her tangents, "So tell me something I can actually use before I snap your fingers."

"W-W-Wait, I'll tell you where he is!" He clasped his hands together, looking for all the world that he was going to get down on his knees too if he wasn't too afraid it would get aforementioned fingers busted, "He's in the overlooking office! Fancy place, can't miss it! S-Someone's doing some real damage up there! We's came to check on things down here just in case, you know?"

"Must be Cap and Castle..." Spider-Woman muttered.

"Y-Yeah, whatever! Alright, so Mr. Hammerhead tells us to check on things down here while he leaves-"

"He's leaving?" The mook nodded fervently, backing away as the masked vigilante snarled. The coward was trying to run, trying to get away like he did a couple of nights ago, "He's not going anywhere..." He ejected a burst of webbing to pin the fink to the wall before turning away. He had to find Hammerhead before he got away.

"Wait, hold up!" Spider-Woman grabbed his wrist, quickly stopping him in his tracks, "You can't just go up there like Ramdo! You saw the things they were unpacking! You're going to get yourself killed just rushing in there right now! We need to-"

"He's not getting away again!"

Before the argument could escalate further he heard an explosion coming from above before the hall was completely doused in darkness, _'Must have blown up the generators...betting on Castle.'_

Whether it was him or not it didn't matter; it gave him an opportunity. He felt Spider-Woman's grip weaken and he slipped his wrist away, rushing down the hall silently before she could catch up to him. This place was like a maze, but he had the distinct feeling he wasn't going to be the one running blind. Just barely he heard her calling for him to come back, but he ignored her. He was going to make Hammerhead pay for what he'd done.

He hoped Gabriel was still alive for Hammerhead's sake. The blockhead's life depended on it.

* * *

This was a shit show!

Hammerhead growled in frustration, both hands itching to pull the trigger on the next person who looked at him funny. First that damn gimp, then his two warehouses being raided and now this! Whoever did this they were gonna fucking pay, he bet his life on it! "Marko, Magan, get your asses back there and deal with whoever's fucking with us! I gotta get back to the boss!" He barked.

"On it, boss."

"You got it, chief."

He waved them off with a scowl and picked up his guns, looking around the darkened room with squinted eyes. He knew this place like the back of his hand; so what if there weren't any Goddamn lights? He could deal with it, "Boss is gonna be pissed..." He grit his teeth and kicked down the door leading to the exit. He had a few men stationed there, so he wasn't going to be alone. The two stooges could deal with whoever was back there.

From behind him he could hear the sounds of gunfire and screaming, but he paid it no mind. That was the point of hiring these low-rent hacks; why waste a perfectly good Family soldier when you got punk kids who'd throw their faces into cheese graters if you paid em a few nickels? The boss would let this go. Wasn't like they lost anyone important. Even suckers like Marko and Magan could be replaced.

"Whoever these bastards are, they messed with the wrong guy..." He flexed his arms, feeling the near-skintight and padded suit adjust to the movements. He wasn't usually in it for the fancy shmancy toys the other big boys were using - what was wrong with a good typewriter and a comfortable suit? It worked back then and it still worked now. Why change something when it ain't broken, he always believed.

But he knew when to buckle down and deal with it. If he could live with having that block of metal in his forehead he could deal with this damn thing chafing like a bastard.

The group of morons jumped when he kicked the door open, their hands shaking like buncha sissies, "What the hell you starin at!?" He barked, causing the twelve pricks to look away and whistle like it was New Years, "Right, you idiots stay behind me and watch out for any more of those greaseballs tryin to get here. You see anything moving you shoot it, you get me!?"

"Y-Yes, sir!"

Damn idiots...kids looked like they could barely tie their damn shoelaces nevermind shooting someone. Breathing through his nose, he trudged down the dark hallway and tried to ignore the skittering footsteps behind him. Boss was going to be pissed most of the weapons were gone, but at least he still had a few tucked away for emergencies. That should be enough to give him some leeway so he could make up-

"Uwaahhh!"

The Maggia lieutenant turned back only to find a pair of the goombas being snared by some kind of net before being dragged down the hall, shooting their typewriters in a panic to try and get whoever was dragging em while the rest of the morons gaped like damn fish, "What the hell are you waiting for, you idiots!? Shoot!"

"B-But boss, we might hit the others-"

"Just do it!"

It took them only another one of the morons being dragged up to the ceiling for them to start shooting, probably hitting the dumb schmuck that got taken. The bullets made enough bursts of light for him to make out what they were shooting at: The gimp from two days ago running through the pipes over their heads like a damn spider, the bullets just barely missing him and putting holes in the pipelines.

 _'And here I thought he was just another sucker in a costume...'_ Whatever he was, he was damn hard to hit. He thought he died in that warehouse...if the boss found out he was the one fucking them over he was never going to hear the end of it, "Fucking hit this guy! There's nine o you's and one a him! Do your fucking jobs!"

"He's too fast!" He could hear the rest of the idiots screaming, either cursing up a storm or calling for their mommies to come save em. A stray shot got lucky and he saw it graze his shoulder, but it wasn't enough. Just before the light dimmed again he saw the freak drop into the center of the group before he heard more screams. The idiots wouldn't shoot cause they'd hit each other, but the damn gimp didn't have that problem. He could hear the sounds of snapping bones, hear some of them begging not to get hurt before they were smashed against the floor or the walls.

 _'Useless idiots!'_

He fired a burst of machinegun fire at the clustered group before retreating, charging down the hall to the doorway at the end. With any luck the morons piloting the damn helicopter heard the explosions and already had the thing running. If not...well, it was their fucking funeral.

He was barely through the door before a black net snagged on his back and pulled, dragging him back inside, "Ah, you fucking punk!" He turned and swung his fists at him in a rage, but his hands met nothing but air. A fist came at his stomach and he heard what sounded like a muffled curse coming from the gimp, _'Heh, looks like this thing's useful after all.'_

"Nice try, kid!"

Another swing and another miss. The tick dodged the wide blow and jumped over him before latching onto his back, arms wrapping around his neck to choke him. Whatever else he could say the damn punk was strong, "Where's Gabriel!?" He snarled, his grip tightening even more. Any harder and his head would have snapped, "Choose your next words carefully, ya fink. Might be your last..."

"You're talking about the kid...? That's what this is all about?" Hammerhead almost laughed. Two days of bad news after bad news, two days of hearing phone calls and questions from the boss asking him what the hell was going on...and all because this fucking gimp wanted to get his little stoolie back? It was pathetic, like a bad joke no one else got. He'd been at the game for almost 40 years and he never saw someone this bad.

"You want him, freak? I'll send ya to meet him six feet under!"

Clenching his fist, he sent an electric shock over the exterior of the suit hard enough to barbecue anyone stupid enough to be hanging on. The gimp's grip on his neck loosened and Hammerhead backed up, smashing him against the wall, "Heh, nice try, kid. Almost had me there." Hammerhead picked him up and smashed his forehead against his face, being rewarded with sound of something breaking; probably his nose or his jaw, "But did you really think you could fight with the big boys? Please, you ain't no Spider-Woman or Captain America. You're in over your head, shitheel."

"Does no one here ever stop talking...?"

A foot lashed out and hit him right between the legs. Even with the suit taking most of the impact Hammerhead couldn't help but back away in response, giving the tick enough time to scramble back into the dark hallway. The Maggia lieutenant scowled and picked up his guns again, firing them in the direction of where he fled, "That's right! Run you yellow-belly! Fucking coward!"

He released one last burst before shaking his head and pushing the door open. He wanted nothing more than to wring that little shit's neck till he was black and blue, but he didn't get this far in the Family without knowing when to cut and run. He could kill that punk without much problem, but he doubted he was the only one attacking the place. Smart play would be for him to blow the joint and let Magan and Marko deal with it.

For once things seemed to be finally going his way. By the time he got to the wide space that served as an impromptu helipad the chopper was already running, the pilots looking nervously at the warehouse but still staying in their seats. Whoever they were the bastards were good; the gas dispensers and explosives were disabled, but that didn't mean the rest of the goons inside would make it easy for them.

Hammerhead jumped aboard, barking orders as he went, "What the hell are you two waiting for!? Get us the fuck outta here!" He yelled, causing the two to nod and focus on the controls.

"Finally..." He sat and leaned back against the wall, a sigh escaping as he tried to calm himself. He needed to think of an explanation for the boss on how to explain this fuck up. This was supposed to be their big break; with those weapons Fisk and Murdock and whoever the fuck else that was vying for control of the city would fall on their knees. He knew Murdock had those damn ninjas of his, but these weapons would kill em dead faster than they could do those fancy techniques o' theirs. He didn't know how but it musta been them somehow, he was sure of it.

And now most of it was gone because that tick and God only knew who else was picking a damn fight.

They were barely in the air before he saw it. If he was anyone else he could have sworn he was seeing shit cause there was no way anyone was that suicidal, but he knew what he saw: The freak running on one of the shipping containers and jumping towards the bird he was riding, hands grabbing hold of the skids even as the chopper continued to rise higher. He didn't know whether he should have been angry or impressed at the punk's moxie.

He decided on killing him.

"You don't fucking give up, do you!?" Hammerhead leaned over the edge and fired, but the slippery eel jumped to the other skid before they hit, "Rrrgh, you two! Shake him off!"

Before they could respond the helicopter shook and he fell on his back, nearly tumbling through the open gates, "He's tangling up the blades with some kind of net!" One of the pilots screamed. From his place on the ground he could see the spinning rotor steadily slowing as more and more of the black gunk he was spewing from his wrist coated it, "We're-We're losing altitude! We have to make an emergency landing!"

"Don't you fucking dare!" Hammerhead stood up shakily, a scowl etched on his face, "Going down's exactly what he fucking wants!"

"We're going to die if we keep going, sir!"

"You fucking heard me-"

That was as far as he got. The gimp climbed through one of the open doors and charged towards him, the tackle strong enough to knock them both off the other end and plummeting to the unforgiving concrete below.

* * *

That was a bad idea.

Spider-Man groaned as he rolled off the blockhead, feeling his...everything aching, _'Probably one of the dumbest things I ever did...'_ He sucked in a slow, pained breath as he fumbled in his pockets for more of the painkillers. His nose was still bleeding and he felt the large urge to vomit, but he was alive, _'Can't believe that worked...'_ He swallowed more of the narcotics and struggled to stand. He was definitely going to pay for that later, but he couldn't think about that now.

As painful as that was, he wasn't done yet.

He eyed the mini-plane (or whatever the hell it was) shakily landing a fair distance away, _'Good, at least I don't have to worry about that...'_ It was already risky enough trying to force a crash. If the damn thing actually smashed into the ground he wasn't sure any of them would have survived it...

It was a risk, but he knew he had to take it. The blockhead was wearing one of those Dynamo suits, the only thing he could hope for was that he could use him as a cushion to break the fall. Granted he might have been able to survive a fall from that height (if he was really lucky...), but he didn't want to take his chances. Either way it seemed to work: He could see crackles of electricity jutting from the suit's metal bits and given the way the blockhead's eyes were closed he could assume he was safe for now.

 _'It's still intact, can't say the same about the person wearing it. Guess that suit's not so good at taking falls...'_ He picked up one of the fallen typewriters and fired it into the air experimentally, _'Yup, still works...'_

Now came the annoying part.

Spider-Man grabbed as much of the suit as he could and ripped them away, tossing the pieces of metal and leather as far away as he could. He was pretty sure it was broken - well, he was hoping it was - but he didn't want to take any chances. After seeing what this and Vodkalky's suit could do he wasn't going to put it past the damn thing to start repairing itself. Thankfully the blockhead was wearing clothes underneath, so he didn't have to feel odd about what came next.

As soon as the last traces of the suit were gone he lined him against the wall before webbing him still.

Time to get some answers.

"Wake up." He kicked him in the jaw, making sure to avoid his deformed forehead. The blockhead groaned and shook his head but made no move to actually open his eyes, _'Are you kidding me?'_ He sighed, "...I said get up."

A kick between his legs was definitely enough to jolt him awake, "Agh, son of a bitch!" The fink looked around like a headless chicken before his eyes finally settled on him. Immediately his mouth parted in a scowl, struggling futilely to escape the web without the help of his little gizmo, "You again!? What the fuck is your problem!? You work for Murdock, is that it!? Couldn't leave well enough alone!"

"Shut up and listen." Spider-Man pointed the barrel of the gun at the gangster's gut, finger resting on the trigger, "I don't care what you're rambling about or if you believe higher causes. Your weapons are gone and unless you wanna end up on that bonfire you're going to tell me what I want to know." He lowered himself into a squat so they could see eye to eye, "I'll make this slow: Gabriel, the kid that was with me a couple of days ago. Where. is. he?"

His scowl only worsened, "Even if I did know why would I tell you? You don't got anything to bargain with, kid."

"Besides your worthless life, you mean?" Peter pressed the gun deeper through the webbing till the barrel was hitting his stomach, "I've seen your type before. Big dreams, but not enough brains to actually get anywhere. And I know another thing: You guys never make the sacrifice play." He saw the blockhead's eyes looking at the gun pointed at his gut, a hint of hesitation finally appearing "I can shoot you in the stomach and you're going to die in three days with infection. It'll be slow, painful and humiliating...and I'll be there for every second so you don't get any help. How's that sound, big guy?"

"Hah, you ain't got the balls-"

The sound of the gun discharging was drowned out by the blockhead's screams. Torture...despite his words he'd never done it much before. Most thugs took threats at face-value and they'd sell their own mother up the creek if it meant another day for them to live. Dealing with Xavier's sociopaths proved otherwise: There was no one one they loved, not even their own teammates lives mattered to them. The only thing that made them talk was when their lives were in danger, when they realized they were going to die in a gutter and no one would ever mourn them.

Others might have balked at his methods, but at least their victims were still alive to judge him for all the wrong he did trying to rescue them.

"Feel like talking yet?" Peter stood, drowning out the curses he was spewing at him. He had to do this before Spider-Woman or stars-and-stripes caught up with him, "You don't tell me what I want to hear and I'm going to start shooting again. Still feel like keeping secrets?"

"Argh...alright, alright! I'll tell you what you wanna know!" He bit out, sweat coming down like a waterfall, "That kid...stubborn little shit. Puts up a brave face, doesn't say anything...convinced any day now you're going to save his useless ass." He coughed, his breaths shaky, "Two days nothing happens, so I let him stew. Left him with the rest of the stoolies who thought a superhero was comin' to save em-"

"Where!?" He interrupted, resisting the urge to kick the soon-to-be festering wound.

"Cargo container...green with red markings...shouldn't be too far from here." He forced a smile; probably trying to regain some of his pride, "Kid's screwed, you gimp. He's been stewing in there for nearly a whole day now...even if he's still alive he ain't going to be walking outta here right in the head."

"You let me worry about that..." He muttered. He wanted to search for him now, but he had something else he needed to know, "...Where's Castle's family?" The blockhead's eyes widened for a moment before he returned to his previous scowl, "You wanna do this again? You'd be surprised how many shots someone can take without dying." He kicked him in the shoulder, "I know you took them. Where are they?"

"The psycho Castle's with you? Shoulda known." He shook his head, "You think the mommy and the kids are here? Ha, like it'd be that easy." He gave a struggling laugh, "You're wrong about one thing, kid: I didn't kidnap em. _They_ came ta _me_."

He waited for the buzzing at the back of his head, the warning that he was being lied to, but it never came, "...What the hell are you talking about?" Peter's eyes narrowed. He wasn't lying, at least not about this, "Why would they go to you? Castle's trying to get them back-"

"You can't be that blind, punk! Castle's a nutjob, anyone whose read the paper knows that!" He interrupted, "They came to us for protection, cause they wanted Castle as far away from them as possible and they were willing to deal with _anyone_ who could give it to them! Who the hell else were they gonna call, the cops? Castle was one o' them and look how that turned out!"

Again, no buzzing. He wasn't lying, but something about this was wrong. He'd listened to Castle, heard him when he said he wanted to find his family. His spider-sense hadn't blared there either, hadn't warned him of any ulterior motives. The guy was dangerous without a doubt, but to his family?

"...Where are they?"

"Hell should I know!?" He bit back, "I ain't the one who handles that. They met me in a restaurant, so I gave em to one of the Family's associates and they handled it from there!" He eyed the gun warily, "Even if you shoot me again I ain't gonna magically know where they're hiding out in!"

Third time, still no blaring. Peter scowled and took a step back. Castle's family was gone, and according to this greaseball they done it of their own free will, _'That Russian said he took Castle's family...I guess I just assumed it was a kidnapping.'_ His grip on the gun tightened. Something smelled about this, but he didn't have time to deal with it now. Gabriel was his priority, he could question Castle after he was safe.

He would have left it at that if Hammerhead's stubborn pride didn't cause him to open his big, fat mouth again.

"Watch your back, punk! When I get outta the slammer you're gonna _wish_ you were never born!" He spat, "Ya hear me!? I've got your number, you gimp! You don't fuck with the Maggia and get away with it!"

"Considering what they found back there you're going to be staying in the big house for a while." Peter rolled his eyes, "I ain't exactly worried."

"Whatever helps you sleep at night! The boss' lawyers will have me out within the week, so you better grow eyes in the back o' your head! You just signed a death warrant, both you and for that little spic! I'm gonna kill that kid first when I get out and then I'm coming for you!"

Peter's grip on the gun shook. It was so tempting to end this bastard's life. He was a leech, a parasite who just hurt and killed anyone standing in his way because he wanted more and more and more. Just like Osborn, just like Crime Master, just like anyone else who looked at lives like they were currency for them to buy and sell.

Hammerhead thought he had power, and it was his responsibility to take it from him.

He pointed a gun at his neck, but the bastard was still ranting in uncaring rage; promising that both he and Gabriel were going to pay once he walked outta the slammer. His finger hovered over the trigger. One pull and he would die; an unbreakable skull wouldn't protect him from that. He half-expected Spider-Woman to interrupt again, pull him back and then give him another lecture about the proper morality of his actions.

But she didn't. It was just him and the blockhead.

Two gunshots cut off his rant. Hammerhead screamed as two bullets went through his knees, the striped cloth of the torn suit being stained with blood, "Good luck walking out of there..." He tossed the gun away and left, ignoring his curses and further promises of revenge. He felt a slight sense of guilt creeping up but he squashed it down. He'd survive once Spider-Woman and her partner called the coppers, and if he didn't...then he wasn't exactly going to be shedding any tears.

Finding the container was surprisingly simple; it was separated from all the others, though the closer he drew to it the more he began to realize why, _'I know that smell...the stench of the slaughterhouse.'_ He placed a hand atop the lock keeping the container sealed and grimaced. Even when it was closed he could smell the odor of blood and rot seeping through the cracks. Bracing himself, be broke the lock and pulled the double doors open.

What he saw inside made him wish he'd put a bullet in Hammerhead's neck. Bodies piled on top of one another, each of them showing different rates of decay, "That's what he meant by sweating them out..." He stepped inside and covered his nose and mouth, ignoring the buzzing of the flies hovering over the corpses. _'He must've dumped all the stoolies here and when the next guy came along he dumps em here too.'_ Seeing what happened to the guys who came before you would be a good enough incentive to talk.

He found Gabriel sitting in the corner, his expression blank and his gaze empty. Even through the darkness he could make out the wounds on his face and hands, "Gabriel...? Gabriel!" He rushed inside and picked him up with as much care as he could muster. He saw the teenager twitch at suddenly being moved, but beyond that he made no other reaction, "That bastard...if he ever gets of out of the big house he's going to lose more than just his kneecaps."

He didn't stop walking till the container was nearly out of sight and they were near the closest body of water, "Come on, kid, talk to me." He placed him against the wooden walkway and cupped some water in his hands, trying to wash away the blood and dirt lining his tanned face, 'You're still alive, come on." He placed some more water on his face, "Gabriel, it's alright now. You're safe."

It was only after the fourth stream of water that he finally blinked; just once at first before the next ones came in a faster tempo. Peter let out a relieved breath and smiled, though it was noticeably strained. Gabriel was alive, "Kid, you alright?"

His mouth parted, voice coming in a soft rasp, "Hurts...thirsty too..." Gabriel coughed and pressed his head closer to Peter's chest, his breaths becoming faster as the minutes passed, "Knew...you'd save...me...just knew it."

"It's alright, Gabriel. It's alright..." He patted the younger man's back as best he could. He was never a very comforting person. He took out the criminals, made them pay for what they did, but when it came to the innocents he let their own friends and family deal with the comforting part. Who looked at a guy who looked like he did and did what he did night after night for sympathy?

"Didn't tell...em anything...swear..." He continued, voice growing even weaker, "We can still..."

The telltale sound of Spider-Woman's webs cut off Gabriel's spiel. Looking back, he saw the 'superheroine' land at the end of the walkway with a flip. Her narrowed 'eyes' bore into him briefly before she caught sight of Gabriel and paused, the lenses of her mark reverting back to their usual state, "Peter, is this-"

"No time. If you're planning to lecture me then save it for later." He stood up, carrying Gabriel in his arms again, "Look, I know we ain't friends and I didn't exactly endear myself by leaving earlier, but whatever problem you got with me it doesn't involve him." He took a deep breath, "Just...help him, please. I'll answer all your questions, just make sure he's alright, okay?"

"I...yeah, of course." She took him from his hands and looked back, "...Look, I gotta talk with Cap, alright? Just...meet me where we were earlier and I'll catch up. I promise he'll be alright, so just make yourself scarce. Go."

* * *

This was a mess.

Peter sat at the edge of the roof, fingers rubbing his temples as he tried to assuage his headache. He'd left Gabriel with Spider-Woman; much as he wanted to help he couldn't do anything, "What the hell am I even doing here..." He took off his mask. The biting cold was actually comforting, at least in comparison to the numerous wounds he'd been given...again. Already he could feel his shoulder stinging from where the bullet grazed it and though his nose had stopped bleeding the dried blood around his mouth wasn't doing him any favors.

Three days, almost four at this point, and he had little to show for it. Gabriel was alive and he was glad about that, but in the end did it really matter? He didn't belong here, he wasn't some kind of 'superhero' and he sure as hell wasn't a tragic little murder victim. They could deal with this now, but he had to find a way back home...as impossible as that was seeming to be at this point.

And what was the deal with Castle? He couldn't even find him before he left and if what Hammerhead said was true then...then maybe he needed to have a talk with him...assuming he found him before he found Octavius.

But first...

"Huh, half expected you to ditch." Spider-Woman climbed up the walls, sitting down a short distance away from him with a dramatic spin. At least he knew the newspapers talking about her being in showbiz weren't complete hogwash, "...Hope you don't take this the wrong way, but should we go somewhere to get you patched up? You look like you've been through hell..."

"I heal fast, like I'm sure you do as well.." He brought a hand through his jaw, wincing at the subtle crack. Not broken, but definitely not undamaged, "...Is Gabriel alright?"

"Yeah. I put in a good word with Cap. He's going to be healing in a S.H.I.E.L.D facility as a formal witness. Trust me, it's the best he can get all things considered." She looked down at her hands, "...You know, it was a real dick move to leave me behind back there. I had to fight a guy who looked like he guzzled steroids and a guy in a gorilla costume...at least I'm hoping it was a gorilla costume. I already have enough on my plate without getting charged with animal cruelty."

"I couldn't let Hammerhead get away..."

"Thanks, apology accepted." She muttered back sarcastically, "Point is, we went in there as partners. Partners watch each other's backs, they don't leave when-"

"Look, can we just skip the diatribe? I'm not in the mood for it." He interrupted, "You have questions I have answers. Lets get this over with so I can blow this joint. I've seen enough of this madhouse to last me a lifetime."

"Why do you keep calling it that? This is your home-"

"No, it ain't." He rolled his eyes. He was pretty sure he was gonna sound like a nutjob to her, but the truth could be stranger than any fictional story, "Look...I know you think I'm that Parker kid come back to life or something but that's not who I am. I...well, I don't know how to describe it. You know time travel?" Something only quacks or weird science books talked about, but who knows maybe they learned it here.

"Yeah, I saw Reverse to the Future before. Why?" And apparently he was right...

"I came from 1934." He held up a hand when she looked about ready to interrupt, "I know you don't believe me, and I don't expect you to, but that's the truth. I lived in a time when just a month ago we weren't allowed to drink alcohol cause it was against the law. Prohibition ended a month ago, the chancellor of Germany's riling up his party full of eugenic quacks, and people could barely afford to buy automobiles let alone these little miracle gizmos everyone here seems to be throwing around like confetti."

"Uh...are-are you sure?" Her tone was skeptical, as expected, "This is...sounding even more far-fetched than...well, you know."

"Positive. It's why none of this is making any sense to me." He pinched the bridge of his nose and sighed, "It's all Octavius' fault I'm in this mess."

"Pete...that doesn't add up." She shook her head, "You're expecting me to believe that you came, what, nearly a hundred years from the past?" He nodded, though at this point he saw little point in it, "Then explain this: How the hell do you have the same...everything? Same face, same voice, same _fingerprints_? Hell I bet you even know who May and Ben Parker are. They're the ones who-"

"Raised me after my parents died..." And his uncle was supposed to be dead. Not visiting _his_ tombstone, "Look, if I had all the answers I'd tell you, but I don't. The only one who who'd know anything about what's going on is Octavius, and until I find him I'm as blind as you are."

"Alright, one last thing then: If you aren't 'our' Peter Parker then how did you know his last words? I...no one else could have heard it, no one else was there. The only way you'd know was if-"

"I don't know, alright?" He interrupted, voice lowering into a hiss despite his best efforts, "I...I keep getting flashes, but they don't mean anything to me. It's like...watching a picture in the theater after it's halfway finished. I see these things, but I don't understand them." He placed both hands against his forehead and sighed again, "I can't even control when they come or go. They just...do."

"I...think I may have a theory." She spoke up hesitantly, "This...look, just bear with me, okay? I'm not sure what time you came from before, but here...faking memories is completely possible." His eyes narrowed. He could tell from a mile off what she was implying, "This...time travel thing doesn't add up, but what if...what if you came back and they just...fucked everything you knew? What if-"

"No." He twisted his legs around and stood, walking a few steps away from her, "I remember everything clearly. I remember growing up on the streets, I remember meeting Mary Jane for the first time, I remember being with my Aunt when the Goblin's enforcers came to shake us down, and I remember being bit by that spider on the docks and being given...all this." He shook his head, "Can't have been faked."

"We can't be sure of that-"

"Why? Cause you think traveling in time's more absurd than bringing someone back from the dead?" He asked incredulously, "Newsflash, sister; you can lift trucks and stick to walls. Like you said reality ain't exactly paying us much attention." He let out a tired breath, "Look, I answered your questions. Whether you believe me is up to you and in all honesty I don't really care. Gabriel's safe, that means I can look for Octavius."

He'd barely taken two steps before she reacted, "Not so fast." A line of webbing snagged on his back, though she at least didn't pull him on his kiester, "I hate to be the bearer of bad news, but...this isn't exactly over yet. Not for you, at least."

"What are you talking about? It's _over_. That blockhead's in prison and Gabriel's safe. Far as I'm concerned my part in this is done."

"Not so much." She released her hold on the webbing and made...some kind of gesture with her hands, "Look, Castle escaped in the confusion earlier. I doubt you had anything to do with it considering you were with that kid, but you did help him escape last time..." She crossed her arms, "That and...well, there's no way to sugarcoat this: S.H.I.E.L.D wants you to come in. That fingerprint test got them worried and now they wanna do a full DNA scan-"

"If you think I'm going to let myself be turned into some kind of guinea pig-"

"If you'd let me finish." She cut him off, "I know they didn't make the best first impression on you, but they're the good guys. Still, I'm not going to drag you there, alright?" She shrugged her shoulders, "I talked to Cap. She'll hold off sending a team after you or something equally as dramatic as long as I keep an eye on you. We saw what happened with Hammerhead and after the whole fiasco with Maxine...she thinks it's best if someone acted as a chaperone of sorts."

"You mean as long as I do what you say I'm a 'free man'..." He rolled his eyes. He wanted to muster up more anger, but at this point he was too damn exhausted by it all and he could make up nothing more than annoyance, "Look...I can tell you think you're doing the right thing, but now my 'freedom' is tied to whatever you say it is so forgive me for not jumping for joy."

"You're not my slave, Peter." She replied back softly, "Alright...I'll ask Cap for another favor, have her search for this Octavius guy and see what she comes up with. If he's the reason you're here then he's bound to pop up somewhere. I'll tell you anything that comes up, alright?"

"...Thanks." He couldn't deny that would be useful, assuming she kept her word, "...On that note I should probably get out of here."

"Why? Where are you going?" She stood up abruptly, "You could stay and talk. I'm in no rush-"

"We're not friends, so I don't see the point of staying unless you have something important you have to tell me. And unless you wanna watch me every hour of the day, I think there are things I can do that don't need your supervision, 'Ma'am'." He bit back, putting on his mask, " I'll be back here by tomorrow noon. Don't worry, I'll keep my end of the bargain. You won't see any more incidents..." Besides, she still hadn't given back his gun. Even if he took one of Hammerhead's typewriters she probably would've broken that too.

"Just...take care of yourself, alright? I'll see you tomorrow..."

* * *

He spent the next few hours just wandering. He went back to where he first showed up in this madhouse, trying to find any clue about where Octavius had gone. Maybe Spider-Woman would actually hold up her end of the bargain, but he wasn't going to hold his breath. If he wanted to find his way home he couldn't rely on some secret agency to gather his information for him.

But as he began to expect he had nothing to show for it. No trace of Octavius' presence and the few bums he'd managed to talk to just gave him hogwash in the hopes getting paid a buck (which, incidentally, lost a lot of its value in 82 years...). Eventually he stopped, landing on top of a rooftop and sitting at the edge in exhaustion. A part of him wanted to sleep, but where was he supposed to go? He didn't have a home here...hell, if Spider-Woman was right - which he doubted - he shouldn't have even been _alive_ here. Made finding a mattress complicated to say the least.

The sight of the rising sun was enough to give him a brief moment of respite. He had to admit, the thought that some things remained constant was comforting. From up here it almost seemed like he was back home..."

The door behind him opening caused him to nearly jump off the roof. Looking back, he found a somewhat odd sight: A blonde woman in a sweater and wool pants carrying a large box of pizza in her hands, two mugs balanced precariously over its surface while a cat wrapped itself around her head like it was a hat. At this point he'd stopped considering that a weird sight, but-

Wait a minute...

"...Gwen Stacy?"

He saw the young woman jump in surprise, though miraculously none of her food had spilled itself. Head snapping to his direction, her mouth parted in shock for a brief moment before she regained her composure, "Uh...hey, Darkman, didn't expect to see you here."

"Neither did I...what are you doing here?"

"Uh...I live here? This is my apartment, you collapsed on this roof like a day or two ago." It was? Huh...odd coincidence he'd end up back here. "...Though I'm not really surprised you don't remember. Doubt it was a pleasant memory."

She made her way to where he sat before sliding the pizza next to him, the cat again refusing to budge even after she took a seat at the edge, legs swinging idly, "So...anything interesting happen after you left? I asked Spider-Woman, but she was pretty mum on the details. Superheroes, always wanting to keep us innocent civilians out of the danger." She rolled her eyes, lips quirked in a slight smirk.

"Long story, not exactly pleasant conversation..." He muttered. He was never one for venting, though he was tempted to do so now. Something about her pushed him to trust her...though that was likely the fatigue talking and the fact that she was the only one here besides Gabriel who helped him without waiting for the other shoe to drop.

She adjusted the furry cat's place on her head before continuing, "Right...so, what are you doing up here? I thought you'd be running out there patrolling or whatever it is you superheroes do. That's what they say on the forums, at least."

"I'm not a..." He sighed. There was no point in correcting her, "Forget it. I was...looking for someone, but as you can imagine in a city like this this it's like trying to find a needle in a haystack..." He rubbed his tired eyes and groaned, "I was a taking a break, trying to...regain my bearings so to speak. None of this is making any sense to me and-"

He was cut off when he heard his stomach rumbling. Damn pizza...he hadn't eaten in days. He tried not to think about it too much, but with that thing sitting so close it was hard to ignore it, "...Sorry about that-"

She laughed under her breath, "Hey, it's fine, we all get the munchies. Even superheroes." She removed the mugs of what appeared to be hot chocolate and opened up the large box, exposing the still-warm food inside, "Long day for me too...my work leaves me starving; you'd think working a bodega would be easy but nooooo." She picked up two slices, offering him one which he accepted reluctantly. Given the damage his mask had he could probably eat through it...

"Thanks..." He took a bite and had to resist the urge to sigh in relief. Three days..four now, actually, and it was the first meal he'd had, "...I'll pay you back-"

"Hey, you're a hero, right? I'm pretty sure a free pizza's the least I can do." She offered him the extra mug as well. He couldn't help but take notice of the crudely drawn 'Murderface' scrawled across the suface, "Betty insists that Murderface has his own mug. He never drinks any of it, of course, but tell that to the Scream Queen." She petted the aforementioned cat draped across her head, "You don't mind sharing, do you, boy?"

The cat purred lazily, it's eyes never opening despite its precarious place.

"Thanks..."

Huh...maybe things weren't so bad; at least for now. Starts-and-stripes and whoever she worked for was hounding him while Spider-Woman was holding his leash, but at least Gabriel was safe and he met at least one other person in this madhouse who he didn't want to look over his shoulder when he talked to, _'And to think it'd be Gwen Stacy...who would have thought?'_

"Wait, just realized: We've never formally been introduced, right?" She swallowed the next bite of pizza before offering her free hand, "Gwen Stacy, bodega cashier and drummer extraoridinaire. You are...?

 _"My name's Gwen, I moved next door with my daddy. What's your name?"_

"Spider-Man...just Spider-Man. Nice to meet you, Gwen Stacy."

 _"My name's Peter! Nice to meet you, Gwen!"_

* * *

 **And done. This chapter underwent some changes; most notably the ending with Noir and Gwen and the Castle family's role. The former was supposed to be replaced with something much more grim but I decided to hold off on it for a later payoff while the latter got, well, _extended_ because I couldn't put them into the chapter organically. We'll deal with them later when the Maggia and Murdock arcs continue.**

 **So...yeah, first big arc done. That bit at the end reminded me far too much of the Miraculous Ladybug fanfics I've read, but trust me it was (mostly) not intentional. It was mostly intended as a reverse of the 616 Gwen: Likes the civilian identity, doesn't like the masked one. In Noir's eyes Gwen's a nice and friendly girl while Spider-Woman's a judgmental hero with a high horse. I'm sure this will end well...**

 **Anyway, question time: Where do you guys wanna go now? With the first arc over with we're pretty much free to do what we want for now. Do you wanna move forward the main plot, introduce more of the other hero characters, just have more interaction between the two or whatever? I'm open to suggestions :D Likewise whose POV for the next chapter, Noir's or Gwen's?**

 **Also, for the coming chapters do you guys mind alternate POV's? Something similar to Maxine wherein we see things from her POV before it shifted to Noir during the fight proper. I might be able to go for alternate POV's at times, though it won't be frequent. I could see a Frog-Man centric chapter, for example ;) Could be fun to have segments besides these two.**

 **Present non-spoiler heroes currently appearing and/or planned along with their 'rankings' according to comic standards:**

 **Spider-Woman/Gwen Stacy - A rank**

 **Spider-Man Noir/Peter Parker - B rank  
**

 **Captain America/Samantha Wilson - A rank  
**

 **Falcon/Sam 13- B rank  
**

 **She-Hulk/Jennifer Walters - A rank  
**

 **Hawkeye/Kate Bishop - B rank**

 **Punisher/Frank Castle - B rank  
**

 **Bullseye/Lester(?) - B rank  
**

 **Moon Knight/Mark Spector - B rank**

 **Jessica Jones - B rank**

 **Howard the Duck - C rank**

 **Frog-Man/Eugene Pattilio - C rank.**

 **That's all so far; anyone else would be spoiling ;) I'm also thinking of Gwenpool, at least as a cameo, but again only if I find a way to not have her trash the story's setting around her given that she's a fourth-wall breaker who knows 'all the secret identities. All of them.' We'll see where it goes.**

 **Answer time:**

 **Redentor - That's assuming Noir sees anything wrong with what they did. Given his rather lax standards anything short of 'hurting innocents' probably won't get more than a raised eyebrow out of him...well, that or just shooting petty thieves and criminals in the face but I don't think Castle's fallen that far yet.**

 **Master-Xavier - Near as I can tell dimensional travel is supposed to be flat out impossible in Earth-65 given that S.I.L.K had to steal Gwen's bracelet to get access to it and that tech isn't native to that dimension; Cap probably just got lucky finding a way back...and no, I don't count Reed Richards making a dimensional portal out of lego blocks. That was kinda straining even if it was Reed effing Richards. While it could be possible he's a counterpart, they're much more likely to latch onto 'clone', 'copy' or 'back from the dead' before they start considering the multiverse.**

 **Also, as you can see in the chapter, Gwen takes any weapon he tries to pick up much to his annoyance. Also why he didn't bother keeping Hammerhead's guns since she'd just wreck it anyway.**

 **The team can work together rarely provided Noir asks them, but purely on a mission-by-mission basis rather than as a cohesive team ala the Avengers or Marvel Knights. As for the swearing, I guess you can also see it that way ;) Given that the plot turned a bit darker the swear symbols wouldn't make much sense. Also, can't really control Gwen's swearing: Like Kaine and Lana Baumgartner/Bombshell she guys swear a _lot_ more than necessary. Probably what happens when you're in a rock band or something.**

 **Mynameisthedoctor - USB device comes in later. As for gaining a power boost? Absolutely not. One of Noir's shticks is that, to quote Nick Fury, he's 'hopelessly, hilariously outgunned' and has to make do. You can see this when he fought Maxine and scrounged together a win even though it cost him a lot of his upper body flesh. That and most of his solo villains aren't as strong as Gwen's, so he arguably doesn't need it.**

 **Hermes Tonsils - Pre Spider-Verse and not likely to reach it since it would kinda break the story in half and end it prematurely. Hence why dimensional travel's not a thing.**


	14. Both Sides of the Mask

Her life was fucking weird.

Granted her life hadn't exactly been a bed of roses ever since that spider bit her: Smashing her prized possessions in a row before she could control her strength was probably one of the least weird things she'd experienced. Sticking to a wall or having her first experience with her spider-sense topped those easily; there was nothing quite like leaning against the wall only to find she couldn't get off it or doing a spinning flip because her sixth sense decided someone spilling mustard on her shoes was worth blaring an alarm in her head...even though it didn't think to warn her about Castle trying to electrocute her or Hobie spraying her in the face with spray paint.

Unreliable piece of...no, she wasn't going to complain. For all she knew that thing had a mind of its own and if it did then pissing it off really wouldn't help her. God knew she needed all the help she could could get considering the amount of shit that was piling on her the past week alone.

Still, talking to her (possibly) resurrected best friend? Topped all that easily.

"So...you're telling me that the webs come out of your wrists? No webshooters? You better not be bullshitting, pal."

Gwen tapped the coffeemaker (an apartmentwarming gift from her dad) and hummed cheerily as the machine whirred. They'd talked on the roof for a couple of hours, long enough for the sun to rise properly, before she decided to invite him inside, _'Dad always told me not to talk to strangers, but...'_ She looked back at the masked vigilante sitting on the table, his expression mostly unreadable underneath the tattered mask he wore, _'Seriously, how isn't he itching wearing that thing?'_ Between the broken goggles and misshapen cloth that thing must have felt worse than the sweater Betty knit for her for Christmas.

"Hey, you're the one telling me that there are gizmos here that let Spider-Woman use those vines of hers." He let out what sounded like a disbelieving laugh before shaking his head, "Still, I stand by what I said. I'm pretty sure I don't got any doohickeys that lets me spray the things."

"But...how does that work?" She asked back incredulously, "Does the webbing come from your veins or something? I mean...where does it come from? I've seen some of your webs...on the news, I mean." She added quickly. No need to be so obvious... "And that's...well, I gotta say it's a lot and even under that trenchcoat of yours I'm pretty sure you're not nearly as fat as you're supposed to be if you're filled with that shit."

"You're asking me?" He shrugged, "Tell you what, I'll answer that question the second anyone can tell me how Spider-Woman can stick to walls and avoid being turned into a pancake when lifting a truck. Who knows, maybe you can ask her next time when you 'text' for help."

Oh yeah, there was also the teeny tiny fact that she was Spider-Woman and he didn't know...fuck, what else was she supposed to do? Suddenly interrupt his third slice of pizza with 'Oh, by the way I'm Spider-Woman. Hope that doesn't make this shit awkward or anything'? He'd made it pretty clear what he thought about her if his comments about her being a...what was it he said again? Oh yes, 'An attention-seeking broadway starlet who thinks she lives in a fantasy land'.

She had to admit that that hurt...if anything she would be a rockstar, not a stage actress.

So yeah, she was lying through her fucking teeth and pretending to be one of Spider-Woman's saved victims who occasionally dialed the hero's cellphone when reporting crimes. Sort of like a neighborhood watch, except she was pretty sure she'd get in trouble and get taken in by the police for questioning if she actually did alert 'Spider-Woman' like a fangirling sidekick. But hey, at least she didn't make things awkward by admitting the truth. Lying wasn't wrong if it served a greater good and all that.

Sally Avril would have been so proud...

"Hope you like your coffee black, forgot to buy some cream last time I went on a food run." She picked up both mugs and set them at the table, sitting across from him with a light groan. Even after eating that pizza she still felt fucking exhausted (and hungry). She didn't know exactly how her powers worked even after four years of having them, but one thing was for sure: Her food budget apparently decided it deserved more attention than her rent, clothes and buying that new drum set she'd been saving up for. It was kind of hard to buy that thing when after every patrol she wanted to stuff a dozen hotdogs and cheeseburgers down her throat.

"Yeah, thanks..." He picked up the cup and took a tentative sip, angling the rim past the torn cloth, "Feels like I've been running on fumes ever since I got to this madhouse. Haven't really had the chance to just sit down and take it all in..."

And then of course there was the guy sitting across from her. Peter Parker, her best friend, the second of the three amigos (she was the first and unofficial leader) when they were in high school, the guy she'd been friends with since she was 9 years old and who she'd shared nearly everything with.

The guy who turned into a monster because of one tragic mistake.

And now he was here, or at least she assumed he was. He seemed...confused. Whatever it was that happened to him he seemed to think that he was from 1934 or some other shit. She'd seen enough movies and read enough comic books that she might have bought it, but she was pretty sure that unless they perfected cloning technology in the 30's - and somehow managed to clone people who weren't alive yet - none of the stuff he was saying made any lick of fucking sense. Even if he did call this place a 'madhouse' like it was going out of style.

Still, she couldn't deny something was off about all this. Here he was talking to her, the same voice (albeit raspier like he was smoking a ten-pack a day) like nothing was wrong and yet it halfway felt like she was talking to a stranger. If he recognized her he didn't say anything and he certainly didn't act like he'd intentionally come back here to see her. Hell she had to admit she wasn't expecting to see him for at least a few more hours, and that was when they both had costumes on.

"So, another question: How exactly did you get your powers?"

Now here they were talking like it wasn't a big fucking deal. She wasn't what one would call a good actor - what kind of police dad would George Stacy have been if he taught his daughter to lie _better_? - but after four years of keeping her identity hidden she'd picked up enough of the fine art of bullshitting like a motherfucker to deflect suspicion when people started asking questions. She just had to play the role of the curious civilian; God knew she'd seen enough of those even when the police had a shoot-on-sight order for her. Granted she wasn't going to use him as her cellphone wallpaper, but hey.

"That's...a bit personal." He looked down at his mug before sighing, "I suppose I owe you, and you've had more than enough chances to unmask me before." He nodded and set his coffee down, "I told you before I had a friend, kept my head on straight. Anyway, I also told you that he had a bad habit with heroin. Long story short he was out of it one night when his informant called, saying that there was something going on at the docks. I got curious and went there, found out some mob goons were unloading some statues and when it broke..." He clenched his left hand, "Spiders poured out. Killed Fancy Dan and one of them bit me...then here we are."

The way he said it...if nothing else then he certainly seemed to believe it was the truth. But how? Peter didn't have a part-time job before that disastrous prom night and he was nowhere near the docks at the time, _'Remember, his memory's probably like scrambled eggs at this point. Just nod and go along with it.'_ She nodded and smiled, silently urging him to continue. She needed to be calm and understanding...he already hated (maybe she could consider it highly disliked instead?) Spider-Woman so this was the best she could do.

"I...saw things when I got bit, things that are better not repeating." He muttered, causing her to raise an eyebrow. All she saw after getting bitten was a few bright colors, and that was because the next project was a neon exhibit, "After that little show I woke up...cocooned to the ceiling covered in webbing. I...admit that it was definitely a surprise. After that bite I thought that'd be it for me; sleeping with the fishes next to Fancy Dan and the rest of Norman Osborn's enforcers..."

 _'Norman Osborn?'_ Alright, time travel her ass; unless Norman had an identical great-grandpa there was no fucking way he was from 1934, "So...you just got powers and decided to fight crime right off the bat? That's nice." Better than what she did. It took her dad criticizing Spider-Woman on TV right in front of her for her to actually do something to help people...and then prom night happened.

"...Maybe we should talk about something else."

 _'Right, pushy issue then.'_ She held back a grimace and tapped her fingers alongside the side of the mug. She couldn't push her luck, "Alright...so, wanna talk about hobbies then?" She piped up, raising her voice to a cheerful chirp, "I mean assuming that's not too personal or anything. Superheroes tend to be really secretive about that shit, you know? You should see the forums blasting off about 'truths' people post. Betcha most of it's crap." Especially since she'd checked her own webpage and found more than a few bullshit 'fun facts' about her.

Really, how could anyone claim that Spider-Woman hated cats? She lived with Murderface and let him squat on her head! That was more than most crazy cat ladies did!

"I suppose it's alright." He leaned back in his seat, "Well...I have an interest in science. I worked another job to further my education, but since I'm currently trapped in this madhouse you could say it's on hold." He exhaled through his nostrils, "Beyond that there's really nothing else to say about me. Without my mask you wouldn't be able to pick my face out of anyone in a crowd. I was just the guy who was there when those spiders were let out.

Science...well, she supposed some things never changed, "Come on, there has to be more than that." She made a theatrical roll of the eyes, "I mean, look at me: I like drumming and playing dungeons and dragons. You gotta have something besides science, you know? Besides, that thing sounds more like your career than it does something you do for fun. Come on, what's the cool shit you do when you're not out there saving the world?"

"I'll have you know some of those books are a really entertaining read." He said back, voice sounding almost playfully offended, "I mean, what's not to love about finding out new discoveries? Could you imagine what was going through scientist's heads when they made the first successful lightbulb? Or when the Wright brothers made their first successful test flight? That euphoria...I'd give anything to experience the same. Make a legacy, you know?"

Gwen let out and exaggerated yawn, "...Huh? What? Sorry, all this nerd speak was making me sleepy." She gave him a lopsided smirk, "I mean, I gotta admit when I met Spider-Woman for the first time she was this really badass and cool heroine. Didn't think the second hero I met would be a colossal _nerd_." She continued, voice dripping with faux-disappointment.

"I dunno what that word means, but you can kiss my keister..." Another soft laugh came and went before he crossed his arms. Even though he wasn't doing it she could totally see him pouting after he said that, "Not everyone's a star, Ms. Stacy. I'm just a normal guy, sorry if that disappoints you."

 _'Yeah, a normal guy who has Peter Parker's DNA and fingerprints.'_ She thought, "Only thing that disappoints me is the fact the fact that you called me 'Miss." She stuck out her tongue in disapproval, making a noise of disgust at the back of her throat, "I mean I dunno how they do it where you come from but here you call friends by their first names. It's a time-honored tradition or some shit like that."

"Haha...alright then...Gwen." He replied back, the name rolling off his tongue uncertainly, "Joking aside, I do appreciate the help you gave me. Most people in this city or back home would just look away when they see something that looks like it could be a burden to them. I don't even blame them; why stick your own neck out for a stranger? It's much easier to look away and keep your head down."

"Yeah, well, that's not the way I was taught. Dad didn't raise no fool..." She shrugged, setting her own finished mug down, "You needed help and I was there, it'd be a real dick move if I just went 'Well, that's none of my business' and left you freezing your ass off on the roof."

"Again, thanks. Granted it wouldn't have been the first time I woke up in a cold roof after getting injured, but it's definitely appreciated. It was...a relief to wake up to someone helping me. I haven't exactly been swimming in allies ever since I got dropped in this madhouse."

"Hey, that's not true! Spider-Woman's your ally! ...Saw you two fighting Rhino in the news." She added lamely, _'God, Gwen, could you be any more obvious? Maybe you should show him your backpack and make it easier for him!'_

At the mention of her alter-ego's name she heard him sigh, his gaze shifting downward, "...Look, I can tell she has good intentions, but as far as I'm concerned the less time we spend with one another the better. She does her thing and I do mine, get me? Same reason I don't work with the coppers. Sometimes...sometimes you need someone outside the law to make it work."

She wanted to disagree, but the tiny bit of white fabric sticking out between the gaps in her bag's zipper kept her from speaking out. She disagreed on some things, but considering a few weeks ago she was running from police cars she couldn't really say much, "I'm sure whatever she did to you she had good reasons." She broached, "These kinds of people always have the best case in mind."

"Really? I don't see her yanking the guns out of copper's hands." He clicked his tongue, "Made it a bit more difficult to defend myself. My...abilities can only do so much. I ain't bulletproof, I can't just take a wave of lead without getting killed. And besides, what she took from me...it wasn't just a gun."

"...What?" Why did she get the feeling she wasn't going to like what he said next?

"...It was my Uncle's, okay?" She saw his eyes close before he shook his head, "Maybe it's silly, but it's one of the few things I have left of him. He wasn't a man who thought about owning a lot of things, so when he...passed away the few things he had we cherished even if my Aunt didn't like them."

 _'Uncle Ben doesn't have a gun...and he's not dead.'_ Gwen internally grimaced. It felt dirty being so two-faced like this, "I...well, I'm sorry..." She rubbed her hands together. She was still sure it was the right decision, but Peter seemed to honestly believe that gun was one of the few things he had left of Uncle Ben even though he and Aunt May were still back in their home and they kept his mementos intact.

"It's not your fault. It's not like you can control what Spider-Woman does." He stood up and made his way to the stove, thankfully missing the pained look she was sporting, "I have to leave soon, but to pay you back for what you did for me how about I cook you a light breakfast? I didn't want to say anything earlier but your eyes were darting towards food and I could hear your stomach rumbling. Working a bodega must be tiring..."

"...You can cook?" She asked incredulously. Neither she nor Peter were very good with cooking; the penalties of growing up with May Parker, Goddess of the kitchen, "I mean, I can barely fry eggs. It's a miracle I don't burn water."

"Sure, as soon as I figure out how this stove works..." He bent over and eyed the various nozzles, "My aunt helps feed some of the others out in the streets so she taught me some tricks to make sure I could pitch in if no one else could help." He picked up a couple of eggs from the carton, "I'm no gourmet chef, but a light breakfast should be right up my alley."

"Oh...well, thanks." She blinked. She had to admit the sight of 'Spider-Man' in full costume cooking eggs in her kitchen was something she never expected to see, "Uh...I'll be in the living room if you need me, okay?"

"Sure."

She picked up her bag and trudged to the living room, taking one last look behind her before she sat on the couch and zipped open the smaller pocket. The (thankfully) unloaded) gun and the usb stick were crumpled together, both connected to 'Peter', "Family heirloom, really...?" She traced a finger through the barrel of the gun before picking up the USB, covering the weapon with another zip. Captain America told her this thing had irrefutable proof that Peter was connected to the Lizard serum, but would it have anything on the fact that he was in her kitchen right now cooking her a second breakfast?

"Wish Harry was here...maybe he might be able to make sense of this." She spun the stick around in her hands before pressing it against her forehead with a sigh. Who was she kidding? Harry would flip his shit once he saw Peter alive and upright...and dressed like he just walked out of a Bogart film. Hey, she had to give him props; it took guts to wear a trenchcoat in this day and age without looking like an idiot doing it, "Where'd he even get that thing, anyway? A costume shop?" She shook her head and stuffed the hard drive in her pocket. Probably the same place he got the gun, mask and that weird slang he used.

She kicked off her shoes, leaned back on the couch and closed her eyes, letting her mind wander. Betty was off on one of her 'overnight dates' with Falcon (she hoped she brought protection) so she should have the rest of the day to herself if she was lucky. She promised to meet 'Spider-Man' back where they were, but she was tempted to just fib to Peter and tell him she asked Spider-Woman to give him a longer break. The guy looked like he needed it, _'Where was he even sleeping? ...Was he sleeping at all?'_ She wondered idly. She'd gone for days without sleep before, but she usually crashed once she actually did get some rest.

Speaking of which, she was really fucking tired. Peter wouldn't mind her catching a few minutes of sleep, right? She felt like she was about to crash.

...Why was she hearing footsteps?

One eye cracked open and she saw the door open to reveal the rest of the 'Mary Janes' trudge into the apartment, the thick jackets they wore covered in a thick blanket of snow while they grumbled something unintelligible to her, _'Were they rolling around in the snow or something?'_ She closed her eye again. Oh well, not like the others hadn't seen her at her worst drool moments before. Besides, it was just her alone in the apartment...wait a minute-

 _'Oh shit!'_

Her head snapped up, causing the three other band members to look at her in surprise, but before she could make up an excuse or say anything to ward them off the door to the kitchen opened and tall, dark and broody stepped out, "Gwen, I think I might have twisted something in the stove. I don't think anything's broken, but-"

The room was engulfed in painfully awkward silence. To her left she could see Peter paused mid-step, one hand carrying a plate of (edible-looking, at least) eggs while the other held onto what looked like a broken nozzle. To the right she could see her friends and bandmates frozen between either taking off their bulkier winter-wear or unloading their instruments. Neither of them seemed to be willing to make the first move, though she could see Glory and MJ's mouths open in shock.

And here she was caught in the middle of the awkwardness sandwich like an unwanted piece of ham.

Eventually she found it in her to say something to cut through the uncomfortable silence.

"Uh...I can can explain?"

...Yeah, no she couldn't.

* * *

This was way too fucking awkward.

She and the rest of the 'Mary Janes' sat around the table; almost like sardines considering the apartment definitely wasn't built for parties. The table itself was bare save for a single plate of eggs at the center. There was a reason they always ate out or on the couch whenever they chose to get together as a group. Shit, it was a miracle the stove was even working enough for Peter to break it considering they almost never used it. Besides take-out the only cooking that went on in the house was heating up food with the microwave or making drinks. She didn't even know why that thing was still there.

Speaking of Peter himself he was standing with his back against the wall in the corner, arms crossed and his gaze doggedly refusing to leave the floor like it was showing him the mysteries of the fucking universe. Would he try to explain? No, of course not. It was much better that they sit around in here with their thumbs up their asses like a bunch of morons cause, frankly, she had no idea how to say anything either.

"Alright, I'll bite." Glory spoke up, looking at her and the masked vigilante with narrowed eyes, "Gwen... _why_ do you have the Dark Spider cooking you eggs in your apartment? Last I checked you weren't exactly putting up fliers for a cook."

"He's-"

"Name's Spider-Man, toots." Peter interrupted, "Dunno where you got that Dark Spider thing from but-"

"Whoa, alright, first of all call me 'toots' again and I'll shove this plate up your ass." Glory cut in, her voice never rising despite her words, "Second, it's not a shock I'm going to be paranoid. I may not believe everything the Bugle craps out, but I definitely saw you being recorded shooting someone. Who knows, maybe you were right; I wasn't there so I ain't gonna be throwing stones, but I'm gonna be worried about Gwen having you here _alone_." The way she emphasized the word didn't do anything to calm Gwen's nerves. Considering what Betty was up to she had a pretty good idea what she was thinking.

 _'Oh God, someone kill me now...'_ Gwen groaned and covered her eyes, "Glory, it's-"

Peter cut her off again, "That's fair to think." He shrugged and nodded, "Look, Gwen saved my behind a couple of days ago and I owe her. You're right to be worried for your friend, but I don't mean her any harm. We were just talking, alright? If you want me to leave I will, but I want you to know that I don't mean her any harm. You can ask your friend there...the one with the glasses." He pointed to Betty, "She was there when Gwen helped me.

"Wait, Betty? You knew he was here?" It was MJ who spoke up this time. Gwen could only hope she could keep her 'Gwen is Spider-Woman' theories to herself until he left. She did _not_ want to explain why she spent the entire morning bullshitting him, "Uh...you didn't think to tell us this?"

"Didn't think it was too much of a big deal." Betty shrugged and picked up the plate, shoveling some pieces of egg into her mouth, "Hey, this is pretty good."

"Alright, focus." MJ snapped her fingers in irritation, "I know you're going out with Captain America's sidekick, but not all of us here think 'Huh, oh well' when a superhero just drops in on a friend's apartment!" She turned to Gwen now, "A little warning would have been nice, Gwencent! I nearly had a damn heart attack when I saw this guy walking out of the kitchen!"

"Hey, it wasn't like I planned this!" She snapped back, "I ran into him on the roof a couple of nights ago and I helped him out, it wasn't like I was up there expecting to run into anyone!"

"Still don't know why you were up there in the first place..." Betty mumbled, missing Gwen's glare entirely since she refused to look up from her meal. What was in those fucking eggs, the fucking panacea? "But yeah, she found Darkman up there and we helped patch him up. He was burnt cause of the whole fight with Electro. You saw the news, right?"

"Still doesn't explain why he's here _now_." Glory gave him a pointed look.

"Look, I ran into him when I was having an early breakfast up on the roof, okay?" Gwen answered for him, her tone growing more irritated, "It was cold up there so I was being a gracious fucking host and invited him inside so he wouldn't freeze his ass off. He wanted to thank me so he said he'd cook something and I decided to wait in the living room when you guys came in. Alright? There's no big conspiracy here, nothing that's worth stressing over." She gave each of them a pointed look. The message was clear: 'Could we just drop this already?'

Sadly little detective Watson seemed to either miss or not give a fuck; most likely the latter cause what else was new? "So, what, you 'just ran into him' two times in a row?" MJ asked, her voice practically screaming 'are you fucking kidding me?' at her, "What next, you tell me that you have Captain America on speed-dial?"

"No, but she has _me_ on speed-dial." She bit back sarcastically, momentarily forgetting Peter's presence, "Look, I saw him injured and I just thought I'd be a decent human being and help him out. Surely that's not too hard to grasp for the great Mary Jane Watson, right?"

Peter shifted, his mouth forming words she couldn't make out. She didn't know if the others noticed or not, but she could have sworn she saw his eyes train on MJ with surprising focus, "...Can't be. Mary Jane Watson?"

"Huh, what's wrong?" MJ looked to him now, one eyebrow raised questioningly. He didn't say anything back, "Uh...why are you staring at me? Do I have something on my face?"

"It...It's nothing. Sorry." He shook his head and let out a shaky breath. Gwen's brows furrowed; what that was it wasn't nothing. Something spooked him, "I...look, Gwen, I appreciate all you did for me, but I should...I'll be leaving." He gave Glory an apologetic nod, "Sorry about making you worry. I promise you don't have to be concerned about her safety from me. You got my word on that."

He left the room before she could say anything else and by the time she'd followed him to the living room she once again found it empty, the only sign he was there being the slightly ajar door leading to the stairway, "Great, pull your disappearing act again and leave me holding the bag. Just perfect..." She brought a hand across across her face and released a frustrated breath. She supposed she should have been thankful that he'd left before MJ made more of her 'theories' clear, but she couldn't help but feel pissed off. This was her chance to get some answers and now...

"So...does he have any idea you're Spider-Woman?"

Now she had to deal with this.

Gwen looked back and gave a half-hearted scowl as MJ leaned against the side of the kitchen door, Betty and Glory passing by her so they could sit in the couch. The redhead's face was halfway between 'I told you so' and 'I knew I was right': The perfect mix to piss anyone off. A part of her was tempted to throw a gob of webbing at her face just to wipe that smirk off her lips.

"Dunno what you're-"

"Oh, come of it, Gwen! The last shit was suspicious enough, but _this?_ " She threw up her hands melodramatically, "Darkman ends up in your kitchen baking you eggs because you 'just happened' to run into him twice? Shit, most superhero fans barely ever see their idols on the street!"

"Except that's exactly what happened! I didn't-"

"Not saying I believe her, but MJ's got a point; this is kinda sketchy, Gwen," Glory said, wincing at the look of disbelief the blonde gave her in response, "Hey, hey, all I'm saying is it's suspicious, alright? Weird enough that Betty's going out with Falcon but now all this stuff's piling up and it's painting a pretty weird picture, if you catch my drift." She pinched the bridge of her nose, "Look, unlike MJ I actually respect your privacy so I'm not going to push it. But...you do know that you can talk to us, right? We're not going to post this shit on tweeter...well, at least me and Betty won't and we'll make sure Watson doesn't, either."

"Haha, very funny." The aforementioned singer rolled her eyes, "Look, Gwen, I just want an explanation on all the weird shit you've been doing. I ignored it when it was just the start, but you you've been skipping for days at a time, missing gigs or whatever!" She sighed, "Shit, I thought you were taking drugs. How else would you explain you waking up in Manhattan looking like you've been through a bender by the time Randy found you?"

"That's..."

"Hey, if you were Spider-Woman we'd be totally cool with it." Betty chimed in, raising both hands lazily in a thumbs up gesture, "Secret identities and shit, we know the drill. We all watched the Owlman movie."

Her mouth parted, but no words came. Should she just tell them? She'd considered it before, but something always held her back. Hell, it took her dad pointing a loaded gun to her face to get her to admit her secret to him. If she was never cornered like that, never placed in such a desperate situation, would she have continued lying to him? Her dad finding out...it was difficult at first, of course, but now? Now she had a confidant, someone to help share the burden and someone she didn't have to lie to when he found her limping back home covered in bruises and cuts.

Wouldn't this make it easier? Now they'd know why she was missing practice, why she had to miss some gigs because someone set a building on fire and she wanted to help evacuate it. She could trust them to keep her secret...well, she could trust Betty and Glory while she could always web MJ's mouth shut the second she heard the word 'Spider' coming out of it.

"I'm-"

 _"Don't fight the name if the name fits! You're doing good think that you could do better!?"_

Her phone (Yes, she was using their own song as a ringtone. So sue her, it was free publicity), "Hold on..." She pulled it out of her pocket and caught sight of the unknown number, _'...Somehow I don't think that's spam.'_ She shook her head and left through the door, running up the stairs to the roof and ignoring MJ's calls for her to come back. She could deal with her identity issues later, right now she had to focus.

"Hey, Cap, nice to hear from you. Didn't think we'd be talking so soon after last night's little shindig. Anything new?" She asked casually. Maybe she'd get some good news for once.

"We did a preliminary scan of Peter Parker's grave shortly after the clean up at the warehouse." Cap replied, her voice sounding...nervous? Uh-oh, that wasn't a good sign, "I...Gwen, I'll be straight with you. There's no easy way for me to say this, so I'll just be blunt and I encourage you to brace yourself. No matter what I tell you, you have to remain calm and keep it to yourself. Am I clear?"

Gwen felt her heart rate spike. That bad feeling was coming back, "Cap...what's going on?"

"We scanned Peter Parker's grave and the result...the coffin's empty, Gwen. And if we're right then it's been empty for a while."

"Empty...?" Her grip on the phone loosened, her breath catching in her throat. She felt dizzy, the urge to vomit over the side of the roof growing higher as she replayed Cap's words in her mind, "Wh-What do you mean it fucking empty!?"

"I mean the body's gone. We found traces of blood, but they're old and dried. Can't say for sure yet how long, but I have to assume at least a few months." There was a pause at the other end of the line as she heard the older woman sigh, "Look, I told you before that I was willing to give you chance to rein him in, but I have to push this. Gwen, we _need_ to bring him in for testing as soon as you're able. If that really is Peter Parker, if he still has traces of the lizard serum in his blood, then we need to be certain he's not a danger to himself and everyone around him. Do you understand me?"

"I...just-just give me time, alright?" She asked back numbly. Honestly she could only hear half of what Cap was trying to tell her, "I-I can convince him to get tested, but you have to trust me, okay? You can't just drag him in there by force it'll just make things worse."

"I'll talk to Peggy but you have to hurry, Gwen. We need to get on this before we have another repeat of what happened before..."

* * *

 **Well, that's done. Nothing much to say since this was mostly an interaction-based talky chapter, so I'll just leave this question here first -** **Three suggestions on what the next chapter will be, so if you can pick what you prefer:**

 **1\. Introduction of a new 'hero' character: Either Black Cat (Noir POV), Jessica Jones (Gwen POV) or Frog-Man (Frog-Man POV, though both Gwen and Noir are present at least). Depends on preference.**

 **2\. Introducing another villain for Noir and Gwen to tackle either as a pair or separately. Maybe Murdock? Vulture could also work, I guess.**

 **3\. Just more primarily interaction-based segments, though considering we just had one it might be tiring (Noir or Gwen POV depending).**

 **Esquire-Man - Huh...well, when you're right you're right: She actually calls 65-Peter a 'monster' and that he made his own choices. Now I actually have to re-write some segments given that Harry's the only one who victimizes 65-Peter while Gwen seems to have a more balanced view of the matter. Thanks for the heads up, much appreciated :D**

 **Redentor - Eh, maybe. Still, hanging out with Noir's likely to just exacerbate their flaws rather than fix them given how Peter's shown acting such as with Hammerhead.**

 **Roku - I have a general outline, but the second I start writing that tends to go off the rails. So yeah, pulling this out of my ass and unashamedly so. Hell most of the last chapter was pulled out of by backside, as you can tell by the rather lackluster fight scenes.**

 **Dr. Sugarcakes - Well Noir does comment once or twice that her costume's weird, but presumably he's disparaging all of it rather than just the hood. Joke's on him though; her suit is self-repairing. As for Bombshell? Won't agree or disagree for now, so lets leave it at that.**

 **Master-Xavier - Netflix version, though the Killgrave used in her backstory is the Purple Man one from the comics who's already like 50's-60's. As for the magical side? Most definitely. Moon Knight being an extension of Koshnu is a plot point since Noir's considered by him and other possible magic/mystic related characters to be 'Anansi's Avatar' due to his more magical totemic connection.**

 **Anyway, sorry if these replies are short: PM me if you wanna discuss anything since I don't want to bloat the AN's too much.**

 **Mynameisthedoctor - Gimp for two reasons: Cause being a cripple in that time period was really degrading and because he's dressed in a lot of leather, meaning Hammerhead's also calling him a masochistic pervert. As for being a 'Slider' (Haruhi Suzumiya term?), it's because no one brings it up. Noir insists it's time travel and they think it's _way_ too coincidental that Peter Parker died because of Spider-Woman and now he has a version of her powerset and that he showed up a day before the S.I.L.K experiments meaning they latch onto the idea that he's connected to them. **

**That and as this chapter shows the grave is empty, adding more fuel to the idea that he's a revived 65-Peter Parker. As for Omake's; possibly, though I'm leery. This story isn't really 'big' enough to have those yet. Anyway, I'll take some of those ideas into account, though as for the Darkman thing? Absolute coincidence. Similar to the 'Three Gwen Stacys' joke you overestimate my ability to deliberately make pop-culture memes. I used him cause he was a dude in a trenchcoat with a bad attitude.**

 **Mingyu - Not everyone is a villain in the making :/ Again, sorry you got outvoted: Most people wanted Gwen's view. Guess they got tired of Noir's crusty narration :P**

 **Krolikson - Nice to see a new reader :) The reasoning for the title in Ch. 3 is because Gwen's more a hero while Noir's more a vigilante even though they both function outside the law.**


	15. Right side of the Law

Peter never showed up.

Gwen supposed it made sense. Ever since Cap's little bombshell she'd been left in a daze, swinging around New York absentmindedly trying to make sense of it all because, really, what the fuck else was she supposed to do? She'd considered Peter coming back to life, of course, but hearing that the grave was empty added a certain...finality to it. Half of her thought her best friend had come back while the other, more logical (or as logical as it could be considering she broke the laws of physics every time she jumped) side of her kept trying to dampen those thoughts.

'People don't come back from the dead', it would say, 'That kind of crap only happens in comic books'. Though she had to admit an excuse like that felt far less impressive considering she spent time with Captain freaking America and her opposite sex clone sidekick along with the whole radioactive spider thing. Considering she got superpowers rather than supercancer was someone coming back from the dead so absurd?

Of course by the time she finally remembered that she was supposed to be meeting him as Spider-Woman it was four hours past noon and when she'd got there he was gone. She wanted to be pissed, but considering the alternative was waiting in a dirty roof with his thumbs up his ass for four hours she really couldn't blame him for deciding to not keep to their appointment. After all, if she forgot why would he care?

Besides, she'd see him again eventually. She was sure of it.

Days passed, but still nothing. She'd kept an eye out during her patrols, waiting till the last minute before she put away the costume so she could work at the Dollar Dog or go back home. But no, it was like he'd disappeared into another dimension or some shit. She'd even kept an eye on the news or superhero sightings forums, making sure to check for anything that could ping his location, but nothing. Most of it was hearsay and bullshit, claims that they'd seen him spending time in penthouses or bodyguarding celebrities. Considering those same sites claimed she was secretly She-Hulk's lover she really shouldn't have been surprised.

Still, Cap never stopped calling, never stopped urging her to 'bring him in for testing'. She wanted to trust the senior hero, but the edge in her voice made her wary. The Lizards left a mark on S.H.I.E.L.D; five of their agents and Dr. Connors were fucked over because of the serum and they were still scrambling for a permanent cure rather than a suppressant. Even Harry was...no, dwelling on it would get her nowhere. They wanted results, not justifications.

In the end it didn't matter how much Cap wanted him for an examination; if she couldn't find him then then she couldn't find him. He'd pop up eventually; Peter could be stubborn, but eventually when he needed help he would come talk to her again. All she had to do was wait.

In the meantime the best thing she could do was to try and gain back a sense of normalcy. Running an errand for her dad seemed like a good start...well, it was better than her running away from her friends and twiddling her thumbs waiting for news from Cap on where Mac and the other S.I.L.K subjects could be. She'd tried looking on her own in-between stopping muggings and trying to find Peter, but unlike comic books she didn't miraculously find them just cause she wanted to.

So hey, running to deliver some notes seemed like a good idea to take her mind off of everything; and she even did it without swinging over town and riding a bus instead like a normal person (though she still kept her costume in close just in case). Evidently her dad was going through one of his 'I'm worried even though my daughter's a kickbutt superhero' phase and he thought this would be a good idea to keep her mind off it.

That and she had to admit that bullet grazed her shoulder with her last attempted rescue and she really should have been paying attention to that guy livestreaming on his phone. Her dad turning on the TV to a story about how she 'nearly died' (yeah right, wasn't even close) really wasn't fun when she came in for their patented bonding time. Especially not with Jameson saying it was because of some kind of internal gang war and that she was just 'another thug' (har har) who masqueraded as a hero.

But really, what else was new?

Shaking her head, Gwen stepped off the bus and began the slow walk to Alias Investigations. After spending most of her time the past week swinging through the New York skyline it felt almost bizarre to be back on the snow covered streets again, _'At this rate I'm never going to get a license...'_ She rubbed her gloved hands together. She took to cold better than most people even before her powers, but it still felt natural to do. The same way it was normal to climb winding stairways rather than crawling up the wall to her apartment window and probably freaking the hell out Betty and Murderface.

"This it?" She looked down at the scribbled address then back to the plaque at the side of the building's door, "...Seems like the right place." She stuffed the paper back into her pocket and began the long trek up the stairs. She'd heard that the place had a pretty good reputation all things considered, though by that she at least expected it to be an actual office rather than looking like a run-down apartment building.

But hey, looks could be deceiving. She knew that better than anyone.

She stopped at the third floor and scanned the room numbers. Apparently when her dad had been here a few days ago an 'incident' happened and the door plate was busted. Considering what little he told her about this Jessica person all she'd have to do was look for the broken down door and-

 _'Found it...'_ She eyed the broken glass panel and busted doorknob warily. Why did she get the bad feeling she was going to enter some kind of drug den? _'Don't be silly.'_ She shook her head and knocked on the door gently, ignoring the urge to just push it open since it was pretty clear the person who owned said apartment didn't really give a shit about privacy given the broken lock and sounds of what sounded like arguments coming inside.

The person who opened the door certainly wasn't who she expected. A head of long dark hair peeked out, framing the face of a young woman who looked to be about her age, jacket-covered arms holding onto the doorframe to keep her from peeking inside, "Uh...if you're a client then you might wanna wait up a bit." She looked back for a moment at the sound of a yelled 'you this this is funny, don't you!?' and cringed, "Uh, make that a lot."

"Huh...oh, no, not a client." She waved her arms and forced a laugh, "My, um, dad sent me here to deliver some notes. My name's Gwen. You're Ms. Jones, I'm guessing?" She held out her hand reluctantly. From all she'd heard from her dad she'd have thought the woman would be older, not looking like she was a college freshmen.

"Oh, definitely not." She opened the door wider, allowing Gwen to have a better view of the inside of the small office, "My name's Kate, I'm working for Ms. Jones." She took the offered hand and shook it energetically, lips quirking in a wide smile, "Anyway, could you come back later? She's kind of dealing with an unruly client right now and-"

Gwen saw it before she felt her spider-sense tingle. Pulling the other girl towards her and wrapping her arms around her protectively, she winced as a guy's head was smashed through the already-broken glass of the door panel, "You're lucky that was already broken..." The older woman, and presumed to be the owner of the office, sighed, "Next time don't shoot the messenger." Rolling her eyes, she pulled him out before tossing him without a care out onto the hallway.

"Uh..." Right, real smooth. What next, 'Er...' and 'Buh...'?

"...Who are you and why are you hugging my assistant?" She raised an eyebrow, causing Gwen to push aforementioned helper away in a slight panic. Spider-instincts kicking in were a bitch sometimes, "Look, if you're Kate's friend or girlfriend could you come back later? Now really isn't a good time..." She gestured to the guy moaning on the dirty floor of the hallway, "If you're a customer then come in...but if you're going to get pissed and blame me when I find out your wife's cheating on you then you can just get out of here. I'm really not in the mood."

...She was scared. It was like being back in Mrs. McCoy's class after forgetting to do her homework.

"She's here to deliver something, Ms. Jones." Kate supplied helpfully, thankfully keeping her from making an ass of herself, "She said her dad sent her here to deliver some notes. Isn't that right, Gwen?" Her smile pretty much said it all, 'Just smile and nod'.

"R-Right..." She nodded and did her best to give a friendly smile.

"Dad? ...Wait, you're George's kid. That right?" She asked, and Gwen nodded again, "Hmm...well, come in, I guess." She opened the door fully, the gesture not at all reminding her of when the animal tamer invited the kids to go inside the lion's cage.

"Thanks, Ms. Jones."

She stepped inside and the second impression she got from the place wasn't any better. While she wasn't one to judge on messy apartments considering the trash of the titans she and Betty had for an apartment, the entire place was definitely giving her's a run for its money. Even at a first glance she could easily make out the messy stack of papers and alcohol bottles lining the table. The rest of the floor was no better, looking like the place hadn't had a dusting in months while the air smelled like it'd been saturated in booze.

 _'Geeze, I've been in gang hideouts that looked better than this...'_

"Take a seat, I'll just...finish up something first."

The older woman - Jessica Jones, she reminded herself - made her way to the desk and started compiling the papers till they halfway resembled a decently organized pile. Despite the cold temperatures outside and the open window letting said cold in the private investigator wore nothing but a tank-top and jeans, showing no signs the freezing temperatures outside bothered her in the least.

"Want anything, Gwen? Tea or Coffee okay?" Kate asked beside her, looking at her worriedly.

"Huh? Oh...yeah, sure, whatever's fine with you." She shook her head and sat at the couch awkwardly, rummaging through her pack for the notes while Kate went to the kitchen to brew something. She had to admit she wanted out of here, but that would have been rude. Her dad told her that Jessica could be rough, but he seemed to trust her. Her father always had a good sense of character, so if he said she was okay then she believed him.

"If that guy comes back again I'm throwing him through the window..."

...Then again, everybody could make mistakes.

Eventually Jessica managed to arrange the stack to a more manageable height, a soft breath escaping her, "Sorry you had to see that." She plopped down in the chair in front of her, hands pressed together and her posture pseudo-professional. A good effort, though she could have been doing the hula and she wouldn't have cared considering their first impressions.

"It's fine. When your dad's a police officer you get used to it." She mumbled, only half-lying, "So...what was that about, if you don't mind my asking?"

"Same bullshit that always happens: He hires me to check if his wife's cheating on him and when I show him the proof he's pissed and takes it out on me." She rolled her eyes, "I guess none of these guys ever heard 'don't shoot the messenger', cause they get it in their heads that it's somehow the P.I's fault that they were shitty enough husbands that their wives think fucking a stranger is worth it."

"Uh-huh..." She moved her legs uncomfortably. While she wasn't exactly a stranger to being cussed out after she'd saved people - or even being blamed despite proof to the contrary - those were things Spider-Woman experienced. Gwen Stacy was just a normal girl who should have had no clue what the older woman was talking about, "I'd be lying if I said I knew what that was like, but you have my condolences."

"No need, you're not the one throwing a bitch fit cause they don't like the truth in front of them." She waved a hand lazily and eyed the notes in her hands, "So...George sent you over with those, correct?"

"O-Oh, yeah, he said he was following up a separate lead so he sent these over." She placed the stapled papers atop the wooden table. Despite her curiosity she'd resisted the urge to sneak a peek. Her dad never said anything about it, but she wanted to respect his whole 'independent detective' shtick. It wasn't like he asked questions as to why she smacked Hippo with a crapload of cars.

"Thanks..." She picked up the stack of papers and leafed through them, her expression unreadable. Gwen was about to stand and leave for the kitchen (or maybe out of the building) before she spoke up again, "You know...with the way George gushes about you I would have thought you were 10 or something, not the same age as Kate over there..." She turned to the next page, eyes never raising to look at her, "Hope this isn't too much of a bother. Girls like you are always busy doing...whatever it is you do."

"Oh no, definitely not. I mean, I needed something to take my mind off some things so this was pretty good, actually..." She muttered back, pointedly trying to ignore thinking about the messages her friends left in her phone or Peter being M.I.A for the past few days. Sleeping over at her dad's felt embarrassing, especially since she was pretty sure she'd missed band practice...again. They were probably in so much shock from considering that she was Spider-Woman that they hadn't gotten around to writing her pink slip yet.

Kate came back with two cups of coffee, which Gwen took gratefully. Normally she wasn't one for drinking caffeine, but considering the early hour of the day - just a little past 9 am - she would take it, "So...if it's not too much to ask, what case are you working on with my dad?" She asked, trying to fill in the silence. Jessica seemed content to rifle through the papers while Kate was fixing the pile of papers at the table into a neater list and she had to admit the quiet was getting to her.

"Typical case, really. Girl ran away from home convinced she's met the love of her life. Most cases like this end with credit card numbers being given and a scam artist using that money to buy a new Lamborghini. The sister wants us to find her before that happens." She sighed and handed back some of the papers, "Do me a favor, would you? Tell George I appreciate the detailed list, but I'm not a police detective. Some cliffs notes are more than enough."

"Hey, dad's a perfectionist. If something's worth doing then it's worth overdoing."

"No wonder he and Ms. Jones get along!" Kate quipped, causing the older woman to give her assistant an unamused look, "What? It's true. Despite how she looks she doesn't doesn't like leaving any stone unturned. Here in Alias Investigations quality and accuracy are guaranteed."

"'Despite'? I'd dock your pay, but any more cuts and you'd be paying me to keep working here." Jessica scoffed, standing up and grabbing a leather jacket hanging from the chair's back, "Anyway, take care of our guest and clean up, would you? I've got a meeting with an old friend, should be back by tonight." She pressed the cup to her lips and drank all of the piping hot coffee before slamming it back down against the table, "Lock up when you're done...well, put a chair in front of the door or something."

"Got it, Ms. Jones."

Gwen raised an eyebrow as the paid detective left. Was this normal for private investigators or something? Was she going to go back to her home one day to her dad smoking a cigar with one hand, drinking whiskey with another while monologuing about how the 'dame in red' made it harder for him to do his job? She fucking hoped not. The last thing she needed was finding her dad in bed with some sort of femme fatale.

"So your dad's Ms. Jones new partner?" Kate asked, jolting her out of her thoughts.

"Yeah, I guess?" She picked up both mugs and placed them on the sink. Might as well help out while she was here, "To be honest I don't really know what dad's deal is with the whole P.I thing. I mean I'm glad he's not just sitting around bored out of his skull and he's probably a really good one considering he was a detective and all but I'm not sure what he's really doing. I just hope he's not in danger."

"Doubt it. Ms. Jones might not look like it, but she's way tougher than you'd think."

"Yeah, saw that earlier." She eyed the guy still lying on the hallway outside. Given the lack of panic Kate had she could only assume it wasn't a rare occurrence for clients to get physical, "So...this a winter holiday job for you?" She asked, trying to drum up some conversation.

"Mmm, not really. I left my...well, I'd say mentor but that's not exactly accurate. Doubt you're supposed to want to punch your teachers in the face so much." She replied, smiling in a peculiar way, "Lets just say I had some differences and I had to quit my old job. I'm trying to be a P.I like Ms. Jones so I thought getting to work for her would give me some tips or advice until I can strike off on my own."

"She doesn't seem like the teacher type...no offense."

"Eh, none taken. Truth be told I feel more like a secretary than an assistant." She laughed softly, "So hey, you wanna get out of here? Whenever Miss. Jones has one of her 'meetings' she's going to be coming back piss drunk. I'd rather not be here when she does..." She gave a pained grimace, "We could get something to eat, my treat. Don't worry; despite what she says I'm not actually paying to work for her."

Well...spending time with someone who didn't suspect she was Spider-Woman would be nice, "Sure, lets go."

* * *

She'd spent most of the morning and afternoon with her new acquaintance. She had to admit she had fun, even if the girl was more closed off than she initially appeared: Discussing family was definitely out of the question as was whatever the hell her 'old job' was. Beyond that she was an open book: Music, old boyfriends, hopes and dreams, her zodiac sign and her interest in classical stuff like dancing, piano, fencing and archery (especially that, given how much she gushed about her custom bows).

Definitely a rich girl. She didn't say it out loud, but the way she talked and her hobbies more than gave the impression.

It was nice not having to worry about the other side of her life and just hanging out with a normal girl. She had to make sure to thank her dad for this when she went back home...that was of course assuming he hadn't gone on another all-nighter on a new case like he was prone to doing nowadays.

Of course nothing could ever last. By the time Kate was inviting her to the archery range for a little show and tell she got a text from Officer Grimm that perfectly matched his namesake: 'We need to meet' followed by an address, _'Well, that's not foreboding or anything...'_ She raised an eyebrow at the short message. A physical meeting after barely a week of 'anonymous tips'? A part of her was expecting to walk into an ambush, but she'd had a good track record recently.

Saying her goodbyes to Kate (though not without a promise to meet up in a couple of days again), she ran to the alley and changed into her uniform. The address she'd been given led her to an abandoned warehouse (she'd been running into a lot of abandoned buildings lately...) and judging by the lack of 'Put your hands up in the air and lay flat on the ground' and her spider-sense being eerily silent she could assume it was safe...unless it was crapping out again, which she honestly wouldn't have doubted. It'd been on the fritz the past week, particularly where Peter was concerned.

She found DeWolff and Grimm standing in the center easily enough, the former holding a briefcase, though their third companion caused her to raise an eyebrow: Jessica Jones, standing close-by with her arms crossed and looking none too pleased to be there judging by the half-scowl she was throwing DeWolff's way.

Well, time to make an entrance.

She attached a line of web to the ceiling and eased her way down with her head facing the ground and her legs balancing on the wire, causing the two police officers to jump in surprise, "Woah, what a coincidence to see you two here!" She announced cheerily, ignoring the glares the pair gave her. Everyone was a critic, "So, hey, got your invite and all but I didn't think we were going to be having a fourth wheel. Care to introduce me to your friend there?" She gestured to the P.I, who only raised an eyebrow slightly in response to her appearance.

"Spider-Woman...I gotta admit I was half-doubting you'd show up." DeWolff replied, breathing finally settling into a slower rhythm, "We...haven't exactly done a lot to engender trust in you the past two years."

"And I gotta admit I was half-expecting a bunch of Swat guys to bust in here...they aren't, right?" She looked around dramatically, "Please this isn't the part where one of you screams 'it's a trap' and reveal you're all Jameson fanboys."

"Nah, kid, you been doing good. Those little anonymous tips you've been giving us are a goldmine...and to be honest if the Swat were busting down doors we'd be behind bars too. This ain't exactly a police operation, if you catch my drift." Grimm sighed, scratching the back of his head lazily, " Just so you know; no one can know we did this, capisce? Right now Jean and I are supposed to be on a patrol route and definitely not meeting with a masked vigilante who's still technically guilty."

"So you've said." Jessica cut in, her voice more tired and annoyed than anything else, "Lets skip all the bullshit. You're Spider-Woman, right? Didn't change your name or anything?" Gwen nodded. The P.I definitely got straight to the point, "Alright, name's Jessica Jones and as to why where here I'm going to be assuming Jean wants us to do some extrajudicial work."

"So you want us to do some hush-hush work? Off the record, so to speak?" Gwen asked, causing DeWolff to nod grimly, "Right...uh, quick question: Why exactly is a police officer asking still technically Wanted vigilante and a private investigator to do this? You're a cop, can't you just do whatever it is this is? Unless you're asking me to whack someone in which case I have to decline. Contract killings aren't my thing."

"Because our badges are keeping us from doing anything." DeWolff admitted, lips dipping into a frown, "I'm a detective assigned to another case entirely while Ben's still on probation after what happened with Vulture a few months ago."

"Geez, you fall into a dumpster and get put into a body cast one time and suddenly everyone walking on eggshells around you." Grimm grunted.

"Anyway, I tried to get my boss to let me change focus since I think I actually have a lead on something significant, but..." She clicked her tongue and looked away, "Well, lets just say I'm lucky I didn't get demoted and leave it at that. He made it very clear that if he found me 'sniffing around' I'd find myself getting kicked to the pavement. I suppose I should be appreciative he gave me a warning, at least..."

"Think he's turned? Word on the grapevine is that both Silvermane and Murdock are making moves." Jessica suggested, "Is that why you want us here? If you want to find dirt on this guy then I can do that myself. Don't need a superhero watching my back."

"Not sure if he's been bought, and even if he is that's not why I brought you here." The police detective pulled a folder from the briefcase and offered it to them both. Gwen took it first, much to Jessica's annoyance, "The case I was telling you about? A human trafficking ring with ties to the Maggia family. The old bastard's been real careful ever since Hammerhead got taken in by S.H.I.E.L.D and accused of terrorism. Those guns he was smuggling must have cost a pretty penny because he's been stepping up operations as far as I can see."

"Your boss is refusing to let you investigate this?" Gwen asked, handing the folder to Jessica after a quick (upside down) scan. She didn't have to read through it; the pictures said more than enough, "Either he's on the take or he's really incompetent. Can't tell what's worse."

"So why'd you call me then?" Jessica questioned, "I'm a private investigator, not a superhero or vigilante. Sounds like you know everything there is to know, you just can't do anything about it. Not something I can do anything about."

"Because I need both of your special skills for this." DeWolff looked them both in the eye, "From what I could gather these girls are being shipped out _tonight_ , so if we don't do anything then they're going to go through hell on earth." She closed her eyes and shook her head, "Spider-Woman, I know we haven't done anything to make you trust us but we'd really appreciate your help here. And Jess, I know you don't want to get involved but I'm cashing in that favor. If my badge doesn't let me help people then it's not worth it, so please do this for me. If not for me then those innocent girls."

Jessica pinched the bridge of her nose and released a frustrated breath, "Fine, I do owe you and George both. Consider this one of my back payments..." She looked to costume heroine, "But my earlier point still stands; I don't need a bodyguard. I can take care of myself."

"Hey, even if you don't I'm not exactly going to say no a chance to kick some scumbag's teeth in." Gwen replied, finally landing on the floor to stand upright, "If we can give Silvermane a black eye while we're at it even better." She took a moment to consider her next words, "Uh...no offense, by the way, but even if you can take care of yourself it might be better to just let me do most of the fighting. Not to say you're weak or anything, but-"

Her next words were drowned out when Jessica picked up one of the large, wooden crates with one hand, raised it above her head and threw it clear to the other side of the warehouse. She could see Grimm grimace (heh) as the box splintered upon impact with the ground, "Trust me, whatever asshole we find down there I can deal with them. Just make sure not to get in my way."

"You're...You're a superhero?" Gwen asked, mouth parting in shock. First Peter and now this; it was almost like they were crawling out off the woodwork.

"No, I'm a freak. There's a difference." She rolled her eyes, "I can run faster, lift more and take more punishment than most people; but that doesn't make me a superhero. You wanna waste your time running around in spandex then feel free, just make sure not to tell anyone about me. I don't want any attention."

"Jessica was...in an accident when she was a teenager. Her powers manifested not long after, or so tells me." DeWolff informed her, "Either way I'd feel more comfortable knowing you were both on it. You'll be paid for your troubles, don't worry-"

"I only accept money for cases, not favors. Like I said, this my back payment." Jessica interrupted.

"Not in this for the money either." Gwen affirmed, "Trust me, we'll get those girls back safe and sound; you got my word on that. Although..." She crossed her arms, "A good word with your fellow officers wouldn't be unappreciated. Most cops I run into don't try to arrest me anymore, but a couple days ago some new blood tried to blackmail me so he wouldn't put me under quarantine. Not to sound egotistical or anything, but I'd really appreciate it if they laid off for a bit."

"Hey, if it gets us more of those tips then I'll do my best." Grimm answered, "Thanks for those, by the way. They've been a real morale boost for most of the guys on the beat."

"No prob." She gave them both a thumbs up before attaching a webline to the open window, "Well, I'll see you there, partner. Time's a wastin."

* * *

On the bright side it wasn't another abandoned apartment building.

"Get these two bitches!"

On the not so bright side, that was because it was filled with guys in suits who liked to scream the b-word around just cause they weren't fighting a couple of guys, _'Seriously?'_ Gwen ducked under the clumsy punch and flipped backwards, feet smacking their jaws as she did a showy pirouette. It was almost routine at this point, a far cry from the first time nerves and fear she felt when she stopped her first mugging. A guy in a pinstripe suit practically screamed 'chump' to her now.

"Come on guys, this is embarrassing!" She webbed another to a wall and leapfrogged over one of the burlier thugs charging at her. Thankfully they didn't have any guns; probably cause they didn't expect her and Jessica to smash down through the roof, "Do I have to do this one hand? Cause I'll totally do it if you think it'll help!" She placed her left hand behind her back, picking up a thug with her other and throwing him to a clustered group of his friends, "Nope, doesn't seem to be helping at all."

"Shut the fuck up, bitch!"

"Just for that, I'm hitting you extra hard!" She punched aforementioned curse-y thug in the stomach and, after a moment of looking like he was going to throw up, she slammed him to the floor face-down (didn't want him choking on his own vomit, after all).

Still, besides the thugs she had to say that her new partner could definitely hold her own. Bowling over another three of the hired goons, she watched with a sideways glance as Jessica picked up two of the suckers and smashed their heads together. Not much in the way of formal combat training by the looks of it, but hey it wasn't like she was the Judo Juvenile herself so who was she to point fingers? Her super strength seemed to do well enough.

"Ah, son of a bitch!"

...Not much in the way of dodging, though. The soon to be very sorry thug looked down at the broken plank in his hands and backed away as Jessica glared at him. She didn't know how durable she was, but it was enough that she seemed to be able to shrug off most of the hits she'd been given. Granted she still seemed to get hurt by them, but considering the plank broke rather than the back that it hit she considered it 'good enough'.

"So hey, you're pretty good at this!" Gwen jumped on the nearest one's shoulder and made him crash against his friend, "You sure you're not a superhero? You sure seem like it!"

"Clients get bitchy when they don't like the news you tell them. You learn to take care of yourself." Jessica grabbed one of them and headbutted him, causing his nose to start bleeding profusely, "Stop playing with them. This isn't fun and games."

"Hey, like my dad always said; why work when you can't find some fun with it!" Actually what her dad told her was that he never stopped being satisfied putting criminals behind bars, but hey she got his point. She took a little bit of pride seeing a mugger or rapist being cuffed...though those usually only lasted for a moment before she had to avoid being placed in the car next to them. Hopefully this would help boost her street cred a bit.

"...You're a weird kid, you know that?"

"So they tell me!"

The rest of the muscleheads felt more like cleanup than anything else, and she made sure each of them were snug and comfortable in their brand new web-blankets. Once they freed those girls there would be no way these guys would walk, regardless of what DeWolff and Grimm's boss said. She could only hope it didn't blow back to either of them; she didn't know them both very well, but they seemed like good people. Following the spirit of the law rather than the letter, something she thought she was doing every time she put on the mask.

That done, she followed Jessica up to the upper floors of the complex; clinging to the walls in lieu of taking the stairs. Honestly they looked cleaner than the alternative, "Hope the police like the present we left them." She said.

"That's assuming most of those guys don't walk. Dunno about you, but DeWolff's boss definitely sounds like he's on Silvermane's payroll. We might save these girls, but if you're expecting 'justice' to happen then keep dreaming."

"Wow...who pissed in your cornflakes?" She asked, causing the older woman to roll her eyes and walk ahead of her without another word, "Hey, sorry! Didn't mean to make you mad!" She called out. Jessica said nothing back, "No, seriously, I apologize! There's no need for the silent treatment-"

"Shh, you hear that?"

Jessica pressed a finger to her lips in a shushing gesture and looked up. Brow furrowing, Gwen followed the instructions: Muffled screaming followed by the sounds of something hitting against the wall. If she concentrated hard enough she could even hear what was either cursing or prayer judging by the amount of 'God' and 'Jesus Christ' she kept hearing.

"Someone else is here."

Rushing up the stairs, Gwen was met with a sight she'd gotten used to in the past few days: Rows of thugs stuck to the wall with black webbing, their struggles doing nothing to release them from their binds. Jessica went ahead of her, inspecting the webbing while ignoring the rent-a-goon's muffled pleas for help, "Whoever this third attacker is they're thorough, I'll give them that."

"I think I have a good idea on who it is..."

There was only one door at the end of the hall, and the closer she got the more she began to hear the sounds of what sounded like something being smashed, "H-Hey, we-we can make a deal! I pay protection, I'm insured! You can't-"

"Nobody buys me! Where are the girls!?"

"...Hello, Pe- Spider-Man."

Opening the door, she wasn't even surprised to find Peter smashing what looked like the leader (his suit was cleaner and he looked older than everyone else) against the desk. She saw the masked vigilante's head snap up to meet her gaze, his expression unreadable under his crudely repaired mask. She could see the obvious stitch marks where the new cloth met the old, his eyes hidden underneath the dusty new lenses of his goggles. She supposed she should have been relieved to see him again, though the circumstances were less than ideal.

 _"We scanned Peter Parker's grave and the result...the coffin's empty, Gwen. And if we're right then it's been empty for a while."_

"Spider-Woman..." He picked up the thug and threw him against the floor, webbing his feet to the surface to keep him from crawling away, "Funny...didn't think I'd run into you here."

 _"I mean the body's gone. We found traces of blood, but they're old and dried. Can't say for sure yet how long, but I have to assume at least a few months."_

"Yeah...me either." Her hands clenched. He didn't remember anything, she couldn't just point blank accuse him of punching his way out of a coffin; even if it made it easier for her to have confirmation, "Um...what are you doing here?"

"Could ask you the same thing." He crossed his arms, one foot stomping on the thug's hand before he could try to pull the webbing off his legs, "You never showed up for our rendezvous so I left. I heard them running downstairs, gave me a chance to slip in and take out most of the goombas that stayed behind." He nudged his head to the web-covered hallway, "Didn't think the intruder'd be you, though."

"Yeah, sorry about that. I was busy..." Yeah, busy trying to make sense of Peter's fucking grave being empty that she forgot to meet the guy himself to try and get some answers, "Well, we're here to-"

"Doing the same thing as you are, most likely." Jessica interrupted, cutting past her and entering the room, "Lets cut the chatter." She looked to Peter, "Whoever you are I'm guessing you're here for the girls this prick's planning to ship out. D'you get anything from him?"

"Nah, not yet. He's still trying to buy me off." He squatted and grabbed the thug's hair, forcing him to meet his gaze, "Anything else to say, greaseball?"

"L-Look, these guys you're fucking with aren't a joke! You do anything but take the money and look away and-"

His offer was cut off, though not by who she expected. She watched with morbid fascination as Jessica picked him up, disentangling him from the webbing almost effortlessly, before she slammed him against the wall; one hand at his neck while another cupped between his legs, "Right, good cop routine over: Tell us where you're keeping the girls or I'll turn your balls to paste. You wanna go back to your wife telling her you're not a man anymore?"

"Y-You wouldn't-"

Jessica squeezed, hard enough to make the older man scream in both pain and panic. Gwen winced and debated on whether to pull her away before he spoke again, "Argh...the basement! We're keeping them in the basement! Door hidden behind a bookcase, the code is 0547! That's where they are, I swear!"

"Thank you."

The private investigator gave him a wry smile before slamming him against the ground, a quick kick breaking his nose and knocking him out entirely. At her side she heard Peter whistle, his arms crossed in what she could only assume to be appreciation, "Huh...he squealed faster than a pig in a slaughterhouse. Nice work."

"Dickheads like this always cave." She clicked her tongue and wiped the squeezing hand on her jeans, "Next time go for the manhood, always gets faster results. These macho tough guys can't bear the thought of living without their gun."

"Duly noted."

That...was scary. Jessica left ahead of them, Peter webbing the thug to the floor and going to follow her before she grabbed his wrist, "Wait, Peter, we need to talk-"

"Don't call me that." He grunted, wrenching his arm away from hers, "I know it don't mean much, but I'd rather not have my name being blasted out where just about anybody can hear it. If you wanna talk call me Spider-Man, you don't see me calling...whatever the hell your name is."

 _'It's Gwen. You know, the girl who you talked with for hours and made breakfast for?'_ But of course she couldn't say that out loud; couldn't admit she'd been lying to him like that, "Right...Spider-Man." She frowned. It still sounded weird to her, "Look, you didn't answer my question earlier: What are you doing here? Last time I saw you...you said you were going to look for that Octavius guy."

"Yeah, well, no luck there." He sighed, "I've been trying to find Castle's family, tie up another loose end, so I've been hitting up the smugglers and traffickers in the area. Overheard them talking about those girls they were shipping when I got here, though, so change of plans." His hands stuffed themselves into the pockets of the tattered coat, "You're on a little rescue mission, too, right? No point in delaying it any further."

Castle's family? What was it with those two? She had to look into that later.

"Actually, that's...not the only thing I wanted to talk to you about."

 _"If that really is Peter Parker, if he still has traces of the lizard serum in his blood, then we need to be certain he's not a danger to himself and everyone around him. Do you understand me?"_

Whatever spiel or plea she was tempted to give was cut-off by Jessica calling them, "Hey, are you guys coming or not?"

"Whatever it is can wait. We need to deal with this first."

"Yeah...sure." She shook her head and took a deep breath. They were right; she could ask Peter another day, but those girls had nearly lost everything tonight. She could focus on it more as soon as they were safe in police custody.

* * *

 **Done with that. Anyway, the votes for Frog-Man and Jessica were more or less even and by the time Esquire-Man came to tilt it in Frog-Man's favor I was already 2000 words into the chapter. Anyway, I'm relatively satisfied with how this went so I'll ask the next question. Next chapter is either:**

 **1\. Continue with the Frog-Man POV chapter.**

 **2\. Show how Noir acclimated to Earth-65 and how he's adapted to living in 2016 with a day to day routine.**

 **Also, I was tempted to use Moon Knight rather than Noir at the ending but I decided to relent. This chapter's already chock-filled with named, well-known characters and I think Spector would be better served being introduced during one of Noir's segments instead the same way Castle was.**

 **Answer time:**

 **NS120121 - She hasn't shown up yet, but most definitely 65-Felicia. I don't have any plans for other Noir characters to show up because once his friends start appearing that destroys most of his motivation to go back to his own time.**

 **Master-Xavier - Believe me, I do _not_ mind long reviews or rambling toughs :) I just hope you're okay with me not being able to answer as in-depth in the AN's, though I don't mind replying via PM if you're cool with it. Basically, make long reviews if you can - hell I adore them so please do so - I just hope you're okay with responses being short on the AN/longer replies being PM only.**

 **As for Noir POV, sorry I couldn't do it; though he does show up and seems to like her in this chapter ;)**

 **Hermes Tonsils - Eh, I've seen worse.**

 **NeverendingZero - Not really sure about 'trying very hard'. Gwen certainly thinks so, but Noir never entertains the notion and we know both of them have their own thoughts on the matter. As for 65-Peter vs Noir-Peter; if it ever happens it'd be a stomp since the former is bulletproof and Noir can't damage him. Also, there was no Noir Harry Osborn since Norman in the Noir world was seemingly childless.**

 **As for Felicia? Again, I'll repeat what I told NS120121: No plans to show other Noir characters since it would kill his motivation to go home by a large margin. Apart from him and Octavius there's no one else from Earth-90214.**

 **Mingyu - Hey, maybe we'll get Froggy next chapter if people vote for it ;P As for the gun, probably not. It's still a dangerous weapon, after all.**

 **Krolikson - Good to hear, hope you keep reviewing as well :D As for the title, it was either that or 'Right place, wrong dimension' which made this sound like a humor fic. That and it has Alice in Wonderland allusions to a character finding himself in a twisted madhouse where nothing makes sense to him.**

 **\- No plans for romancing them with the other given that their personalities and circumstances make it difficult. That and I doubt Gwen's into douchebags and Noir doesn't seem into superheroes so they're definitely not each other's types.**

 **Esquire-Man - Sorry; again vote came a litte late :( Anyway, hope you enjoyed this chapter regardless.**


	16. A New Kind of 'Normal'

Home sweet home.

Peter pushed open the door to the ratty apartment, closing and locking it behind him with a bit more force than necessary. The stench of the interior hit him immediately; the stink of old cigarettes and cheap alcohol, a present from the last residents of the 'humble abode' before they were kicked out for not paying their dues to the neighborhood friendly slumlord. Given the fact that a lot of their things were still here it wasn't exactly a stretch to imagine that they were kicked out with nothing but the clothes off their back...a sight he'd gotten far too used to back at home.

It didn't take him long to find the place. Even 82 years passing didn't change things; the rich were still getting richer while the poor were wallowing on the streets. Looking at the newspapers didn't paint a pretty picture: Announcements of big businesses harping on about new products, rumor mills about television and film stars on who was sleeping with who and God only knew what else. He saw a few of the rags mentioning the occasional death on the streets, the stabbed junkies or mugging gone wrong. It was never the focus, just something to put in a quota for something else.

'Superheroes' and 'Supervillains'.

The similarities never changed. The Bugle slandered Spider-Woman (mostly when this madhouse's Jameson wanted to rant), others praised her, while some were too busy giving speculations on the 'Supervillains' like Vodkalky and little miss lightning bolt to pay her any mind. He even saw his own name mentioned, though most of it was speculation on his 'true nature' (what was he, a politician?) after the little short film of him killing the electric bearcat. He'd read enough rants on how he was 'supposed' to be a hero, 'supposed' to set an example and 'supposed' to be better than killing someone who was begging.

A big fat load of baloney, all of it. A lot of beating gums talking about things that were none of their beeswax.

Ignoring the bottle of whiskey lying on the table (one of the few things he bought), he trudged past the almost decrepit living room and opened the door to the bathroom. The place made Uncle Ben's horror stories of the trenches seem almost bearable, but what else could he do? Places like this existed in every rundown neighborhood and it was the first place he found after asking a couple of junkies on the street for a place to stay. Beggars couldn't be choosers, and as far as he was concerned he was a hair's breath away from being one considering how things were going for him.

Besides, it had everything he needed: A locked door, a roof over his head - the fact that it wasn't rotting was one of the few selling points given to him... - and a modicum of privacy. Granted the walls were thin and he could hear what were either rats or spiders scurrying overhead, in addition to everything else wrong about it, but it didn't matter. The owner didn't ask questions and as long as he got paid upfront he didn't care to know what the residents were doing.

The only rule he had to follow was that he kept any and all nasty business to himself. The owner didn't know and didn't care to know. 'Out of sight, out of mind', he said. It worked just fine for him.

Flicking the switch, the small bathroom was lit up with the dim white glow of the fluorescent up above, "Ugh..." He'd been given a 'complimentary spray freshener' (after paying a little extra to guarantee there won't be anyone knocking on his door) but it just replaced the stink of vomit and urine with an artificial stench that was making him dizzy...although ironically enough the bathroom was probably the cleanest part of this place. Whoever the last residents were they were apparently so high up on whatever drugs they were smoking or injecting into their wrists that they did their business wherever they were lying down at the time.

Thankfully he'd tossed those things out the window and burned them when he had the chance. Now he just had to deal with his place's normal rot and filth rather than that in addition to whatever its last residents put into it.

Standing in front of the sink, he removed his mask and grimaced at the reflection that met him. Besides the bags under his eyes the bruise on his cheek was definitely eye-catching. He'd been careless; one of the brunos inside that little hellhole got a lucky hit in since he was too busy with his buddies. He didn't let him get a second one in, but it still stung. He'd gotten careless and...

One of the girls died.

Gloved hands gripped the sink tightly, minute cracks appearing at the sides. He was used to disappointment, used to seeing failure despite his best efforts, but it still stung. There was nothing quite like saving some kid maybe a year or two younger than him only to find him begging for money on the streets so he could get a little more floor polish a couple of months later, "You can't save everyone, kid. Sometimes people don't want to leave the hole they dug themselves...' He muttered. Urich's words, not his...huh, it was almost prophetic considering what happened to him. Everyone paid eventually...Urich and himself included.

Maybe it was 'her fault' she was there, maybe she was a promising young woman who was snatched off the streets cause she was pretty. Maybe it was the drugs, maybe it was the beatings or maybe she just wanted to die rather than face what was coming; either way she was dead and by the time he, Spider-Woman and that other dame had busted into that room it was too late to do anything about it.

 _"Please, help her! She-She's not m-moving and we don't know what to do!"_

He still felt their desperate hands on his wrists, begging and pulling for him to do something, anything. Their eyes said it all: 'You're a hero, do something!' among other pleas, "Damn it..." He shook his head and turned on the faucet, letting the sound of running water distract him however slightly. He saved people from the killers and rapists, but he couldn't rebuild their lives. It wasn't his responsibility. He could punish the guilty, protect the innocent from immediate harm, but he never went beyond that. He wasn't a doctor or a miracle worker. He couldn't do more than break a few faces in.

 _"She's dead! And if we don't get these other girls out of here they're going to be next!"_

The other dame, the only one of them not wearing a mask, had taken charge after that. He had no idea who she was, but she didn't even blink even with all she saw inside. Admirable, sometimes he wished he could just tune out like that. It was pathetic, he knew that. He knew she was dead as soon as he saw her, saw how blank her eyes were and the paleness of her skin. But he still tried to drag her out, still tried to cling to the vain hope that she was alive and that this madhouse might be able to save her. They could treat Gabriel, so they could treat her, right?

But people didn't come back from the dead...no matter what certain people thought.

 _"Peter...it's alright. We still saved those other girls...that's something."_

Spider-Woman was the worst. It would have been better if she still joked, still tried to make light of what just happened, but no; she was all comforting words and platitudes and he despised her for it.

She was just trying to help, he knew that, but hearing the pity in her voice just caused him to get more frustrated. It reminded him of Felica, all open smiles and comfort before the rug was pulled under him. There was a catch, there was always a catch. The way she used that name - 'his' name - was far too familiar. She knew the Parker from this midhouse, and he had the distinct feeling her interest in him was because he shared a dead kid's face. Without it she wouldn't have cared so much.

Taking off his gloves, he cupped the running water and crashed it against his face, ignoring the slight throbbing of his new wound. It would heal in a couple of hours after he went to sleep, there was no need to patch it up. One good thing about being bitten by the Spider-God; he saved a fortune on medical supplies. They were already struggling to make ends meet back home, he didn't need to waste money on medicine and bandages either.

Leaving the bathroom, he tossed his mask onto the table and shrugged off his coat before picking up the bottle of whiskey. No need for cups; it wasn't like he would share it with anyone anyway, "If only Aunt May could see me now..." He trudged to what could count as the bedroom (it was more a closet, really) and sat on the bed. The sheets were gone - being one of the things he had to burn - but he didn't mind. It was better than sleeping on the floor or a cold rooftop in the middle of winter. At least now he could be...well, comfortable would have been a lie. At least he wouldn't freeze or break his back.

He pressed the tip of the bottle against his lips, letting the warm drink relax him. He savored the taste, the smokey flavor lingering in his tongue. 82 years and the alcohols didn't change much...and neither did the people selling them; it only took a few extra dollars for the guy behind the register to ignore asking for identification and just give him the damn bottle. But hey, it was a dead-end job with a terrible boss. He couldn't blame the guy for wanting a little extra long green to tide him over.

And if it meant he could drink and try to forget about his problems then all the power to him.

It was futile, of course. Ever since he'd been given his abilities he found it almost impossible to lose himself in the mire of alcoholism. Maybe the Spider-God had a sense of humor or maybe never being drunk was one of his 'gifts', but he'd never actually lost himself in the bottom of a bottle ever since that fateful bite. He never stopped drinking, though, never stopped trying to drink himself into a stupor.

And God did he need to get drunk right now.

Throwing off his shoes, he leaned back against the frame of the bed and closed his eyes. The cold metal dug into his back, the feeling almost comforting in a way. What the hell was he doing? He should have found Octavius, should have gotten a way back already. But no...he had to get involve with blockheads and freaks then get tangled up in Spider-Woman's web because she thought he was that other kid come back to life.

And now? Now he had no idea what he was doing. Gabriel was safe, he was glad for that at least, but now he was running blind. Wherever Octavius was he was long gone, he couldn't find him just searching on his own. Spider-Woman told her friends, that 'Shield' thing, to keep an eye out. Still, he had his doubts. He had the distinct feeling that whatever help they gave him it would come with a catch.

Then there was Castle's family. He never found him again ever since that night at the warehouse, and it was really none of his business, and yet he was still looking. Hammerhead seemed to believe that his family had done everything they could to get away from Castle, but some part of him kept on doubting. And even if it was the truth leaving them in the hands of those gangsters really didn't give him a good feeling, especially not after what he saw today.

He took another swig from the bottle, his eyes drooping slightly. It was still early, but he already felt like collapsing. The slowly ticking clock on the wall rested its hands on '9:07', the longest hand continuing its circular path. Normally it would have been the perfect time for him to head out, spend all night beating up on some thug or bastard in need of a good teeth loosening, but he felt like he was about to collapse.

Some rest wouldn't be amiss, he supposed...

* * *

 _"I'll show them...sssshowww themmmm aaallll!"_

Peter shot up, the whiskey bottle crashing against the floor and shattering upon impact. Just barely he could see the dark liquid seeping through the floorboards and he scowled, "Damn it..." He rubbed his temples and groaned. He couldn't get hangovers anymore, but whatever...these things were they were a hell of a lot worse. It was bad enough that he had to be trapped in this madhouse, but now he was becoming one of the crazies. Next thing he knew he would be hearing voices.

He never had dreams, at least not anymore. He used to when he was younger; nightmares about Frankenstein's monster coming to kill him, of Carl King beating him up or Davis and his cronies proving even your friends would leave you the second you started asking uncomfortable questions. The last ones he got were about Uncle Ben, about him being torn apart by wild dogs while he screamed and begged for his help. He'd try to fight through the mutts, kick them away and try to pull his Uncle to safety, but it never worked.

And then he'd hear Osborn laughing. About how he was just a kid, that there was nothing he could do. That his aunt would be next.

He had pleasant dreams sometimes. Imagining Davis and the rest weren't bastards, having perfect weddings with Mary Jane before he curbed his childish crush or even Uncle Ben beating Osborn's face in while he wore his airforce uniform; like a soldier putting down the enemy. They never lasted, but they were relieving all the same. Sometimes he wished he still had them.

Nowadays he never saw anything but blackness. He was tempted to blame the Spider-God for that too, but even that was a stretch. Maybe after being tortured and given the 'curse of power' his mind couldn't conjure anything else to top it...well, until now. Now he was seeing things; maybe it was what that kid saw, but if it was then he definitely wasn't some innocent little lamb that got led to the slaughter. A real wolf in sheep's clothing, if he was understanding right.

It was just a little past three according to the clock, and judging by the darkness outside he didn't doubt it. Six hours of sleep...better than what he usually got, "Well, can't sleep now..." He shook his head and put on his boots again, making sure to give the broken glass a wide berth. He'd clean that up later; wasn't like the bossman would care all that much considering what the rest of this hole looked like.

He was barely two steps out the door before he felt a vibration in his pants pocket, "Knew I shouldn't have given it to her..." Sighing, he pulled out the 'cellphone' (he still thought it sounded dumb) and flipped the screen up, eyeing the 'Fellow Superhero' text dominating the surface. He'd bought the thing for cheap just in case - a 'disposable flip phone' according to the street vendor - and gave it to Spider-Woman so she could put her number in when she asked (more demanded, really) a way for them to keep in contact. He thought it would satisfy her, at least.

"Knew I shouldn't have given it to her." He frowned at the name but pushed the green button. That was how they answered, right? "Yeah, what is it?"

"Hey...sorry, did I wake you?" Spider-Woman asked. It was the first time he'd used the thing and he couldn't deny it was amazing. Something like this would have been amazing back home, "I...sorry, I knew it's early but-"

"You didn't wake me. I wasn't sleeping." Well, at least not for a couple of minutes before she called, but she didn't need to know what, "What do you want?"

"I...Peter, look, we need to talk-"

"Stop calling me that. I told you, it's Spider-Man..." He opened the tiny refrigerator and pulled out a cold slice of pizza, biting into the cold bread without a second thought. Anything to fill his stomach. He could fill up better when he could afford it, "If you're calling to check up on me then don't bother. Until I find Octavius then I'm not going anywhere so don't worry your head about losing track of me."

"That's not why I called..." There was a pause on the other side followed by a sigh, "...Look, Spider-Man, we need to talk. Just you and me, one on one."

"We're talking now. Whatever it is just spit it out."

"I...can't. I have to say it face-to-face, not over the phone." He resisted the urge to point out it wasn't exactly much of a face-to-face meeting considering they were going to both be wearing masks and let her continue, "Look, are you free right now? I can't sleep and I'd like to talk if that's cool. What we saw today...I mean, talking about it helps. You seemed really pissed earlier and-"

"I'd rather be alone for now if that's okay with you, boss."

Even if he did want to rant to someone she was the last person he would've wanted to do it with. Crying on someone's shoulder while they said they understood...he never saw the point of it. Dealing with his problems head-on made more sense, and if he couldn't then he could channel whatever anger he felt to something a bit more productive. Kicking some thug's teeth in was a better use of his time than feeling sorry for himself.

"Don't call me that." She snapped back, voice momentary taking on a harsher edge before she sighed again, "Look, if you wanna be alone that's fine but we need to meet soon, okay? Just tell me when you're free."

"Yeah...sure."

He cut off the call, the apartment once again being bathed in silence save the occasional skittering coming through the walls. He looked down at the miniature phone before stuffing it back into his pocket. She was giving him an olive branch, but it didn't mean he had to take it. He wasn't going to begrudge her trying to do good - it was actually admirable of her - but it was better for them both if she kept him out of her little world while she stayed out of his.

It was still early, but since he wasn't going to get any sleep her might as well get some 'work' done. Pulling the apartment's door open, he winced slightly at the cold wind that greeted him. Taking his coat would have been more comfortable, but his paranoia was biting at him again. He didn't want to make it too obvious; running out with his full Spider-Man costume sans mask would have been just a bit too conspicuous.

Retracting his steps, he pushed through the dark alleyways and through the side-door jutting out of the marked building. The bodyguard gave him a quick once over, giving nothing more than a grunt when he waved a stack of long greens in his face before he let him inside. There was always a minimum fee to get inside, but anyone halfway decent could easily double what they paid to get in.

The sound of cheering from inside was almost overwhelming. The smell of alcohol and blood permeated the air, sweaty guys and dames screaming and raising bottles of beer or stacks of dough as two people beat each other up in a makeshift cage at the center. He saw the bigger of the two opponents squaring off slap the smaller one to the ground before stepping on his hand, the poor bastard screaming while the crowd roared.

A fight club. Kind of like betting on boxing matches except without the air of legitimacy about it. Squeezing his way through the crowd, he made his way to the guy accepting bets and gestured to the lummox on the cage beating his fists like a gorilla, "How much you willing to give for beating him?" He asked. He was tempted to wear a mask, but that would just get more attention than anything else.

"Tch, you kidding me, kid?" The rotund bookie looked at him incredulously before noticing the stack of money in his hands and licking his lips. Greed never failed to win out over rationality with these guys, "Hey, if you wanna fight Kong then I ain't gonna stop you. Just make sure you don't come back here ranting about how we ruined your life, capisce? You break an arm or a leg and it ain't our fault."

"Just tell me how much he's worth." He dropped the money onto the table, the older man eagerly pocketing the cash like he was afraid Peter would change his mind, "And no cameras here, right?"

"Kong's been on a streak, pot's gotten to 15 grand and it's only getting better." He grinned, showing off his chipped teeth, "And yeah, no cameras. This place ain't exactly Madison Square Garden, ya know? I don't think the boys in blue would appreciate our little betting pool so we make sure no one squeals. Why, camera shy or something?"

"Just a private person, that's all."

He waited for the last poor sucker to be dragged out before stepping into the cage, taking off his shirt and dropping it in the corner. He never thought he'd find himself here - beating someone in a cage for the amusement of a crowd - but he wasn't exactly swimming in options. Bullseye had suggested this place in what he could only assume to be a joke, but he was grateful all the same. Something like this...well, he would have been lying if he said he didn't feel dirty doing it, but it felt easier on his conscience than stopping a mugging and then taking the poor fink's wallet. That's what he did to afford that apartment and he still felt like a bastard for doing it.

Places like this always skirted the edge of legality, but he could at least placate himself with the idea that these guys did it of their own free will. In the streets it was hard to earn an honest living, so what was wrong with joining a place like this and fighting one another? Everyone did it of their own free will and if they didn't...then he'd have to apologize to Bullseye for shutting down one of his favorite hangouts.

The fight didn't bear remembering: Tall, bald and smelly guffawed when he first saw him, asking the crowd if he was fighting 'little boys' now. Peter clenched his hands but didn't respond to the baiting. A big guy saying he wasn't worth his time? He dealt with that on Wednesdays every time a new bozo thought he had the Spider-Man's number and that he just 'got lucky' when dealing with Osborn and Crime Master.

He didn't bother making a show of it. He dodged the big guy's clumsy strikes before retaliating, punching where he was most vulnerable and leaving him gasping on the ground. He made sure to avoid crippling him, though; no need to be a bastard to someone just trying to make a living.

The crowd was silent for a moment before the cheering erupted once more, the announcer or whoever the hell it was sputtering in dramatized disbelief as the 'up and coming champion' was taken down so quickly. Peter shook his head; it was all giving him a headache. Putting on his shirt, he grabbed the piles of stuck-together long greens and stuffed them into his pockets. The less time he spent here the better.

He was about to turn and leave before a hand grabbed onto his shoulder, "Holy shit, kid, that was insane!" The bookie gaped at him openly, ring-covered fingers still holding onto his (Well, Gwen loaned it to him) shirt, "Look, whoever trained you I can see a winner coming from a mile-off. And you, my friend? I see champion material!"

"Coming from the guy who thought I was insane for trying to fight him earlier, that's really touching." He shrugged off his hand, "Now if you'll excuse me-"

"Hey, when are you coming back?" He rushed in front of him, a far too friendly smile plastered on his face, "I'm telling you, kid, you can go places! You think that cash is good? That's a drop in the fucking bucket to what fighting the real big boys can get you!" He stood up taller, looking down at him like he was a piece of meat, "Listen. You come back here, you win some fights and make a name for yourself, and you're going to be rich!"

"And you rake in a cut of the profits." Peter rolled his eyes and pushed past him, ignoring his calls for him to come back and that they would be 'going places' together, _'Wherever he's going I don't wanna follow.'_ He thought. He might have to come back here eventually, but that would have entailed staying here for longer than a month to pay more rent to that 'home' he had and that was a thought he didn't want to entertain. Finding Octavius shouldn't take that long...

At least that's what he kept telling himself.

He breathed a sigh of relief as the cold wind hit his cheeks and he stepped outside, the smell of blood, alcohol and sweat finally leaving him as he walked away. He'd take a little cold over that any day. Now he just had to-

"Fuck out of here, kid!"

Looking back, he raised an eyebrow at the scene that greeted him: The guard at the door shoving a girl probably no older than fifteen to the ground, a scowl on his previously bored face. The girl herself didn't seem to care, however, standing up and looking at the bouncer with a fierce glare. Everything was telling him not to get involved, but of course he found himself walking closer regardless, "How many times we gotta tell you that you ain't welcome here!?" The guard screamed, looking down at her fiercely, "Your mom made it clear that if she caught your skinny little ass here there'd be trouble, so stay the hell out! You know what she'd do to Earl if she found out you were here!?"

"Fuck if I know, and it's not my fucking problem!" She snarled, hands balling into fists while her long brown hair whipped around in response to her actions, "Just cause you're a sick fuck with a MILF fetish doesn't mean you get to kick me out!" She stamped her foot, refusing to let up, "Just let me in there! I got cash, I can pay-"

"Girl, you could be a co-star in Fantastic Four and I still wouldn't let you in!" The Negro man crossed his arms, blocking the entrance when the girl tried to rush past him inside, "You wanna bet on something? Fine, but you do it away from here. I ain't taking the heat for you again, Lana, not after what happened last time! So get your ass outta here before I lose my patience and stop playing nice."

She didn't listen. Again she made an attempt to slip past him, which was cut short when she was pushed to the ground again, "Ow, you fucking asshole! You get your jollies beating up girls, that it? No wonder you gotta pay people to fuck your ugly ass!"

"You know what? I ain't dealing with this." He threw up his hands and rolled his eyes before walking inside, turning to look at the coughing girl on the ground one last time, "Oh, and Lana? Make sure to tell your mom I'll be seeing her later real soon...and tell her to wear that pair I like. She knows the one I'm talking about." The sound of the door clicking shut followed his announcement. He'd locked it.

He saw the teenage girl stand and jiggle the doorknob, but it refused to budge, "You fucking asshole!" She kicked the metal surface, an action she quickly regretted judging by how she was hopping on one foot with a spew of curses that would make a sailor blush, "When I get my hands on you I'll-"

"You ain't kicking that door down. Not unless you wanna break your other foot, too." Peter interrupted, causing her to turn and glare at him. Now that he got a better look at her he was definitely right; she was young, and the thick jacket and pants she wore only seemed to add to that. Pale skin and long brown hair with some dark makeup, nothing he hadn't seen before. The only thing out of the ordinary that he saw was a skull pendant hanging on her neck bobbing in time time with her pained hopping.

"Fuck off, asswipe!" She leaned against the wall and let out another expletive before looking to glare at him, "Look, I don't know who you are but you can just skip on out of here, dickhead! I'm not in the mood for whatever you're selling..."

"Just curious." He shrugged, "What's a kid like you doing trying to get into a place like that?"

"Kid? Huh, real fucking rich coming from you!" She snapped back, "Dunno who you're trying to fool what 'old guy' act, but you're not much older than I am so knock that shit off!"

"Point taken." He raised both hands in a peaceful gesture, "Still aren't answering, Why are you trying to get in there? I've been inside and it's not exactly a place where teenage girls go to have a good time.

"Fuck's it to you? None of your business, dickhead!"

Peter sighed; this was getting nowhere, "If you say so..." He turned around and made a show of walking away, one of the stacks of money 'accidentally' falling from his pants pocket. He had a pretty good guess on what she was planning to do there - Either she was planning to bet on the fights or participate herself, and for some reason he was leaning towards the former. Who knew why she wanted it. Maybe she was going to donate it to the church, maybe she wanted to buy tickets for one of those 'boyband' concerts (and he thought opera was weird...).

Either way maybe giving his pseudo-illegal gains to someone else who needed it would make him feel better.

He'd barely taken his fourth step before he heard a yelled 'Hey, asshole!' from behind. Looking back, he found the girl stomping (well, more like hopping with that bad foot of hers) towards him before she pushed the fallen stack of dough to his chest painfully, "Yeah, I know an 'accidental' fall when I see it. You can keep your fucking pity party to yourself. I'm not gotta put out and spread my legs just cause you're giving me some cash, you prick."

"You think I'm paying you to sleep with me?" He looked away, face knotting in disgust, "Look, you're either there because you want to bet on the fights or you wanna try your luck in the cage and frankly I don't recommend either."

"So what, you're giving me three hundred bucks out of the 'goodness of your heart'?" She asked back incredulously, "Yeah, you want something. Unless you're trying to be Mother fucking Theresa I'm not buying it. Saints don't come down this part of town and if they do they don't last very long." She looked up at him, eyes narrowed in suspicion. The kid was paranoid and thought there was a catch to everything...smart girl, even if that wasn't that case now. A healthy dose of paranoia never hurt anyone.

"Believe what you want, then. It's not my problem." He grabbed the dollars from her hands and let them fall to the snowy ground, "Take it if you want, leave it on the ground if you don't or give it to an orphanage. Either way it's not my business what you do with them."

He turned and walked away, not bothering to look back and see what she did. It was a pointless gesture, more for his own benefit than hers, but hey he was still human. Maybe if he was lucky she was a girl with a sick little brother who she was trying to get money for. God only knew he needed a bit of an ego boost after the constant pile of crap he'd been getting since he got here.

* * *

Peter was halfway through the alleyway before he heard it. The sound of crunching footsteps, the tapping of a cane against the brick walls.

"...Didn't think I'd be seeing you again."

Turning around, he stared through narrowed eyes at the red haired main in the gray suit walking towards him. Matt Murdock, Carrot Top, the 'Devil of Hell's Kitchen' and the bane of many a prosecutor looking for a conviction. He didn't know much about him given their brief first meeting, but the papers sure loved to mention him. A 'miracle worker' who turned guaranteed convictions to innocent verdicts, most of his clients being members of Wilson Fisk's criminal gang.

Even in a madhouse some things never changed, and Fisk was still a fat bastard with more ambition than rationality. Daredevil would have gotten an aneurysm at seeing it, he was certain.

Granted he had no idea whether Murdock was a member or not, but the way his spider-sense blared just by being near him wasn't giving him a good feeling.

"Neither did I, truth be told, and yet you handled yourself in dealing with Mr. Joseph's gang rather admirably." The blind(?) lawyer tapped the cane on the ground, an easy smile on his face, "It occurs to me that I need aid in another matter and your capabilities will be perfect for the job. Don't worry, you'll be very well-compensated for them, I assure you. You may not be a proper employee, but that's no excuse for sub-par rewards, after all."

"I'm not interested in working for Fisk's gang." He bit back, a scowl on his unmasked face. Murdock knew who he was; blind or not there was no hiding from him. The next best thing was to show no weaknesses, "Money doesn't interest me."

There was no twitch, no indication that he even acknowledged the accusation. The smile still remained on his face as he deliberated his next words, "I'm sure I don't know what you're talking about, and I find it amusing that you think what I'm offering you is something as crude as money." He laughed, though it held no trace of amusement, "No, what I offer you is something far more substantial: Information on the family you've spent days seeking out, risking your life against the operations of the Maggia to find."

...He was well-informed, he gave him that. Peter did his best to keep his voice level when he replied, "What do you know about Castle's family?"

"That's not how this works, Mister Spider." There was that emotionless laugh again, "I offer a transaction: You help me solve a little matter and I give you the information. You could of course attempt to torture me, but I must assure you I've faced far worse than a few broken fingers or a shot to the stomach and I will not break. If you don't believe my information to be legitimate then you're free to walk away, of course, but given the accuracy of the last one I offered you I believe you know better than to think I'm lying to you. One does not establish a good rapport by ripping off potential partners, after all."

He was playing with him...using him. As far as he knew there were two main crime families in this madhouse - The one belonging to Fisk and the other belonging to some old bastard called Silvermane. If Murdock was a member of Fisk's little cabal (and Hammerhead seemed to think he was) then he stood to benefit the most for that blockhead losing the weapon's shipment and the Maggia losing one of their top dogs.

Either he played along and stopped them or he did nothing and let them commit their crimes. Either way someone won, and it wasn't him.

"...I'm not going to kill someone for you."

"And I wasn't asking you to. You're more than just a lowly hitman for hire, and I wouldn't sully your skills with something as crass as killing some gangbanger down the block." He pulled out a picture with an address written in the bottom. Peter raised an eyebrow; the dame in the photo was a Negro, though with platinum blonde hair he usually didn't see with others of their skin tone. The way she was posing, reclining back in her chair while surrounded by cats and looking right at the camera, indicated that it was a professional shot. Someone famous, maybe? She seemed pretty enough.

"...What do you want from me?"

"This woman stole something that belonged to my employer, an object of sentimental value: His first dollar." Again, Peter raised an eyebrow. This was starting to sound sillier by the second, "My task for you is to retrieve what she was stolen and bring it back. In exchange I will give you the information I have and then we will part amicably."

"So you want me to be a thief..." He took the picture and noted the address for later, "Do I have a deadline on this before your goons start burning my place down?"

"Nothing like that. I suspect the dollar will be in her possession for the foreseeable future, although the more you sit on this the more Mr. Castle's family might be in danger. Ultimately it's up to you."

Peter scowled at the implied warning, folding the picture and putting it in his pocket in lieu of punching the smug bastard in the face, "Fine, I'll give it to you when the job's done...let me guess, you'll know it when it happens, right?" He clicked his tongue at Murdock's nod. He needed to look out for whatever spies he was using to keep track of him, "What's her name, then?"

" _Le Chat Noir_ , though her birth name is Felicia Hardy. She's a very famous singer if you follow those circles, though I personally don't see the appeal."

He kept it better concealed this time, but he still couldn't help his heart rate spiking or the frown that enveloped his face at the sound of the name. Felicia Hardy...this madhouse was throwing everything at him, wasn't it? Jameson, Gwen Stacy, Mary Jane Watson, Uncle Ben and finally her. If- When he made it back home he would need a lot of therapy...though if Xavier came anywhere near him he'd break both of his hands.

"Something the matter, Mister Spider? Come now, don't tell me you're on of Miss Hardy's fans."

"Maybe I am. Either way it's none of your business."

With a mumbled 'fair enough' the lawyer turned and left, leaving the alley with a confidence he'd never see on a blind man back home.

Peter slumped against the alley's wall and let himself fall, sitting down with his knees to his chest and releasing a heavy breath,"Felicia..." He closed his eyes, lips quivering slightly despite his best efforts. It wasn't her. The woman he...cared about was back home, and she certainly wasn't some kind of Negro broadway starlet like she seemed to be here. He just had to get a grip and do what carrot top wanted him to do for now. Maybe then...then he could pretend he knew what the hell he was doing.

Another vibration in his pocket jolted him out of his reverie. Surprisingly enough it wasn't Spider-Woman, but rather an 'unknown number' with a message attached, "The hell...?" He clicked the button and read the message.

"Hey, this is Gwen. Spider-Woman gave me your number since she thinks I'm your friend - You are, right? Cause if not then awkwwwaaard. Anyway, she seemed bummed, did something happen? Nevermind, probably don't want to know. But hey, I got pizza and hot chocolate again ;D If you wanna talk or just want some free food then come to the roof. Murderface is gonna be there too :P"

Huh...maybe talking with a friend would do him some good. Carefully typing back an 'okay', he made his way back to his apartment to get his costume. Spider-Woman might have put a collar on his neck and Murdock might have been trying to pull his strings, but at least he had one person he could trust in this madhouse.

* * *

 **That went on a bit longer than expected. Anyway, I wanted to show Peter delving into science books and the like but he hasn't exactly fully settled just yet. Maybe next time :) Read, review, give suggestions or whatever. Always happy to receive feedback and it's the closest thing to a Christmas present I could get for this ;)**

 **Regardless, given what's happened so far do we have:**

 **1\. Frog-Man break chapter so Gwen and Noir can spend a bit more time as Spider-Woman and Spider-Man and introduce a more quirky hero character. In this scenario Noir would be planning out how to take Murdock's item back more carefully while Gwen tries to convince him to open up more.**

 **or**

 **2\. Noir wastes no time and just sneaks to Felicia's penthouse, introducing the glamorous anti-hero Black Cat. Another Noir solo-chapter that advances the timeline quicker though in this case he doesn't plan very well and just rushes it to get the info.**

 **Again, you guys decide. And if this is the last chapter before Christmas I make, then Merry Christmas and happy holidays for to everyone :D**

 **Hermes Tonsils - Uh...there wasn't much misunderstandings in the previous chapter last I checked. Anyway, I'm sure they'll handle this like mature and rational adults should something bad ever come to pass...**

 **Master-Xavier - Replied via PM, and eagerly awaiting your review :)**

 **Krolikson - Never heard of it, sorry, Anyway, if anyone's going to conference meetings its Gwen. She's the one with the S.H.I.E.L.D connection and she knows more heroes/agents than Noir who associates with anti-heroes, outlaws and unstable vigilantes.**


	17. Extra 1: A Weird Bromance

**Just a little thing I did. Note: This is very likely not to come into effect due to changes in the story and being written a month or two ago. The Extra below follows a different set premise than the current story - Castle's family was saved the same time as Gabriel, Gwen revealed her identity off-the-bat rather than hiding it, and Noir wasn't explicitly Wanted by S.H.I.E.L.D for the Lizard debacle. The story went through a lot of unintentional shifts...**

 **Still, I wanted to show it since Frank was supposed to be a focus character before changes to the story were made; playing the role of elder ally for Noir the same way Captain America does for Gwen. I'm not sure if I'll be able to put something like that with the way the story's heading, but I wanted to post this to show some of the ideas. Hope you guys like it and leave a review if you want to see more interactions between the two in the story proper.**

* * *

"Why are you doing this?"

Peter looked up from the revolver, fingers paused before entering the final bullet in the chamber. Castle's attention was focused solely on the rifle he carried, picking apart and putting together the firearm with robotic precision. He'd claimed before that field stripping and repairing weaponry was almost instinctual for him, a product of his time in the Marines. He wouldn't know enough to contradict him; he was an investigative reporter, not a military man.

The silence following the question was uncomfortable. He'd learned quickly from working with Castle that the man had muted body language: Voice that was hard to make out, words straight to the point and half the time he wouldn't even nudge his head to look at you. He'd seen it before. Way too many reporting sessions ended with the would-be interviewees putting up a wall or trying to change the subject because the questions ended up being far too personal for their liking. Castle's wife had warned him about her husband's...quirks.

 _"Be careful around Frank, alright? I know he can be a good man, but his...his obsession with what he does damages him. ...And you too if you let it."_

"Why? I'm loading my gun because in case I have to actually kill someone I don't wanna use my hands for it," He deflected. It took some teeth-wringing but he'd finally managed to convince his fellow vigilante to avoid just shooting everyone inside. He wasn't completely blind; he knew the system didn't work all the time, but they had to give it a chance before sinking into the depths. He didn't know if prisons here worked the same as they did back home but the law had to mean _something._

But he wasn't naive either. He wasn't a 'superhero' like Spider-Woman or Captain stars-and-stripes; he didn't have the strength to use a truck like a battering ram and he didn't carry a shield that gave a middle finger to the laws of physics. He wanted to avoid killing if he could, but he and Castle both knew they would do what they had to in order to keep themselves alive so they came up with a middle ground: Side-arms loaded with regular rounds, used only as a last resort...though a part of him wondered if he and Castle had the same definition of that word.

"You know what I mean, kid." He grunted, eyes still focused on his weapon. He'd assured him the rifle would be loaded with 'rubber bullets', which was apparently used for non-lethal shooting. A few weeks ago he would have found that unbelievable, but considering he got dumped 82 years into the future he could afford to be a little more open, "Stop being a smartass. It doesn't suit you."

"Didn't know you get to decide what suits me, Castle." He sighed and placed the last bullet beside him, "People down there could do to have their teeth kicked in and we're right for the job. If you want a rant about the 'injustice of it all' read the Bugle. 82 years and they still spout the same stuff...except Jonah has an obsession with 'proving' Spider-Woman's some kind of menace to society."

He saw him frown at that, the movements of his hand slowing. He didn't know the exact details of his fight with her but it was made clear from both their testimonies that it was a sore point for them both. Castle kept his exact feelings guarded regarding the matter, but Gwen had made her thoughts abundantly clear.

 _"No really, what in the actual fuck are you doing working with...with that douchebag!? Bad enough he attacks me at my house but he nearly killed my dad on top of it! You need to pick your friends better, Pete!"_

"Alright, I'll make it clear then: You don't belong here." He set the gun at his side and finally looked up to meet his gaze, "Not sure if I believe you saying you came from 1934, but I can tell you think it's the truth." His expression hardened, "So why are you doing this? Why aren't you trying to find a way home? Why not give yourself up to S.H.I.E.L.D so they can try and give you a time machine? They want a monopoly on all the mutants with powers so they could find a use for you easy enough."

He would've been lying if he said the thought hadn't crossed his mind. Gwen had certainly vouched for the group's integrity every time the topic came up and the idea of a safety net was tempting if nothing else.

But there was always that part of him, the little voice at the back of his head that warned him against it. He wasn't built to be some kind of lawman like stars-and-stripes, and he didn't work well taking orders. He'd seen too much of the government to know that far too many of them would rather make a deal than cut the knot. 'The greater good', they would justify. 'We save more lives this way'...he'd heard it all before. He wanted the law to work, gave it a chance, but he'd been burned enough to have a healthy distrust of any large scale organization that claimed to fight for the common good.

"Yeah, you got Octavius in a bag for me?" He asked back, "I don't have a damn clue where he is or I'd wring his neck and force him to open that portal again." He sighed, pinching the bridge of his nose in frustration, "And meanwhile this city...it stinks. I thought things were bad back home: Buildings burned for insurance with people still inside, the mayor and the police chief in bed with mafia dons...I thought I'd seen it all, but this place...nothing has changed. 82 years and the same damn strings are being pulled."

"Not your problem. You go back home and you'll be dead before any of this happens."

"Well I'm here now, so might as well make the most of it while I'm here." He frowned. The excuse sounded hollow even to him, but he didn't have any other reason. It might have been conceited, maybe he had a goddamn hero complex, who the hell knew. In the end if he saw someone being mugged, drugs being smuggled or whatever the hell this city threw at him he couldn't just turn and look away and pretend it didn't bother him.

He wasn't the only one. Gwen had been accused of murder till recently, Castle was on the run, and Bullseye...less said about him the better. But here they were, trudging in the damn cesspool still trying to make sense of it all.

"You ain't Mother Theresa, kid, the sooner you get that through your skull the better." Castle threw his mask back to him, which he accepted wordlessly. The cloth felt heavy now; He'd weaved some kind of bulletproof material into the thing, a last resort in case his reflexes failed him at a crucial moment, "You wanna be a hero? Leave trash like this for me and go work with the S.H.I.E.L.D lackeys."

"We aren't heroes, Castle, we both know that." He traced a hand through the fabric, "I didn't put on this mask to parade around like a messiah. Spider-Woman and the Captain are symbols, someone who people can cheer for when the freaks try to take over the world. The things they do...it's way above my head." He breathed deeply, the smoky air almost overpowering his senses, "Better I stay here. It's what I'm good at."

"You keep telling yourself that."

"I answered your question, now its time you return the favor: Why the hell are _you_ doing this? I heard about you from Spider-Woman - Used to be a cop, gave it all up because you wanted to put the 'big, bad spider' behind bars."

 _"Castle is...the man's obsessed. He wants to think he's the hero, that everything he does is justified cause he's too much of a damned coward to admit that, just maybe, he made a fucking mistake. That his family left him cause he was an asshole and that it's his fault and no one else's that they want nothing to do with him. For him everything is black or white: You're either on his side or you're against him."_

"Why do you think I joined War Machine?"

"PMC's are a bit beyond my time." He smiled wryly. Mercenaries existed since the earliest points of history, but when civilization kicked in the idea of selling your gun was deemed barbaric. If he told anyone back home that those in power could fund their own armies they would have looked at him like a loon, a damned conspiracy theorist seeing problems where there was none.

"I joined because they did what they had to. You join the army, stick your head in the sand and then wait for terrorists and murderers to come to you. Then you take a few down and everyone's content, acting like they did their job and that their duty is over. I don't have much love for Stark, but War Machine did what the army wasn't willing to do. We hit em in their homes, we didn't wait for them to take our kids hostage and make deals for money or territory. No deals or quarter, just a bullet like they deserved."

 _"I was with Frank in the army. He saved my life, saved all of our lives, more times than I can count. But...when we got back home, I saw the look in his eyes. He wasn't happy he'd made it out, wasn't proud that he did his duty. I could tell just by looking at him: The second he stepped off that plane he wanted nothing more than to turn back and fight again. He wanted a rifle in his hands and a target to shoot at."_

 _"Frank'll tell you he wants to do it to save others, that he wants the scum of the earth to pay for their crimes. Maybe he thinks he's telling the truth, but I know him: He wants a world where everything is drawn, where there's a line in the sand and he can shoot at the enemy. The idea of settling down, of being in a world where he doesn't have to fight...it terrifies him."_

"I _can't_ go back, Castle. My home...until I find Octavius any chance of going back is dead in the water." His hands clenched, "Your family's still here. You have a chance to go back to them if you wanted."

"...I'm a criminal, kid. I give myself up to S.H.I.E.L.D, beg them that I'll do anything if they let me see my family again, and I'll be their puppet forever. I've worked with Carter before, I know how she operates: Once she's got her claws in you, the only way you're leaving is when they decide to cut you loose."

"And yet you tell me to work with them to find a way back home. Nice," He scoffed, "So what now, Castle? I'm gonna find my way back home eventually, but what about you? You're only human, you're not going to be able to keep this up forever. Are you gonna keep doing this until someone finally catches up and you take a bullet to the brain? Where does it end?"

"I'll tell you the answer soon as you tell me what you want from all this."

Peter laughed softly for a moment before putting the mask over his face. Castle had no plans, he lived from one den of thugs to the next. And him? Once he got back home...he'd see Aunt May and Mary Jane again, but he wouldn't stop being Spider-man. ...Maybe they were too alike, unable to see the end but continuing to follow the road they were on. He wasn't dumb enough to think his actions would give way to any lasting peace, and yet he still put the mask on every night.

Maybe they were both just insane.

 _"Take care of Frank...please. The path he's on right now...I can't help him, but maybe you can."_

"...We're wasting time." Castle picked up the rifle and nodded, accepting his non-reply, "The auction's going to start soon. None of those girls are going to be sold if we have anything to say about it."

He looked down over the roof's edge. An out of the way club, fancy cars and men and women in formal wear shuffling through the discreet doors. Anyone who saw it would have thought it was a speakeasy, but they knew better: Women sold like cattle while the depraved assholes bid on them as if they were buying prized animals. Supervillains, the freaks dressed like clowns terrorizing cities. He couldn't understand them, but this made all too much sense to him.

He loaded the final bullet into his revolver. They thought they were untouchable; time to prove them wrong.


	18. The Frog-Man Cometh

This wasn't happening.

Eugene gaped at the screen of the television in front of him, the words plastered at the bottom of the screen only causing his jaw to lower even more, "Frog-Man released..." He muttered, hands pressed together tightly in an almost-prayer. The words of the news reporters came in one ear and out the other; they could have been talking about a meteor about to crash in the middle of New York and he wouldn't have heard it. Only one thing kept repeating in his head.

His dad had made parole.

"Oh God..." He pressed his thumbs to his forehead and groaned. One of the news anchors made a leapfrog pun, the other one giving a forced laugh at the 'hilarious' joke. On the side-screen he could see various people being interviewed about their feelings about the 'local celebrity' coming back to his usual haunt. Most people didn't even know he was being released (and he couldn't blame them) and the few that did...weren't exactly fans.

"Well, I'm more embarrassed than anything else! Honestly, a man his age dressed like a frog of all things! I'm ashamed to be his neighbor!"

"Man, he's just a guy trying to buck the system. In a frog suit."

"Wait...wasn't his name Man-Frog?"

Eugene grimaced and leaned back on the ratty couch. His aunt was out of the house, which was good cause he was pretty sure she would have cheered at the news and he really didn't need another blow to his self-esteem. She was one of those 'free spirits', which more or less meant trying to be a glorious bachelorette even though she was on the early side of forty and couldn't pull off hotpants anymore. With his dad back she would get her 'independent lifestyle' back, and really he couldn't even blame her. If he was her he'd be cheering about not having to take care of a deadbeat brother's kid too.

Then again his dad dressed up in a frog suit to steal from diners so what did he know?

He should have been happy, right? Most kids cheered when their dads got parole...unless they were complete shitheads as parents. Granted his dad wasn't exactly father of the year - he couldn't recall ever having idyllic times playing catch in the front lawn or being taught how to fix up a motorcyle - but he couldn't say he was a crappy parent either. They were just like every teenager and parent who lived in this suburban Siberia.

They mostly ignored each other; Eugene being too busy with schoolwork or trying to bring up his (nonexistent) rep while his dad tinkered with his inventions to keep them afloat and pay for his mom's cancer treatments...well, mostly just keeping them afloat now that she'd passed away, but same difference. What gave his dad the bright idea to start a career as a Supervillain (and he used that term _very_ loosely) he had no idea, but really it didn't matter. In the end it was the same.

Eugene wasn't anyone special, relation to Frog-Man aside. He was slightly more on the rotund side than most other people with a head of ginger-blonde hair (both things he got from his mom), but other than that no one would be able to discern him in a crowd unless they were looking. He was average, painfully so some would say, and nowadays he preferred it that way.

Ever since his dad got outed as being a 'Supervillain' - again, very loose term - the teasing and insults never let up. Only by a rigid method of conformity and clamming up on himself did he go all the way up to being tolerated, and nowadays being teased for being Frog-Man junior was only brought up lazily whenever someone _really_ had nothing else to do between going online, hanging out with friends or doing schoolwork. It almost made him think that just maybe he could go through high school without getting turned into a geek cliche or being dateless for the upcoming prom.

He turned off the television with a groan and stared up at the cracked paint of the ceiling. Everyone knew the story: Small time suburbanite Vincent Patillio decided he would break bad and join the big leaguers like Rhino, Vulture or Shocker in the big city. With a smile on his face (How could they tell? The mask covered everything!) and an evil laugh (Sounded more like a cough from a smoking fit...) he started his 'crime spree' and robbed his first diner, taking the cash register entirely and hopping his way to start a wave of crime the city had never seen before.

And he would have...if Spider-Woman didn't make an ass of him on live TV.

Releasing another groan, he adjusted his position till he was lying on the couch with his head on the armrest. There was ho way anyone could miss it: His father, hopping away with a cash register on hand to count his spoils, and he would have gotten away with it too if it wasn't for that 'meddling Spider-Woman and those pesky TV reporters'. Hell, the reporters weren't even there for him. They were doing some news story on sewage when she and his dad passed by and they were 'lucky' enough to video the superhero webbing his dad across the back and immortalizing his shame.

It was hell after that. This little suburban piece of the world never had anything happen to it; the worst that ever happened were some jocks loitering on the corner store and shoplifting some beef jerky. Seeing one one of their own making a complete ass of himself on live TV gave them someone to pick on. Supervillains weren't exactly rare in New York, but it was pretty rare to see someone fuck up so bad. Hell, even Stilt-Man got a few licks in now and then!

His dad, on the other hand? Complete loser, and he was the son of that guy. Frog-Man junior as far as everyone else was concerned.

The sound of the door opening snapped him out of his thoughts. Looking up, he found not his aunt with another one of her 'paramours' but rather his dad entering the house with an uncertain look on his face.

"...Dad?" Eugene asked, sitting up on the couch in surprise.

"Hey, son, how ya been?" His dad strode into his aunt's house slowly, a small smile on his face and his hands stuffed into the pockets of his old jeans. Already Eugene had mixed thoughts; one part happy to see his dad again and that his time in jail didn't look like it'd wrecked him while the other part cruelly reminded him why he was in jail in the first place.

"I...it's been okay..." He mumbled, scrambling to stand up properly. He knew the news report had been delayed - it came after a segment on dog cleaning, for fuck's sake - but he didn't expect to see him so soon.

"Ah, good...that's good..."

The conversation died quickly, replaced by an awkward and uncomfortable silence. His dad wasn't exactly the most affectionate before his life of crime (well, mischief) and now he had his criminal (again, mischief) record hanging over his head.

"So...how was prison?" Eugene asked, only to immediately wince afterwards. That definitely wasn't the right question to ask an ex-con, even if said 'criminal' was his dad.

Thankfully he didn't seem to mind, even laughing slightly before sitting down on the couch, "Ah, it was...well, mostly boring if I'm being honest. They make you think it's this concrete house for hardened criminals, but the place I went to was...well, I wouldn't say it was _good_ but it ain't as bad as it could be. I mean I got a bed, a toilet and I was fed. Wasn't so bad, right?"

"Yeah, sure..."

The rest of the afternoon passed by in a blur. He'd packed quickly (not like he had much things...) and they made their way back to their house. Thankfully no one seemed to recognize either of them just yet, but he didn't count on that lasting long. Once word on the news spread - and it would because the guys around here were practically bloodhounds - his life of conformity and tolerance was going to go down faster than Jameson's approval polls.

His dad tried to make conversation, asking him about school or how he'd been in general ever since he got incarcerated a year ago. Eugene did his best to answer, but he was distracted. He loved his dad, he'd argue against anyone that told him otherwise, but he couldn't deny that the whole Frogger thing really screwed him over. Once he could walk down the hallway with a few people asking him if everything was cool, but now he was lucky if he could be ignored on his way to the bathroom.

Seeing his room again brought up more mixed feelings. It'd been a year since he'd left the place but everything was the same. Making his way to the bed, he grabbed the blankets and sneezed at the onset of dust that wafted up his nose, "Perfect..." He sat on the mattress and sighed. School was going to be absolutely hell tomorrow, he was sure of it. Nothing interesting was going on so he might as well have painted a target on his back.

* * *

He was absolutely right.

"Oh, fucking shit..." He shut his eyes tightly, halfway hoping that maybe it was all just his imagination, but when he opened them again he was met with the same sight: Crude drawings of an exaggerated frog, 'frogboy' and other insults scribbled all over the door of his locker. He got them back then too, but when the hype died down people eventually left him alone and he cleaned it up to look like every other shitty locker in this place.

Now everything - the drawings, the writing and everything else - was fresh. People definitely knew.

Punching in the combination, he let out a small sigh of relief when he saw that at least the inside of it was still untouched. Small blessings, he guessed, "Guess they didn't want to get into too much trouble..." He grabbed two of his textbooks and stuffed them into his old backpack. All he had to do was keep his head down and get to class. Maybe if he was lucky he could make it to the weekend without-

"Yo, Frogboy!"

...Or maybe he'd get shit on before first period started. Whatever worked.

Holding back a grimace, he turned to the source of the voice and found two of the people he wanted to see least, J.J, Tony...how's it going?" He forced a smile before quickly closing his locker. He didn't want the inside vandalized too.

Tony Slimms and J.J Kohak, the closest thing this place had to big men on campus. Honestly Eugene thought they came straight out of a teen movie: Two jocks who hit the glass ceiling in high school and they'd spend the rest of their lives working in a gas station. They certainly weren't good enough to get scholarships considering the losing streak the school was going through, but they were big and they wore Letterman jackets so they were the top dogs as far as everyone else was concerned.

"It's going pretty good, Froggy!"

Tony came up on one side, J.J on the other. They were boxing him in, trying to keep him from getting anyone else to help...though really who'd stick his neck out for Frog-Man junior? Everyone around him was either ignoring what was happening or they were looking and laughing it up. Even the teachers wouldn't do anything to help him. As far as they were all concerned he was the certified punching bag.

"So, heard your dad got out of prison!" J.J said, the black buzz cut and and wide grin he was sporting reminding him eerily of the army general of a board game he played when he was younger, "And we were thinking about recruiting him for something."

"O-Oh yeah...?" Eugene asked back, holding his bag tighter against himself like a safety blanket. God, he felt like such a loser. They were going to insult him, make fun of his dad and smear his already crap reputation and he would just sit here and take it with a smile.

"Yeah, totally!" Tony continued, his shaggy blonde hair swishing as he nodded just a little bit too eagerly, "We were thinking of making a group of villains to be humiliated by Spider-Woman and we need a leader with, you know, experience! Know anyone like that?"

There it was. They wanted to hear him say it, wanted to see if he'd throw his own dad under the bus to avoid a beating. He could have said anything, could have insulted Tony about his dad getting his mom pregnant then leaving her a couple years in or J.J's dad getting drunk and smacking his car on a telephone pole. He could have said that they were better supervillains than his dad ever was; 'The Drunk Driver' and 'The Deadbeat Dad' had a certain ring to it, right?

Instead, he decided to grin and bear it.

"Hey, yeah, my dad's an expert at that..." He muttered, which caused the two to start guffawing like damn hyenas. He'd sacrificed a part of his soul and all of his pride, but he'd avoided a beating; a fair trade off as anything could be to a high school student. He'd tried being smart before when his dad first got arrested, but the punches to the gut and them not getting in trouble because they were the closest this place had to athletes made him reconsider.

The rest of the school day wasn't any better. Most of his classmates just loved to remind him that 'Frog-Man sucks!' like it was going out of style and the few that didn't were content to just ignore him. Ever since his friend Jerome moved away he'd practically faded into the background and the only people he could really hang out with were the 'Mystery Team', and even he wasn't enough of a loser to consider hanging out with those three dorks.

Oh, and his teachers weren't any better.

"Sure you're okay, Eugene? Wouldn't want you to get written out of the will for murder!" Mr Letzmer asked, the old dickhead's voice filled with faked concern. He never liked the crotchety old prick; he was a crappy teacher who liked dissecting animals way too much to be considered healthy. But hell it wasn't like anyone else would teach here so they let that go too.

He could hear his classmates snickering, Tony using one of the frogs to make a 'Eugene, I am your father!' joke while the teacher played along. Again Eugene just sucked it up cause, really, what the fuck else was he supposed to do? It was his word against the two 'star athletes' and what passed for a science teacher in this place so he kept quiet. As long as he made it home he could go online and try to forget about his problems till the next day.

Classes came and went but eventually the merciful blaring of the dismissal bell rang throughout the school. Before anyone else could get a last hit in he rushed to his locker, stuffed his books as quickly as he could before running out of the school gates. His classmates and the other teens might have made fun of him, and so did that prick Letzmer, but everyone else around the neighborhood usually just blamed his dad and looked at him like he was a victim. He guessed that there were some things to being old.

He had nothing else to do, so he found himself wandering around the neighborhood aimlessly. His dad was out - spending his allotted hours out of the house - trying to find a job, so he was pretty free. Eugene wished him luck, though he had his doubts it'd be so easy. Ex-cons in shows always had a hard time getting a callback and even though his dad's 'life of crime' wasn't exactly glamorous a criminal record was a criminal record.

He found himself walking to Mr. Fitch's place. The Pump n' Go gas station was the closest thing this place had to a hangout, and even then it was mostly filled with loitering junkies because Mr. Fitch didn't really mind them staying as long as long as they didn't make a mess. He liked the old guy, even if he could be a crusty bastard sometimes. If there was one person he could guarantee wouldn't screw him because his dad was back it'd be him.

"Get back here you little fucks!"

...Right on cue.

Turning the corner, he watched dully as a couple of skaters dashed out of the corner store with their stolen loot of day old beef jerky while Mr. Fitch chased after them. The chase, if he could even call it that, didn't last long. The pair passed by Eugene without even a second glance before hopping on their boards, skating away and high-fiving one another as the old Black man stopped close to him with a flurried series of pants.

"Damn kids...!" He wheezed, hands on his knees and continuing to look at the ground. The two guys probably didn't even want the jerky; messing with the Pump n' Go owner was practically tradition at this point. It was one of the few things people did here considering they didn't even have a mall...they were so close to New York and it still felt like they were in the boonies. At this point he was pretty sure everyone but Mr. Fitch knew about the joke.

"Hey, Mr. Fitch..." Eugene greeted, one hand rubbing the back of his head awkwardly while another offered to help him up.

"Who's that- Oh, it's you, kid." The older man accepted his hand gratefully and straightened himself up, "Ah, damn skater kids! Little bastards stole another packet of jerky!" He spat to the side and glared at where the pair ran away from, "Don't even know why! It's always the same thing, too!"

"Yeah...how weird..." He mumbled, sinking into the folds of his jacket. The winter didn't hit as hard here, but it didn't do much to fix his nerves. He wanted to tell the poor guy the truth, but his reputation was already shot; snitching to Mr. Fitch would upgrade him from 'Frog-Man junior' to 'Frog-Man junior and a little snitch' and that was definitely something he didn't need.

Still, a part of him was already beginning a lecture on how he should have at least stuck his leg out to trip one of them. He could have passed it off as an accident, at least...

"Nothing for it, I guess." He sighed and trudged back to the shop, Eugene following after him awkwardly, "Hey, I heard about your pops. You doing okay? His time in prison...make him worse?"

"Huh? Oh, no...same old same old." He shrugged halfheartedly. Mr. Fitch didn't care if his dad dressed up in a frog suit, just that he stole something that didn't belong to him. He supposed it made sense coming from a guy who stealing from was a sort of hazing, "He's out looking for a job, though I doubt he'll find one...it's one of the reasons I came here, actually. Would you...?"

"Give him a job?" He finished. With a chuckle he sat on the chair behind the counter and rubbed his white mustache, "Hell, I like you, kid, but I'm not sure I want an ex-con working the register considering what he tried to pull." He licked his lips and sat up straighter to look him in the eye, "You wanna job here then I'm all for it, but for your dad? 'Fraid I can't help you there, sorry. Maybe once I see that he's really on the up-and-up."

"Nah, it's fine. I understand..." Eugene sighed and grabbed a soda, sliding the crumpled bill to him sluggishly. It was to be expected, of course, but it still left him feeling deflated. At this rate it'd be a miracle if his dad could find a job considering his 'infamous' reputation in town, "I...wanted to apologize for not helping earlier, too." He drank the soda forcefully, trying to ignore the way his stomach churned in discomfort.

"Ah, it's fine. Between you and me, they got the expired jerky!" He winked, and Eugene grinned back weakly in response. It was nice to see that the old guy could still find it in him to not be a complete prick even though the entire town treated him like he was a beef jerky pinata, "And hey, you need anything you come on back, you hear? If your dad gives you any trouble I got a bat you can use."

"Heh...sure."

He was back home before he knew it, the sun still high in the sky as if taunting him about his lack of social life. When he opened the door he wasn't surprised to find it empty; his dad still outside trying to find some work and probably breaking his limited hours away from the home clause that came with the house arrest. If he found anyone who was willing to throw him a bone in this place it'd be a miracle.

With a sigh, Eugene walked lazily to the couch and plopped himself on top of it. It was lazy and he knew it, but his chat with Mr. Fitch killed any thoughts of going online to forget about his problems. He wished he could have helped him, but really what could he do? Besides, a voice in his head would remind him, it's just beef jerky. Mr. Fitch could survive having a few packets of dry beef being taken from him...

"Wonder what's on?" He fumbled for the remote and turned on the television. A televised match of She-Hulk beating some no-name jobber immediately came on the screen and he shifted in his seat. He ignored the fight, ignored the screaming of the announcer, and just started at the green-skinned amazon dominating the screen. She showed up a few years ago and took the wrestling world by storm and even now she was still running strong. He knew it was all Kayfabe, of course, but she definitely put on a good show and he could appreciate that.

That and she was really hot and made sure everyone knew it.

His mind wandered to fantasies. Being a hero must have been amazing: Fighting villains, saving crowds of people from doom, being asked for autographs and all that stuff. That and he could help people without having to worry about all that dumb stuff. He wouldn't have to worry if he would be considered a snitch or a loser for not just ignoring the bad crap that happened and playing along like it didn't bother him.

Before he realized it the sun was finally setting and the living room began to turn dark. His dad still wasn't home, so either he was still looking for a job or he was officially on the lam and it was back to living with his bachelorette aunt; and honestly he couldn't tell what was worse.

A knock on the door caused him to sit up. His dad never knocked, which meant it was likely some other kids from school coming to tell him how much his dad sucked. Shaking his head, he turned up the volume of the television - an interview with She-Hulk on her next match - and doggedly ignored the soft taps that came from the entrance. Maybe if he just ignored them they would go away and he could wait until tomorrow before getting humiliated again. There was only so much he could take in one day.

Except it didn't stop. Eyes, narrowing he turned off the TV and pressed his palms against his face with a groan, "Yo, Vincent...you there?" An unfamiliar female voice called out. His brows furrowed; a woman? Since when did his dad have lady friends? Shaking his head, he stood up and made his way to the door. If they were there for his dad then they probably weren't here to humiliate him. He'd just open the door, tell whoever it was that his dad still wasn't home, then look up some stuff online.

Seeing the one standing on the other side of the door immediately put an end to all those plans.

Spider-Woman was standing on his porch. Eugene's jaw drop in shock, his heart beating rapidly against his chest like a drum. He must have been hallucinating or one of his classmates from school was playing a prank on him with a fake costume. Any second now she was going to punch him in the gut and they were going to come out of the bushes with a camera to post it all over headbook.

The awkward silence lasted for another minute before she coughed, one hand waving in front of his face to make sure he was still awake, "Uh...is this the house of Vincent Patillio? I couldn't really get directions but the effigy up front told me this was the place..." She jerked her thumb to the crude paper-mache frog that was hanging on the tree on his front yard with a 'Will work for dignity' sign stapled to it. He'd seen it earlier but didn't really see the point of taking it down. If he did the guy who wasted his time making it would probably just hang another one.

"Um...uh..." His mouth opened and closed like a fish gasping for breath, any words he wanted to say immediately dying in his throat.

"Right...well, I think I got the wrong address so-"

"V-Vincent's here! Frog-Man lives here! H-H-He's my dad, I mean!" Eugene fumbled out, words coming out in a rush despite his best efforts, "M-My name's Eugene, I'm his son...well, you know that already cause I told you he's my dad, but yeah..." He closed his eyes tightly and grimaced. God, could he make any more of an ass of himself? Bad enough he was a loser in school but now he was being a spaz in front of a superhero.

He heard her laugh softly before he could say anything else, the sound causing him to feel even more self-conscious, "Hey, no need to be nervous. I'm not here to cause any harm." She extended a hand, which he took after a few seconds of staring, and shared a stiff handshake with him, "I'm just here to check on old Vinnie. You know, make sure he's keeping his house clean and staying on the up and up. He even told me to visit him after he served his time."

"H-He did?" He let go of her hand, standing up straighter to regain some of his pride, "H-He didn't say anything about that."

"Ah, it was while we were waiting for the police. He told me about how he saw the errors of his ways and that if I wanted proof I could check up on him after he was released. Not sure if he was being serious about it, but here I am." She shugged lazily, "Sorry if I'm dropping in so late. You wouldn't believe how hard it is to get a cab sometimes, I tell ya. Least the guy who dropped me off gave me his number so I could call him back."

"O-Oh..." He gulped and looked back at the dark interior of the house for a moment before looking back at her, "W-Well, my dad's not here right now, a-actually. He's still out trying to find a job..." And likely failing cause if a guy like Mr. Fitch wasn't hiring who would?

"Huh, that's nice of him." She nodded, a hand on her chin like she'd just learned something profound, "Well...this kinda makes things kinda tricky. I was hoping to talk to him, maybe bury the hatchet if he's still holding a grudge, but if he's not here-"

He didn't know what compelled him to say what he said next, but whatever it was he wanted to bury it six feet under once he got his hands on it, "You could come in and wait. I'm sure he'll be back soon." He suggested, the words miraculously holding no trace of a stutter, "Uh...just a suggestion, though. If you wanna leave then...cool, it's just a suggestion though. I mean, I'm not going to force you or anything-"

"Woah, calm down!" She clapped his shoulder cheerily, which did little to help his nervousness, "It's just...are you sure you're cool with it? I'm not gonna go in there to find your dad with a baseball bat promising revenge, right?"

"No, definitely not!"

"Huh...well, sure, I guess." She shrugged again, "It'd be nice to sit down, it's been a real rough day. Hope you don't mind..." She looked to the side and her 'eyes' narrowed when she saw there was nothing there. Eugene could only wonder what she was looking for, "...Or you just do your ninja BS and leave, sure. Whatever works." She sighed, looking at him apologetically, "Lead the way."

Eugene stepped aside and let the superheroine inside, taking only a moment to look around to see if anyone else had caught their exchange. Thankfully the street was mostly barren save a small kid on a tricycle gaping at the unlikely pair, so he was safe. As glad as he was to have a chance to talk to Spider-Woman herself he didn't need any more mocking and insults that she just came there to kick his ass.

She was already in the living room by the time he got there, her arms crossed and her attention drawn to a re-run of She-Hulk's match, "Huh, been a while since I watched wrestling. Didn't realize she went back to being a Heel."

"R-Really? I thought you attended a few matches..." He placed his hands in his pockets and took a deep breath, "Uh...why don't you take a seat? I'm...I'm sure dad's going to be home soon so you could, you know, have your talk with him."

"Sure, thanks." She plopped down on the end of the couch, right leg crossing over her left as she adjusted her place on the lumpy seat. Even through the relative darkness of the room Eugene saw the way the spandex stretched across her legs and gulped nervously. He'd seen her on television before, even searched up pictures and fanart of her on Giigle, but seeing her in person was...well, he didn't know how else to describe it. The best he could think of was a fan meeting a celebrity during a meet and greet, but she wasn't just a celebrity. She was a hero (though some said criminal...) and she was sitting on his couch.

"Kinda dark here..." She mumbled, looking around the living room.

"O-Oh, yeah, sorry!" He cringed, "We're trying to save power till dad gets back on his feet, you know? If you want I could-"

"Nah, it's fine. I'm not scared of the dark. Besides, I get the feeling a certain someone prefers it." She raised her voice, though Eugene didn't see anyone else. Shaking her head, she clapped her hands together once and before looking at him again, "So...how's Vinny been? I gotta admit I wasn't expecting him to have a kid. I mean when you see a guy jumping around in a frog suit calling himself Frog-Man your first really isn't 'Doesn't he have a kid?' or whatever...no offense."

"None taken..." He coughed and pointedly tried to avoid looking at her and worsening his already red cheeks. He didn't trust where his eyes would go to, "It...It was a surprise to me too, you know? I was at school when I heard the news. Dad said he was going to town for some business, I...didn't think he was going to try and be a Supervillain."

"God...I'm sorry about that. I didn't think-"

"S'not your fault. You were being a hero, stopping the supervillain and whatever. No one forced dad to act like a douche or anything..." He sighed. Talking about it with Spider-Woman felt even more humiliating than hearing the insults coming from his schoolmates, "It's just...I'm hoping dad doesn't hold a grudge, you know? I mean you're a hero, going out there kicking bad guy ass and taking names, so..."

"Yeah, thanks." She replied, another short laugh escaping her, "I just wanted to check in, you know? Most Supervillains - again, no offense - don't really make an effort to turn things around. Most of em bust out of jail or they're repeat offenders, so I was hoping to find at least one person who actually serves his time and tries to turn their life around.

"My dad's not much of a supervillain...you kicked his ass on TV and all."

"Hey, I'll admit a frog suit wasn't who I was expecting but I do think your dad can actually do pretty good things. I'm no science whiz, but those spring-boots of his could be useful to the right person. He managed to make those with crap he could buy at the hardware store, so he's obviously pretty good. I just hope he can actually do something with those smarts other than trying to steal diner registers."

"Maybe..." He frowned. The pep-talk was appreciated, but it just reminded him how much of an idiot his pops was being dressing up like a giant toad, "I'll...I'll get you some water or something."

He waved away her 'I don't want be any trouble' and made his way to the kitchen, the empty room finally giving him a chance to rein in his embarrassment. His cheeks felt hot and even now his heart was going a mile a minute because Goddamit there was a superhero in his living room and he was acting like a complete idiot! He'd seen her before on videos on the youweb and the news and people claiming to 'know her' on tweeter and various forums.

But never in all his life did he think he'd ever actually get a chance to have a conversation with her...and it was because of his dad getting embarrassed on live television.

 _'Come on, Eugene, you can do this...'_ He shook his head and got two glasses from the cabinet, filling them up with water from the tap. He just needed to calm down and not make an ass of himself in front of the superhero. As long as he didn't act like one of those creeps on red carpet hijinx it would be cool. He could have a civil conversation with her, watch her talk with his dad and then he could say goodbye without looking like a weirdo stalker because he bought a Spider-Woman hoodie when he went into town a few months ago.

...Right, better he not mention the hoodie.

He was about to open the door to the living room before he heard muffled voices. Was his dad home?

"What are we doing here?" The voice didn't sound familiar at all. Eugene's eyes narrowed but he kept quiet, "This...Man-Frog, is he really worth all this?"

"Told you, we're here to make sure he's on the up-and-up. The fact that he has a kid just makes me even more worried, you know? He got released early cause it was his first time offense but if he tries any more shit Eugene's going to be left here without a father."

"Then you should have done this _alone_." The word was said in a hiss and he felt his hands shake. Whoever he was he sounded pissed, "I know you're holding my leash, but that doesn't mean you get to walk me like a dog. I'll fight with you, I won't use guns, but I'm not going to let myself get dragged along whenever you get bored and decide to check on petty thief ex-cons."

"Would you get your head out of your ass?" He heard her snap, "There's more to this gig than kicking people's teeth in. What's the point of stopping criminals and putting them in jail if they're just going to turn around and do the same shit over and over again? I just want to make sure we don't have to deal with another Supervillain and that he's taking care of his son."

"Whatever you say, boss..."

Curiosity finally won over hesitation and he pushed the door open a crack. He could see Spider-Woman sitting on the right side of the couch, her head looking to the side. Peeking closer, he could have sworn he saw a figure standing in the shadow of the corner but a quick blink and a shake of the head later and there was nothing there. Was he just imagining things? No, he heard her talking with someone, he was sure of it.

"Is everything okay?" He asked, pushing open the door and doing his best to act like he hadn't heard anything weird.

"No, just...dealing with a friend who has a stick up his ass..." She sighed and accepted the glass of water gratefully. Almost unexpectedly she pulled her mask till it was on her nose and drank, the action so quick he almost missed it. Eugene drank his own glass nervously, eyes gravitating to her lips despite his best efforts. She wasn't wearing any make-up, at least as far as he could tell, but the water added a wet sheen to the pink surface that gave him a lot of thoughts that he didn't want to verbalize out loud.

"S-So..." He placed the glass on the table, watching with slight disappointment as she rolled her mask down again, "You...You said that you're here to make sure my dad's not doing anything, right? So...do you wanna see the garage? He keeps most of his Frog-Man stuff there. He didn't want to throw it out, said it was 'his life' or something. I don't think he's going to do anything with it, but you never know."

"Sure, but won't he get pissed? I already barged into your home."

"Nah, I'm sure he'll understand. It's just old junk now, and if he's not gonna use it then it should be cool."

"Well...alright, if you you say so."

He pointed to the garage and she walked past him, arms raised above her head in a tired stretch as she said something he couldn't make out. Again Eugene found his eyes drifting to uncomfortable places, _'Don't look at her ass, don't look at her ass, don't look at her ass...'_ He recited futilely. It wasn't his fault her costume was like that! She wasn't doing it on purpose, he knew that, but puberty and his hormones didn't really give a crap. There was a hot Superhero in front of him and he knew it all too well.

 _'Just wait till dad gets home, then everything will be cool...'_

* * *

Evidently his dad wasn't cool with it.

Things were going so well. He'd brought her to the garage, showed her the table full of his dad's junk, and she seemed almost interested when she checked out the springs of the boots. She'd even jokingly suggested that he put on the costume to 'redeem the name', though he knew she was just making fun. She did that a lot, making jokes and puns even when fighting supervillains.

Still, he couldn't deny the idea was tempting. Helping people and showing up Tony and J.J? It sounded good to him.

"What the hell is going on here!?"

Whatever thoughts of a happy and civil conversation died when his dad charged into the room with a baseball bat, swinging at Spider-Woman's head like his life depended on it. Thankfully the superheroine dodged the clumsy strikes, grabbed the bat from his hands and chucked it to the corner of the garage before anything other than his pride could get hurt.

"Woah, Vinnie, good to see you too!"

"Stay away from my son!" His dad stood in front of him protectively, completely unaware of the cringe Eugene was giving him, "Whatever beef you have with me doesn't involve him, you hear me!? If you hurt a single hair on his head-"

"Woah, calm your tits, dude!" She interrupted, both hands raised in a surrendering gesture, "I've been here for a while now! Eugene invited me in so I could wait for you."

"Yeah? What do you want, then?" He spat back.

"Just wanted to make sure you were keeping on the straight and narrow." She shrugged, "And hey, you were the one who told me to check up on you when I webbed you up for our boys in blue."

"Right, well...didn't think you'd actually follow through on that so you'll pardon me if I wasn't expectin' a guest after trying to find some work." His dad crossed his arms and let out a frustrated breath, "Look...sorry about trying to whack your head off, alright? I want you to know that I don't hold a grudge for doin' what ya did, but seeing you alone with my son...well, a dad worries, you know?"

"Yeah, I know. Believe me you're not the first overprotective dad I've seen and you're not gonna be the last."

There was a fondness in her voice that surprised him, though he didn't have long to think on it before his dad was shooing him out of the door so he could talk about his 'criminal past' without his son present. Eugene wanted to protest, say that he wasn't a kid anymore, but he was out the door and on his front yard before he could say anything else. The sun was nearly setting and darkness was beginning to blanket the neighborhood.

He waited outside like a kid given a time-out for a quarter of an hour before they both eventually came out, the unlikely pair shaking hands and his dad smiling and looking damn pleased with himself.

"Sorry again about the violent reaction." His dad said.

"Hey, again, totally cool. It's clear you care about your son." She clapped his shoulder before turning to Eugene, "Hey, it was nice meeting you, Eugene. Good luck in school. Maybe we'll see each other around sometime."

"Y-Yeah, thanks Spider-Wom-"

The blaring of a car horn drowned out his next words. Turning around, he felt a sinking feeling at the pit of his stomach as he saw Tony and J.J drive by in their car, "Yo, Spider-Woman and Frog-Man are making up! You two gonna kiss and make freak kids, too!?" Tony jeered, J.J laughing next to him like the hyena he was. God he just wanted to go over them and punch them right in the face.

And then they turned over two buckets and dumped the frogs they'd dissected earlier in school right on his front lawn.

The next moments came and went in a haze. His dad swore at them, cursing and making threats for property damage while Spider-Woman just told him to not let it bother him and that it would pass eventually. 'Don't pick a fight', she'd said. Something about it never solving anything and that she knew a friend who paid the price for trying to get revenge, though he couldn't help but think that it was weird for a crime fighter to be saying that.

Eventually he and his dad had trudged back to the house - Spider-Woman calling her cab back so she could go back to the big city - and the hours passed until it was near-midnight.

Eugene found himself tossing and turning in his bed, any thoughts of going to sleep overtaken by images of Tony, J.J and Mr. Letzmer calling him a loser for having Frog-Man for a dad. His dad told him to let it go, Spider-Woman told him to let it go, but damn it he just couldn't! How long was he supposed to deal with shitheads making his life a living hell just because his dad made one mistake? Was he just supposed to keep smiling and act like he did today for the next year?

He couldn't. Even he had limits on how low he was willing to sink.

How it led to him going to the garage and putting on one of his father's spare suits he didn't know, but he had donned the full costume and was out of his garage before he could stop himself. He didn't have a plan, not really. Hell he didn't really know how the suit worked; he knew it would protect him, however slightly, from the jump's impacts but he'd zoned out when his dad explained it to him before. After all, what use would it be to him?

Evidently a lot judging by what was happening now.

"Shit, shit, shit!" He grabbed one of the tree branches, the wood snapping from his weight and joining him as he fell flat on his ass on the pavement, "Agh..." He hissed. It'd been an hour since he went out on 'patrol' and it took him nearly all that time to muster any courage to use the springs to live up to the namesake, "Son of a bitch..." He pulled himself up. How did Spider-Woman deal with all the heights and stuff?

That and there was nothing happening. Hell there was no one outside, though he considered that a blessing cause at least no one would see him making an ass of himself, "No wonder dad went to the city. The worst thing people do here is break curfew and steal jerky..." He muttered...wait, that was it! Mr. Fitch had trouble with loitering and shoplifters on the Pump n' Go!

And if he was right that's where Tony and J.J would be. They liked messing with Mr. Fitch the most and they were one of the few students who ignored the unofficial curfew.

He bounced to the gas station nervously, though thankfully he'd avoided landing on his back this time. He wouldn't say it was perfect, but a definite improvement once the first time nerves finally wore away.

He found them there as he expected, though they had an unexpected tag-along in the form of Bridget Buyers. He wasn't expecting her to be with the two troublemakers, but he couldn't let it stop him. She may have been the love of his life (or at least the girl he wanted to ask to prom) but he could finally do something about Mr. Fitch's trouble and get back at the two for all the grief they'd given him.

"Okay, you loitering son of- Gah!"

Maybe it was a miscalculation on the jumping, maybe it was because he shouldn't have been talking and hopping at the same time, but his entrance was ruined by the sight of him falling on his back and wrecking some of the machinery upon impact.

Well, he definitely had everyone's attention now. He could see a few of the high junkies looking at him and muttering something about licking frogs and letting them see stuff while Tony, J.J and Bridget looked down at him in confusion.

"Hey...is that Eugene?" Bridget asked, a tinge of worry in her voice that gave him some hope that he wouldn't look like a complete idiot, "I..I think he's trying to say something."

"Yeah...your loitering days are over..." He winced. His back hurt and his voice sounded no better, but he had do this, "Get out of here before I-"

"Well, we might as well defend ourselves!" Tony interrupted.

And then they were kicking him, sneakers and boots smacking against the suit while he put his hands up feebly. Even Bridget joined after a moment of hesitation, slapping his head and giggling like a kid with a new toy. He couldn't do anything, couldn't jump away and salvage some of his dignity, and before he knew it he'd resigned himself to being the punching bag and waiting for them to get bored kicking the shit out of him.

He could hear J.J taunting him about thinking he was better than he really was...and right now he found himself agreeing. What the hell was he thinking doing all this? They'd called him Frogboy and Frog-Man junior and made his life a living hell, so maybe he just wanted to prove them all wrong. Show them that he wasn't just the loser son of a loser dad who'd never amount to anything.

A few more kicks came and went before they abruptly stopped. Cracking open his eyes, he just barely saw the three running away and screaming something he could barely make out, _'What...What the fuck?'_

"...You alright?"

He looked in front of him and almost pissed his pants at what he saw in front of him: The Dark Spider looking down at him, his expression masked by the crudely stitched mask he wore. He'd seen him on the news before...seen what he did to supervillains and criminals he ran into. That Electro lady was dead and Stilt-Man had actually avoided breaking out of prison ever since he'd threatened to blow his brains out. Word on the street was that he was likely one of those 'Supervillain killed my parents' heroes and that he hated people who dressed up in costumes and created crime...

...A costume he was wearing right now.

Eugene felt ice in his veins and he scrambled back, his breath catching in his throat, "D-Don't hurt me! Or kill me!" He grabbed the mask and threw it away in a panic, completely ignoring the blood running down his nose or how pathetic he looked, "I-I'm not a Supervillain or anything, I swear! Please don't-"

"I'm not going to kill you, kid." He interrupted, voice dripping with annoyance. Before Eugene could say anything else the masked vigilante grabbed his hand and pulled him up shakily, "Saw you bouncing around and I followed you. If you really wanted to cause trouble we wouldn't be having this conversation right now." Eugene shuddered at the implied threat, "Besides, if you're what passes for a villain around here then I don't think anyone has to worry about anything. Those three got you good."

"Y-Yeah..." He wiped away the blood on his face and grimaced. That was going to leave a mark or five, "Uh...if you're not going to hurt me then what'd you do to them? They were running scared."

"Nothing. I tapped the short one with the buzzcut on the shoulder and he ran with the other two." He shrugged, "Ain't the first time I've had that reception so it doesn't even surprise me."

"Oh...cool." Truth be told he was tempted to run himself. The Dark Spider might have been a Superhero, but Eugene himself was dressed like a former Supervillain and that was more than enough to make him nervous, "So...what are you doing here?"

"Besides saving your kiester, you mean?" He asked rhetorically, "I came here with White Widow earlier, but I decided not to go back with her. I needed some time alone to think and this place reminds me of home." He let out a tired breath and crossed his arms, "Wasn't expecting to run into you putting on your old man's suit, that's for sure. They always said the apple doesn't fall from the tree..."

"White Widow? Wait...do you mean Spider-Woman?" He asked, to which the vigilante gave a muted nod, "Wait, that means you were the one she was talking to earlier!"

"Yeah and you were the one eavesdropping. What's your point?" He scoffed, "If she wants to play nice and check up on ex-cons then that's her choice; she had to drag me over here so I say I can stay for a bit longer if I want. 'Sides, it's not like anyone here would have seen me. Only reason I'm here now is cause you were getting your teeth kicked in and near as I can tell you were trying to do the right thing."

"Y-Yeah, I guess so..." He rubbed the back of his head. That's twice now he'd made himself look like a tool in front of Superheroes; was the universe trying to make him break a record? "S-So...thanks, actually. I dunno what I was thinking pulling this crap."

"I saw those two goombas dump those frogs on your lawn. I got a good idea on what you wanted..." The Dark Spider uncrossed his arms and then he gave an honesty to God laugh, "Those three are real pieces of work."

"Hey, Bridget's alright..."

"Then I guess you didn't see her yucking it up with those two." He replied back bluntly, ignoring Eugene's wince, "Anyway, I know what you want. If you need any help just say the word. I got some time to kill."

"Wait...what?" He asked back dumbly. Was he suggesting what he thought he was suggesting? "Uh...you're gonna help me? What's the catch?"

"I don't like bullies...and I want something from you." He pointed at his (now wrecked) spring boots, "I'm gonna pull a stunt and since I can't stick to walls or swing on webs like Spider-Woman I'm gonna need some insurance. You give me one of your dad's boots and I'll help you get back at those two no questions asked. What do you say?"

He didn't even need to think about it before answering, "Yes! Absolutely yes!"

"Huh...alright then. We got a deal, kid." The vigilante stuffed his hands into his pockets and nudged his head to the direction of Eugene's house, "First things first we gotta get those frogs your dad cleaned up."

"Wait, the frogs? What for?"

Eugene could just imagine the hero smiling as he said his next words, "Eye for an eye, kid. They're gonna find out what happens when you mess with someone called Frog-Man."

* * *

 **Happy New Years (if applicable) everyone! This chapter was...interesting to write. It felt more like a writing exercise at times: I'm more used to writing anti-heroes like Noir or (for my main fic) the undead Raziel. I struggled with Gwen at times, particularly with her joking dialogue, but she still had a larger than life quality about her that made it easier to keep writing for her. Her problems were still outlandish and she still struggles with hard things like her relationship with her friends and the mistakes 65-Peter left behind.**

 **By contrast Eugene is just a normal teenager. While school bullying and shoplifting is far from harmless it seems almost laughably petty compared to the crap the two main characters go through on a daily basis. That and it was difficult to write how he fanboyed over Gwen since those types of characters are something I'm unfamiliar with as is dealing with someone who doesn't just ignore an attractive girl in skintight spandex like the seemingly asexual Noir does. Hopefully he didn't come across as scummy for ogling Gwen, I toned it down so that he at least makes an effort not to perv on her...too much at least.**

 **So yeah, apologies if this chapter was lacking. Despite my excitement it's my first time writing this type of character. Anyway, the next chapter choices boil down to another split. Please think over carefully which one you'd prefer since it 'locks in' the course for the next few chapters:**

 **1\. Go through the main plot with Gwen and have Noir tested by S.H.I.E.L.D to get it out of the way. If we go this route then we move the overarching story along and we get some answers to some things like clues to Octavius' whereabouts, the deal with the Lizard formula and (possibly) why Noir's experiencing flashes of memory that don't belong to him. Also, more Noir and Gwen (with either one or both of them masked) interaction that was sadly missing from this chapter.**

 **2\. Continue Noir's plot with Murdock, Felicia and the Castle family. If we go this route then we put off the testing and the deal with Gwen and S.H.I.E.L.D so Noir can try to finish up the remaining plot thread from the warehouse raid. No plot revelations in this chapter, though we do get to introduce Black Cat and I might be able to squeeze in characters who haven't been explored yet like Bullseye and possibly even Castle himself dependent on how the chapter goes.**

 **So yeah, up to you guys :) Remember that the choice 'locks in' for the next arc/next few chapters so think on what you want to see more of.**

 **Also, for those who don't know as much about comic books like I do, here's a list of the general powers/abilites the two have. Since I'm unused to writing superheroes you guys can use this to warn me if I should making them under or overpowered. I have a bad habit of forgetting power levels sometimes :/**

 **Gwen Stacy/Spider-Woman:  
\- 10 Ton Strength.  
\- Enhanced Agility and Balance.  
\- Spider-Sense (kind wonky). Doesn't work on Noir due to Totemic fuckery.  
\- Enhanced Durability. Much stronger than Noir's.  
\- Minor Healing factor. Weaker than Noir's.  
\- Wall Crawling.  
\- Web-Swinging.  
\- Mechanical Webshooters.  
** **\- Self-Repairing Suit  
\- Above-Average Drummer.  
\- All the Jokes.  
** **\- Minor Detective Skills.**

 **Peter Parker/Spider-Man Noir:  
\- 1-3 Ton Strength.  
\- Enhanced Agility and Balance.  
\- Superior Spider-Sense. Doesn't work on Gwen due to Totemic fuckery.  
\- Enhanced Durability. Much weaker than Gwen's.  
\- Healing factor. Stronger than Gwen's.  
\- Advanced Stealth Skills. Likely Magical in Nature.  
\- Organic Webbing.  
\- Street Fighting/Crude Chinese Martial Arts.  
\- Advanced Detective Skills.  
\- Photography. **

**Anyway, Q and A time:**

 **Master-Xavier - How is Lana different in the Ultimate comics, exactly? Regardless, no, he doesn't suspect Murdock at all since he has no reason to; similar to how he doesn't connect Castle and Castelione from back home or Bullseye to the Bullseye killer he fought with DD. That and he remembers DD _hating_ Fisk so it's hard to imagine him being the second in command. **

**Also, I checked the original comic run: He never sticks to walls and he's always grabbing something. As far as this story's concerned he can't stick to walls, and in the list above wall crawling and web-swinging are explicitly missing from his list of abilities. In exchange he has a stronger spider-sense, stealth skills and healing factor to compensate. Though it would be funny if it was just his gloves and boots that prevented him from doing it ;P**

 **Yoface - This update was pretty slow, so I hope it's fine with you :)As for Punisher: The chapter mentioned that Frank was using rubber rounds on Noir's insistence, though they're both carrying lethal side-arms just in case. Basically Noir's doing the same thing Gwen does for him, though in a more grounded manner.**

 **Redentor - He probably doesn't mind it. He doesn't underestimate Gwen for being a Woman and Captain America's a Black woman in Earth-65 and again he doesn't hesitate too much fighting her. He's remarkably egalitarian for someone who was born in the 30's...**

 **As for romance? I thought it was generally agreed romance wouldn't be a good idea. Noir has no chemistry with anyone of the opposite gender so far and his relationship with Spider-Woman is stupidly hostile. I considered Black Cat, but then a thought came to me: Why in the hell would a famous and beautiful pop star want anything to do with a poor and thuggish vigilante? She could do a hell of a lot better than a wannabe Rorschach. The only woman he seems nice to is 'Gwen Stacy', and really how long can she keep up the BS before he catches on? So yeah, not much romance for now at least as far as Noir's concerned.**

 **Jajo Camello - Thanks :D Reviews like that make writing not so well-known characters a joy. Anyway, hope you keep reading and reviewing!**

 **Krolikson - I'm interested in Clone Conspiracy and the ongoing Spider comics, but beyond that thanks for the constant reviews :)**

 **Ugh - Not sure. Canon Spidey has ridiculously low alcohol tolerance, which Gwen shares, but whether they get drunk on coffee? Unlikely, though it'd be really funny. As for Aunt May? She'd have a heart attack seeing him so not likely. He's making an effort not to think about the Parkers to avoid going more insane.**

 **Dr. Sugarcakes - I'll try to spice up Gwen's POV's as well to make the two more equal.**

 **Mingyu - Outvoted again...this seems to be happening to you a lot :/ Anyway, hope you vote well for the next chapter ;)**


	19. Out of the Frying Pan---

"Wait, so you just _dumped the frogs_ on their beds?"

Gwen gaped at the vigilante sitting across from her on the table. Peter shrugged lightly in response to her incredulous question, though she didn't miss the almost smug way his lips curled up in a smile on his partially unmasked face. It wasn't much but it was practically a shit-eating grin and evil laugh considering how he'd acted ever since she ran into him on that alley a couple of weeks ago.

"Hey, they dumped em on his front lawn. Way I see it fair is fair." He took a sip of his coffee, smiling into the cup when she raised an eyebrow skeptically, "Besides, it's their fault for starting it. Kid's dad might have been a thief but junior over there was innocent; seems pretty clear cut to me. Eye for an eye and all that." He circled a finger in the air lazily, "'Sides, it wasn't like he could tell a teacher. From what he told me those goombas got the frogs from the guy who made them all dissect the poor bastards in the first place. Running off to squeal wouldn't have done nothing."

"Still, you don't think it's a bit much?" She asked back, though she couldn't help the hint of mirth from seeping into her tone. Something about the image of Peter and a guy dressed up like a giant frog dumping nasty shit on a bully's head reminded her of that When Nerds Strike move, "I'm all for standing up to bullies and all but if you go too far then it comes full circle. Come on, haven't you ever seen Bad Girls? It's all fun and games till everything goes to shit."

"You'd think that'd be obvious." He propped his head on a free hand and looked at the burning stove with a sidewards glance, "Anyway, its fine. Pretty sure those three got the message and the kid seems convinced that it'll up his 'street cred'. Still, he left that dame out of it. He's convinced that she's 'not a bad girl' even though she was yucking it up with those two bozos and beating the hell out of him."

"The power of boobs compels you." She snarked, voice adopting a faux old man tone.

She wasn't ashamed to admit that she took more than a little satisfaction on seeing Peter cough suddenly, coffee almost spilling out of his mouth as he lowered the mug in a rush, "That's...one way to put it." He grabbed a napkin and dabbed at his face quickly, "Either way it's not my problem anymore. He seems convinced that he can ask her out to his prom dance, though I've got my doubts. Dunno how things go in this madhouse but where I came from that ain't exactly the start to a relationship."

"Prom..." She looked down at her mug and shook her head. Prom was tainted for her after what happened two years ago, but dwelling on it wouldn't get her anything, "So...what happened after you dumped the frogs on their beds?" She asked, rushing to change the subject.

"About what you'd expect." There was that self-satisfied smile again. He smiled a lot more than she thought he did, though maybe that was because it was the first time he'd taken off the lower half of his mask during their little hang-outs, "A lot of screaming and flailing mostly. None of them got hurt, though I thought the old guy would have a heart attack for a second there. All in all mission accomplished, it's just..."

"What? Did something happen?" She asked, brows furrowing together worriedly.

"No, it's just...I think the kid got the wrong idea." He clicked his tongue and frowned slightly, "Kid wanted to get a few licks in, hit em while they're down. I don't really blame him since they were kicking the hell out of him earlier, but he...told em that he was my 'sidekick'."

Gwen tried to not say anything, she really did, but the image of it was enough to make her crack a smile...then when it looked like he was actually _pouting_ at her (he might have just been frowning, but fuck it) she absolutely lost it, "Pfft...hahahahaha!" She threw her head back, hands slapping the table and laughing her ass off even as Peter glared at her, "Wait, wait..." She let out a few more chortles, ignoring his annoyed growling, "He told them you were his sidekick? As in your number two and all that?"

"Yeah, though I don't see what's so funny about it." He leaned back in his chair, arms crossed in his best 'I am not amused' posture, "Honestly, that kid's going to get himself killed playing hero like he does. I can understand wanting to help people, but you need more than just wanting to do good if you wanna make a dent."

"You should totally teach him...snrk." She tried in vain to muffle any more coming laughter, though given the sigh he gave they both knew it wasn't gonna happen, "I mean I can see it now: The Spectacular Spider-Man and the Fabulous Frog-Man. Partners in crime, saving the day one citizen at a time~" She sang, Peter ignoring the off-key tune and using both hands to cover his ears to block her out, "In the chill of the night, at the scene of the crime they arrive just in time~ Look out, here they come-"

"Make it stop." He groaned, giving her a half-hearted glare as she continued to sing the impromptu theme song. She'd told him that she was in a band, so really he should have seen this coming. It wasn't her fault she could actually see it like a buddy cop show, "...You know if you don't stop singing I'm not gonna be able to finish your breakfast properly. When you're eating dog food you'll only have yourself to blame."

"Right, right." She rolled her eyes and stopped singing, Peter giving a sigh of relief and his posture relaxing, "You know I don't get what the big deal is. I mean aren't you partners with Spider-Woman? Forums are practically buzzing and tweeter's going apeshit with theories and news on what you two are up to." She did her best to ignore the fact that most of those seemed convinced that them working together meant that they were 'together' or people using it as proof that she really was the murderer that Jameson claimed she was.

And those were the nice ones. She didn't even want to get into the 'theorists' who made assumptions just because they heard him complain about being 'collared' and her 'pulling on his leash'. The Spider-Woman and Captain America romance stories were bad enough.

Thoughts of Maxine came before she squashed them down. She didn't like it, but there was nothing she could do to change the past. The best thing she could do was make sure it never happened again, that neither of them were ever placed in the situation where they had to take a life to protect others.

"Yeah, partners...guess you can call it that." He looked away, lips dipped in a slight frown "I don't do partners, Gwen, and sidekicks count as those." He shook his head and circled a finger over the side of his head, "Tried it with a couple of others back...back home, but it never worked out..."

"What happened?" She asked, doing her best not to raise her voice. It was odd hearing him voluntarily share information; usually he was tight-lipped every time she tried to prod even something minor from him.

"Wasn't the best." He grunted, frown deepening, "There was this blind guy, called himself 'Daredevil' and dressed like he came from hell. Met him when I was tracking this killer-for-hire. She called herself the 'Bullseye Killer...probably cause 'Eliza' ain't exactly very intimidating. Anyway, when we tracked her down she escaped because the dumb red bastard was in love with her and didn't want to take her down."

"What happened?"

"We found her again eventually, and she didn't get away the second time." The way he worded it caused her to adopt a troubled look, which he noticed quickly given the way he shook his head, "Don't get any ideas. She was roughed up but we left her for the police. Didn't see Daredevil for a few days after that, but he showed up eventually and told me he had a lead on the 'Kingpin' behind it all."

"I'm not hearing an ending here." She prodded.

"Nothing really happened. We took down the fat fink and I never saw him again. For all I know he might be dead in a gutter somewhere or he could be doing the same thing he's been doing since we split up. Either it's none of my concern. As for Castelione..." He looked down at the table and tapped his fingers on the wood, " ...Maybe it's better I not share. Not sure if it's something you need to hear before eating something."

"Oh come on, dude! I'm not a fucking ten year old!" She snapped back, momentarily forgetting that she wasn't wearing her mask and him realizing this was a very bad thing. "I've lived in New York all my life. Living in a place where people like She-Hulk are celebrities and costumed villains are a dime a dozen just makes it hard to buy whenever someone tells me that whatever shit they're selling is too much for me. Whatever it is, I can take it."

He stared at her silently for a few seconds before shrugging, "Fine. Castelione shot a guy in the gut and let him bleed out over three days; the next guy he put to a pitch and set on fire; the third he fed to his own rabid dogs like he was food and the fourth-"

"Alright, you made your point." She interrupted, looking away with a disgusted noise, "How...How'd you know he did all that, anyway? Were you..."

"Didn't do it myself, if you're wondering." He crossed his arms, "Castelione was...I wouldn't exactly call him the most stable person, but he was focused. There was a point where he nearly shot an innocent cop, but he reigned himself in. Good thing...didn't want to have to fight him."

"What about the rest? He should have let them get arrested." She pressed, though it wasn't as focused as she would have wanted. Hearing about something after the fact...it always made it seem really damn pointless to argue once it was done...well, that and she wasn't sure if it was even real. After hearing his tales about Norman Osborn being the childless leader of the New York mob she really doubted the truth of a lot of his stories.

One thing was sure, though: He definitely believed it was the truth.

"Wouldn't work. Jigsaw, Barracuda...these guys were above the law. Cops were in their pocket and they never let themselves get caught. Any lawyer that tried to put em in the slammer ended up sleeping with the fishes with a new pair of concrete boots or they cut themselves shaving and ended up with a slit neck. Besides..." He gave her a wry smile, "They killed his father. Not exactly my place to judge him."

"Huh..."

She was about to ask another question before he suddenly stood and made his way to the stove. Miraculously it was still working even with the missing knob and she saw him take the cover off the frying pan, the smell of ground beef covering the entirety of the kitchen and making her stomach grumble. Despite his claims to being a mediocre cook he blew what she and Betty knew about cooking right out of the water.

She watched him transfer the meat and some bread onto a place, her thoughts drifting to just how weird it...everything was. She'd texted him days ago on a whim and halfway expected him not to answer. She was pretty surprised when he'd agreed to the invitation at all and now...now here they were, sitting in her apartment's kitchen while he made something he called a 'slugburger' for a second breakfast.

It was strange. She'd invited him over to get information from him - something she'd had mixed success in since she couldn't really interrogate him without making it obvious that she knew more than she let on - but their meetings had turned less and less about her trying to pry every little thing she could from him to just...talking. Granted she still tried to get every detail she could whenever possible, but at times she almost forgot that these little meet-ups had a point and not just a reason for him to cook her a second breakfast and tease him with off-key singing.

It was almost like she was hanging out with Peter again...

"Breakfast is served...again." He placed the plate in front of her, the still-hot beef's smell wafting up tantalizingly. That done he sat across from her again and picked up the science book lying on the other chair, flicking to the page he'd last read before he left a couple of days ago.

The way he acted was...odd. Ever since...whatever happened to him Peter had been acting bizarre, almost unrecognizable at times. If she didn't know any better she would have just assumed he was a violent thug, or at the very least that he had a warped idea of what being a superhero entailed. But now...she didn't know how to describe it other than he was probably a schizo. He was patient, he joked, he smiled and even his voice didn't sound like he smoked a ten-pack of cigs a day when he talked with her. If he wasn't wearing that dopey costume she might assumed he was someone else entirely.

Picking up the greasy sandwich slowly, she took a tentative bite and hummed in appreciation, "Great as always, Chef Spider." She quipped, causing him to smile slightly before he buried himself more in the thick book. She didn't know why he'd taken off the lower half of his mask but she didn't bring it up; mostly cause if she did he might cover his face again and she liked to think it was progress and that he didn't just forget to fully cover his face when meeting the 'hapless civilian'.

"So...watcha reading?" She asked, casually taking note of the way he quickly flicked through the pages.

"Just some facts about medicine. Back in...at home, medical advancement is...dated compared to what's here now. It wasn't too long ago that people thought drinking water filled with radiation would make them younger, but if what I've read here is true then it just gives you cancer..."

"Yeah...it kinda does that..." She rubbed her left hand slightly. She still had no idea why that bite gave her powers and she had a feeling she wasn't going to for the forseeable future; ever since she got bitten she'd been paranoid about even going to the doctor for vaccine shots on the off-chance they found something weird on her. She definitely didn't want some mad doctor running experiments on her once they found out she was a metahuman.

How many times had they done this now? It wasn't planned, not really, but they found themselves settling into a sort of routine - Breakfast on the roof, her trying to pry information as discreetly as she could and then this little second breakfast because apparently her stomach never knew when to shut the fuck up. Thankfully Betty was always out doing whatever it was she did so it never got awkward.

"You sure I can't convince you to work as me and Betty's personal chef?" He looked up slightly in response to her question, "I mean I don't make much money working in a bodega, but I have these little things called scientific journals and I feel like they'd be right up your alley." She teased. Whatever the reason he seemed to enjoy reading those dusty books and when he'd first seen it sticking out of one of her shelves she thought he'd fallen in love the way he almost pounced on it. Now whenever they weren't talking his head was buried in those damn things.

"Real tempting, how could I say no?" He replied, a short laugh coming and going, "Still, I'm working for another dame right now. Till Spider-Woman lets go of the leash she has on me I'm stuck...though maybe I can finally get her off my back."

Ah, right: The testing. It took a lot of persuading, and more than a little yelling on both sides, but she'd finally convinced him to just allow S.H.I.E.L.D to test him. He'd agreed mostly on the assumption that 'Spider-Woman' would lighten up once it was finished. If he really wasn't Peter Parker (or the serum didn't stick after death...) then he should've been clean and S.H.I.E.L.D would lose interest in him.

Granted she'd probably still keep an eye on him - whether with the mask or without - and she still needed answers. Hopefully she figured it out soon cause she still had that problem with Mac and that S.I.L.K organization to deal with along with Murdock and his dumb ninjas. She didn't need more problems on top of those.

"Speaking of which, it's about that time." He gestured to the clock on the wall reading '10:37'. Gwen raised an eyebrow; they weren't supposed to meet for the testing till hours from now, "I should probably-"

"Hey, what's the rush?" She piped up, cutting him off before he could stand. A voice at the back of her head quickly reminded her that she had patrol of her own and that she was pushing her luck but she doggedly ignored it, "I know heroes go out on patrol or whatever but you still have some time to kill, right?"

"I don't really..."

"Dude, are you seriously going to make me beg?" She finished the last of the sandwich and clasped her hands together, lips jutting out in an exagerrated pout. She was never good at the puppy dog eyes, but hey there was a first time for everything, "Come on, Darkman. Would it kill you to just relax for a couple more hours? I'm sure the world will survive without a superhero for a bit."

"You're impossible." His mouth pressed into a thin line, lips shaking as he tried to hold back from laughing; or at least that's what she hoped he was doing, "...I guess I can do it after finishing that thing Spider-Woman wants me to do. Just one thing." He leaned forward on the table and looked her in the eye, "The name's Spider-Man. Not Dark Spider, not Darkman, not Leatherface and whatever else everyone in this madhouse thinks of. That clear?"

"Sure thing...bug boy."

"You-"

He heard it before she did, but she wasn't too far behind - Footsteps coming towards them. Eyes snapping to the door, he grabbed the lower half of the mask on the table and attached it to the rest just before Glory trudged inside.

"Hey, Gwen. Just wanted to tell you that- Oh, you're here." Glory frowned as she caught sight of Peter sitting on the other side of the table.

The others knew that 'Spider-Man' came here, however slightly. Betty saw him once, but mostly she just asked him if he could cook those eggs again and didn't really care when he showed up; benefits of dating a superhero, she supposed. MJ didn't comment on it, though she didn't say a lot of things nowadays given the issues between them. That left Glory...and boy did she make her thoughts on what she thought about him.

She didn't like him. Not at all. Glory had always been a bit of a mother hen and Peter wasn't an exception to that rule. All she saw was a dangerous vigilante - which she had to concede he was... - sitting in front of one of her best friends. In a way she guessed she couldn't blame her too much for being protective.

Gwen wanted to say something but Peter cut her off before she could start, "Don't worry, I was leaving anyway." He shook his head and stood up, walking past Glory and pointedly ignoring the look her friend was giving him and turning to look back at her, "Rain check?"

"Ah, don't worry about it." She waved a hand lightly, a forced smile on her face, "I'll see you next time. Maybe we can watch Bad Girls, get that 'revenge is bad' thing drilled into that thick head of yours."

"In your dreams."

Glory kept her eyes trained on him like a hawk before he left the apartment entirely. Gwen made to stand and go on patrol - maybe try to clear her head - but Glory's incredulous look put a stop to those thoughts, "...What?"

"What do you mean 'what'?" She asked back, gesturing to the door Peter just left from, "Look, Gwen, I know things are fucking weird right now: MJ thinks you're Spider-Woman, Betty's got Captain America's sidekick on speed-dial, whatever. But really? You're gonna act like _that_ isn't a big deal?" She rolled her eyes, "There's only so much bullshit someone can take before they call you out on it, you know."

"Dunno what you mean..." She mumbled, looking down at her feet. She hated acting like this, hated not being able to just tell Glory and the others what she thought. At this point her secret identity was an open secret anyway but she refused to take that final step. Maybe she was afraid, or maybe she was just paranoid that they'd somehow leak it without intending to. Either way she just kept lying and trying to put it off.

Glory sighed, arms crossing in annoyance, "Look, when you came back a week ago after your little emo phase we decided to drop the whole Spider-Woman thing. MJ still thinks you're running around being a part-time hero or whatever, but me? I don't really care. Spider-Woman or not it's none of my business, but this?" She gestured to the kitchen door, "Gwen, this is insane no matter how you look at it!"

"I'm fine, Glory. I can take care of myself."

"Maybe, but you don't see police officers juggling with loaded guns." She snapped back, "Look, Gwen, you're not stupid: That guy's _dangerous_. I wasn't there, but that video speaks for itself. He shot that girl. Maybe she deserved it or maybe she didn't, I don't know, but are you really sure hanging out alone with a guy like that is a good idea? You had to have seen some of the shit he did on the news."

She definitely did. He'd barely been here for a couple of weeks and already the news was on him like paparazzis to a scandal. Thugs with broken limbs, people left hanging upside down after the police were called using their own phones. Hell she'd seen a live interview with a police detective during a ganghouse raid interrupted when one of the gangsters was thrown out a window and left dangling from the edge with webs on his feet.

She still had no idea what he was even doing in the last one. Maybe she could ask him when he came over again.

"He's not gonna hurt an innocent person." She bit back. For all she'd seen him do he honestly did seem to have good intentions, that at least she was sure of. He just needed to calm down...and maybe get a lecture on 'due force' or something. Maybe she could borrow her dad's old police powerpoints, "Besides, he couldn't shoot anyone if he wanted to. His...Spider-Woman took his gun from him. He told me so."

Glory raised an eyebrow at the obvious lie but said nothing else, choosing instead to shake her head in exasperation, "Fine, if you think treating him like a stray puppy's a good idea then it's your funeral." She sighed, "Just make sure to be careful, okay?"

"Aren't I always?" Gwen asked back, giving the other girl a grin which she returned with a reluctant smile.

Glory worried, it was what she did. For all the times she complained dealing with them she never actually followed through on her threats to just quit the band and 'show MJ not everything's about her'. Gwen could appreciate the thought if nothing else; frankly she was more worried about her and the others getting roped into her troubles because of the costume in her backpack. Missing band practice was the least of her problems: After Hippo trying to kill her dad in one of their concerts and Felicia's concert turning to a three way between her, Felicia and those damn ninjas she was starting to believe she was cursed.

...She really needed to clear her head. Maybe a couple of hours of patrol would help.

* * *

Sometimes she wondered where these guys got all their toys.

That thought ran through her mind as she stared down at the would-be mugger she was facing. She'd faced D-list Supervillains before - Koalla Kommander and White Rabbit came to mind - but ever since a few weeks ago they'd been practically crawling out of the woodwork. What happened to the bad old days where she just had to deal with guys in ski masks and business suits trying to rob a bank? She beat them up and left them for the police all the same but at least there it made sense.

Now she was dealing with this.

The figure in front of her could best be described as looking like a wetsuit ninja. His entire body was covered in what looked like squeaky leather except for his eyes which had a pair of comically large yellow goggles. On his back she saw - and really at this point she wondered if she'd taken some pills earlier - an honest to God katana while his feet were covered with what looked tiny rollerblades.

"Who are you supposed to be?" She asked, dodging his clumsy slap as he skated past her. Really with how narrow the alley was she could probably just stay on the wall and watch him tire himself out but morbid curiosity kept her from just ignoring him altogether, "If you're trying to be a ninja then you're a few years too late. Cyborgs are all the rage these days, you know?"

"Hah, so embarassed by your previous defeat that you play dumb! I'd expect nothing less!" He drew the katana and held it in both hands, legs bendings over in an awkward combat stance, "Sadly your attempts are futile! This rematch has been years in the making! Come, face your death at the hands of Slyde!" The mugging victim looked at her in annoyance. Hey, it wasn't her fault! "Prepare to be Slyde'd! Er...Slid? Slydomized?"

...What the fuck was going on?

"...No, seriously, who are you?"

He didn't answer. Gwen raised an eyebrow as he charged at her with a primal scream, swinging the blade like a baby shaking its rattle for attention. With a sigh Gwen webbed his feet to the ground with one hand, making sure to attach a webline to the katana's blade and pulling it away from him before he could hurt himself. The last thing she needed was this idiot getting a papercut because she got careless.

"Wah!" He screamed as he landed facefirst on the ground, moaning in pain as the pain quickly registered. Without missing a beat Gwen coated the rest of his back in webbing and ignored his protests to the 'embarrassment of her cheating in order to scrape together a victory'. Honestly she had way too much shit to deal with and guys like these definitely weren't a priority.

 _'Well, that was easy.'_ Looking down at the decorated sword, she shook her head and webbed it to the wall. Police would want it as evidence if nothing else, "You alright?" She asked, turning to look at the guy in the business suit, "It's safe now. You can-"

"Trash."

She blinked. She'd expected the guy to be pissed at almost being mugged...but he was looking right at her when he said it, "What do you mean-"

"I mean you're trash." He repeated, voice taking on a harsher tone, "It's your fault guys like these exist. You dress up in a costume and beat people down while making jokes. You think you're above the law." He sneered, "You're worse than he is."

Her mask's eyes narrowed though she managed to keep her cool. After days of the public somewhat turning around she'd almost forgotten that this was the norm: Getting shit on after she helped someone and being ignored the other half of the time. At least when the police were shooting at her they really thought she was a criminal - silly as it sounded - and she could move past it.

She supposed fate or whatever bullshit decided she needed a reality check.

"You're welcome." She shook her head and ejected a line of webbing to the roof, ignoring the glare the old man was giving her. She shouldn't have been surprised. Maybe it was a generational gap but she definitely got more acceptance from the newer generation than the last one. Maybe they still bought into Jameson's ranting; honestly she didn't know and didn't really care. Getting people's approval would've been nice but it wasn't why she put on the mask day after day.

Speaking of which...

She was barely on the roof for more than a minute before she heard him, "...You're late." Head snapping to the source of the voice, she found Peter standing against the wall of the roof, his hands crossed impatiently. At this point she'd learned to stop being surprised at his sudden appearances or her spider-sense doing jackshit to warn her whenever he was there, "Any more clowns you want to beat up or can we finally get this over with?"

"Oh...you saw that?" She winced. It was silly but the idea of being lectured in front of someone she knew grated on her.

"If you mean that ungrateful bastard who thinks you're worst than the guy who tried to mug him, then yeah I saw it." Her eyes narrowed. She couldn't see his expression from under his mask and his voice made it hard to tell if he thought anything about it, "It's none of my business what you do with your time. Lets just get this over with so I can get stars and stripes and her little cult off my back."

"S.H.I.E.L.D isn't a cult." She snapped, quickly growing annoyed at the uncaring shrug he gave, "They do their best to keep the peace. I know you have issues with them-"

"Didn't ask for your opinion, boss. Lets do this test already so I can prove I ain't that kid you're harping about."

She was tempted to argue - she was tempted to do that a lot whenever she talked with him in costume, she noted - but he was right. All of them needed answers and sitting down debating on S.H.I.E.L.D's ethics wasn't going to get them anywhere. Maybe when she finally got a clue on what was going on she could handle the total crapfest the past couple of weeks had been.

The trip to the address Cap gave her was painfully quiet. She'd tried to strike up conversation once or twice, even offered to carry him so they could swing and get there faster, but he never said anything back. It was enough to make her tear at her hair in frustration. She knew he could be friendly, she'd seen it just a few hours ago, but his dogged insistence at ignoring 'Spider-Woman' was beginning to grate on her last nerves.

Thankfully they arrived at the place without incident (though longer than she'd liked given his refusal to do anything but run there). Looking up at the nondescript building, she pushed open the door and looked down at the sent message again, "Says here we need to go to the back and then just say password. If it's really us then they'll let us inside."

"Nothing can ever be simple. This is worse than Fat Larry's clubs..." He muttered, more to himself than to her.

Making their way to the back, they found nothing but an empty room stacked with a few old boxes and nothing else, "Uh..." She looked around the small space. She was expected a doorman or even an oddly conspcous door, not this, "Ahem...well," She brought up her phone and looked at the password, "Uh...'And invisibly we engulf the stolid, form-bound Kree." She said loudly, ignoring how stupid she looked. She knew what it meant - growing up with Captain America comics tended to do that - but it didn't do much to change how she felt.

Her spider-sense gave a light buzz just before the floor underneath them lowered, "Shit!" She quickly regained her balance and glared at the quickly passing wall, _'Thanks for the warning, Cap.'_ She turned to Peter and found him muttering what sounded like a curse - something about sauce - under his breath but beyond that he seemed none the worse for wear.

The impromptu elevator lowered for a few more seconds before it stopped in front of a see-through glass door. At the other side she could see a few S.H.I.E.L.D agents carrying rifles milling around, a few glancing in their direction but most seemingly content to ignore them and go about their work.

The double doors opened with a soft beep. Looking at Peter again, she shrugged and stepped inside while he followed behind; giving the aforementioned agents a few looks. He was nervous, at least that's what she guessed. Better they didn't stay here too long.

If she had to describe the place the words 'secret base' came to mind immediately: Smooth silver walls, sleek machinery and guys with high-tech laser guns and matching uniforms milling around the place. At the far end of it she could see a couple of guys in lab coats, Captain America standing not too far away and saying something she couldn't make out. Cap told her this was a sort-of research lab, a little place S.H.I.E.L.D put up 'just in case'. She supposed she should have expected it to be really fancy.

It reminded her way to much of those Jane Bind films with secret underground bunkers and agencies.

"Spider-Woman. Good, you're both here." She nodded at them both stiffly, her gaze lingering on Peter just a bit longer than usual before she gestured to the scientists, "These two are going to be the ones conducting the testing. I assume Spider-Woman told you of what's going to happen?"

"Need a syringe full of my blood, right? That'll prove I'm not the Parker kid you're all worrying about."

"Exactly. It should be quick and painless, Mr. Spider." The older of the two scientists - probably in his fifties at least judging by his gray hair - nodded, "Ah, allow me to introduce myself. My name is Spencer Smythe, this is my son Alistair." He clapped the younger man on the back, the dark haired junior scientist giving them both a friendly smile, "May I say it's quite an honor to meet two heroes of your stature-"

"What dad means to say is that he's a huge fan and he wants an autograph when this is done." Alistair interrupted good-naturedly, "We both are, really. We've seen you both on the news and the Captain here has only pleasant things to say about you, Miss. It's great to finally meet face-to-face." He offered them both a hand which she shook gratefully and Peter ignored. Honestly it helped wash down that last asshole's words from earlier.

"Well, now that we've all been introduced." Cap cut in, "Could you two give us all a minute? I have some things I need to say."

"Oh, of course. We'll just be preparing the apparatus. Come along, Alistair."

She watched them go to the corner of the mini-lab, pulling out vials and syringes and other scienc-y stuff she expected from any old science class. When she was sure the two were pre-occupied Cap finally decided to speak up, "Before we get to this test I need to tell you both something - I followed up on Spider-Woman's lead and ran the name Otto Octavius to whatever databases I could access. Results were scarce, but I managed to to get some results."

"That's a surprise. He's been an eel ever since I got here." Peter muttered, though she didn't miss the hint of relief in his voice, "I assume you're going to tell me when this test of yours pans out."

"You catch on quick." The right side of her mouth raised in a 'smile', "Still, there's one thing I have to get out of the way before we do anything. Spider-Man..." She looked at his masked face and narrowed her eyes, "Tell me honestly: When did you arrive here? Your timing is just a bit too close to S.I.L.K's experiments for comfort."

"If you mean little miss lightning bolt then a day or two. Honestly those first few days were hazy after Hammerhead..." He looked away and let out a sigh, "I woke up in an alley after Octavius' little fireworks machine and I met White Widow here about a few hours after that. I didn't exactly have much time for a guided tour, if you catch my meaning."

"You told Spider-Woman you're from 1934, correct?"

"Yeah, but she thinks that's too insane and it makes more sense for me to be that dead kid's corpse sprung back to life." He gave her an unreadable look and she had to resist the urge to say something snarky back. Maybe she was wrong or maybe she was right, no point in drudging it up now that they could get some proof, "Somehow I get the feeling you don't believe me either."

"You'd be surprised." She said, "Honestly I've been thinking about what Spider-Woman's told me and I have my own theory: It's quite possible you came from an alternate dimension."

A silence settled over the pair. She couldn't tell what Peter was thinking but she knew what she was: 'That's insane', quickly followed by a voice cutting back with an 'Is it really?' and other such arguments. She'd read Cap's comic books growing up, and she'd seen enough comics about the multi-verse to buy into the idea of other worlds existing. Subtle differences, constants and variables and all that mumbo-jumbo shit.

But still, of all people why Peter? Was it just coincidence that he was here in New York at this moment among all the millions or billions of people who could have come instead?

"But isn't dimensional travel supposed to be impossible?" Gwen blurted out.

"In most worlds, yeah. Some portals opened up time and again, but sometimes I had to wait for months or even years when I made my own travels. Even now it's impossible with the technology we have to open dimensional portals so I have my doubts on your claims that a scientists from the 30's can create a portal given the technology of that time."

"Yeah? Well in my time a Negro woman signing up for the army would get lynched, nevermind becoming the 'face of America'." Spider-Man scoffed, Cap raising an eyebrow in response, "And really this isn't anything too shocking. Time travel or alternate worlds, all I know is that I don't belong here. I admit it clears some things up, but it doesn't change anything. All I know is I gotta find Octavius and have him build that gizmo so I can go back."

"There's the rub." She crossed her arms and sighed, "Spider-Woman told me about it before but I wanna hear it from you: Do you or do you not have flashes of memory that belong to 'Peter Parker'? Answer me honestly."

Spider-Man let out an annoyed growl before answer, "...Yeah, they come and go." He clicked his tongue, "Real inconvenient, too. Most times I go to sleep I end up having nightmares...it's a real pain in the kiester."

"You didn't tell me you had nightmares..." Gwen mumbled.

"Considering most of them start with 'me' turning into a monster and then dying in your arms it's not hard to see why." He bit back at her before looking back to Cap, "What's your point? That kid's dead."

"My point is that's not supposed to happen." She looked at them both in turn, "I've been to different worlds and I've seen a lot of things. I've seen worlds where I was the same, worlds where I didn't exist, worlds where I was a man or I was dead. Know one thing in common?" She tapped the side of her head, "Their memories were theirs and mine were my own. Hell I ran into a world where that dimension's version of me was the Red Skull's second in command. I had to kill her before she could do something horrible and know what? Nothing. No memories, no shared link or anything like that."

"So what are you saying?" He asked, voice taking on a harder edge.

"What I'm saying is that if you're really from another dimension then something's wrong. Who knows maybe I just got lucky and I never had to deal with linked memories, but from my own track record all I have to say is that whatever you're experiencing isn't normal."

"Right, normal. I think that word stopped making sense the second you considered alternate worlds."

"She has a point, Spider-Man." Gwen supplied, "I haven't traveled to other worlds or anything but Cap's the closest thing we have to an expert on this. At the very least we have reasonable doubt and that any explanation can make sense..." Now she just had to make up her mind on which one she wanted to be true.

He was about to say something back before Dr. Spencer called out to them that everything was prepared, "Moment of truth..." Looking at the syringe, Spider-Man let out a sigh and sat on the offered chair and quickly rolled up the right sleeve of his coat.

Gwen watched nervously, heart thumping against her chest as the needle went into the skin and the syringe was quickly filled with crimson blood. She wasn't squeamish about injections - she took her vaccines like a champ before getting bitten - but even with Dr. Spencer trying to lighten the mood with some jokes she couldn't stop herself from rushing to the worst case scenarios.

If he really was from another world then...then what? He wasn't this world's Peter, just...just another version of him. So...more like a cousin? _'This is fucking frustrating...'_ She shook her head and took a deep breath. Even if he wasn't her Peter then why was his corpse missing? She wasn't going to buy _that_ was a coincidence and she'd seen way too much shit the past two years to just leave it to Cap and the rest.

No, whether he was her Peter or not she was involved in this.

The next few seconds came in a sudden rush. She remembered Alistair placing the blood on a some kind of dish and putting it on a computer for analysis and then...

Then everything went to shit.

Something loud blared overhead and the S.H.I.E.L.D agents were quick to respond. They rushed to surround the miniature lab and pointed their guns at them...no, they were pointing their guns at _him_. She saw Spider-Man stand suddenly, the chair skidding across the floor as he looked around the circle of guns and batons that surrounded them. He looked like he wanted to fight, and probably would have if Cap hadn't spoken up first.

"Everyone put your guns down! Aggravating him isn't going to help anyone!" She ordered, the agents reluctantly lowering their weapons in response, "Spider-Man...I'm afraid you have some explaining to do."

"What the hell are you talking about?" He hissed, hands clenched into fists and shaking with barely contained anger.

"Yeah...what's going on?" Gwen asked, though she already had a sinking feeling in her stomach. It was easy to see the fear in Spencer and Alistair's eyes, the way the agents continued to hold on their weapons tightly despite Cap's orders.

They were scared of something...they were scared of him.

"That." Cap pointed to the large screen of the computer. She saw the diagrams of blood cells and a a list of data that she couldn't fully comprehend, "Mind explaining that to us?"

"I...I don't get-"

"He has the Lizard serum in his blood, Spider-Woman. He's infected."

* * *

 **Obvious plot twist is obvious. But hey we get some progress on the overarching plot so there's that. I gotta admit I was surprised at how close the voting got, but option 1 eventually won out so here we are :) Hopefully the next chapter doesn't take too long.**

 **Anyway not much in the way of diverging votes right now given the aforementioned 'lock-in', so we'll do the typical: Whose POV do you guys want for the next chapter? Gwen has more history with the serum and it's left more of a mark on her given what happened to 65-Peter, but Noir is the current man of the hour given the current twist. While I'm not above a split POV if possible the 'main' viewpoint character will have different narration, thoughts and emotions so keep that mind when deciding whose you want to see ;)**

 **Redentor - Unlikely to get proper training given that, as Noir says time and again, he 'doesn't do partners'. He did it to help him out once/get a pair of the jump boots, not to score a sidekick.**

 **Jony - Why would they fight? Harry isn't evil anymore. Also Harry with his Lizard serum enhancements is about as strong if not stronger than Gwen, and given that Noir refuses to fight her head-on knowing he can't win a fight with Harry would likely go the same way. As for Morbius? Unneeded. Noir already has three older allies: Bullseye and the upcoming Moon Knight are two decades older than him while Frank Castle is three decades his senior. He's not exactly lacking for older allies.**

 **Yoface - Cat will have to wait. As for romance? Well, I gotta say counter with this: Despite what the comic summaries indicate Noir actually isn't much of a smooth criminal. Felicia seduced _him_ and his reaction indicates that he wasn't expecting it. After the deed was done he also mistakenly assumed it meant they were going out before she shot him down and told him flat out she wasn't his girlfriend. **

**So yeah, he's not exactly as much into casual sex as most film noir heroes tend to be. Which makes sense since remember Noir's just a teenager and is likely still relatively inexperienced despite how he tries to act. Best thing you can say is he's not a virgin, but as for getting no-strings attached sex? We'll see. He doesn't seem to interested in the idea so far from what we've seen.**

 **Mingyu - Mmh, less bonding more 'I want those boots'. Also, guess you finally joined the winning group ;)**

 **Master-Xavier - Well yeah, Lana's mom being different is to be expected given alternate universe shenanigans. Felicia's a pop star, Gwen's a drummer, Mac Gargan was an innocent security guard etc etc. Some like Jessica Jones and (to a degree) Kate Bishop remain the same but differences are to be expected.**

 **Actually I'd expect more of a break for Bullseye since in Earth-65 he's a gleefully unhinged blond bald guy with a target tattooed to his forehead whole 90214-Bullseye is a dark haired femme-fatale named Eliza. While the name is the same it's about the only thing they have in common, ditto a lot of characters between the worlds.**

 **Yes I played Shatted Dimensions and that's where I got it from along with his stealth skills; he wasn't actually very stealthy in the original miniseries run. As for women? As I mentioned before Noir is remarkably egalitarian for being a 30's kid. I chalk that up to him fighting dangerous female opponents like the Bullseye killer and the female X-men and being in love with the femme fatale Felicia. He doesn't usually care about gender or race, only if the person's an innocent or a criminal.**

 **As for romance...in all honesty I could see Peter being attracted to Jessica but not the other way around. In the fic she's 32 years old, and Noir is at most 18-19. She never struck me as being into people with such a disparate age gap to her. At best I could see the same thing happening with Ultimate Black Cat: She entertains the idea, unmasks him then promptly throws up when she realizes she's being a massive cougar and dropping it. They'll probably get along, but romance is nil.**

 **And yes, you were shipping...rather oddly so but hey.**

 **Ugh - Why not? We see Peter doing things like carrying Gabriel while balancing on a lightpole, beating down grown-men twice his age and weight with little effort, breaking down locks, smashing brick walls etc etc. I could easily count him as lifting 2000 pounds. Also, that explanation could also apply here: Since they were both given powers by Anansi it's not considered a foreign thing. Hence why Gwen's able to kick him in the back of the head and why Noir's able to keep making him lose sight of her like a wannabe-Batman.**

 **KasugaRomio - New review. Hope you keep leaving comments :)**

 **Dr. Sugarcakes - Insanity depends on societal standards, really. Given that he's literally the only person who has no idea what Superheroes and Supervillains are it's pretty safe to say he might count as insane by Earth-65 standards.**

 **Esquire-Man - Dunno why you thought Frog-Man would be the make it or break it part, but hey whatever gets you to keep reading.**


	20. ---Into the Reinforced Containment Unit

**Just a heads up: I read up on articles for 'Said Bookism' and how to properly punctuate dialogue, so there are going to be some relatively minor changes. Mostly I'll stop writing like I'm reading through a thesaurus and just use 'said, asked and answered/replied' whenever possible since it's apparently the more proper thing to do. Likewise I'll use less adverbs and use proper punctuation with commas and periods dependent on whether what follows is an action or statement.**

 **If anyone notices any difference then tell me if it's better or worse :) I'm trying to get better and hopefully by switching to proper usage the story's easier to read. I'll still put the occasional other word, it'll just be rarer.**

 **Warning: Second half's a bit more angsty than originally intended. Next chapter should be less severe, at least because of Bullseye's presence.**

* * *

He knew he shouldn't have trusted her.

Spider-Man looked around the soldiers surrounding him. Stars and Stripes' orders made them stop pointing their weird lightshow guns at him, but he could still feel his spider-sense blaring dully at the back of his head. He didnt know how far it went, not really, but even through their helmets he could tell that a lot of them were tempted to just shoot him. They were afraid of him, afraid he'd turn into a monster like the Parker kid and tear em all to shreds, and all because some computer told them he was 'infected'.

Damn idiots.

Then again, he couldn't exactly throw stones considering how he got in this mess, _'Just let em test you and then they'll leave you alone...she sure sold that bridge to me.'_ He glared at the supposed 'Superhero'. She was looking between him and the screen, her 'eyes' wide and her arms hanging limply at her side. He frowned and resisted the urge to try and split the joint. He could take out a few of these guys, but with Stars and Stripes and White Widow he wouldn't get very far.

He didn't like his chances.

The older guy in the labcoat was the first to talk, looking at him up and down like he was a piece of meat, "Um...Mister Spider," he said, fingers twitching nervously, "Do you...feel anything out of the ordinary? Any flashes of anger or..."

"Depends. Wouldn't you feel angry if people pointed guns and looked at you like you're about to turn into a monster?" he asked back, rolling his eyes when the doctor failed to give an answer, "If you mean that then yeah, I'm not exactly feeling like I just got offered a warm glass of milk."

"That's not what we meant," Alistair said, "You see...the serum has certain properties when inserted into the human body..." He gestured to the screen, at the numbers and pictures that didn't make any sense to him like it would prove his point, "The serum has both benefits and drawbacks. As you can tell by the reaction of the agents those drawbacks can be severe." He grimaced. Spider-Man didn't miss the way said agents looked at each other uncomfortably, "Forgive our caution, but an outbreak of infection could be severe."

"I could tell that by the little party you guys threw me," Spider-Man said, crossing his arms and relaxing slightly as the blaring at the back of his head dulled. They were calming down, if just for a bit, "If you think I'm gonna turn into a giant lizard then you might as well shoot me. I'm not gonna turn, but I doubt there's anything I can say to convince you otherwise so just pull those triggers or don't."

Nothing. He saw a few of their hand's twitch, one of them even going for the handle of their baton, but Stars and Stripes cut in before anything could happen.

"No one's shooting anyone," she said, giving them all a severe look before flashing him a glare, "And I'd appreciate if you try not to antagonize them, thank you." She shook her head, mouth curled in a frown, "Everyone's on edge because of the results but lets think about this rationally. Spider-Man, do you remember getting injected with the serum at all since you got here?"

"No. The only drugs I put in are morphine and painkillers, nothing that turns me to something big, green and scaly," he replied, giving White Widow another look. She hadn't said a word and it was beginning to worry him.

"Think carefully. Perhaps you-"

"I just said I don't know why." He scowled and held back an insult. He was surrounded by guys with guns and itchy trigger fingers in a brightly lit room; he'd get turned to Swiss cheese before taking even half of the greaseballs out, "I don't know how... _that_ got into me, but it sure as hell isn't because I put it in there myself..." He stared at the computer console and frowned. He was tempted to call it sabotage, but his spider-sense never once warned him anything was wrong when they put the needle to his arm.

Something else was going on.

"I...I believe him," White Widow said, finally speaking up. He raised an eyebrow at the sudden vote of confidence but said nothing. He'd take what he could get, even if it came from her, "Cap, we saw what the serum did to people. They...They turned in seconds and they couldn't control themselves. Pet- Spider-Man is in control and he doesn't look like he's going to turn into one of...those, right?"

"It's still a risk-"

"We know, Spencer, but Spider-Woman has a point." Stars-and-Stripes looked at him, her eyes narrowed, "The computer doesn't lie: Your blood is practically covered in the serum, but the fact that you're standing here now and show none of the symptoms is suspect. Relieving, but suspect."

"So glad to have your approval..." Spider-Man said, the sarcasm obvious, "So...what happens now? Your goons gonna shoot me anyway?"

"No, but we can reach a compromise." She pulled another syringe out of her pockets and offered it to him, "I brought this just in case. If you put this into your system I'm sure everyone around will be much calmer."

He stared at the offered syringe for a moment before carefully accepting it. There was nothing suspect about it at first glance - except for the fact that the liquid inside was yellow, but honestly that was one of the least weird things he'd seen - and again his spider-sense was eerily silent as he placed it closer to his neck. She wasn't lying to him and it wasn't going to harm him, that at least he could be sure of.

He injected the the needles into his flesh, hissing slightly at the stinging sensation that came and went. A part of him expected the drug to cause havoc, maybe make his blood feel like it was on fire while it did what it did, but there was only a spreading feeling of numbness. It was almost relaxing in a way, and by the time he returned the syringe to Stars-and-Stripes it was already fading.

"...What was that?" he asked, giving another once-over to the group surrounding him. Already he could see their postures relaxing, some even beginning to walk away to return to their posts.

"A suppressant," she replied, "The Lizard Serum has no known cure so anyone infected has to take these daily to avoid going out of control and turning." He saw her grimace and shake her head before she turned to the screen, "That should last you at least a couple of days. We've found that different people have varying degrees of resistance. Some need to take it every few hours..."

"Great..." He sighed.

"Your resistance must be more potent than the rest," Alistair said, hand on his chin and gaze focused, "Even if we ascribe to the idea that your infection was recent you should have already been showing signs of the symptoms long before you arrived here. If we posit instead that you've had the serum in your blood for days..." He paused, "It could mean that you have the closest thing to immunity to the serum as we've seen so far."

"We can deal with that later. I'm more curious on the 'how' and 'why' he exactly has the serum in him at all," White Widow said, "Every time I've seen that serum it's ruined people's lives. It...we have to find out how you got it, Spider-Man, before..."

 _'Before I end up like that Parker kid...'_ He rubbed at his wrist, thumb grazing over the fresh injury from where they drew blood. He wasn't sure if he bought that crackpot's little drug being inside him, but what he believed didn't matter: They sure as hell believed that he had it and what they said goes, at least least until he got out of here. Bullseye might have been content with running from these guys but he couldn't afford to be chased down by these bozos while he was searching for Octavius.

"Agreed." Stars-and-Stripes nodded, "With that in mind I suggest we take this conversation elsewhere. What I'm about to show you is sensitive and I'd rather not talk about it so openly." She gave the soldiers a look, most of them immediately dispersing while a few stayed behind for a few seconds before quickly following the rest. He had to admit; he didn't think a Negro dame dressed like a propaganda picture would earn so much respect, but there it was.

"Shouldn't we run more tests, Captain?" Spencer asked, "This is-"

" _Later_ ," she said, her voice little room for argument, "Spider-Woman, Spider-Man, follow me."

He kept his eyes on Stars-and-Stripes' back, ignoring the fleeting stares that a few of the soldiers gave him as they passed. The 'Superhero' was looking at him too; he could see the way she twisted her neck to glance at him, almost immediately turning away when he looked back at her. She knew about the serum, knew about what it did to...that kid. It didn't take a genius to see that she blamed herself for his dumb mistake.

 _"Oh my God...Peter, I-"_

He looked down at the floor and scowled. He didn't know much about that kid, but his last words were ringing in his head: _'I just wanted to be special, like you...'_ He shook his head and tried to stave off the coming headache. He heard it every night he went to sleep, woke up hearing the echoes before other thoughts came to replace them.

It was so...petty. That would-be scientist wanted power for its own sake, wanted it to take revenge and because he was in love with the idea of a hero, _'I wonder if she knows he felt like that about her,'_ Spider-Man thought, glancing at the White Widow. The kid admired her, maybe even loved her, but it was just a shallow image. She was a 'Superhero', the dame in the colorful suit who broke every law of science and physics and then making a joke about it afterwards.

All he saw was a dame sitting on a high horse convinced she was always right.

They stopped in a small room, the inside barren save a large metal table and a few chairs, "We should be alone here," Stars-and-Stripes' said. Before they could do anything else she pressed a button on the wall and a thin metal sheet covered the windows, blocking anyone from possibly peeking in.

Spider-Man took a seat on one of the empty chairs, White Widow jumping on the side-wall and sticking to the surface, her feet and back keeping her from falling, _'I can't tell if she's trying to show-off or she's just milking the spider thing for all its worth.'_ He shook his head and watched as the other dame pulled out a folder from one of the cabinets. She was an attention seeker, at least that's what he figured. She wouldn't know the meaning of keeping a low profile if it shot her in the keister.

"Sorry about the panic earlier." Stars-and-Stripes' said, "The serum's hit a bit close to home for all of us."

"I could tell by the guns." He rolled his eyes and leaned back in his chair. Now that he wasn't surrounded by paranoid goons with itchy trigger fingers he could allow himself to relax, even if only slightly.

"Glad it didn't end up going too badly..." White Widow said. Her voice had none of its usual force or cheer, which he found halfway relieving and worrying, "I've seen the effects of the serum first-hand. If it's inside you...I mean, if you've been affected by it then it's possible-"

"That I'm a dead man." He gave her a withering look, "You don't have to dance around it, boss. This ain't the first time I've been dragged through the mud and it ain't yours either. We put on this mask and go out every night it means we might not come back...well, at least I won't. Not sure if anyone can really kill _you_ considering you can lift a damn truck like it's nothing."

"That's different. It's not like fighting Hippo or those gangsters in the warehouse. You can't just _punch_ the serum away like you could them. Once that's in your system..." She took a shaky breath, "The suppressants help, but you're going to need a daily dosage to avoid turning and...God, we still don't know why you remember things from you or Peter or wh-whoever!"

"Does it matter at this point? We both know it's not mine and I can deal with a few nightmares."

"Maybe, maybe not," Stars-and-Stripes' cut in, "Either way it's just one of the problems here, like Spider-Woman said. Something tells me this involves both of you, in more ways than one. Lets start from the beginning."

"Didn't we already do that?" Spider-Man asked back.

"Not exactly..." She opened the folder, spreading open the pictures contained within, "You told me before that you came here two weeks ago, correct? I'd place your arrival at about the first week of January, so just a little after the new years. You're sticking to this story?"

"Don't see why I wouldn't; it's exactly what happened."

"Uh-huh..." She turned to White Widow now, "You also told me you found him not long after this, correct?"

"Yeah...he was saving that kid you guys have under treatment." He frowned. He'd nearly forgotten about Gabriel with everything that had been going on. Hopefully the kid was alright now that the Blockhead and the rest of his goons were in the slammer, "Beyond that it's been...on-and-off more or less. He's been doing his own thing for the most part, though I meet up with him from time to time."

"More than I'd like..."

"Right. Here's the next question then." She looked back at him, "When you woke up in that alley you were alone, right?" He nodded. If Octavius was there he would have wrung that little bastard's neck and beat the answers on how to get back home out of him, "Right, this is crucial: Tell me exactly where he was before you two were separated. You were both in front of the portal, I have to assume, so what was the distance between you two?"

"Close...I had my hands around his neck." White Widow gave him a look, which he ignored. He'd already imagined that from De Wolfe, he didn't need it from her, "That thing...he said it didn't work, but when I got there...damn thing started buzzing worse than Frankenstein's monster." He shook his head, "I had my hands around his neck when that thing spread over to us then..."

"Then you woke up in that alley," she finished. At his nod she let out a tired breath, "Right, I can tell you believe that's the truth, but-"

"Not for nothing, it's what happened. If Octavius was next to me when I woke up you think I'd still be in this madhouse?"

"That's assuming he could repeat whatever it is that brought you both here, which I have my doubts." She tapped the photos and urged them both to look closer, "Let me tell you two something: I've been traveling through different worlds for 75 years, and I didn't always do it alone. I've had friends who decided to leave their worlds to accompany me either because of loyalty or because they wanted to find a way out of their dimensions and make a home elsewhere."

"There a point to this, flag-bearer?" Spider-Man asked.

"Point is that when we went through a portal we didn't end up separated. Whether the portal was created from technology from that world or it was a natural occurrence we left and arrived in comparable distances to one another."

"And Octavius was missing..."

"Right." She nodded, "Now, look at these pictures."

Taking a closer look at the assorted photographs lining the desk, his eyes widened and he almost grabbed the folder from the table in his haste, "Octavius..." He rifled through the pictures. Most of them were an uncolored gray, some of them blurry, but he could see him in all of them: The crippled half-portion looked the same as he always did sans his twisted wheelchair, replaced by something that looked like it could blend in easier in a crowd.

The places were all different. Sometimes he looked like he was in some kind of lobby while wearing a business suit, at other times a wide area filled with luggage and dressed like he was going on vacation. He looked like he'd been busy the past two weeks.

"Searching for an 'Otto Octavius' was a bit more complicated than I thought it'd be," Stars-and-Stripes' said, "It's not a common name by any means, but from what Spider-Woman told us you described him as a 'small, crippled German'. That narrowed the search margin down by a lot, but I still wasn't sure if he was the correct one." She stared at him, though he was too busy sorting through the pictures to pay her any care, "...I'm guessing he's the right one."

"Yeah, I'd recognize this fink anywhere." He couldn't stop himself from scowling as he came across a picture of him shaking another man's hand, a smile on his pale face. The Nazi crumb...he'd gotten away twice now. Once he found him he would-

"Huh, so that's what he looks like," White Widow said, jarring him out of his pleasant thoughts, "But...wait, that doesn't make any sense-"

"What are you talking about?" He asked, turning toward her with a glare, "Octavius is here, there's proof right in front of you-"

"Look at the date, Peter! It says he's been here for five years!"

He wanted to give a rebuttal, say something to prove that she was wrong, but she grabbed one of the pictures from the pile and pointed at the numbers lining the bottom before he could say anything, "Look, it says right here: 03/19/2011! This footage was taken years ago, so it doesn't make any sense that you're from another dimension or whatever if you both just got here a couple of weeks ago!"

"...You're lying-"

"She's right," Stars-and Stripes' said grimly, "I checked over these pictures myself. Your reaction to seeing this Octavius guy was legit, so at least I can gather that this is the guy you're looking for. Now the question I have to ask: You say you've been here for a couple of weeks, but the dates on those pictures don't lie. Either you're telling the truth or you're hiding something."

"Why would I lie to you?" he bit back. None of this was making any sense. He knew he'd been here for only two weeks. He'd woken up in that alley with everything intact and he was pretty damn sure he would have noticed if he aged five years, "I...don't know what's going on but I'm not hiding anything. I woke up in that alley with nothing but the clothes off my back and anything I was carrying on me."

"Calm down. Despite my words, I do actually believe you." Stars-and-Stripes' replied, "I got a good look at that mug of yours and unless you started this vigilante gig of yours when you were 13 then the timeline doesn't make any sense. Still..." She grabbed one of the pictured and tapped the date, "This doesn't lie, either. I believe you when you say that you've been here for only two weeks, but the facts aren't matching up."

"If I'm really from another dimension then maybe we just got put in different times? Makes about as much sense as anything else," he suggested.

"Doesn't work. I spent 75 years traveling to try and find a way back and 75 years passed here as well. I don't know what 'rules', if any, these alternate dimensions follow but time seems to be at a constant flow regardless. This Octavius guy was here for five years, we can determine that, but based on your physical age it doesn't add up if you both came here together." She let out a tired breath, "Unfortunately, that's not even the worst news."

"Of course there's more," Spider-Man muttered, "Let me guess: He's the president?"

"Nothing quite so simple," she said, giving him a wry smile, "We found him in contact with agents of S.I.L.K; Spider-Woman's been acquainted with one of their top agents and you met one of their victims not too long ago with that Maxine girl."

"...Honestly, that doesn't surprise me." He rolled his eyes and sighed, "Octavius was always a little toad, latching onto anyone that would take him; first the Nazis and now whoever this 'Silk' group is. I'm not sure if it still holds up, but back in my time his natural genius was almost unparalleled. I guess he could have offered that so they'd look out for him..."

"A Nazi?" Stars-and-Stripes raised an eyebrow before quickly brushing it off, "Either way I doubt this is a coincidence. Spider-Woman has more experience dealing with them than you do, but this Octavius' connection to the group means that you're involved as well." She looked at his left wrist, "And it might explain where you got that infection. S.I.L.K's been refining the serum ever since they got their hands on it."

"You think that Octavius guy injected Peter?" White Widow asked, her 'eyes' narrowing.

"It's a possibility, though that doesn't explain his lack of symptoms. Unfortunately we can't tell when exactly he had the serum injected to his system, but I think it'd be best if he took the suppressants just in case." She put a hand on the younger girl's shoulder, "But besides that we need to talk about something else, Spider-Woman. Alone." She turned back to look at him, "Are you going to be fine on your own for a few minutes?"

"Not afraid I'm going to leave once you turn your back?" he asked back.

"Sure, if you think you can find Octavius or take down S.I.L.K on your own then feel free. You'd be doing us a favor." She shrugged, "But since I doubt that's going to happen any time soon you better just sit down and wait."

"Yeah, yeah..."

He looked back at the table and focused on the assorted pictures, ignoring the sound of the door opening and closing behind him. He needed to make sense of this, try to understand what was happening, "You're a dead man, Octavius..." He took one of the more recent photos - taken only a few months ago - and stared intently at its contents. Still Octavius, only his hair was styled differently this time.

It didn't matter; he'd recognize that face anywhere and those mangled legs of his were going to stay with him till the day he croaked. He was going to pay for everything once he got his hands on his spindly little neck.

The door opening from behind was followed by the dull thrum of his spider-sense: _**Someone's here**_. Turning around, he was met with another dame in uniform being flanked by the two scientists from before and a few pairs of guards carrying lightshow guns. Despite not having much in the way of bulk it was pretty damn obvious she was in charge...female rights protesters back home would have thrown a parade if they saw this place.

"Is this him?" she asked, the older scientist giving her a nod in return, "Right then..." She stepped into the room and stood in front of him, the others staying by the door and blocking any sort of escape. By the way her eyes were narrowed it was clear she didn't want to be here any more than he did, "My name is Maria Hill. You're the vigilante known as The Dark Spider, correct?"

"Spider-Man, actually," he replied. This dame was trouble: Rigid posture, short brown hair and equally dark narrowed eyes that practically bore into him. He could feel the thrumming grow louder, though not to the point of true danger. It was the same feeling he got whenever he had to talk to Gwen Stacy from back home; she didn't like him, that was clear, "I'm guessing you're here for a reason."

"You have the Lizard serum in your system. Is this true?"

"Yeah, and I got the injection to keep it under the lid. Your point?"

She nodded to the assorted goons at the door and they practically stampeded into the room, most of em rushing to his back. The thrum had turned into a louder beat, "You're coming with us. We need to conduct some tests."

"...And if I say no?"

Multiple clicks from behind sounded out and he could practically feel the barrels of the lightshow guns being pointed at the back of his head. At this distance at least one of them would hit, and he didn't like his chances being on the other end of any of the dynamos in this madhouse.

"I wasn't asking."

* * *

He was shoved into a clear, square container, the door shutting behind him just as quickly as it opened. Turning around, he threw a punch at the glass-like surface and winced as it refused to budge, "It's no use. That's a containment cell specifically designed to hold those with enhanced abilities. Any attack will have no effect," she said, her face never changing even as he threw another punch where her head would have been, "You can continue your futile attacks or you can cooperate and we can get this over with."

"Lady, you got a real twisted meaning of cooperation if you think shoving a gun at someone's head and putting them inside a box is a good idea."

"This is the most expedient way, and in the interest of continuing that I'll make this brief: I don't care who you are under that mask or why you've been empowered, so don't worry about that. You do, however, have something we need."

"Yeah, what's that? Common sense?"

"The possibility of a cure for the serum," she said, just barely keeping her eyes off him to grab a small bottle, "One of the doctors has a theory and we'd like to test it. If it fails then we'll let you out and you and I will never see each other again."

"And if it succeeds?"

"Then we save six innocent people at acceptable risk to you. You have nothing to lose."

Spider-Man turned away and scowled. Her words...she was being honest, he could at least pick that up. Still, he couldn't deny that a part of him wanted to smack her right in the jaw for having her goombas put those guns at the back of his head, _'Not a good idea...'_ He sighed. One of the reasons he was still alive was because he knew when to get up and when to stay down.

And right now he had to crawl on his knees.

"...What's this theory?"

"It's quite possible that one of your abilities is a resistance to toxins," she said, her tone becoming less clipped now that he was 'cooperating', "If so then it's quite possible that we can analyze and replicate it - to a degree, at least - and we can find a cure for the serum. This will also allow us to preemptively counteract any more uses of it again us and others and save a lot of lives."

"You sound like you're trying to sell me something." He scoffed. If she was then she was doing it after stealing his wallet, "Fine, I'll do your tests. What do I have to do?"

A small hole in front of him opened, the bottle she held being shoved through it immediately which he took off her hands, "These are painkillers. Most of the time they disperse from someone's system in a few hours or days, but if the theory's correct then it should be flushed in an accelerated rate. The containment unit you're in analyzes your internal body, so we just have to wait.

"Peachy..."

He took three of the small pills and swallowed, ignoring the slight numbness that he felt. A part of him hoped that they were wrong, but he knew it was a pipe dream. Ever since he got bitten by that spider he'd been changed, and not getting drunk was just the beginning. Maybe it was the price he had to pay for his abilities, but there was a reason why drugs and other narcotics only gave him short bursts of relief before leaving him.

Who knew, maybe it was the reason he healed so quick or maybe the Spider-God just liked to fuck with him.

Fifteen minutes passed before Spencer finally spoke up, "It's...I wouldn't believe it if I didn't see it for myself, but..." He took a deep breath to steady himself before continuing, "Mr. Spider...your genetics are normal, almost oddly so, but if what I'm seeing is correct then our theory is right - You flush foreign substances and accelerants far faster than any human being I've seen. The painkillers should have lasted for at least half a day, and yet they're gone from your system."

"You'll forgive me if I'm not dancing for joy, doc..."

"But that's not all!" he continued, ignoring his rebuke, "We've...I-I don't know to describe it exactly, but here." He turned the smaller screen around and showed him what looked like a green cell, "The serum is in your system, but it's...inert. Like a...benign tumor, if you pardon the comparison. It was so latent we almost missed it, but-"

"What dad means to say is that this is normally impossible," Alistair cut-in, "When the serum is injected into the bloodstream it quickly spreads throughout the body, warping cells as it goes and turning the infected into an inhuman state. But here..." He tapped a few buttons on the keyboard and the image moved, "You can see here it's trying to spread, but whatever is inside your body is preventing it from doing so. It cuts away the infected cells before it can take over, albeit it's not strong enough to expel the base of the infection directly."

"Why would my blood be infected, then? It should have come up as safe." He knew he should have been less frank, but the part of him that stuck his head into books and research made it hard for him to not be at least curious.

"Unknown at the time, but if what I'm guessing is correct whatever antibodies your gifts give you remains only while the serum is in contact with you specifically. When we took the blood from you the infected cells that were rendered inert spread across the now-separated blood." He clicked his tongue, "Unfortunately, with the serum now trapped at the baseline level we can't see how it did this."

"So it's useless." He frowned, "If this 'antibody' you're looking for is inside me then you can't give it to anyone else."

"Not exactly, Me. Spider," Alistair said, "There might be a way we could see the process in action, but the risk is more severe than simply ingesting a few painkillers.

He was about to ask what he meant before the hole opened again, Hill shoving a syringe into the small gap and letting it fall to the floor. Peter watched the it roll towards him, stopping only when it hit his boot, "...Something tells me this ain't another painkiller." He picked up the syringe and stared with narrowed eyes at the green fluid that filled a quarter of the inside.

"The Lizard Serum, at least what we managed to recreate from what we could gather," Hill said, "It's not a large enough dose to force a transformation, but there's enough there to provoke a reaction. Once it's inside your antibodies should purge it from your system and we can gather the data. Once we have the results you'll be free to go, and we'll compensate you if that's what you want."

"You came prepared, didn't you?" He twisted the hypo in his hands. If the kid's memories were right then an overdose of this would turn him into a monster, _'Probably why they put me in this_ cage...' If he lost control then at least he wouldn't kill anyone, that was probably what they were thinking.

"I'm not gonna lie; it's not going to be pleasant, but I can assure you that you won't turn into a monster."

"Little late to be playing the trust card." He scoffed, twisting the cap off and staring at the two small needles. It boiled down to numbers - It put him at risk, but if they extracted those antibodies from him then they could save six innocent people. Pragmatic and...he had to admit that from a impersonal view it made sense. One life for six, though usually the ones he risked were criminals.

Besides, it wasn't like had a choice at this point.

The stinging sensation of the needles piercing his skin was nothing compared to what came afterwards. He could hear his spider-sense blaring, the loud drone almost deafening as he fell on his knees. Just barely he could hear the scientists saying something, but it was drowned out by the sounds of his own screaming and the din of his sixth sense warning him that he was in danger.

 _"I...I did it!" Peter looked at the test-tube excitedly, his hands grasping the glass gently. It took him weeks and he even had to steal some supplies from anywhere he could, but it was all worth it._

 _Finally, he could be more than just 'Puny Parker'. He would show them all._

"How is his body purging the serum? That defense system wasn't there before!" He shut his eyes tightly and used his hands to cover his ears. Too loud, they were all too loud! He needed to shut them up!

 _"Ah. Yeah...right. The gig. Ah, okay then. I'll-I'll see you there, I guess..." Harry mumbled, turning away and leaving the gym as Gwen gave him an odd look._

 _"Girl, you're either a deadly viper assassin or you've got subzero game," Gloria said._

 _"Huh? What?" Gwen looked back at her, a confused expression on her face._

 _"Osborn, you're just gonna let him twist like that? He was asking you out, genius."_

 _The lead of the pencil snapped as he applied too much force to it. Mumbling an 'I have to go', he trudged out of the gym and ignored the heckling of Carl King and his pack of cronies as he passed them by on the hallways. It was easy; they were bullies, jerks who wouldn't amount to anything once they left high school and couldn't push people around to do their work for them. Their days were numbered._

 _But Harry...Harry was one of his best friends, and that made what he did sting all the more. Harry knew he loved Gwen, but apparently none of that mattered to him. He understood why he fell for her, but understanding didn't mean a lot right now._

His fists grew sore as he continued to punch the walls of his cage. The scientists were scrambling, trying to find whatever it is they were looking for while Hill just continued to look at him. A growl emanated from the back of his throat and he punched the glass a final time, the barest traces of cracks finally appearing on the surface and causing the woman to step back slightly.

Good. She knew she was next.

 _It was going to be simple. Once he injected himself with the serum he would become one of the Gifted, no different from the likes of Janet van Dyne or Captain America who used science to become who they were._

 _He could be just like Spider-Woman. He could become a hero, idolized by the masses rather than being a loser who'd never amount to anything._

 _Throwing away the last traces of his hesitation, he pressed the test tube to his lips and drank the serum down._

"What the hell is going on here!?"

* * *

Gwen surprised herself by how loudly she'd shouted, but the sight in front of her was enough to push through whatever uncertainty she had: Spencer and Alistair poring over a terminal, a S.H.I.E.L.D agent standing in front of what looked like a Plexiglas container...

...and Peter was trapped inside, barely moving as he rocked himself in a fetal position.

Cap was the first to say anything, pushing past her and glaring at the other agent in the room, "What the hell are you doing here, Hill?" She asked, looking like she was barely avoiding just openly sneering at the woman outright, "This isn't your operation-"

"It's not yours either, not anymore" she said, looking at both Cap and her passively, "Your task was to take the vigilante in for testing."

"I did that. He's-"

"The only one immune to the serum," 'Hill' finished, looking back at Peter's slowly rocking form, "At that point the variables changed. Don't you understand what this means? He's the key to saving those six people, saving Harry Osborn's victims who your little 'protege' let escape." She glared at her, Gwen giving her own back, "He wasn't given enough to transform him and we knew he could purge it given enough time. The risks were acceptable.

"Jesus Christ, he's just a kid!"

"A kid who killed one S.I.L.K's experiments and who, need I remind you, you fought along with Frank Castle before you unmasked him. The facts don't change just because he's younger than you assumed." She turned to the two scientists, "Did you get the results you needed?"

"No, it's..." The older Smythe shook his head, "The antibodies he uses to purge the serum...it's as if they disappear completely once they accomplish their task." He rubbed his temples and grimaced, "We'd...We'd need to try and extract them from him as they're flushing the serum from his system, it's not something we can replicate on just visual data alone."

"Meaning we need to repeat the procedure-"

"Are you insane!?" Gwen yelled, stomping up to the older woman and shoving a finger at her chest pointedly, "Look at him! You know what the serum can do, what makes you think injecting him with it _twice_ is anything but a bad idea!?"

"I could say the same for releasing a known terrorist who gave the serum to S.I.L.K in the first place," She replied, looking down at her coolly, "You are in no position to judge me. Just because you have Wilson's ear doesn't change facts: You're not a S.H.I.E.L.D agent and you certainly don't have the right to decide what I can and cannot do given the things you've already gotten away with."

"You're _torturing_ him!"

"An acceptable risk to save six innocent lives." She turned back to the scientists, "Give me another dose, the same as before."

Enough was enough.

Gwen grabbed the woman by the collar and pulled her up, lifting her off the floor with her back against the see-through wall of the cage, "Get him out of that cage! _Now_!" She saw the agent's eyes narrow, her lips dipping in a sight frown, but she showed no other signs of caring at the sudden manhandling she was receiving, "I'm not fucking around! That serum's not going to kill anyone else! Open the door!"

"Belay that order," she said calmly, "Spider-Woman has no authority here."

She raised a hand to punch her before Cap pulled her back, "She doesn't, but I do." She tightened her hold on her arm, "Spider-Woman, let go of agent Hill and you can take him away from here. You have my word on that."

"Wilson-"

"Look at him! Even if he is immune to the serum it still affects him either way!" She looked down at his shaking form in pity, "I...We'll talk to Peggy about this, but until then neither of us are going to get involved, is that clear?"

"You're making a mistake-"

"Just let him out." Gwen released her hold on her and stepped back. She'd nearly knocked her lights out, and as ashamed as she was to admit she didn't feel very guilty even if the agent wasn't a criminal. She'd be damned if she let what happened to Peter happen to anyone else no matter who they were. That serum ruined enough lives, adding another body to the pile wouldn't solve anything.

The 'door' (if it could even be called that) to the cage opened and she stepped inside, carrying Peter out with as much care as she could muster. She could hear both of the Smythe's and the agent say something to her, but she blocked their words out. They could have made a speech about how it was completely justified and how it would serve the greater good at some point and she honestly wouldn't have given a fuck.

Gwen rushed outside, crawling up the walls in lieu of taking the elevator, and then broke into a swing once she got out of the building entirely. It was more difficult with Peter hanging off one hand, but she sure as hell wasn't going to leave him anywhere in his state.

She was angry...no, that was an understatement: She was pissed. She didn't know who he was - maybe he was Peter or maybe he was an alternate dimension counterpart like he believed - but right now it didn't matter. That fucking poison took both her best friends away from her, doomed six other innocent people and God only knew what else once that S.I.L.K organization started weaponizing it.

She wasn't going to lose anyone else.

She had dipped low in her swing over a roof when he stirred, moving in a sudden frenzy that caused her to drop him in surprise, "Shit, Peter!" She winced as he landed on the snowy surface of the building. She could only hope he didn't break anything from the fall, "God, shit, I'm sorry!" She rushed to his side and knelt down next to him, "Is anything broken? We can-"

"Get off me."

He shoved her off and stood up shakily, his few steps wobbly until he fell again with a dull thud. Gwen gave another wince and offered him a hand, "Come on, whatever they did to you really fucked you up. Let me help you."

"Like you care..." He swatted away her hand and stood up again, finally finding a sense of balance, "You were the only reason I was 'in there' in the first place. You were the one who told me to get tested, and because of that...I got drug put inside me again."

"Peter, that's not what I-"

" _Stop_ calling me that!" he screamed, loud enough that she almost shrunk back, "That's my name...but the way you say it, you think I'm that stupid kid who died." He laughed bitterly, "That's what this is for you, isn't it? Some twisted try at 'redemption'. You think that I'm your second chance, that if you 'save me' you can take away the guilt because you think you're responsible for an _idiot_ getting himself killed."

"Peter, stop..." She took a deep breath and closed her eyes, her hands shaky. It wasn't his fault. The serum, it must have been affecting him, "That's not why I-"

"Isn't it? You didn't care enough to keep tabs on me before you found out I had a dead kid's face. You didn't take my gun from me and treat me like a damn cripple until you saw what was under the mask." He scowled, "Well you know what? I'm not him. I didn't get jealous just because a friend asked out a girl I liked. I didn't crawl into my bed and cry myself to sleep when I got beat up. And you know what the biggest difference is?"

"Peter, don't-"

"I didn't turn myself into a Goddamn _monster_!"

She knew she made a mistake as soon as she'd done but, but hindsight was always 20-20. Before she could stop herself a hand lashed out, fingers curled into a fist and impacting right where his mouth lay hard enough to make him fall on his side.

Whatever anger she felt dissipated as she looked down at him. He pulled off his mask and coughed, his lower lip split open and bleeding profusely, _'Oh no...I didn't mean-'_ She looked down at her right hand, feeling her guilt worsen at the flecks of blood that lined her white fingers.

His blood. Peter's blood.

He looked up at her, shock and pain clear on his face before he replaced it with a scowl, "...Guess I should have expected that..." He looked away, the blood continuing to drip on the snow covering the rooftop, "That's what it boils down to, isn't it? I can't be who you want me to be, we both know that. So just...just stay away from me. I'll find Octavius on my own, all you have to do is leave me alone."

 _"No...no...no! Leave me...alone!"_

"I...I didn't mean to-"

"Don't you get it?" he asked, voice barely above a whisper, "I'm not _him_. I'm not your friend, I'm not your victim, I'm not your second chance. I'm _nothing_ to you. I'm not-"

"Peter, please-"

"I'm not your responsibility."

Responsibility...Peter's death was her fault, she'd always known it. She didn't need Jameson screaming at the airwaves towards anyone who'd listen, didn't need Aunt May pinning his death on her during a moment of weakness or her dad putting a gun to her head like she was a common criminal. If she'd done things better, if she hadn't...beaten him so severely, maybe there was a chance. Maybe they could have saved him like Harry and the others.

And now...now she was just trying to make-up for everything again, trying to grab for any second chance so she could try and erase her mistakes but ending up right where she started: Using her fists to try and make the problem go away.

She opened her mouth to say something, anything, but all that came was a soft, "I'm sorry..."

Peter...Spider-Man put his mask back on, stumbling to the edge of the roof and dropping from out of sight. She didn't know if he heard her, but even if he did she doubted he would care. Taking a deep breath, she jumped off the other side of the roof and let herself loose in a swing.

* * *

Gwen stared up blankly at the ceiling of her apartment, her headphones screaming a random rock song from her playlist loud enough to deafen most people. The entirety of the small flat was pitch black, a result of a power outage that affected her entire block. Maybe it was because of the snow, maybe they were doing maintenance, or maybe fate or destiny or life just decided she needed one last middle finger to end her day.

The song ended, an equally loud one taking its place a second later. Honestly she didn't know what she was doing, moping in the dark like an emo teenager, but she didn't know what else she could do. Talk to her dad? Out on a case. Cap? Not likely unless she wanted a repeat of their earlier talk about motivations. Rest of her friends? Well first she'd have to deal with the secret identity thing and she really wasn't in the mood to listen to MJ say 'told you so' for the next half hour.

Which left just staring up at the ceiling because the only other alternative left was trying to 'find herself', and she was honestly too tired to try and even begin attempting that.

Her eyes were beginning to close before she heard it: Slow knocking, almost impossible to hear over the din of the music. Pulling away her headphones, she stood up and padded over to the door. Did Betty forget her keys? Nah, she would have heard a lot more complaining and yelling if that happened. Wasn't a burglar either; her spider-sense didn't warn her and you had to be a pretty shitty thief to knock on the front door.

She twisted the lock and pulled only to find Spider-Man on the other side.

"...Spider-Man?" she asked, her voice soft.

"Hey..." He looked down at his feet, "I...is this a bad time?"

"Ah, no, but...what are you doing here?"

"I'm sorry, but...I-I just needed someone to talk to. It's..." He took a deep breath, "Sorry. I know this must be a bother, but you're one of the only people I can trust in this madhouse." He looked back at the dark stairway, "If...If I'm bothering you I'll leave, but...I'd really appreciate just talking to someone, try to get my mind off everything that's happened today."

She should have said something. He trusted her...but he hated her, too. It was...dirty, like the time before she'd revealed herself to her dad. You should tell him the truth, a part of her said. You should tell him to leave, another whispered. It would hurt less if she told him now, hurt less if she just turned him away and made an excuse of being tired and wanting to go to bed.

Instead, she said three words she was sure she was going to regret.

"Yeah...come in."

* * *

 **Done. Again give notes if you noticed any change because of following said bookisms, though likely not cause I'm very unaccustomed to changing things :/ Anyway, sorry if the last half turned really weepy; it's one of those 'it came to me as I was writing' moments and by the time I realized the giant shift in tone it was too late. The next chapter hopefully won't be as wangsty.**

 **On the last bit: Some of you might complain about Gwen socking Noir in the face, but the segment does make clear it was an impulsive action. Her emotions were running high and Noir wasn't helping by pressing her buttons about 65-Peter and calling him a shithead. Ultimately I view it as neither of them being fully at fault, and I hope you guys can acknowledge that and don't think I'm trying to demonize one or the other.**

 **Anyway, we're going to be going to Black Cat (with certain changes due to the S.H.I.E.L.D testing taking place first) next so not much in the way of divergent choices but I do have to ask something: Should I show Gwen and Noir's conversation in the next chapter now that the drama bomb's been dropped or just skip through it? If I do show it, whose POV would you guys prefer? Both Noir and Gwen have their own thoughts on the matter, though Gwen leans more towards character development while Noir leans more towards introspection.**

 **Jony - Considering Harry screwed over six innocent people and tried to murder Spider-Woman, who he knows is mostly innocent, he's got no room to be throwing stones on Noir's actions. Also, answering your questions provided they aren't massively spoilery: Yes we'll see 65-Otto; It's been two weeks since he left, if you can trust his claims; I chose Oct because he was the only villain that remained standing by the end of the Noir run.**

 **As for character appearances: Carol Danvers is no-go cause she's too strong,; Cho and Colson are possible since they work for S.H.I.E.L.D; Wade Wilson is redudnant because of Bullseye; and got no idea who Space Knight is so no go.**

 **Master-Xavier - You're not the first one to think 'body merge', though I wonder why that is considering there are many possible explanations; beauty of comic books and all. Also, no thunderstorm since this takes place during winter and it's not the proper season for it...so I guess you partially made an ass of yourself :P**

 **Depends. Noir's shown unmasking in front of people when he thinks he can trust them, most notably doing so in front of Felicia when she asks him in the end of the original miniseries run. We also see him partially unmask to Gwen in the previous chapter before Glory came in and he covered up again. He might trust Jessica enough to do so, especially given that his spider-sense would warn him if someone's untrustworthy...but of course since Gwen's immune he can't use that on her.**

 **ggboyking - Again with that theory. Anyway, no power boost. Him being weaker than Gwen is one of his main differences, so no level ups for him.**

 **Redentor - Guess you'll have to keep guessing cause they don't know. Either way it's more or less inert as proven in the chapter, so it shouldn't prove too much of a problem.**

 **Esquire-Man - Well it was Eugene's origin story, so of course it'd be somewhat depressing. If you want happy we'll have to look at Kate Bishop or Howard the Duck since their stories tend to be more low-key and zany in comparison. Gwen's also cheerful for the most part, but her plot is getting darker due to being tangled into the S.I.L.K. debacle.**

 **Krolikson - Most likely, yeah. It's pointed out that 616 can tell when someone's bluffing in poker (though this is inconsistent), so Noir would absolutely be able to tell if someone was trying to win a guessing game over him. It actually makes it hard to write intrigue and mystery because the second he talks to a guilty party he'd automatically know they're lying to him and call them out.**

 **Mingyu - No big epic fight, sadly, mostly cause Noir's too pragmatic and knows when to fold em. Oh well, hope the chapter was nice regardless.**


	21. My Responsibility

**Who do you guys think is the protagonist of the story? I intended it to be Noir as the protagonist with Gwen acting as deuteragonist, but I can't help but feel I switched their roles around - Gwen's main plot involves her coming into conflict with S.I.L.K and picking up the pieces left behind by 65-Peter and the Lizard serum. A lot of her chapters - Jessica Jones intro aside - also have more plot developments such as finding out 65-Peter's body is missing, Noir having the serum in his blood, finding out about S.I.L.K's experiments with Mac Gargane and Maxine etc etc. Octavius being revealed as having connections to S.I.L.K also guarantees that she's going to be involved in that as well.**

 **Contrast to that Noir feels sort of...disjointed. His main goal is finding Octavius, but that went into a screeching halt until Gwen ran off to Cap and begged for help on searching. So far many of his segments have a very 'villain of the week' feel: First he got tangled up with Hammerhead, now he's searching for Castle's family (dealing with Felicia and the Hand in the process) and he's going to deal with Bullseye, Castle, Black Cat and Moon Knight later on in addition to some filler villains like Sin Eater, Muse and Jester.**

 **Thing is, he doesn't really have any personal stake in this unlike Gwen who is very much invested in her storyline. There's nothing really stopping him from just deciding _not_ to do any of these things, unlike her who really can't back out now that she's involved. Hell he more or less ran into Maxine at random and killed her without looking deeper on the whole 'Electro' deal.**

 **Likewise, looking at the chapters planned so far it seems like Gwen gets more character development while Noir remains static. Noir started off the fic as a jaded, jerky asshole and he's still one even up to now. Contrast that Gwen starts off as a seemingly infallible and cheerful superhero but as of the latest chapter has become more somber and reflective due to recent events and a lot of her planned segments involve delving into the motivations for her heroics and what she's willing to sacrifice to 'grow up' and keep helping people vs Noir who already received his development in his original miniseries run and instead stays more-or-less the same barring a few concessions.**

 **So what do you guys think? I mean personally speaking I prefer writing Noir to her since I'm better - at least by comparison - with writing douchebags than I am nice guys/gals but I can't deny that Gwen seems to have more plot presence and I may have to make adjustments to accommodate for her supplanting Noir as the intended main protagonist. At the very least I might have to change the title and summary.**

* * *

"Sorry about this..."

"You already said that."

Gwen looked back at Spider-Man sitting on her couch, his figure almost unnoticeable in the darkness. Her powers gave her a lot of things, but evidently night-vision wasn't one of them. It made doing night runs a bitch sometimes, _'Should've asked Ms. Van Dyne for some extra stuff...'_ she thought, carefully stepping over the assorted pile of crap at her feet and hoping she didn't stub her toe or step on Murderface. This crap was awkward enough as it was, she didn't need to add any more to it.

She felt her way through the small living room, the dim light of her phone doing little to help her, mentally cursing at Betty at turning their apartment into the trash of the titans. Granted she wasn't exactly a neat freak herself, but the Scream Queen put her to shame when it came to turning shit into a mess.

"Come on, where is it..." She rifled through the cabinets, tossing what sounded suspiciously like a chew toy over her shoulder as she emptied out its contents, _'Why do we even have that? Not like Murderface ever does anything but sit on his ass and sleep...'_ She shook her head; she needed to focus. As awkward as things were right now sitting in the dark while Pete...while he was almost invisible was worse. She needed a proper flashlight or something.

That and if her dad found out she was alone with a guy in the dark he would have gotten a heart attack, even if she was a kick-ass Superhero.

 _"Why is it you're doing all this, Spider-Woman? Why do you put on that costume every day?"_

 _"I help people, Cap. Do I need any reason besides that?"_

"...Do you need any help?" he asked, voice taking on just a slight tinge of concern as she let out another muffled curse, "I can see pretty well in the dark, I could-"

"No, I got it." she replied, teeth grit in frustration as she opened another drawer. Her dad would have been giving her a lecture right now; something about the value of emergency supplies and always being prepared or some shit like that, "I know I bought a flashlight a few months ago..." She stuck her hand into the dark space and pawed at its corners. She was sure she'd seen Betty use it when she went out as 'Ghost Rider' on Halloween.

 _"Maybe not, but how long do you think you can do this? You're young, you've still got your entire life ahead of you. You could do much more than putting on a mask and being a vigilante, beating up crooks and Supervillains only to get nothing in return."_

 _"I didn't do this for thanks. If I can stop people from getting hurt and put the bad guys behind bars then that's enough for me."_

No flashlight, but she found a couple of fat candles with a nearly empty matchbox, _'Yeesh, did Betty buy these or did the last guys who owned this place forget about em?'_ Shaking her head, she stood and made her way back to the couch, "Hope candles are fine with you," she said.

"Doesn't bother me. I'm used to the dark."

"Yeah, I can tell." She rolled her eyes, propping both sticks of wax down on the table and quickly lighting one of the three remaining matchsticks. They weren't very tall and she doubted they would last long, but fuck it; it was better than nothing, "Speaking of, you might wanna get out of that trenchcoat of yours. You look kinda like a blob wearing that thing and..."

She was stunned into silence when she found his unmasked face looking past her and staring at the table, the soft candlelight illuminating his features, "Uh..." She blinked. What was she supposed to say? Was he trying to go for a dramatic identity reveal? Did he take it off by accident without realizing? She wasn't really used to being on the receiving end of these things, "I...think you took off more than you intended." She made a gesture in front of her face and forced an awkward smile, "I said trenchcoat, not mask. Big difference."

"Doesn't matter. Apparently this face doesn't belong to me, anyway..." he muttered, Gwen doing her best to hold back a wince at his words. He sounded...tired- no, more than that. He sounded like someone who'd given up, "Why, does it bother you? I can put my mask back on if you don't wanna see my ugly mug-"

"No, no! It's completely fine!" she interrupted, waving her hands in an exaggerated manner, "It's just..."

Just what? What was she supposed to day? 'You look just like my dead best friend who killed himself by ingesting some kind of fucked up serum'? 'Your lip is busted up and that's totally my fault so I don't wanna see it and feel guilty'? She knew he had flashes of Peter's memories, he'd admitted to it right to her face, but she didn't know how far those memories went. Did he just remember turning into the Lizard or were there other things? Did he know about Harry and her? Did he remember anything at all before that night at prom? Was that why he came here?

"Just...?"

"It's just..." She bit her lower lip. She couldn't tell him everything, but a little honesty went a long way, "You...look like an old friend of mine. Peter Parker."

"Perfect..." He brought a hand across his face and frowned, looking up at the ceiling and muttering something she couldn't make out. It would have been so simple if he only remembered the Lizard, but his words earlier still rung in her mind: _'I didn't get jealous just because a friend asked out a girl I liked. I didn't crawl into bed and cry myself to sleep when I got beat up.'_

 _'I didn't turn myself into a goddamn monster!'_

She saw him sigh and make to cover his face with the mask before she stopped him, her hand lashing out and grabbing his wrist, "I said you look like him...I didn't say you _were_ him." She let go of his hand, his arm dropping down onto his lap when she backed away, "It's just...I mean the resemblance is weird, sure, but I know he's dead, you know? You're Spider-Man, a Superhero. You're not...

He wasn't Peter.

"Thanks..." He gave her a barely noticeable nod, finally looking her in the eyes. She would've been lying if she said it wasn't unnerving; despite her words it was hard to just pretend he didn't look almost identical save for his injuries.

...One of which she was responsible for.

"So..." She sat next to him, making sure there was enough distance between them to avoid any awkwardness, "Any particular reason you came to visit? And would it have anything to do with that new battle scar you're sporting?" She winced. Maybe it was because her dad always told her to be honest but sometimes she had trouble beating around the bush and just got to the point, "I mean...well, you know."

"I don't, actually." His mouth tugged up in a compressed smile, "I just...I guess I needed someone to talk to. Today's been...well, it's been real bad. Back home dealing with the thugs and wannabe kingpins was easy compared to this."

"Fucked up day, huh? We all have one of those." Her eyes gravitated to his most recent injury and she felt another bubble of guilt well up, the fingers of her left hand shaking before she gripped onto her shorts tightly. She'd lost her temper, that was all on her, but even admitting it didn't do much to make her feel better. Was she pissed at him calling Peter a monster? Yeah, but it didn't excuse it at all. Peter made his choice, and while she mourned him she couldn't put him on a pedestal like Harry did. He was a human being and he made mistakes just like everyone else.

 _"Are you doing this to help people or is it because you feel guilty for Peter Parker's death? Because that blowhard Jameson smeared you for two years and you want to prove to everyone that you're innocent?"_

 _"I don't care what he thinks about me. I...I put on this mask and go out every day to help people."_

"I..." He leaned back and looked at the ceiling, "I dunno...truth be told I probably shouldn't have come here. You look like you're about to go to sleep." He gave a sideward glance at her oversized shirt(one of her dad's) and shorts, "Like I said I don't really know anyone in this madhouse, so I thought...I guess I just wanted to do anything to take my mind off what happened earlier."

"You mean that wound?" she asked again.

"What, this?" He traced a gloved hand through the tear and gave a weak snort, "I've gotten worse ever since I got dropped in this place. Hell, if I remember right when we first met you saved me from dying after little miss lightning bolt cooked most of my chest like barbecue." He shook his head, "I heal fast when I go to sleep so it'll be gone soon enough. Takes more than a fall down the stairs to shake me up."

 _'A fall down the stairs?'_ Her brows furrowed together. He was hiding it from her, trying to play it off even though she could still see traces of dried blood at the edges of the cut, "Looks more than something you'd get from tripping."

"We all have accidents." He shrugged, "Like I said it'll heal soon enough-"

"Cut the crap." To his credit he didn't seem put-off by the sudden interruption; more surprised than anything else, "Look, just...I'm not a little girl you have to baby. My dad was a police chief. He didn't come home with gunshots or anything, but I could tell his work really got to him and one thing that pissed me off more than anything is when he'd make some crap up about how it was 'just a long day' or 'he has to file a bunch of reports' or some other shit. You came here to talk, so talk."

 _'Yeah...big words coming from someone lying right to his face. Spider calling the other spider black, much?'_

"If you insist." He sighed again, though she saw what appeared to be a relieved smile before it quickly faded, "I...got into an argument with Spider-Woman. Can't tell you what it's about, mostly cause it barely makes sense to me either. But..." He closed his eyes for a couple of seconds, "I don't even think it was just that. We've never really gotten along; this was just the straw that broke the camel's back, really."

Well... _that_ certainly sounded nicer than 'I hate her and never want to see her again'. She couldn't tell if she was relieved he seemed to be taking it so well or worried because he didn't seem to give much of a shit that she'd punched him right in the face.

 _'Can't just do nothing.'_ She stood up and made her way to the bathroom, grabbing a small basin of water and a washcloth before trudging back to the couch, "Face here and keep still," she said, him giving her a confused look in response, "There's blood on the wound and I'm pretty sure you haven't cleaned that thing since you got it. Super healing or not it's better we make sure it's not infected, don't you think?"

He looked like he was about to argue for a second before he eventually nodded, scooting closer to her so she could reach easier. Gwen raised a hand hesitantly, her fingers brushing across a few of the lighter bruises before eventually settling on the wound at his lip. Looking closer it was definitely nastier than she remembered now that there wasn't a torrent of blood to block the injury.

 _'That's your fault'_ , a voice whispered at the back of her head, _'You were the one who lost your temper.'_ She grit her teeth, _"_ I know that..." she muttered to herself. Taking a deep breath, she dabbed the cloth into the water before raising it to his face.

He gave a soft hiss as the wet cloth made contact, his head nearly snapping back if not for her other hand holding it steady, "Just hold still." She dabbed the cloth at his mouth gently, his head giving another small shake before he eventually calmed. He didn't seem to be in pain; more shock than anything else. She got the distinct feeling he was used to just covering up his wounds and letting his healing factor fix them on its own.

She was quiet as she cleaned the wound. His flinching eventually stopping and he closed his eyes, leaning into the cloth with a soft breath. She wasn't doing much - just cleaning up the dried bits of blood - but she knew that sometimes that was enough. It didn't do much to assuage the feelings of guilt that she had, but that was about as much as she could expect.

Her thoughts drifted back to Peter despite her best efforts. He was always bullied at school, always being put down even when she or a few others tried to help. Carl King would give him a black eye or Sally Avril would start a new rumor smearing him just because they were both bored that day and he was an 'easy target'. Trips in and out of the principal's office didn't do much and after a while he'd given up hope of ever being able to fight back.

She remembered patching up his wounds, putting make-up on his face to cover the bruises and cuts. Aunt May and Uncle Ben knew he was being bullied, they'd done their best to put a stop to it, but he'd always insisted on the charade regardless. When she'd asked why he always told her it was because he didn't want to worry them, but now she wondered if it wasn't because he didn't want to be pitied. Didn't want to hear one of King's lackeys mocking him for how 'Stacy was more a man than he was'.

"...What do I call you?" she asked, hands lowering as the last traces of blood finally disappeared, "I mean, do I still call you Spider-Man or-"

"Ben...you can call me Ben." He wiped away the final bits of water and mumbled a 'thank you' to her, "It's my middle name. Never used it before, but I figure it's better than who Spider-Woman thinks I am."

Peter Benjamin Parker...sometimes she figured the world just hated her sometimes.

"Do you hate her? Spider-Woman, I mean." Gwen asked, her voice shaky. It was a stupid question; he'd made his feelings clear about her alter-ego ever since she'd taken that gun from him. He didn't like spending time with her, resented being forced to adhere to her own methods and at times he sounded a hair's breath away from just leaving her watch altogether. Sometimes it was a miracle when she could get him to talk without sounding like he'd rather be anywhere else.

"...I don't know. It's complicated." He brought a hand through his hair, releasing an exhausted breath not long after, "She's...what she's doing is admirable. Where I come from it's- no one sticks up for anyone. I told you before, it's much easier to keep your head down and keep to yourself. You stick a hand out it's pretty damn likely someone's gonna cut it off or drag you down with em, but she keeps trying to help people even when they're ungrateful shitheels."

"I'm sensing a 'but' in there."

"Yeah, I guess so," He clicked his tongue, "What she's doing is great, but it's not for me. She wants to live in a world where no one has to die, where the bad guys serve their time and then they try to make up for what they've done. It's dumb, but I can see why she'd want to think it was possible. She's an idealist, and those are a dying breed back where I come from. You either toughed it out on the streets and learned to look out for your own or you got swallowed whole. There ain't much room or heroes."

"Why not?" she asked back, "I mean, the world's not sunshine and rainbows but it's not a post-apocalypse out there. There's government, police and whatever. We're not savages who club each other and take what we want. There are rules and lines we all have to watch out for."

"You really think that?" He scoffed,"If everything worked the way it was vigilantes like me or 'Superheros' like her wouldn't be needed. A criminal tries to extort your business and you call the coppers so they can take care of it no questions asked. No one would need me to bust them out of being sold as prostitutes in some piss-stained subway or her to stop freaks like Vodkalky from throwing cars at them."

"She's just trying to help the police. They can't be everywhere at once, and those Supervillains are something fucking else."

"You don't need to convince me that they're freaks; and I know about freakshows more than most people." he replied, "It's just...she's striving for an ideal, and I can respect that, but she keeps trying to make sure everyone follows how she thinks the world should go. She's so damn convinced that she's right and that anything that goes against that is wrong. Only idiots deal in absolutes, that one thing's always right and the other's always wrong."

 _"You say that, but you refuse to tell anyone the truth. You keep what really happened with Peter Parker under lock and key and take Jameson's slander even when you can disprove it with a single word. Why?"_

 _"Because this is bigger than me! I'm wearing a mask, I can take whatever shit Jameson or whoever throws at me! But if I release that data...Cap, do you have any idea what would happen to the Parkers? How devastated Ben and May would be once they found out that Peter turned himself into a that..that thing? He's gone, Cap...maybe he's back from the dead or maybe Spider-Man's some guy from another dimension, but he's dead and buried as far as they're concerned and I don't want to dig him up just to fix my reputation."_

 _"So it's better they keep blaming you? That half the city considers you a murderer? This isn't a right or wrong situation, Spider-Woman. Sometimes you just have choose between two shitty situations."_

"Killing people's the answer, then?" she asked, her voice taking on a harder edge.

"Not all the time, but neither is keeping every murderous bastard alive and letting them take another life when you can't just slap cuffs on em," he answered, lips dipping into a slight frown, "Some people just take and take and take; they don't care who they crush under their heels or how many lives they ruin just so they can get a little more money or influence. What happens to those people if the system doesn't work?"

"You sound like someone who's seen it with his own eyes..."

"That obvious?" He sighed, "There was this guy...I told you about him before. Called himself Osborn, propped himself up as the king of the crime families back in...back at home. Him and his freakshows had everyone under their thumb: Doctors, mayors, lawyers...you name it, he had _everyone_. People knew he was the one burning down buildings with people still inside for insurance or killing old men just for speaking out."

"This sounds personal." Her eyes narrowed when he looked away, lips pressed into a thin line. Shelving any hesitation she felt, she put her hand atop his and squeezed gently, "If you don't want to tell me that's fine, but I'm all ears."

"Yeah..." His hand twitched. She wondered for a quick moment whether he would shake her own off but it eventually became still again, "My uncle - more my dad, really - he was an activist. He fought in a war, and he threw away his medals cause he thought getting patted on the back for killing people wasn't something to be proud of. So instead he got on a soapbox, railed against the sweatshops taking advantage of those who couldn't afford any better. He screamed loud enough and eventually people took notice; three of those labor camps got shut down with more on the way."

Gwen felt a sinking feeling in her stomach. He'd mentioned his uncle was dead before...

"Eventually the bastard who owned the place had enough. He sent Osborn and his freakshows to get him. He was out helping a neighbor with some repairs, and when he came back..." He took a deep breath to steady himself, "I'll spare you the details, but lets just say they didn't give him the dignity of a quick death. When I saw him...I thought they let the dogs feed on him, but the truth was even more disgusting than I thought."

"I'm not a kid, you can tell me if you want."

He looked at her silently for a minute before nodding, "Osborn was part of the freakshow as a kid. When he killed his jailers he took the rest of the circus geeks with him; his own personal band of freaks and misfits. Besides his enforces they were his most loyal goons: Kraven the animal tamer, Chameleon the face-changer and finally Adrian Toomes, the Vulture. It doesn't take a genius to know why he was called that."

 _'Toomes? Is everyone in on this alternate dimension bullshit?'_ she thought, her thoughts drifting till she caught his last words, "Wait, do you mean he..." She suddenly felt the urge to vomit when he saw his grim nod, "Oh, God..."

"Told you it was disgusting," he said, his smile forced, "I would have preferred it if it was just dogs; at least then he wouldn't have gone out being eaten alive by that freak." She felt his hand shake, "I found him in the warehouse. They just...just left his body there to rot for anyone to find. I didn't believe it at first; it was just a few hours ago that I'd said bye to him and made plans when he came home. Seeing that was...well, I don't have to explain, do I?"

"So..." She swallowed, trying to calm the butterflies in her stomach. She was no stranger to trauma - the disastrous night of prom and her dad being attacked by two Supervillains came to mind - but the thought of someone's dad being eaten alive was something else, "So, that's why you...you know?" _Kill people_ , she wanted to say, but it felt difficult without a mask to cover her face.

"Partly..." he replied, "It's not just that. I told you before about this guy I knew, Urich, ended up being a junkie. Well, he had pictures on Osborn and his little club of freaks. He'd bring them over to him, use it to blackmail the guy out of a few bucks so he can get his next fix. I saw him when I attacked Osborn's office." He shook his head, his expression bitter, "I could have ended it right there, snapped Osborn's neck. Hell the bastard was even goading me to do it, told me that threatening him to stop wouldn't work. Like an idiot I didn't do it and Urich ended up dying."

"What do you mean?"

"Apparently my little show 'inspired' him or something. He was going to blow the whistle, release every file and picture he kept on him to take down Osborn and the rest of his connections. Osborn found out and..." He raised his free hand and mimicked firing a gun, "Found him in his apartment. The body was still warm by the time I got there, and the coppers I called thought he just stiffed his dealer and got shot in a mugging. It was Osborn's fault, of course, so if I just snapped his neck right then-"

"Bullshit."

Ben glared at her for a moment, the expression quickly melting to something calmer, "...You sure about that?"

"I am. Look." She sat up straighter on the seat and turned to face him fully, finally letting go of his hand, "I'm sorry your friend died, I really am, but you can't just use that to justify doing bad things. Bad guys do bad things, that's not something you can control. You do the best you can, that's the only responsibility that you have. You can't blame yourself for your friend's death or what that Osborn guy did."

"You practice that speech in front of a mirror or something?" He rolled his eyes, though the barb lacked any real venom, "Results speak for themselves: Osborn died in the end, and if I just snapped his neck then and there Urich would still be alive. He'd be a hypocrite and a junkie, but at least he'd still be breathing. Maybe it's not my responsibility, but I'm not wrong."

"That's not-"

"Besides, if you wanna talk about responsibility you're better off giving that speech to Spider-Woman."

She blinked, "What...What do you mean?"

"I've seen the Bugle's papers. They called her a murderer, the one who killed your friend Parker. You believe that?" She could only shake her head in a 'no'. She didn't know what to say, "I don't either. I...well, I've seen her and she wouldn't be able to kill someone begging for death, let alone a kid who got in over his head. She's not the one who cost him his life, but still..." He shrugged, "She acts like she is. If I'm not responsible for Osborn killing Urich then she's not responsible for his death."

"...Why are you telling me this?"

"Because you're her friend, at least that's what I have to assume. You seem to know more about her than some random fan." He made a circular gesture with his fingers, "She and I ain't exactly on speaking terms, as you can tell by the little parting gift she gave me." A hand tapped the healing scar on his lip, "I dunno what her relationship with the kid was, but it's obviously weighing on her. She saw my face a couple weeks ago and she was convinced that I was her second chance. That she could use me to make up for something that isn't her fault."

"It's..."

"I get where she's coming from, but trying to dig up dead bodies never gets us anywhere. The kid's death isn't her responsibility. I know he was your friend, but when it comes down to it the only one responsible for our actions is ourselves. We can blame others as much as we want, but we're the one who ends up making the choice. I admit it's tempting just pinning Osborn for everything, but I'm not a dog. Every life I take it's because I'm the one who pulls the trigger."

 _"I know you think you're responsible for Peter Parker's death, but how long are you going to carry his cross? Are you doing all this because you want to help or because you want to try and assuage your guilt even though it wasn't your fault?"_

 _"Why can't it be both? It doesn't matter, does it? I'm helping people-"_

 _"Are you? Gwen, look at the news: How many people do you think actually stay in jail once you're done webbing them to the wall? Their victims don't stay behind to testify and no matter how much the public's opinion turns around in the eyes of the law you're still a criminal and a vigilante. Any decent lawyer could just use the 'Spider-Woman defense' and let these men and women off with a slap on the wrist."_

"That's..." She bit her bottom lip, her hands shaking.

"Sorry, I didn't mean to upset you." He sighed, "I was the one who came here, but I'm insulting your friend. Could we just...change the subject? Something a little lighter to try and take our minds off things."

"Yeah...that's a good idea."She looked down at her lap and away from him.

First Cap and now him. It was so simple at first: She'd freaked out when she first got her powers, but that was quickly replaced by curiosity and a desire to just have fun. Then her dad convinced her to do good in-between the fun and games and after Peter died...she spent half her time dodging the cops and the other half taking down criminals when the police weren't around.

Now even that was being questioned, being taken from her despite how much she tried to hold onto it.

"What were you listening to?" he asked, causing her to look back in confusion, "You know...this thing..." He gestured to her smartphone, the screen showing that it was still paused in the middle of her current song, "Never saw something like this back where I came from."

It was an abrupt change of topic, but she could appreciate it anyway.

"Oh...well, it's a rock song. Band's called Nirvana..." She plugged one of one of the earphones on her left ear, offering him the right one which he accepted reluctantly, "I told you before I was in a band, right?" He nodded, brows furrowed as the song started up again, "I always loved rock music. Some people think it's weird, but fuck em. There's just something about the tunes and beats that gets to me."

"And you call me a 'nerd'." He winced, looking about ready to snap the earphones off when the chorus started, "...How the hell can anyone listen to this? It sounds like a gorilla beating on drums."

"Word you're looking for is rockstar, and if MJ has her way we'll be selling Platinums before we hit 25."

She held back a laugh as the next song started, a loud, metal scream blaring in her ear and nearly causing him to jump off the couch altogether, "Alright, that's enough." She could be cruel, but she wasn't heartless. She pulled the headphones back and turned the music app off, Ben giving a sigh of relief, "I take it rock songs aren't your thing?"

"Guess I'm more a jazz guy. I listen to music to relax, not...whatever the hell that's supposed to do to you."

"Hey, this can be relaxing!" she said, ignoring the raised eyebrow he gave her in response, "No, seriously. Just cause it's loud doesn't mean it's bad. The tune, the rhythm, hell even just the beating of the drums; shit like that. It's why I got into drumming, you know?"

"You told me you were a skin tickler before, though I've never seen you play," he said. Gwen had to resist the urge to ask what the fuck 'skin tickler' meant cause it sounded like a weird innuendo to her, "If you can find fun in it then go at it, I guess. Better than getting high on floor polish."

"Nah, Glory has a strict 'no drugs allowed' clause for band membership. She doesn't want us to burn out and turn to those prima donnas getting coked up on TV all the time. Besides, MJ's enough of a diva for all four of us." She snickered, "Hey, you should go to one of our concerts. I could probably get you a ticket; it's not like we're selling out at Times Square, so another head wouldn't be too much.

"If your music's anything like those songs you had me listen to then I should probably bring earplugs..."

"...Ass."

He laughed, the sound both alien and familiar coming from him. He sounded just like- _'He's not Peter.'_ She let out a soft breath. Whether he was from another dimension or not he clearly thought he was different; it was unfair for her to use him as an outlet for her guilt...her responsibility.

 _"...What do you want from me, Cap?"_

 _"Gwen, your gifts are something rare. I'm not saying you're the only Gifted in the world - heck you're probably not the only one in New York - but so many people abuse their abilities or they keep it under wraps because they don't want to stand out. Whatever your intentions you're trying to help people, but what you're doing...it can't last."_

 _"So what do you suggest?"_

 _"I want you to join S.H.I.E.L.D. If not as an agent then at least as a sponsored hero. You can do more good when you're legitimatized and criminals you leave for the police have less of a chance of using 'Assault by a vigilante' as an excuse to just walk out and keep doing the same things they've done before. If you'll just-_

 _"What, throw the Parkers under the bus? Out Peter as the Lizard?"_

 _"Tell the truth. Right now you're a criminal, and any attempt at trying to join S.H.I.E.L.D while you're still considered under questioning will just get laughed at. Once everyone knows you're innocent you can do more, save more, than you can right now."_

She still had issues with the way he did things, but whatever problems she had with him were just that: Problems she had with _him_. Not against Peter, not because of her lingering guilt, just Spider-Man.

They spent the rest of the night just talking, bouncing from one topic to another even when the candles finally faded and the battery of her phone died. There were some things she already knew: He loved science the same way she loved music, loved the discovery that came with solving an equation. Besides that, though, there were some things she definitely didn't expect; like a love of wheatcakes or a passing interest in horror stories like Frankenstein and Jekyll and Hyde.

She told him about herself...well, as best she could given the circumstances. A part of her wanted to tell him, just admit that the costume and his gun was in her backpack a few steps away, but she couldn't. She didn't know if it was fear or just plain old paranoia but she couldn't muster up the courage to admit it.

She felt her eyes drooping after a while, the fatigue of the day's events and constant patrols finally catching up to her. She'd fallen asleep before she knew it, and by the time she woke up the sun was shining through the windows.

"Ben...?" She rubbed her eyes and looked around, but found no one, "Guess he must have left..." She swung her legs over the end of the couch, casting off the blanket draped over her and trudging to the kitchen. She didn't know if the power was back on and she was starving; maybe she could find something to tide her over before she went on her daily patrol and work shift.

It didn't take her long to see the plate of flapjacks sitting on top of the table with a handwritten note next to it. Giving one more look around to make sure she was alone, she picked up the note and began to read.

"Thanks for dealing with me last night. Sorry if I bothered you, but it did help clear my thoughts. Ever since I got to his madhouse it's been one thing after another. I never really got a chance to just sit down and talk to someone."

"Maybe I'll see you again- that is, if it's okay with you. If not then thanks, I appreciate you putting up with me for even one night.

From: 'Ben'

P.S. Good luck with your bodega work. Cooked you a light breakfast to help you get started.

She put down the note and smiled, the gesture bittersweet. She was glad he seemed to find some satisfaction from their rambling, but it didn't change things: He still (sort of) hated Spider-Woman, he still wanted nothing to do with her half the time and she wasn't any closer to figuring out just why he had flashes of Peter's memory and why he had the serum in his bloodstream (even if he was supposedly immune to it).

And of course there was Cap's proposal.

 _"I...I can't. The Parkers deserve better-"_

 _"So do you, and they deserve the truth, don't you think? Look, I'm not asking you to do this right now, but you can't sit on that data forever. At least talk to the Parkers, get their opinion on it if you want, but you can't just plug your ears and keep going. If you want to help people, sometimes you have to give up some things you might not like."_

With a sigh she sat at the table, digging into the doughy bread mindlessly, _'If I want to keep helping people I gotta fuck over the ones I love?'_ She shook her head. The comics she read never had the hero getting this much shit piled on top of them, that was for damn sure. Why couldn't she just arrest the bad guys and leave the rest to the justice system? It would have been much more simple.

She took a deep breath and lowered the finished plate. She didn't know what to do, but Cap was right about one thing: She needed to talk to Uncle Ben and Aunt May. If she was going to make any decision then she needed to run it by them first.

It was just as much their responsibility as it was hers.

* * *

 **Found a new cover page online :D I'll probably change it eventually, but I wanted everyone to see it first.**

 **Anyway...that convo went on way longer than I intended :/ Had to split the chapter, mostly cause I planned for Noir to have a convo with Bullseye then Castle and the word count would get too bloated for a single chapter considering we reached over 6k without the beginning and ending AN. Black Cat for next chapter, I promise...or at the very least Black Cat lead-up for the next chapter dependent on how long his talks with Castle and Bullseye go.**

 **No story questions for now besides the one in the beginning AN :)Here's a more general one: Is everyone okay with the word count so far? It's hard to find that perfect balance between being too few and too much. Likewise is the update rate alright with everyone? Some people have suggested I slow down and I might do so now that school requirements are coming in.**

 **Also, is everyone okay with the lack of fight scenes? I'm not very good at/don't enjoy writing them so I try to put them off as much I can. I'll be putting some in during the Black Cat arc, so for those longing for the mediocre combat segments can rejoice ;)**

 **Zapper3000380 - Temporary. It's made clear in the chapter that he automatically purges the serum and given the drawbacks that turning Lizard has he'd be absolutely boned if it was permanent.**

 **Master-Xavier - Not sure if she knew beforehand or not since she only called him by name after he took it off. As for the suppressant: Noir's pretty reliant on his spider-sense whether he knows it or not. It didn't say it was dangerous, and considering it pings him whenever someone's lying or even intending something remotely negative he sees no reason not to do it. It's also part of the reason he trusts 'Gwen Stacy' so much - She never registers even a single ping, so he assumes there's nothing wrong with giving out personal details.**

 **As for the compensation, nothing really. Hill likely assumed he'd want money and Noir wouldn't have demanded anything since he doesn't really trust S.H.I.E.L.D and only complied with their demands like the suppressant out of pragmatism. If she succeeded before Gwen came back she would have gotten the antibodies, given him a wad of cash and called it a day.**

 **Selias - Never, because he knows his limits and figures he can't. That and S.H.I.E.L.D may be morally gray but they're the closest thing to an organization of 'Good Guys' in the world due to lack of Avengers.**

 **Krolikson - Hope that misery tastes good for you :[ Anyway, like I said Black Cat next chapter since this got bloated.**

 **Ugh - Still can't log in? Also, not sure about Noir getting more focus since Gwen has equal if not more POV segments than he does and like the beginning AN states she has more character development and plot-importance than Noir due to the 'fish out of water' role he has in the plot.**

 **Red Skull's difficult because, while he's no slouch in combat, his main strength are his resources, planning and control of HYDRA. In a straight-up fight I can see Gwen or even Noir winning whereas if they fight against HYDRA you'd need large leaps to justify S.H.I.E.L.D not immediately swooping in and taking care of it for them given how invested they are in stopping Red Skull...if he even exists in Earth-65.**

 **Besides, I think Matt Murdock and S.I.L.K count as A-list villains at this point and both Gwen and Noir come into conflict with them for their own reasons. I also have another A-list villain planned, but that's a spoiler so I'll keep it secret for now.**


	22. The Defenders

Sometimes Peter wondered how things would have gone if he'd never went to the docks that night.

He'd never been one for 'what-ifs'. Uncle Ben told him that life was too short to spend on thinking what could have been: 'If I'd done anything else', 'maybe I could have changed things' or whatever else came to mind. _Everyone had regrets_ , he'd say, _if we spent all our time wondering what we could have done better we'd never get anything done._ It was how he lived his life; acknowledging his failures but accepting that what's done was done and just trying to do better with what came next.

Still, Peter couldn't deny that he didn't find it so easy to follow his uncle's advice. He'd spent days going over what happened to Urich in his head, wondering what would have happened if he didn't assault Osborn's office like a deranged ape. Would he still be alive? Would he have 'redeemed' himself or would his habit have killed him anyway? Life wasn't a fairy tale, and the heroin's grip on him was tight. Just feeling bad wouldn't have changed the fact that he was a damn junkie who'd always need his next fix.

At least that's what he told himself. It was easier to put the guilt behind him that way.

Felicia and Robbie were harder to ignore, harder to pretend he wasn't responsible for. Robbie had tried to warn him about Octavius, railed about the bastard's inhumane experiments and the way he looked at Negroes like they were sub-human, and he didn't listen. He'd pushed Felicia to ask Crime Master and she paid the price for it. Maybe if he'd just listened or left well enough alone they'd still be alive; Robbie wouldn't have turned into a vegetable who could barely eat by himself and Felicia wouldn't have been forced to isolate herself because of the lingering scars.

And just maybe he wouldn't have been trapped in this madhouse.

He shook his head as he continued to trudge up the stairs of the old building. For every action there was an equal and opposite reaction...he doubted Newton had this in mind when he came up with the theory but the facts spoke for themselves. If he never got his 'curse' then Osborn and Octavius would have kept going and all those people that they stepped over would have never gotten justice...but in the end someone had to pay that price whether it was him or someone else he cared about.

 _"This is your fault! That...That monster attacked my father because of you! Brock's your responsibility!"_

And now he was stuck here with no way out.

 _'He better be here...'_ He looked down at the crumpled paper in his hands and sighed. He had no idea how Bullseye figured out where he was staying, but the paper knifed to his door with an address and literal drawing of a bullseye didn't leave much room for doubt. It wasn't as if he hadn't met the deranged vigilante before, but usually it was a chance (or so the older man claimed) meeting in an alley or abandoned building somewhere. He definitely wasn't expecting him to invite him to his home.

 _'This is the place.'_ He looked up at the thick wooden door, the surface bare save a crude '307' scratched onto the upper center. Already he could hear his muffled voice inside and Peter could only hope he wouldn't walk into another donnybrook. He couldn't deny he owed the guy a lot, but that didn't mean he had to be happy about it. Beggars couldn't be choosers and he wasn't exactly swimming with options.

He raised a hand and knocked, tapping the wood three times before an excited "Come in!" sounded from inside, followed by what sounded like moaning. Peter grimaced and only hoped that he was wrong about what was happening inside.

The good news was it wasn't what he thought it was. The bad news was that he wasn't sure if what he saw was better or worse than what he originally thought.

Bullseye was inside, as expected, but rather than a naked dame the moaning was coming from a guy in a loose suit tied to a chair, small drops of blood splattered across the floor. Just barely he saw the guy look up, his gagged mouth letting out another frantic moan at his arrival before a sack covered his head and the chair was tossed into the ground without a care.

"Spidey, buddy! There ya are!" Bullseye came up to him, giving the vigilante an uncomfortable and most definitely unwanted hug. Peter could make out the stench of blood on him, see the flecks of crimson on his hands and cheeks, "Man, how long has it been?"

"A couple of days. You know that." He pushed him off somewhat forcefully and let out another sigh. He supposed he should have been shocked, but any surprise he had packed up and left months ago when he saw the blind guy dressed like the devil, "Do you have what I need?"

"Huh? Oh yeah, yeah, sure!" The blonde smirked and whistled made his way to the other room, stomping on the man's hands as he passed and eliciting a sharp cry of pain.

Peter's eyes narrowed and his fingers twitched. Bullseye was a sadist, that was clear for anyone to see. He laughed when he threw those cards, grinned when they cut open skin and the people screamed from the pain. A year ago he would have assumed he was no better than a common criminal, but the world wasn't as easy as black and white; even though sometimes he desperately wished it was.

He made his way to the squirming figure and grabbed the chair, lifting it up till he was upright again. He had to admit a part of him was still tempted to punch the guy right in his smirking mouth, but it wasn't that simple. He'd known him for barely over a week and already there was something stopping him: He only targeted criminals. Maybe he belonged in an asylum, but Spider-Man wasn't going to be the one to put him there. At least so long as he kept his targets focused.

He saw the figure struggle, trying to escape his bounds and saying something he couldn't understand. Maybe he was pleading for mercy, maybe it was threats about how he 'didn't know who he was fucking with' or whatever else came to mind. Gangsters, criminals, politicians or lawyers; when the chips were down they all pulled out the same cards and bluffs. Didn't matter if he was in this madhouse or not, at least that didn't change.

"See you're making friends with Ethan here!" Bullseye said as he sauntered back into the room, a covered package held in both hands, "You gotta excuse this guy, Spidey. He's a...how do you say it? Oh yeah: 'An entitled shithead'." He dropped the package onto the table and placed a hand on the man's shoulder casually, "Daddy's some kind of senator and he thinks because of that he can get away with anything he wants." His smile widened, "Always _love_ proving em wrong."

"...What did he do?" Peter eyed the package at the table. Everything inside was screaming at him to just take it and go, but he could never really abide a mystery he had no answer to.

"You want a list? This guy's been all over the block. I'll shorten it down to the shit he just did this week: Killed a cop for trying to put him in jail followed by a little rape and pedophilia on a little girl named Nancy." He took out a knife from his back and stabbed it between the guy's legs, the blade cutting through the fabric of his trousers and almost hitting his third leg, "I'm gonna take this slow. It's not every day you get a bastard like this."

"...Let me talk to him."

Bullseye gave him a questioning look before shrugging, taking off the sack covering his face and the stained handkerchief that kept him gagged. Even through the bruises and the messy hair it was easy to see that the guy was good looking; definitely someone who was from a higher breed than those slumming it out on the streets. He knew from experience never to judge by appearances, though. Having the face of an angel didn't mean you couldn't have the mind of the devil.

"Did you do it? Did you kill that cop and rape that girl?" he asked, forcing the injured man's head up to meet his gaze. Bullseye was always right, so far at least, but he couldn't just leave without making sure.

"Of course he's lying!" he replied, lips parted in a sneer, "I never killed any cops and I sure as hell wouldn't touch a little girl! Why the fuck would I!?"

 **Liar.**

Peter scowled and let out a frustrated breath. Bullseye was telling the truth, as expected. If he had any doubts he wouldn't have kept in contact with him beyond their first meeting, "...You've got a terrible poker face, pal." The man's eyes widened as he turned away, grabbing the bundled package and trying to block out Bullseye's giggling, "Good luck with your little one on one-"

"Wait, wait!" 'Ethan' struggled in his seat and looked up at him desperately, "It's not my fucking fault, alright!? That guy shoulda known the score! I warned him, told him that if he kept pushing there'd be consequences! Ain't my fault he didn't listen!"

No buzzing...he was telling the truth. Peter looked back and raised an eyebrow, "...And the girl?"

"She...her mom and dad offered, for Christ's sake! I didn't go out looking to fuck little girls!" **Liar** , "If you wanna make someone pay for what happened to her then you should look for her parents! Hell, I'll point you to em both if you-"

"Already know where they are, buddy boy." Bullseye shoved the handkerchief back in his mouth, "Little Nancy's with the police and an old friend of mine, so you three are going to get to know me _very_ well when I bring both Paul and Andrea here for putting their little girl through hell." He pulled out another knife and stabbled it through his thigh, earning another high pitched squeal, "Then I'm coming for your dad, gonna make him pay for covering up for all the shit you did. It'll be one big happy family."

"What do you plan to do when you're done?" Peter asked, already dreading the answer.

"Mmm, I dunno," he said, dragging the last word out and playing with the embedded knife like it was a toy, "They've tried to pile a case on this guy and his family for years now but they always managed to dodge the bullet. My buddy thinks they can get that little girl to fess up, but really I'm just tempted to slit their throats and dump em all in the river. Always wanted to get some mileage out of those cement shoes I bought."

 _"Bad guys do bad things, that's not something you can control. You do the best you can, that's the only responsibility that you have."_

"Try to build a case. I know it's tempting to just kill these bastards and let God sort em out, but let em stew in the big house. Guys in prison just love politicians and pedophiles." Bullseye looked unconvinced. Sighing, Peter grabbed the knife stuck between the the rapist's legs and pressed it against his shivering neck, "And if he or any of his buddies get out early on 'good behavior' then you can feed em to the fishes."

Let the system work once and if it failed then to hell with it. He was satisfied with it, even if the 'Superheroes' in this place weren't.

He saw the older man's mouth split into a grin, "Oh, wow, you almost had me there!" He clapped him on the back and took the knife away from him, "You know, for a second I was sure hanging out with with little goody blue shoes made you go full Superhero or something! Next time I turn my back you're not gonna be working for S.H.I.E.L.D, right? Cause that's definitely gonna be a conflict of interest, if you get me."

Right, how could he forget? Not only was the guy crazy enough to tattoo a literal target on his forehead but he was on the run from those 'Shield' finks, too. Peter was sketchy on the details, though he got the gist of it: Bullseye, or 'Agent L' as he called himself back then, apparently got into a disagreement with one of the group's policies on the greater good. Something about a tyrant in a third world country who they'd elected to make a deal with rather than taking down for the 'greater good' and 'longer-lasting stability'.

Two words he'd grown to despise after what happened with Octavius.

Needless to say he'd made his resignation and left it on said tyrant's windpipe after he was done with him. Ever since then he's been on their most wanted list; at least that's what he claimed. For all Peter knew the guy might have just been a delusional mental patient, though his spider-sense didn't blare at all when he'd heard the story. Either way it was clear he wasn't on friendly terms with the group, which was something they both shared.

"Not gonna happen. Doubt they want a freakshow like me working for em..." He placed a hand against his neck and grimaced, "Besides, me and White Widow aren't exactly on speaking terms right now."

"Aw, trouble in paradise? You can tell me." He smacked the hilt of the knife at the back of the criminal's head, putting an end to his struggling, "You two are all over the news, you know. _Everyone_ wants to know what the deal is with the dynamic duo: Both people with spider powers, light and dark, one heroic and the other edgy. Forums and fan sites are having a meltdown with the debates."

"So I've heard..." He rolled his eyes. Why didn't people just ignore him? Back home he was a passing fancy, something for the people to gawk at for a few days before changing to the new trend on the block. The people in this madhouse had way too much time on their hands, "And there's nothing to say. It's like I said: Me and her aren't on each other's christmas cards list and I like it better that way."

"Ah...got it." He nodded, his expression one of exaggerated sympathy, "Well, there are other fish in the sea. You'll have better luck next time, just don't go for any kiddies or..." He spun the knife across his fingers, "You're gonna find a whole new side of me."

"Gotcha."

Another reason Peter felt leery talking to him; it was hard to tell what made the guy tick. One second he joked about taking off someone's fingers like he was talking about what he was having for dinner, the next he was railing against a drug dealer for selling drugs to children and recovering addicts like he was personally offended by it. Peter just tried to keep his head down and made sure Bullseye wasn't targeting anyone who didn't have it coming.

"Oh, almost forgot!" He rushed to the cabinet and pulled out another bottle of painkillers, tossing the container to him with the same exaggerated accuracy he did with anything he held, "You ran out, right? Two a day keeps the reaper away, I always say. Pretty useful considering who you're gonna visit." He gave him another grin, "Careful around that Castle guy, yeah? It took a lot of pushing for my sources to give me that info. He's got a bit of a...reputation around here."

"Two a day...right..." He sighed and stuffed it into the coat of his new jacket, "Well...you be careful with this guy. You have a chance to actually make a case for this, don't waste it."

"Yeah, yeah."

He waved him away and got a pair of pliers from the cabinet, singing 'this little piggy' and giggling under his breath. Peter made sure to close the door behind him tightly, the sounds of muffled screaming just barely heard before he made his way down the stairs. Even if the guy made it to jail he was likely going to be missing a few fingers and his pecker, but he'd have been lying if he said he was shedding any tears.

Peter waited until he was at the alley before he finally shed his mask, the cool winter air assaulting his uncovered face immediately. It was useless and he knew it - Bullseye knew who he was, he'd seen his face when White Widow and Stars-and-Stripes knocked the daylights out of him. He doubted the ex-agent turned vigilante had any idea about a dumb kid who died two years ago but he still felt a certain tension to being exposed in front of him that he didn't get from anyone else.

Trudging to the alley's end, he waved at the nearest taxi and stepped inside. At the top of the package was the address, a little extra from his ''friend', "Johnson street, 2nd avenue," he said to the driver, the redhead nodding in return as he pulled out the rest of the package. He already had a pair of Patilio's boots, but it was useless if he couldn't avoid breaking his legs or miscalculated the jump.

Thankfully whoever Bullseye's 'connections' were they included a place to get customized parachutes on short notice.

He found himself staring outside the window, at the passing buildings and the dim streetlights lighting up the dark street. From down here it almost felt like he was back home, but then they'd pass by one of the fancy new automobiles or another old man dressed like a clown trying to act young and he was brought back to reality. He wasn't home; his home was over 8 decades in the past and probably in another dimension...no, it still sounded insane even now.

What was he even doing, a voice the back of his head asked. He should have been spending his time looking for Octavius, especially now that he'd told Spider-Woman to shove off and couldn't rely on her and Stars-and-Stripes' help. Octavius had been here for five years, or at least that's what they told him. Saving Castle's family and dealing with sadistic crazies like Bullseye wasn't going to help him any more than sitting on his keister would.

But in the end he was still in this damn cab trying to look for Castle, so whatever thoughts he had about abandoning this pointless search they weren't very loud.

The cab driver suddenly speaking roused him from his thoughts, "You new around here?" he asked, eyes never leaving the road, "I've been at this route for a few years now and I never saw you."

"Yeah...just got here a couple of weeks ago," he replied, looking at the driver's reflection on the rear-view mirror. Besides the red hair and newsboy cap his features were indistinct, definitely no one he recognized.

"Huh, haven't had one of those in a while." He turned the cab to the left to avoid the incoming onset of traffic, "So what brings you here? Looking for opportunity like many of the poor travelers or are you just passing through?"

"Personal circumstances. Didn't exactly choose to end up here and I'd rather leave as soon as I can," He sat up in his seat, "...What's it to you, anyway? You normally this chatty with your customers?" he asked back, an eyebrow raised. It was probably nothing - his spider-sense hadn't warned him anything was amiss - but he was always leery of someone asking too many questions.

He shrugged, taking off his cap and putting it on the dashboard, "Only the new ones. Most people here have a place, but you seem like you're stumbling around. Not sure where you're supposed to be going?"

"Maybe..."

"Well, always glad to meet a new traveler on the roads." He smiled, the gesture oddly sincere considering the circumstances, "Name's Jake Lockley, by the way. I get the feeling we're going to be seeing each other a lot, Mr...?"

"Ben...and I really doubt that."

He looked outside the window again, doing his best to silently end the conversation. Thankfully the driver seemed to have caught on and the rest of the short drive was spent in comfortable silence. He'd already had enough doubts on his own; he didn't need taxi drivers trying to get on his case, too. Once he got Castle's family back he could wash his hands of the mess and go back home with a clear head that he didn't leave any unfinished business behind.

Thankfully it didn't take much longer to reach his destination and Peter was all too happy to step out of the cab and it's stifling atmosphere. Now all he had to do was find Castle and try to make sense of everything that was happening.

"Hey, Ben!" The driver called before he could leave, the smile still on his face.

"...What is it?" He really wasn't in the mood to deal with whatever-

"Hope Anansi's enjoying New York."

Peter felt a prick at the back of his head and closed his eyes. Not his spider-sense, something more akin to...familiarity, "Give my regards to Khonshu," he said, the words coming out of his mouth before he could fully process them. He heard what sounded like an echoing laugh and by the time he opened his eyes the driver was gone, the cab already speeding down the road and rounding the corner out of sight.

"The hell...?" He shook his head and took a deep breath. The tingling had stopped, replaced instead by what felt like a slight headache, "...Gotta focus." He brought a hand through his face and tried to put what happened out of his mind. This place was bizarre, a world where freaks like little miss lightning bolt and Blockhead were a dime a dozen. If he tried to make sense of everything in this madhouse then he'd never get anything done.

Besides, he had more immediate things to worry about.

He stepped into the dark alley, the snow crunching under his feet. The building was condemned, or at least it was supposed to be. If Bullseye's sources were right then this place had been due to be put down for months now and yet no one ever actually came. It was the perfect place, really: No one looked twice at a condemned building even if it didn't make much sense. Hiding in plain sight.

The entrance was near dead-center of the alley, the metallic doorway looking like it'd seen better days with the rust and chipped paint. Taking a deep breath, he knocked on the door and said, "Castle, I know you're in there. Open up, I have information on your-"

The door was pulled open and he found a gun pressed right against his forehead. Peter scowled and looked at Castle's bruised face, quickly noting that his finger was on the trigger, "...Nice way to greet a guest," he said, mouth twitching as he felt a slight blare. Castle was edgy, but if he was going to shoot him his spider-sense would have been screaming a lot louder than it was, "...Are you planning to keep this up for long or do you actually plan to listen to me?"

Castle kept the gun pressed to his head for a few more tense seconds, the metal growing a tad warm on his skin, before he eventually relented, letting out a long breath and putting the pistol back in his holster. Peter clicked his tongue and rubbed his forehead; he wasn't a stranger to guns being pointed at him close enough for him to taste the gunpowder, but it was never a pleasant experience no matter how much he got used to it.

Castle stepped inside, Peter following immediately after, "Nice place..." He whistled. Unlike Bullseye's apartment the place definitely looked like it was packed for the end of the world: Tables full of guns, at least three sets of body armor and a few scattered crates full of grenades and other ammunition. Castle looked like he was planning to go to war...and judging by the wounds on his face he was winning.

"What are you doing here?" he finally asked, crossing his jacket covered arms.

"I was going to tell you before you put a gun to my head." He scoffed, "Like I said, I got a lead on your family. Thought'd it be right and proper I told you first and made sure I wasn't just wasting my time."

"...The hell do you mean by that?" He frowned, eyes narrowing dangerously and fingers twitching.

"I'm just wondering if you're still looking for them. I've heard the rumors on the streets, about the 'Punisher' waging a one-man war on the thugs and other bastards slinking in the alleyways." He saw Castle's mouth twitch, "...Do you think they're dead, is that it? Is that why you stopped searching and just started killing every thug that you can get your hands on?"

"You got a lot of nerve, kid-"

"Answer the question," he interrupted, ignoring the older man's glare, "I have a lead, but I want to know if I'm just wasting my time because you don't care or they're not in danger at all. I thought they'd been kidnapped, I believed you when you said you wanted them back, but Hammerhead...he told me that _they_ came to _him_. He wasn't lying, so...which one of you is telling the truth?"

"What are you looking for, a confession?" he asked, voice dipping low into a growl, "I wasn't the best husband or the best father, but if you're trying to say I hurt them enough that they went to those scum for help then you must be more gullible than I thought. I never laid a hand on Maria and the kids. They left because I was never there for them, but that's no reason to place themselves at the Maggia's 'mercy'."

Nothing...he was telling the truth, at least for that much, "Then what's this little crusade?"

"...Murdock." He sighed, Peter feeling the urge to join him, "He leaves me instructions, gives pictures of my family and tells me that they'll stay safe as long as I keep hitting Maggia businesses and rackets. I'm not sure how much of what he's saying is truth or not, but I'm not gonna put any of them at risk trying to call the bastard's bluff. That's the only reason I'm doing any of this."

A half truth, he could feel it. Peter's eyes narrowed but he stayed silent. Better not to show all his cards at once,"Carrot Top seems to have his hand in every pie." He sneered, "Well, he offered me a way to get their location. All I gotta do is steal a dollar from some broad and he'll give me the info. If he's as good as his word then maybe we can both put an end to this before he stars asking you to assault the White House."

"You're really doing this? This has nothing to do with you and you already saved the kid you were after. This is my problem, not yours."

"Ever heard about not looking a gift horse in the mouth? Cause you're staring." He crossed his arms and pursed his lips, doing his best to keep his expression neutral, "You don't want my help just say so, though I doubt you can steal that dollar back given what I heard about _Le Chat Noir_. Better I do this before either you or her end up in a body bag. I'm sure that's what Carrot Top would want, anyway."

"Right...just don't get yourself killed. You're my last shot."

Peter gave him a wry smile. He wasn't expecting a thank you, and to be honest he was perfectly happy with that. Castle might have been a shitheel, but at least he knew where they both stood. He wasn't an enigma like Bullseye and he sure as hell didn't project onto him like White Widow. They might not have liked each other, but they were allies for the time being. That at least he understood, it was just like how his previous 'partnerships' went.

"Grab anything you need," he said, gesturing to the tables and rows of weaponry, "Not gonna miss one or two of the pieces and you don't look like you're carrying anything decent."

 _'Right...Widow still has my gun...'_ He grimaced. In hindsight cutting off contact before he could get Uncle Ben's revolver back wasn't the smartest thing to do, but looking back there were a lot of ways he could have handled that situation. Pushing it out of his mind, he walked to one of the smaller tables and traced a hand through one of the pistols with a 'silencer' attached to it.

 _"I'm sorry your friend died, I really am, but you can't just use that to justify doing bad things."_

"Not gonna need a gun for this one, thanks." He sighed and made his way to the exit. It was rational: He was already planning to rob the poor dame, he didn't need to risk shooting her on top of it. Better he get in there quick and clean, and if he was lucky he'd be long gone by the time she realized something was wrong and he'd never have to see her ever again.

At least that's what he kept telling himself. Easier to ignore the little voice at the back of his head that way.

* * *

It was supposed to be simple.

According to the blind lawyer's information this madhouse's Felicia Hardy lived in a penthouse, as to be expected since she seemed to be a famous celebrity in this place. Going up through the elevators was a no-go and the lobby was too brightly lit; it would've been difficult to sneak past the guards and god only knew what other security measures that'd been developed in the eight decades that passed.

So if he couldn't go down he had to go up.

Peter looked over the edge of the building, the rushing winds doing little to assuage his nerves. He wasn't a stranger to heights, but usually he was clinging to a ledge or something he could grab with his hands whenever he was high up. Now he was planning to jump to the opposite building using two things that could honestly just not work even after all the testing he'd done.

The building he was one was barely higher than the open terrace he was shooting for. Patilio told him that the boots would let him reach near six stories if used properly; he'd only had a few days of training, but it should have been enough. He only had one shot at this...one mistake and he'd end up a pancake on the streets and he really doubted Spider-Woman was going to come save him at the last second.

Taking a deep breath, he pulled his mask on and rushed to the edge of the roof.

The feeling of soaring through the air on his own free will was unlike anything he'd experienced before. For just a moment he wondered if this was how Spider-Woman felt, swinging through the air like Tarzan through the jungle, before he came back to his senses. As soon as he felt himself lowering he tugged on the strings of the parachute, tucking his legs closer to himself as the cloth expanded behind him.

 _'Hope no one looks up...'_ He held onto the strings of the chute tightly, doing his best to keep focused. Even now a part of him just wanted to take in the sights, to enjoy the air rushing against his body. He might not have been able to use his webs like vines on a concrete jungle but he could still make do, at least until he finally found his way back home.

He landed on the open terrace safely, though not without almost slipping and falling into the wide pool at the center, _'Yeesh, and I thought the socialtes back at home had more money than sense,'_ he thought, giving the pool a wide berth. Fumbling for the other strap, he pulled the band and waited for the spent chute to be pulled back and compressed into the backpack once more.

A re-usable parachute...he could find a use for it even after this. Just another favor he owed the the unhinged vigilante.

He stepped through the (mercifully unlocked) doors and found himself in the darkened interior of the large penthouse. Felicia was supposed to be coming back from a concert tonight, so his window of time was limited. From what he could gather her next concert wouldn't be for another couple of weeks and he really didn't feel like waiting around; he'd already pushed his luck putting this nonsense off as much as he did.

Even through the darkness he could see this place was a money dump: Furniture that looked like they came straight out of the lifestyle magazines this place sold; paintings and statues lining the walls and a few other knick-knacks that he could only dream of affording. Eyes narrowed, he jumped through the edge of the stairway and landed with a nearly silent thump on the carpeted floors.

So far so good.

He could see a few cats littering the place, most of them sleeping and the few that were awake paying him no mind. Could they see him, he wondered. Cats were always good at seeing in the dark, after all.

 _'Now where would she put it?'_ He looked around briefly before making his way to the bedroom. He didn't have much time in this place, so he would have to go with his instincts. He'd seen thieves before, caught his fair share of them really, but there was never a 'universal' hiding spot. Some guys kept their loot under their pillows or floorboards while others kept it in a safehouse across town. Murdock seemed convinced she was hiding it here, so why not start at the most personal place there was?

The first thing to hit him was the smell of perfume quickly followed by a sense of nostalgia, _'I know that smell...'_ He closed his eyes and breathed in the scent. It reminded him of the Black Cat, minus the reek of alcohol that was always present, _'..Damn it, focus!'_ He shook his head and stepped into the brightly lit room, making sure to close the door behind him. It had to be here, he couldn't afford otherwise.

Sadly he didn't have much luck. He found a few jewelry boxes hidden under a few compartments, but that wasn't what he was looking for. Releasing a sigh, he leaned against the wall and scowled. He'd spent half an hour searching and nothing...maybe he should try his chances next time before he got caught. Nodding to himself, he turned off the lights and-

...Was that light always there?

Even with the sudden darkness and his eyes still not adjusting fully he could barely see the thin strip of light emanating from under the bookcase. If he wasn't so desperate he might have even assumed it was part of the floor's design, but as he drew closer to the bookcase that thought began to die down.

 _'A hidden room?'_ He picked up the bookcase and moved it as quietly as he could, the still-dim light glowing slightly brighter as the space increased. There was a wall behind it, but maybe...' _I'm gonna look like a moron if this doesn't work...'_ He felt around the marble, feeling like an idiot the longer he went, but eventually he heard a click and the wall retracted with a near-silent thrum.

Peter stepped back and watched as the wall pulled itself up to expose the wide interior within. The lighting inside was warm and oddly comforting and he found himself drawn in, idly taking note of the various things lined up in a row.

 _'What the hell?'_ He eyed the hairbrush sitting on the glass case. This place looked like a museum, but nothing inside screamed value. A hairbrush, a dull looking brooch, even an amulet with a lock of hair inside, _'Who'd bother stealing all this?'_ He went down the display cases, feeling more and more like he'd made a mistake the more useless junk he passed, until he finally found it.

' _Bingo...'_ A dollar put up on display, this had to be it. Clenching his fingers to calm himself, he reached a hand out to touch the glass-

Spider-sense.

Moving on instinct, he nudged his head to the side and just barely avoided the knife that whizzed past where his head was.

"Well, well...Murdock finally sent someone to reclaim that bastard Fisk's prize."

Peter took a deep breath and closed his eyes for a second at the sound of the familiar voice, "It's not what you think..." He turned around and met the eyes of the platinum-haired dame standing at the entrance of the room. Her posture was confident and the thin smile on her face did little to dampen the fact that if he hadn't dodged there would have been a hole through his neck.

"Really?" she asked back, her tone mocking, "What I see is a thief trying to steal something I hold very dear. How would you explain it?"

 _'Felicia...'_ He had to admit, the lack of physical resemblance was a blessing. He already felt cagey enough stealing something on Carrot Top's orders, _'Doesn't look like she's dressed for a fight,'_ he thought, looking at the dark jacket, white pants and boots she was sporting. It may have been what was considered fashionable in this time period but he was pretty damn sure it wasn't built for combat.

"Well? I'm waiting."

He didn't answer. Swallowing down any hesitation he felt, he punched an elbow through the glass and grabbed the dollar, rushing towards the entrance and hoping the shock would be enough to slip past her.

Her expression of surprise morphed into a scowl as he neared. Her leg raised in a high kick and he ducked, slipping past the gap in the doorway and rushing towards the living room. All he had to was make it outside and parachute out. He doubted she could fly and by the time she got down to follow him he would've been long gone.

He'd taken two steps into the living before they pounced, _'You gotta be kidding me!'_ He didn't need his spider-sense to see the group of cats jumping at him, the few that managed to make contact latching onto his skin and hissing in his ear.

"Let go, you little-"

Spider-sense.

He ducked into a crouch to avoid her roundhouse kick, elbowing her in the stomach even as the cats continued to latch onto whatever flesh they could reach with their claws, _'As if I'm not going to hell already...'_ He sucked in a pained breath and grabbed onto the clinging cats, flinging them as far away as they could reach. He didn't have much time before she recovered.

The last cat was off him by the she'd gotten her breath back, her scowl only worsening at the sight of her pets strewn about like ragdolls, "Is Murdock too much of a coward to get his own prize?" she asked, her voice a low hiss, "He won't even show himself, is that it? Thinks I'm not worth the trouble?"

Peter kept silent as he blocked her blows. She was fast, he'd give her that, but she wasn't prepared. He didn't know what her history with the lawyer was and right now he couldn't afford to care.

 _'Need to finish this quick.'_

She pulled out a knife from her sleeve and slashed at him, the arcs wide enough that they cut through his jacket and the skin of his shoulders. Biting back a hiss, Peter grabbed her arm and aimed a kick at her feet, covering her in a net of black webbing before she could regain her bearings.

She struggled briefly in her bindings before she eventually stopped, making do instead with throwing a spiteful glare at him, "Ha...I didn't recognize you without your costume, but you're him, aren't you? 'The Dark Spider'." Her lips curled in a sneer, "First Spider-Woman and now you. So it's wrong for me to kill that murdering bastard but it's alright for you to work as his lapdog? You're _pathetic_."

He should have known Spider-Woman was involved one way or the other, but right now he didn't have time. Ignoring the venom in her words, he turned around and made his way to the terrace. Once this deal was done he could finally put it behind him-

"I hope you choke on that murderer's blood money, _connard_!"

Murderer...Peter knew the blind half-portion was a criminal, but the way she said it...she wasn't just stating a fact, she knew first-hand what he was.

 _'Leave it, it's none of your business...'_ he thought. He was already deep enough in this tangled web as it was, he didn't need to complicate things even more. All he had to do was jump and give the damn dollar back, and all this would be over.

"...What did he do to you?"

Damn him and his big mouth.

Fists shaking, he walked back to where Felicia lay and pulled away the web keeping her bound to the ground. The young woman looked up at him, her eyes narrowed in suspicion, before she stood up shakily, "What, you suddenly care? Isn't this a job?"

"You think I like working for Murdock?" He crossed his arms and frowned, "He has information I need, information that can save a family. If I wasn't so desperate I would've put a bullet in his head." He sighed, "The way you talk about him...he did something to you, and right now I'm wondering whether he sent me here cause he was expecting I'd throw you off the building and save him the trouble. So spill it, what's the deal with you two?"

She stared at him silently for a moment before eventually letting out a tired breath, "It's a long story..."

The fatigue in her voice...that was definitely familiar.

He looked at the dollar he held in his hands before pressing it against her palms.

"I've got time...trust me."

* * *

 **Done. Fight scene was lacking in this chapter, mostly cause Noir isn't really in it like with the others, but we'll get a better one on his next segment. I was tempted to do a long fight scene, possibly involving a gauntlet fight throughout the penthouse, but then I realized it'd be kinda silly: As trained as Felicia is she doesn't have the sheer experience and training of Cap and Murdock and notably Gwen knocked her out in one go during the canon comics. Sorry for anyone expecting a drawn out engagement.**

 **That and Noir really isn't built for long engagements. His personality and methods leans towards OHKO's so he wouldn't draw the fight out any more than he had to.**

 **Speaking of which, question time: Who do you guys want to see next chapter? Two choices for now:**

 **1\. Gwen confronting the Parkers with the Lizard data and finally revealing with happened to their son, putting the USB side-story to rest.**

 **2\. Continue with Noir's talk with Felicia and dealing with the Hand, putting the Castle family side-story to rest.**

 **Either way we both get a resolution for the side-plots and we move one step closer to advancing the main storyline. Choose carefully if you can, they're both (hopefully) emotional in their own ways ;) Btw, any suggestions for Spidey fics I could read? Always open to inspiration (not plagiarizing...) on how to write for this archive.**

 **Also, as one can tell from the title and the increasingly absurd amount of cameos there's definitely going to be some group dynamics in play for both protagonists. While they both interact with each other semi-frequently they also need their own supporting cast to play off of so lets just list them down in order to their counterparts:**

 **Spider-Woman = Spider-Man Noir**

 **Captain America = The Punisher**

 **Kate Bishop = Bullseye**

 **Janet van Dyne = Moon Knight**

 **She-Hulk = Felicia Hardy**

 **As one can see both groups have their similarities and differences in their backstories and abilities, though they contrast mostly in motivation and methodology. Gwen's group tend to be more ideally heroic and get along with each other better whereas Noir's group is chock full of anti-heroes - some of whom have mental disorders - and don't really play well with one another unless Noir acts as peacekeeper.**

 **Just think of Gwen's group more like The Avengers, the superhero group fighting supervillains and saving the world (or at least New York) and looking cool while doing it. Noir's group is more reminiscent of the MCU Defenders, focusing on the gritty underbelly and non-glamorous aspects of the vigilante scene. The fact that most of them are wanted criminals just add to the feeling.**

 **Answer time:**

 **Mingyu - Hey, you never know. Maybe the power of friendship will allow Noir to forgive Gwen for the 'white lies'...and maybe when that's done Murdock will decide to turn over a new leaf and Jameson becomes and ardent hero supporter :P**

 **henchmen213 - One could actually argue that Noir's exploring the world, especially given the amount of characters he runs into during this chapter, while Gwen's story is the more personal one focusing on her character growth and development.**

 **Ugh - Yeah it's a blindspot. Think of it from an in-universe perspective: What are the chance that in a city filled with millions of people he just happens to run into Spider-Woman's civilian identity? Meta-wise very high since it's good drama but in-universe it's zero to none. That and this chapter makes clear he's reliant on his spider-sense and since Gwen's immune to it he never considers her possibly bullshitting him. People can _sound_ like others well enough, doesn't always mean there's a connection.**

 **Noir will be challenged later on, but the Maxine argument is more firmly on his side since the circumstances surrounding it are so fucked up.**

 **Jajo Camello - Which fic was that? Like I said up above I'm open to reading new stories for ideas and inspiration :) Also, isn't Gwen's more nice and pleasant personality easier to identify with compared to Noir constantly trying to play the 'tired of all this shit' anti-hero?**


	23. Lizards Eat Spiders

**Before we get into this chapter there's something I have to ask: One of the most frequent questions I get - even up to the latest chapters - is whether Noir will get a power boost to match Gwen and even the playing field between him and Earth-65 supervillains. Apparently the segment with the serum gave at least one reader the idea that it might be a permanent boost...**

 **So I'll bite the bullet: Do you guys want Noir to be powered up/upgraded or just staying as is? Personally speaking I prefer the latter since I think his abilities are sufficient enough when fighting his specific villains, but the question is asked enough times that I'm beginning to consider at least adding something to him; if only to dampen the idea that he's too weak to keep fighting on the other heroes' level/that it's BS that he managed to take down Supervillains like Maxine and Hammerhead by himself despite his relative weakness to compared other Gifted like Gwen and Jessica Jones.**

 **That and if you can trust wiki and discussion boards then the powers actually do evolve as the totems age. Adult Peter's spider-sense can apparently allow him to tune in to _radio frequencies_ and he's shown at one point to be fast on to catch up to a speeding car on foot and jump 30 feet on the fly. Hell if Kaine and Spider-Assassin are any indication you can add precognition to that list eventually.**

 **While Gwen's likely the one to get these upgrades (barring the spider-sense ones since hers seems wonky), I can see Noir getting thinner webbing, wall-crawling and an even more enhanced spider-sense if the story goes on long enough in-universe (doubtful, but anything can happen).**

 **There are already hints of this in the fic with Noir's spider-sense being more akin to Daredevil's radar-sense, warning him of more than just personal danger but rather when someone's lying, what their intent is or even danger that doesn't specifically concern him. In essence it has more in common with Silk/Cindy Moon's silk** **-sense than 616's, so I can go that route if you guys want it.**

 **P.S. I rarely do this, but when you get to the second segment look for 'Starset - Carnivore' on youtube. I found it oddly appropriate, though whether it refers to Noir, 65-Peter or a t-bone steam is up to you guys :)**

* * *

He was getting a headache.

Peter squirmed as he sat atop the couch, the leathery material squeaking annoyingly at his movement. At the other side of the leather sofa sat Felicia (or at least this Madhouse's reflection of her), her hands clasped together on her lap as she regarded him. There was something in her eyes...paranoia and distruct, something he expected considering how they met, but also a hint of curiosity and wonder. She wanted answers, wanted to peel apart the mask covering his face and expose the truth.

Well, she was going to be disappointed.

"So...start from the beginning." he said slowly. This entire thing was a shit show and he knew it. It would have been easier if he just took the dollar and ran, got the information from Murdock then turned around and shot him right between the eyes once he made sure it was legit. This dame obviously had a grudge against that blind shitheel so he could have gotten her forgiveness once she heard that carrot top was six feet under.

"Not sure if I could trust you with that," she started evenly, her lips pressing into a thin line at his annoyed scoff, "You do see how this looks, don't you, Spider? You break into my house, attack my pets, bind me to the floor and now you expect me to trust you just because you gave back what you tried to steal from me?" She gestured to the dark wood table, the dollar lying innocently next to the other decorations lying on top of it, "You'll forgive me if I'm skeptical on how sincere this is."

"You came at me with a knife. I coulda done a lot worse than..." He sighed and closed his eyes, willing himself to calm, "You know what? You're right. My head ain't big enough to admit that I screwed up here. All Murdock told me was that the dollar we fought over belonged to his boss and he's willing to give me what I want in exchange for it. I'm not exactly proud of it, but it ain't the worst thing I did...tried to do."

"You mentioned that before. Information on a family, was it?" There was something in her voice; the same restrained hate Felicia from back home had when she talked about the Goblin, "Murdock is a leech, Spider. He plays at being the better evil, the devil you know, but he's no better than that pig bastard Fisk he's working for or that old _fils de pute_ Silvermane. He's not someone you can trust."

"You think I don't know that?" He let out a wry laugh, "He's used me once already. When I got here he gave me and another guy info on a fink named Hammerhead; gave us his safehouses, operations...I knew he wasn't doing it out of the goodness of his heart, but I didn't catch on till after the fact that he was connected to Fisk's little cabal. Hammerhead was gearing to go to war, and he used as to put a stop to it without risking any of his own men."

"That's him, always pulling the strings and cutting them when they've served their usefulness." He saw her clenched hands shaking, "How did you think this was going to end? You give him Fisk's little prize and he just gives you what you want, let you live your life in peace?" She shook her head, a sardonic smile on her face, "He has his hands on you now, and until you cease being useful he's not going to to let go. He'll squeeze and squeeze until you have _nothing_ left for him to take."

"There's a picture." Another wry laugh came and went, "You think he's the first guy I dealt with who thinks he can control everything? Bozos like that are a dime a dozen back where I came from. They think they're untouchable, that nothing can put them out of their pedestal, but they die all the same when it comes down to it. At the end of the day he's human, and you know what they say about humans and perfection."

"Supposedly impossible, though I'd say the same about the little tricks you pulled earlier."

There it was. She was fishing, trying to turn their little interrogation around. If she was anything like the Felicia he knew then one thing was clear: She hated being at a disadvantage. Felicia was never one for playing the innocent maiden act unless it helped her...then again some things in this madhouse were topsy turvy so who the hell knew. Last he checked his Felicia wasn't some kind of Negro chanteuse.

Still, better safe than sorry when it came down to it.

"This place is full of freaks. I'm just another one of them," he said, shoulders rising in a slight shrug. Technically it was the truth even if he didn't really belong in this little asylum, "Either way we're not here to talk about me. Murdock and you, spill it. All of it."

Her mouth twitched, though she covered it up with a strained smile just as quickly, "Of course..." She regarded him for another silent moment before suddenly standing, the sound of the heels of her boots clicking on the floor almost annoyingly loud in the quiet apartment. He was half-expecting her to attack him outright before she spoke again, "I'll need a drink if we're going to be talking about histories. You don't mind, do you?"

"...Go ahead."

He watched her walk over to the bar and pick up a couple of bottles, fancy glasses coming soon after. Peter rolled his eyes and leaned back on the seat. He didn't like it here, surrounded by the smell of perfume and furniture that cost more than his house back home (especially considering the value of the dollar seemed to have gone down the toilet). Maybe it was petty of him, but honestly he didn't care. Give him a cushion and a pillow and he was satisfied; he didn't see the need for all this fancy garbage.

Sighing, he let his eyes wander around the apartment as she continued to pour drinks. If he thought Captain Stacy's house was fancy then this place made it look like a storage closet. The things inside looked like it'd make a high roller back home blush and the view of the city - of all the 'little people' outside - was something not even the mayor could get. If media darlings could get even half of this back home more people probably would've tried the acting gig.

He was roused from his thoughts by a cat jumping next to him, the brown fur brushing against his right leg as it looked up at him, "...Nice kitty?" He did his best to ignore its unblinking stare. Felicia from back home (and apparently here, too...) had a fondness for cats, but he personally never saw the appeal. At least the little furballs were nice enough whenever he came to visit her, though he put that down more to her training them well than any natural kindness.

Cats were mean little bastards, he'd seen enough there to be sure of that. Just one more reason he was a dog person.

Still, Peter couldn't stop himself from grimacing slightly as the little bag of brown fur trudged onto his lap - its claws digging lightly through his trousers and onto the skin of his leg - before eventually settling down, curling into a ball with a lazy yawn.

"Well, well. Looks like Olivier likes you," chimed the chanteuse, sitting down at his side a smidge closer than before.

"Can't imagine why. I didn't exactly leave a good first impression." He waved at the other cats littering the apartment, most of whom were staring at them with unblinking, judgmental eyes. Little furballs could hold a grudge, he'd experienced that first hand.

She shrugged and offered him the spare cocktail glass she held, which he accepted after a moment of reluctance. Even through the haze of perfume surrounding him he could make out the sickly sweet fruity smell of the drink and it only worsened his headache. Even the drinks here were different...next thing he knew people were going to stop eating food altogether and just drink meals down their throats.

Maybe he should have asked for whiskey...

"Thanks..." He swirled the mixture but made no attempt to drink it. He had a feeling he'd have to go to the bathroom if he did.

"What's wrong? Worried I'm going to poison you?" she asked, Peter giving her a flat stare in response.

"Maybe...wouldn't be the first time someone's tried it."

She laughed softly in response, relaxing in her seat and crossing one leg over the other. It was...practiced, if that was the right word. She was trying to put his guard down, make it seem like she was relaxed, but her movements were too methodical. Everything was too precise; her laugh was too stiff, the way she moved her body slow and deliberate. He'd seen it before both with and without his mask. Some people just didn't like the idea of not being in control.

Gwen was the opposite from what he'd seen so far. She was loud and carefree, gesturing almost exaggeratedly whenever something caught her interest. She'd once joked that she wouldn't know fancy etiquette if it 'bit her in the ass', which he had to agree with. Still, he found it refreshing after everything he'd been through. Everyone (himself included) was too guarded, too paranoid, while she didn't care about tapping her hands on the table in a beat only she understood-

Why was he thinking of Gwen? He shook his head. He needed to focus.

"Not taking off that mask?" she asked, rousing him from his thoughts.

 _"Do take off that ridiculous mask."_

 _"_ What's wrong? Does it bother you?"

 _"You don't like masks?"_

She didn't answer. Peter raised the glass to his lips, lifting his mask by the barest amount possible, and took a sip. He almost immediately regretted it when the far too sweet drink crashed against his tongue, the taste of what seemed like either licorice or candied apples lingering even as he swallowed, "...Interesting mix." He coughed and put the glass on the table, being careful not to disturb the feline balled up on top of him to avoid getting another clawing.

"If you didn't like it I could have given you something else. It's not as if I'm lacking in spirits."

He took out the bottle of painkillers and swallowed six of the small pills. He needed a clear head if he was going to get anything out of her, "I try not to get drunk when doing my 'work'." That's what this was, after all: An interrogation, even if she was doing her damndest to make it seem like it wasn't, "Enough games. What did Murdock do to you and why'd you steal his bosses' long green?"

"A question first," she countered, Peter just barely resisting the urge to sigh in frustration, "If you don't like what I tell you what are you going to do? Will you just go back to your employer and tell him that you quit? Be honest with me."

"I'll punch you in the face and take it back. Already did it once," he said bluntly. There was no point lying to her, and if she was anything like Felicia back home then she would've appreciated a harsh truth to a comforting lie, "So you better sell your story, sister. And try not to lie; I can tell when someone's trying to pull a bluff. You ain't the first shark I've had to deal with."

Another laugh, though this one was noticeably more bitter. Still, at least it was honest, "You hold nothing back, don't you?" she asked, getting no answer in response, "Fine, lets make an agreement: I'll tell you what he did and answer any other questions you have, but in return I want you to answer my questions when I'm done. It seems a fair trade, doesn't it? It's not as if you have any loyalty to that _diable_."

"...Fine." He let out a tired breath. At this point he'd take anything to avoid the run-around, "First things first, what did he do to you?"

"He killed my father."

...Honestly, that was about what he expected. Tragedies were a dime a dozen from where he came from, especially when they involved the mob and wannabe kingpins of crime. He'd seen it all before: Husband who killed himself to stave off the debt collectors, daughter who got sold into prostitution to pay off gambling debts or parents who were murdered for refusing to sit down and take the piles of slop that'd been put on their plates.

Him, Castelione, Daredevil...and now apparently her. It was enough to make him wonder if God really was out there and if he did then he had a sick sense of humor.

"Why's that?" he asked, doing his best to keep his voice level. Trying to comfort or sympathize with her wasn't going to fix anything. Better they stay on the mark, "I don't know much about carrot top, but if he's a gangster like you said then they need a reason to put a hit on someone...or at least a pretense. They don't gun down people who're minding their own business; bad publicity that way."

"He..." She took another sip from her glass, nearly finishing it all in one go before she continued, "I suppose there's no sugarcoating it: My father was a thief. One of the best, _the_ best according to some people. _Le Chat Noir_ , the Black Cat..." Her lips quirked up in a wistful smile, though Peter could only hold back a frown. The Black Cat...he'd never asked Felicia why she named her speakeasy that way, never asked her about family either.

"Let me guess, he picked the wrong mark and it got him buried six feet under."

"Very astute," she said, swirling the last bits of alcohol left in the glass, "My father had a peculiarity. He had no interest in jewelry or gold and the insides of bank vaults never appealed to him. It was always the rare things, the irreplaceable objects that caught his eye. Anyone can steal a pretty diamond or a stack of valuable coins, but a hairbrush used by a Queen when she was younger? That's priceless."

The way she talked about him...it almost made it seem like her dad wasn't a burglar who got in over his head. The power of legacy, he guessed, "And what better prize than the first dollar ever earned by the man who ruled the city's underworld?" he asked rhetorically, looking over the single long green lying on the table innocently. All this for a damn dollar...he would have laughed if he wasn't so annoyed.

"Murdock killed my father to get it back - a test to prove his loyalty to Fisk - and I stole it back now that Fisk is in prison to lure him to me," she said, "He didn't even care enough to end me. Murdock doesn't care, doesn't hold personal grudges and overblown vendettas like his master does, but that makes him worse: As soon as someone's lost his interest they're nothing to him; whether dead or alive they're just another pile in the mountain of bodies he steps over every day."

"Now he's using me to get it back...thinks he's proving my 'loyalty', maybe?" He shook his head and rolled his eyes. Murdock was making him chase his own tail, "I wonder if he intended me to kill you. You say he doesn't care, but something tells me he wouldn't exactly be shedding tears if you fell of the railing in a happy accident."

"Perhaps..." She looked at him more severely, her posture stiff, "Now you're going to answer my questions. That was the deal, correct?"

"Yeah, yeah...ask away." He waved a lazily. She was probably expecting him to punch her in the face and bolt, but he hoped it wouldn't have to come to that.

She raised an eyebrow at the casual answer before she spoke, "Why exactly are you working for that _diable_? Is it really just for information? I've seen you on the news...you're one of those heroes, putting on masks and stopping the 'bad guys' from hurting innocents."

"Like I said, a family's life is at stake," he replied neutrally. She was presuming a lot of things about him, and he wasn't in a hurry to correct her.

"You said that before, and yet it seems so...impersonal." His eyes narrowed. She was trying to get at something, "Murdock isn't afraid to take someone's wife and child hostage to get what he wants, but in your case I'm not so sure. Tell me, is it your family you're trying to save or someone else's?"

He was tempted to bite back with something scathing, something to change the subject, but he reined it in. What would that accomplish? It wasn't like her knowing would chance anything.

"Not mine. They're from a..." A friend? Hardly. Friends didn't shove guns at each other's heads with their finger still on the trigger, "Acquaintance. Murdock took his family and he's been making him play at being the angel of death, running around alleys and gunning down any rival gang members he tells him to. I'm not gonna shed any tears for those dead bozos, but Murdock's making a play and he's the only one seeing the prize."

"That's it?" She let out a noise of disbelief and crossed her arms, "All of this, you throw yourself at that _connard's_ mercy to save the family of an 'acquaintance'?" He couldn't tell whether it was disbelief or disappointment he heard in her voice. Maybe both, "That's all it boils down, then? Another play at heroics, trying to 'save the day' even if you have to work with a murderer to do it?"

"Says the woman with a room full of 'irreplaceable objects'," he replied, "I don't like it any more than you do, but a family's life is on the line here. I'll put a bullet in Murdock's brainpan once I make sure they're safe."

"And what if he dangles another family in front of you? Keeps making you do 'harmless tasks' to save just one more victim?" she asked back, "It's why I'll never understand you or Spider-Woman; clinging so tightly to what you believe is right that you'll never bend even if it's justified."

"That sounds personal...you mentioned her before. There a story there?"

"What, she hasn't told you?" she asked, expression turning into a sneer, "I lured Murdock to me, fought his lapdogs so I could avenge my father. And what did she do?" She laughed bitterly, "She _stopped me_. What I was doing wasn't 'right' in her eyes. It was wrong for me to kill the man who murdered my father, the reason why I wake up at night seeing the only one I could trust taken from me. So she knocks me unconscious and leaves me for the police."

"...There a point to this?" He scoffed, "Murdock killed your dad, I know that. I'd tell you I was sorry and that you have my sympathies but that won't change anything. All I'll tell you is this: I'm not Spider-Woman, and if you wanna put Murdock six feet under be my guest. I'll help you if it comes down to it, but until that family's safe I need him alive. Any more victims he tries to dangle in front of me...guess I'll just have to live with that."

A overbearing silence settled over them, broken only by the occasional light purring of the cat as his lap. He'd thought about it before, of course, of Murdock trying to string him along like a puppet and selling himself as the 'devil he knew'. Even now a part of him questioned; Why was Castle's family so important? Why bother saving them and not the next few dozen people he'd probably try to use to get his cooperation?

The fact that he had no answer infuriated him more than anything.

Eventually she sighed, her posture loosening as she almost sank into the seat, "...Take it." She gestured exasperatedly to the prize they fought over, "Take it and save that family. I suppose I'll have to take your word..."

Without another word he placed the cat at his side and took the dollar, stuffing it into his pocket as carefully as he could muster. She was trusting him, at least with this. Better he not overestay his welcome. Looking back at the terrace, he made his way outside and stared over the edge. The parachute would allow him to land safely; he just had to make sure he didn't land in the middle of the damn street.

"Wait." He looked back and found her stand at the entrance, "If you're going to turn against Murdock, then..." She bit her lip for a brief moment before continuing, her voice more confident, "Keep in touch. I have as good a reason as anyone to want to see that monster dead, but I want to be there rather than hearing about it from the news. Meet me again when you finish this little task he's given you."

"What, you expect me to just walk up to the lobby dressed like this?" He gestured to the loose jacket and patchwork mask, "I doubt they'll let me in and I'm not really in the mood to try and repeat this little break-in twice. It's a miracle I managed to get these boots working at all."

She looked down for a moment, muttering something he couldn't make out, before she rummaged through her pockets and pulled out a slip of paper. Peter raised an eyebrow at the sudden gesture but took it regardless.

"That's a VIP ticket for a concert I'm doing two weeks from now. If you've saved the family by then I want you to meet me there. No one will care if you're wearing a mask and it won't arouse suspicion considering everything else that happens nowadays."

 _'Le Chat Noir and her musical cats...'_ He gave her a nod and pocketed it as well. If it was anything like Gwen's music then he'd need to bring a pair of earplugs, "I find anything out about Murdock and I'll let you know. Promise."

"I'm holding you to that, Spider."

A last smile, this time hopeful. Peter couldn't help the slight bubbling of guilt he felt in his stomach at the sight of it. Heaving a sigh, he jumped over the edge and pulled the strings of the chute. Hopefully it wasn't another promise he'd have to break.

* * *

It didn't take much for him to find them...or would it have been more accurate to say that they found him? Back then Murdock never actually said that how they'd meet up again, just muttering something about how he'd 'know on his own' once he got his little prize. He just expected to run into him on another alley, the same way Bullseye tended to 'coincidentally' meet up with him every few days.

What he didn't expect was being surrounded by damned _ninjas_ on a rooftop a quarter of an hour after he left Feli... _Hardy's_ place.

Peter raised an eyebrow at the pack of yahoos around him. He'd seen ninjas on the picture films before, but even after hearing the rumors on the alleys about Murdock's little hit squads it was still hard to admit what he was seeing in front of him was legit.

"...A lot of guys for one delivery," he said, taking a cursory glance around him. He counted at least 6 of the goombas covering him in a circle, not including the leader with the glowing blue katana (did guns stop being useful when he wasn't looking or something?) standing in front of him.

None of them said anything. Tall, blue and stupid gave a small nod and the rest of his squad of morons drew closer, their swords drawn. Peter felt his spider-sense blare, though not loud enough for it to be about real danger, "...What the hell is this? I did what you wanted, got your bosses' dollar back exactly like you told me-"

"Do you think us a fool, child?" he interrupted, his voice booming. Peter raised an eyebrow; someone was trying a little too hard to be intimidating considering the get-up he and the rest of these clowns were wearing, "The master's eye is all-encompassing, young spider. You act in opposition to us."

"Yeah? Well I haven't exactly been hiding how much I don't trust _carrot top_." He dragged the name out, watching the taller man's fingers twitch in impotent rage. These guys were loyal, it was obvious even at a look. Like a damned cult, "Does it matter? I followed the terms of our deal. He gets the dollar and I get information on the family. How I feel about him doesn't factor in."

"It does when you conspire with one of his enemies." He stepped closer, the sword drawing closer to his stomach, "We know you've made a deal with that pathetic wretch Hardy, a deal that places the life of our master at risk. Any previpus agreement you've made is rendered void because of this."

Spider-sense.

Listening to the little voice at the back of his head, he bent his legs over in a crouch and heard the soft whir of a blade going over where his neck had been. So that was how they wanted to play it, huh? Fine, he could play ball.

"Real fair, guys."

He let out a burst of webbing to cover the three clowns to his right before he pivoted to the left, giving a kick to the closest one he could reach, "You wanna go? Let's go!" Just barely he heard the leader shout a "kill him!" before he leapt back, more of the disposable mooks jumping to the rooftop like guests at a surprise party.

They were trained, that much was clear. He was used to fighting big galoots with more balls than brain cells, but these jokers were precise, _'I'm starting to miss freaks like Sandman...'_ He jumped to the side to the avoid the throwing stars coming from above, the sharp metals tearing through the legs of his pants and cutting through skin, "Son of a..." Peter hissed, snarling at the closest one wearing a pajama.

"Murdock never planned to honor the deal, did he!?" He dodged the strike and grabbed the attacker's arm, smashing his fist at his elbow and earning a disgusting snap.

He didn't scream, didn't even seem to care that his arm was bent far too much to be healthy. Instead he grabbed hold of him with his remaining hand, screaming something in Japanese to the others just before they came at him with swords drawn.

 _'Too many up here.'_ He pried the suicidal bastard's hand off and threw him at the rest of his friends, jumping into the alleyway before they could recover. He couldn't stay up there; they'd just keep dumping more and more idiots who were so damn 'loyal' to Murdock that they'd let their buddies carve em up just to get even a small advantage. At least mafia goons caved when they thought it wasn't worth it, but these guys...he wasn't running from them.

No, he needed to bring them to his turf.

The darkness of the alley was almost comforting, but more importantly it was the one place he knew he had the advantage. Looking around quickly, he picked up a loose brick and tossed it at one of the lone dim lights lighting up the long stretch of intersection. Ninjas they may have been, but they were still human (hopefully...) and that meant they couldn't see in the dark.

He didn't have to wait long for them to come like lambs to the slaughter. Peter held onto the railing of the fire escape, watching through narrowed eyes as they separated and padded through the worn concrete and day old snow. He counted at least eight - four now that they split up - but he couldn't forget that these guys were coming out of the woodwork.

He needed to do this quick.

Peter let out another burst of webbing, covering the gap between the alley's walls in dark silk. That would buy him a few precious seconds.

He dropped onto the four when they passed under him, webbing all four to the ground and kicking each of their heads to keep them down. One of them screamed out something, probably a warning to the rest of his friends, and from behind he could hear soft footsteps followed by the sounds of something stretching.

Like flies to the spiderweb.

He grabbed one of the lying katanas and slashed at the top of the makeshift barrier, letting the rest of the black silk fall on the clowns before he aimed another burst at their legs and a punch at each of their faces. They may not have screamed but at least they still took everything else like human beings.

Now he just needed to-

Spider-sense.

He looked up for just a moment before he scrambled back, the leader impaling a sword through the concrete from where he was standing. Peter's brows knotted together in worry, _'Never seen a sword do that before...'_ He lowered his posture and tried to calm his rapidly beating heart. There was something about him, something that made his heart wanna burst out of his chest.

"You think yourself impressive, child? That you are the only one to be blessed by a deity?" He pulled the sword out the concrete and swung, knocking away the flecks of dirt that clung to the flawless blade, "You are _weak_ , nothing more than an imperfect replica trying to graze your fingertips at true power. You think just because you wear that mask that you are strong?" He dropped something on the ground and the alley lit up like it was the fourth of July, "Let us see how adept you are without the darkness to coddle you."

"Anyone ever tell you that you talk too much?"

He underestimated him, a mistake he quickly regretted when he dodged his punch and aimed a slice at his side, "Ah, damn it!" He tried a kick this time, which he again avoided followed by giving him a deep cut on his elbow. The bastard was fast, but more than that he made him feel slow.

Three more slices, all at his back, and Peter found himself kneeling on the ground with a puddle of blood quickly forming around him, _'Come on, get up!'_ He tried move his legs but it felt like he was being weighed down with concrete shoes. Even trying to bind the bastard's webs with webbing didn't do anything, his wrists doing nothing but bleeding slightly rather than releasing the expected webbing.

"What the hell did you do to me...?" Peter looked up at him and glared. He wasn't going to give him the satisfaction of begging.

"I cut the strings that tied you to your...patron. No doubt it will try to come to your aid given enough time, but I will not give it the chance." He raised the sword over his head and brought it down. Peter could barely muster the strength to throw himself back and close his eyes, his right arm raised to try and futilely block the blow.

The sound of something smacking against the ground was almost deafening in the still alley. Opening his eyes, the sight in front of him was enough to make him scream.

His severed hand lying right next to him.

He stared at his right arm, stared at the stump where his hand had just been, and...he didn't know what to do. Maybe it was the adrenaline or the sheer disbelief but he felt no pain. He could see the stream of red rushing out, the bloody flesh that didn't belong, but it didn't feel real. It's like he was looking at a picture rather than experiencing it for himself.

"I'd hoped to make this merciful. Lie still, child, it will be painless."

He raised the blade up again, the tip of the metal aimed right at his forehead. That was it then, wasn't it? He was going to die in this madhouse, away from his home with his friends and family never finding out what happened to him. He'd always entertained the idea of being killed because of what he did, but he thought at least when he did he'd be at home. Maybe the media would make a storm out of it, but at least Aunt May and Mary Jane would know what happened to him.

 _No...he wasn't going to die like this._

His left hand lashed out and grabbed the blade, his grip on it tight even as it began to cut through the skin. He could see the drops of blood falling all around him, but he didn't care. He wasn't going to let a clown dressed in pajamas do him in.

"Impossible! Your abilities should have been-"

"Shut up!" Feeling returned to his right hand and he grabbed hold of the ninja's arm, aiming a kick at his mid-section as he did so. The force of the blow was enough to make him release the blade, the sounds of snapping bones once again reaching Peter's ears when his attacker landed with a thud a few feet away from him. He didn't care if that bastard was another freak; that had to hurt.

"Ah..." He stood up shakily and looked down at his right hand...his _new_ right hand. He could still see the severed limb lying on a pool of blood, but a new one had grown to take its place, "The hell..." He moved his fingers experimentally. The flesh was...wrong, covered in a innumerable green scales and feeling heavy even as he tried to control it. This definitely wasn't normal even by his standards.

Still, he couldn't afford to be picky right now.

"An eye for an eye..." He picked up the bloody sword with his normal hand and brought it down on him, severing the clown's remaining hand and getting a muted scream in return. A part of Peter was disturbed by the smile his screaming gave him, but the louder voice kept it down. Why shouldn't he have felt happy? This bastard tried to kill him. Fair was fair.

He stabbed the sword through his gut, messily pressing the blade deeper into his body and the concrete below him.

His revenge was short-lived. Before he could drag the sword up to gut the bastard he felt a kick at his back followed by blades being impaled into his shoulders. Stumbling forward, he just barely caught sight of a dame in red pulling the sword out before slinging the bloody ninja over her shoulder.

"Stay away." She pointed a sai at him, her expression cold, "Otomo overstepped his bounds, but he will be punished under our judgement alone. Leave now."

"Like hell," Peter spat, "He's dying, and if you wanna help him you're going to join him six feet under."

He saw the barest traces of a frown before she nudged her head, more ninjas dropping in from the rooftops. Throwing more bodies at him? Again? Ninjas or mobsters, he guessed some things never changed.

The next few minutes were a haze. The woman and the leader were gone, but more and more ninjas came to try and stop him. Whatever conscience he had of taking their lives were gone and he remembered snapping their necks or impaling their own swords through their eyes even as his injuries began to pile up. They'd stop throwing themselves at him eventually; all that'd change was how many of them died before they caught on.

He'd lost count by the time they'd finally wised up, at least for the moment. Peter knelt on the floor of the alley, the numerous cuts and injuries all over his body causing his vision to fade in and out. How much blood had he lost? He should have been dead right now powers or no.

He blinked and scowled; one of his eyes was blind, cut through with one of their swords, "Damn it..." Looking down at the newly regenerated limb, he watched with morbid curiosity as the outer covering of scales broke apart and exposed the undamaged flesh underneath, "...Huh." He looked at the dead bodies surrounding him, the pile of corpses practically covering the alley. He could feel himself calming, but that was quickly followed by a rising sense of guilt.

He shook his head. They were trying to kill him; why should he feel bad? Releasing a tired breath, he pulled back his middle and ring finger and watched a minuscule net of webbing expel from his wrists, "Least I got my powers back..." And with that came slower healing...he didn't know whether he was relieved or not. He wouldn't have complained if the Spider-God decided to wait till he was healed before deciding to give him his 'gifts' back.

"Gotta get out of here..." He fumbled through his pockets and pulled out the bottle of painkillers. The pills were barely past his throat before he felt the urge to puke, _'Oh, shit...'_ He leaned against the wall and vomited, the yellowish bile mixed with more than a little blood. His head was pounding and he could feel more of the kid's memories trying to worm their way in.

Not this time. Not again.

Peter'd barely managed to stand on shaky legs before his spider-sense blared again, the warning almost like a whisper after everything that happened. Two more ninjas dropped, their sword held in front of them warily. Were these guys backup or were they waiting for the rest of these shmucks to wear him down? Either way he didn't like chances now that the high passed.

He stepped back and almost fell on his back. His body felt like lead, "You wanna die, too?" he taunted. Sometimes he just needed to talk harder than he was.

It didn't work. He saw any hint of hesitation leave and they stalked forward, their hold on their swords more secure. Peter crawled back and tried to release a burst of webbing, but it hardly covered the floor of the alley before fizzing out.

They were close enough to slash him before he heard it, "Cover your eyes!" someone screamed, quickly followed by an arrow impaling itself on the ground. Peter heeded the advice and covered his eyes with his a hand just before he heard what sounded like a firework going off.

He heard something land beside him before his right arm was tugged upwards, "Come on, get up! Flashbang won't keep them down for long!" He looked up and was met with a wall of purple - a jumpsuit of some kind - and a young woman wearing similarly colored shades. On her free hand he could see a bow while a quiver of arrows was fastened to her back, "Ms. Jones, hurry! I doubt these two are going to be the only ones!"

Another dame - one he recognized from a few days ago even with the hood covering her head - came rushing down the alley. She picked up one of the temporarily blind ninjas and smashed him to the other, a deep scowl marring her face, "God damn it, Bishop! We weren't supposed to-"

"Too late now!" She drew her bow and shot another arrow, this one covering the narrow alley in smoke, "Just carry him out of here before any more show up! You can lecture me when we get back!"

"Fuck..." She knelt down and grabbed Peter, slinging him over her shoulder almost effortlessly, "Watch my back. If I get stabbed by one of Murdock's lapdogs its on you!"

What the hell was going on? His mouth parted to ask but 'Bishop's' insistence that they "Go, go, go!" was drowning out the few words he managed to eke out. He'd almost managed a 'what' before he heard the sound of a car door opening and he was unceremoniously dumped in the backseat, 'Bishop' and 'Jones' piling on the front and starting it up with a rushed turn of the keys.

"Who...why are you-"

"Long story, but what matters is you're safe for now," the younger of the two answered, a strained smile on her face, "Just get some rest. We'll make sure nothing happens to you."

He heard the the older woman curse under her breath, her grip on the steering wheel tight. Peter could only manage a nod before he closed his eyes and let himself fall into the lull of sleep.

* * *

 **Yeah...just a heads up: I know I used the 'superpowered evil side' trope and I'm sorry. I promise I won't use it frequently since it beats the point of keeping his powers limited, but it does have a plot purpose here so I'm hoping you'll let it slide for now. I promise his next appearance he'll be back to normal rather than being a Spider-Lizard hybrid.**

 **Anyway, Gwen segment next chapter (unless you guys insist on Noir again, though that might mess up the pacing). Besides that I have a more personal question: Do you guys think the story would work better if I used 616 or Ultimate Spider-Man? Noir's a pretty obscure character and I'll admit it right now; many times it feels like I'm not writing Spider-Man whenever I use his POV.**

 **Spider-Man as a character has always been defined by his kindness and pure desire to do good, that no matter how many hardships he faces and how easy it would be to just kill every villain he came across he never gives up his morals. I've actually seen people remark that the Noir Spider-Man comic series was weird because it turned a character who can accurately be described as the Heart of the Marvel Universe and made him to someone who beats down people and kills them without blinking.**

 **While Gwen herself shows these traits, Noir doesn't and I wonder if you guys would prefer the more mainstream one over the Rorschach wannabe I've written Peter to be in this fic. In this chapter alone he's pretty rough when dealing with Felicia and he kills multiple Hand ninjas in the alley; while all of it can be justified due to the serum and circumstances it still kind of bizarre if you look at the meta view that he's Spider-Man, meaning he should be above such brutal actions.**

 **I dunno, maybe it's just me thinking too much again. Either way if you guys want I could make a oneshot with 616 Spidey and Spider-Gwen; it would probably make the 'back from the dead' drama more meaningful on both sides rather than it being hilariously one-sided in this fic. It would also make the relationship more compelling rather than Noir's weird love-hate thing with Gwen/Spider-Woman.**

 **Oh, and thanks all for the fic recommendations :) I'm reading through 'The Amazing Spider-Gwen' by Scapolite and 'Ultimate Spider-Woman: Change with the Light' by JaredMilne1982. I'll read Polarity and Spider-Man 20XX later on as well, so it'll be busy :)**

 **Answers:**

 **Mingyu - Why does everyone think that Noir's intimately tied to S.I.L.K now? Just cause of the serum and Octavius or something else?**

 **Mynameisthedoctor - I'll read Polarity soon, like I said :)**

 **Newworlds - Planned, definitely, though it might not be for a while dependent on what happens. That and meta-wise it kinda loses impact since unlike the 616 and Ultimate crossover comic, Noir has very little in common with 65-Peter from the audience's perspective.**

 **DamnedAeons1987 - Hey, it could have been another cop ;) Honestly I wasn't thinking of Hartigan when I wrote that, more 'killing a cop means this guy is bad juju' and just ran with it. Who knows, maybe Bullseye's cop friend is Bruce Willis.**

 **Jojo Camello - Heh, I set a standard for a character; nice :D Anyway, no plans for crossover with other Spider-media but as for SpOck? Honestly he'd just introduce himself as Peter and Noir would be none the wiser...in fact I can see Noir _liking_ SpOck due to his pragmatic and utalitarian approach to crime fighting while Gwen would be pissed off since he's even worse than Noir is.**

 **Jony - With the exception of Bushman and possibly Microchip everyone on that list is definitely either showing up or getting referred to :) As for the cover page? I was just bored. Hell I changed it again since my friend gave me a new one as a present.**


	24. Harsh Truths

**Before we get started, a warning: This chapter has a boatload of wangst and what could be perceived as forced drama. If you find the character's behavior eye-rolling then...well, all I can say is you've been warned.**

 **Also, I got some support for a mainline Spidey and Spider-Gwen oneshot; though whether I should use Spectacular, 616 or Ultimate flip-flops dependent on the person. We'll see where it goes, though I'm leaning towards 616 due to the tragedy angle and both of them losing the other. Ultimate got his Gwen Stacy back while Spectacular's never lost her.**

 **Others also suggested a romance, but I have my doubts. It wouldn't work for the same reason why pairing Gwen with Noir wouldn't be feasible: Noir's radically different from 65-Peter even if you ignore the timeline differences. Likewise 616 Gwen has almost nothing in common with 65-Gwen; generally speaking I don't think 'tomboy, in your face punk rocker vigilante' when I think of the woman who got chucked off a bridge and vice-versa.**

 **It's more likely to be an introspective fic more than anything, though I guess I can squeeze in a pairing if its what people want.**

 **One question before we start, though: I know it's a weird thing to ask but I've gotten some reviews to this effect. How many people reading the fic read through the Spider-Gwen and/or Spider-Man Noir comic series? I don't mind either way, but given that these two are Elseworld versions I would have thought my readers would be people who read one or both of the comic runs and yet I've had some reviews who noted that they never gone through either and still read on regardless.**

 **I'm just generally curious on the percentage here.**

* * *

Back here again...

Gwen sat on the edge of the windowsill, legs swinging idly and her feet just grazing the wooden floor, _'Nothing's changed...'_ she thought, looking around the room slowly. How long had it been since she'd been here? It didn't seem that long ago that she'd spend most of her days here, sleeping over because her dad was busy with work or couldn't make it home for one reason or another.

Aunt May was the one to suggest the idea of spending time over to her dad and he'd agreed easily enough; it was better his daughter spend time with friends of the family rather than spending another night alone in their house sleeping on the couch trying to wait up for him. _"She shouldn't have to be alone in that place, George,"_ she'd said, obviously worried, _"She can stay with us. It's not a bother at all."_

They'd slowed down eventually, of course; when she got to the dreaded 'rebellious teenage years' (her dad's words) her dad didn't like her spending too much time alone with Peter in sleepovers. It was for Peter's sake, or at least that's what he claimed. He didn't want her best friend to meet 'Uncle Background Check' and 'Aunt PG-13' and ruin a perfectly good _friendship_...emphasis on that last word followed by a not-so-subtle look to Aunt May and Uncle Ben.

She shook her head; it seemed so silly back then, her dad worrying about her finding out about the dreaded world of boy-girl relationships when only a year later she got bitten by a radioactive spider and got superpowers...though he probably would have preferred that to getting supercancer or turning into some human-spider hybrid like something out of a B-move from the 90's.

"Damn it..." She slipped off the windowsill and stood on the room proper, her footsteps soft in the bare wood. Her costume, normally a source of comfort whenever she put it on, almost felt suffocating in the darkness of the small bedroom. What was she thinking putting it on? Was hiding behind a mask really the only way she could face the Parkers, the only way she could admit that both her and their son had made a mistake?

But what else could she do? Knock on their door, wake them up from their sleep and just tell them that she had irrefutable proof that Peter turned into the midtown high Lizard? They'd never believe her, and the worst case she'd never be welcome in the house again. At least if she wore a mask she could still pretend it wasn't her, still come back to her second home like nothing ever happened.

A part of her was so tempted to just run, just jump out the window and swing away before Uncle Ben or Aunt May even realized she was here. Standing here in Peter's room dressed like the 'murderer' who took him from his family...why couldn't she just be honest with them? Why couldn't she just go up to them and tell them that...

That what? That their son turned into a monster? That she'd beaten him to death because she didn't realize he was Peter? Every day she thought about that night, thought about what she 'could' have done instead. Maybe she could have binded him with webbing, maybe she could have just talked to him and tried to calm him down. Hell he'd even begged her to stop attacking him and she ignored him, too focused on trying to push away her own fear that she didn't see his.

 _"Depends. If helping her meant letting more people get hurt would you have done it?"_

She grit her teeth and clenched her fists, taking a deep breath to calm herself. She liked to think she would have done her damnedest to save anyone that got infected with that damn poison but a part of her, the traitorous little voice at the back of her head like a fucked up Jiminy Cricket, told her otherwise, _'You wouldn't care so much if it wasn't Peter. You'd feel bad but as long as it wasn't someone you knew you could live with it.'_

 _'Shut up.'_ Shaking her head, she took a few tentative steps to the study desk across the bed. Ben and May didn't touch anything in the room; everything was left as it was. Even now she could see scattered papers and an old pair of glasses lying the surface of the table, the academic honors award standing proudly a few inches away without a speck of dust on it. They made sure everything was the same but the room was cleaned every day, everything dusted and wiped till it looked pristine.

It felt...wrong. They were doing their best to honor Peter but this place...it felt more like a museum or a time capsule than a room someone lived in before. Everything was too clean and even the messes looked artificial, like the way someone thought a messy room should look like.

She picked up one of the science textbooks and skipped to where the bookmark was lying, "Regenerative properties of lizards...?" Her hands shook and she had to resist the urge to chuck the damn thing outside the window. How long had Peter been planning this? Did he always think about creating the serum or was he inspired by Dr. Connor's research? Connors said he didn't plan the ideas in his head, but...

"God damn it..." She shook her head and slammed the book down on the table, momentarily forgetting that she wasn't supposed to be here. Before she could regret her rash action she heard something fall to the ground with a dull thud, the sound of something cracking quickly following, "Shit..." She knelt down and groped blindly for a second before she felt the hard, rectangular plastic.

Standing up again, she turned the picture frame around and immediately felt as if she'd been slapped when she saw the contents, "I remember this..." she mumbled, tracing a hand through the cracked glass covering the picture. Through the broken glass her reflections from 10 years ago stared back at her, her face split into a wide grin as she held her 'trophy' over her head. Peter was standing next to her, his smile similarly large and his arms stuck in a goofy pose.

The day they'd won a contest for a Captain America charity event. It was silly. First prize was a replica of Cap's shield - obviously nothing more than some cheap plastic that got spray painted red, white and blue - but to them it felt like they were on top of the world. She remembered them spending days just playing with the damn thing till they got the bright idea to toss it at the lake cause 'it's Captain America's shield, it'll come back!' or some other stupid reason.

Needless to say it didn't and by the time her dad finished lecturing them both and managed to fish it out the paint had washed off and they were left with a boring lump of plastic that they eventually dumped in the storage room never to be seen again.

Maybe it was fucking cliche but she did sometimes miss those days. Yeah, yeah; youth was wasted on the young and all that, but back then she didn't have to worry about Supervillains or disappointing everyone by not being good enough. Whenever she heard of criminals she always thought her dad would be there to protect her like her own personal Captain America. Now she was protecting him from douchebags like Vulture and Hippo...

She didn't know whether it was her spider-sense flaking out on her again or if she was just distracted - likely both considering her luck - but by the time she heard the door opening to her right it was too late.

Her head snapped to the side and she froze. Uncle Ben stood in the doorway with a bat in his hands, Aunt May not too far behind. They must have heard the noise and figured a burglar had broken in; it would've been her first thought, too.

An uncomfortable silence settled over the room. She opened her mouth to explain, but all that came were strangled half-words. What was she supposed to say? 'I snuck into Peter's room cause I was feeling nostalgic'? 'I didn't want to go through the front door like a normal fucking person cause I was scared'? They didn't know Spider-Woman, and Uncle Ben still considered her to blame for Peter's death.

...It was only after a few seconds of deliberation that she realized how it must have looked to him: His surrogate son's murderer, the one he and Aunt May condemned in a stage in front of dozens of people, was standing in Peter's room...

Uncle Ben's mouth parted in shock for a moment before his expression morphed into a scowl, his grip on the bat tightening, "You...what are you doing here!?" he screamed, causing Gwen to flinch back. She'd never heard him raise his voice; even when she was angry he was always calm, always willing to explain that he wasn't mad at them and that they just had to do better next time.

But the way he looked at her now...the hate, the rage...it brought her back to those first days after she'd been blamed. She'd shut down after Peter died, and seeing people disavow her - how they 'always knew' that she was a murderer and a criminal - was pouring salt into an open wound.

But still, none of that compared to seeing the two people she considered part of her family pinning her best friend's death on her.

"Ben..." Aunt May said softly, placing a hand at his arm, "Please don't yell."

"I...I just wanted to-"

Her spider-sense tingled just in time to warn her. Moving on instinct, she lowered herself into a crouch and winced as the baseball bat flew over her head, smashing into the wall with an almost deafening thud, "It wasn't enough that you took my nephew!? Now you have the nerve to show your face here!?" He swung again and Gwen jumped back, landing on the bed with far less grace than she'd have liked, "Haven't you done enough!?"

"I...I didn't-" Didn't think, didn't know what she was doing coming back here, _'Get out of there! He's not gonna listen to you!'_ The voice screamed, but she ignored it again. Jumping off the bed, she clung to the ceiling and resisted every urge and instinct telling her to web his hands to the wall. He wasn't some common criminal. This was the main who helped raise her, the man she called uncle as if he was her blood.

"I-If you'll just let me explain-" She bent her body to the side to dodge the thrown bat, grabbing it out of the air before it could land again, "Please, I know how this looks but you just have to-"

"I don't _have_ to do anything!" he yelled, looking around the room for anything else he could use, "You took Peter from us! What gives you the right to-"

"Ben, that's enough!"

Both their heads snapped to Aunt May, stunned into silence as the normally calm woman glared at them both in equal measure, "Just...please, lets not make this worse." She touched Ben's arm again, the older man seemingly calming at the gesture, "You may not trust her, but you can trust me. If she meant us any harm she would have attacked by now rather than trying to plead her case. Lets just give it a chance."

"May..."

"And you." She looked up at her, her expression softening to something more pleading, "You came here to explain something, so...explain. But please don't hide behind that mask anymore. If you want us to trust anything you say then you need to be honest with us."

"I...I can't..." She detached herself from the roof and landed in front of them, Uncle Ben putting his wife behind him protectively before she dropped the bat behind her, "I know you deserve honesty, but..." But what? She wanted a fallback just in case this failed? Because she was a coward who would have preferred to keep lying rather than owning up to the truth? She didn't discount the idea that this could blow up in her face, and really what was one more fuck up to Spider-Woman compared to the backlash Gwen Stacy would get?

Aunt May stepped forward, both hands reaching out to touch her cheeks. Gwen flinched, resisting the urge to step back as her fingers grabbed the edge of the mask, "It's alright," she said, her voice soft and calm, "You don't need to lie to us, Gwen."

"Wha-"

Her eyes widened and she nearly stepped back before she pulled her mask up, lifting it till it reached her forehead. Past Aunt May she saw Uncle Ben's expression of shock mimic her own, his head shaking as he stepped back and muttered something she couldn't make out.

"H-How...?" she asked, her voice nothing more than a choked stutter. How did she know? She'd never shown herself as Spider-Woman in front of either of them before now; too ashamed to see how they would look at her everything that had happened. There was no way she could have figured it out, "I...I never got close to you while I was in costume, how could you have...it doesn't-"

"Shh, shh. It's alright, Gwen..." Aunt May put another hand on her cheek, a soft smile on her face, "I...I figured it out after George was kicked out of the investigation. The way he talked about Spider-Woman - about you - was...I just _knew_ that it wasn't just a sudden change of heart. He trusted you, he was convinced that you didn't kill Peter. It couldn't have been anyone else..."

"But...But you never-"

"You knew?" Uncle Ben interrupted, the hurt in his voice plain to hear, "You knew for...for _months_ now and you never-"

"What was I supposed to say, Ben?" she asked back. Gwen could see the beginning of tears in her eyes, "You...You blamed Spider-Woman for us losing Peter, you didn't believe George when he told you that she wasn't responsible. What would telling you have done?" She shook her head, "Gwen's family, I didn't...I didn't want us to lose her like we did Peter. I couldn't..."

"May..."

"I'm sorry..." Gwen said. She didn't know what else to say, "I'm sorry I lied to both of you, but I couldn't...people blamed me for Peter's death so the thought of just...just telling you the truth was too hard. What if... What if you thought it really was me? That I killed my best friend and didn't tell you for three years now?" She shut her eyes tightly and took a deep breath, willing away the urge to break down into tears. She needed to be strong, "I couldn't just..."

"It was you all along..." Uncle Ben looked away, his breaths shaky, "Why...Why would you come here now after all this time?"

"Because you deserve the truth...all of it." She stood up straighter and looked them both in the eyes. No more lies, no more running away. Whatever happened next she would live with the consequences, "It's time you knew what really happened to Peter."

* * *

They moved to the living room after that, a painful silence hanging over them. With every step she took the urge to run away diminished and by the time she was sitting on the couch any thought of retreating - of lying again - had been erased from her mind. They needed this, all of them. Whether the truth became public after this or not Cap was right about one thing; the Parkers deserved to know what happened to their son.

Gwen took a deep breath to calm herself, her arms folded on her lap. The last time they were here she was watching a video of her dad and Uncle Ben getting drunk and making asses of themselves in Mardi Gras, but now here she was in full costume sans mask trying to explain to them both what really happened that night at prom.

Sometimes she wondered if fate just had it in for her.

"This doesn't seem real," Uncle Ben said from across her, voice dipped low in a whisper. From the side she could hear Aunt May's soft shuffles, the kind woman making hot chocolate to try and put a sense of normalcy into all the insanity, "I...we blamed you for Peter's death. I thought you really..."

"I know how it looked. I was there, I held Peter in my arms before he..."

Aunt May came back, a tray holding three mugs in her hands, "I hope it's alright," she said, placing the tray on the table.

Even now she couldn't help but smile at the crudely written 'Gwennie the Pooh' markered on the side, "Thanks, Aunt May..." She took the cup and let the smell of hot chocolate calm her, at least for a moment. It was always what she gave whenever bad news happened; a bad grade, an argument with her dad about joining the band or whatever else she worried about more than two years ago.

They sat there in tense silence, the only sounds being the occasional sipping from the cups. She knew this wasn't normal, but she didn't know how to start it properly. Even with the USB stick burning a hole in her backpack she didn't know how to properly broach the topic.

Thankfully(?) Uncle Ben did it for her.

"Did you kill Peter?" he said suddenly, his eyes never once leaving his mug. Aunt May looked at him, her expression aghast, but he continued on, "Gwen, I just...don't sugarcoat it, alright? I just want to hear the truth."

"No." _Yes,_ a part of her hissed. It was still easy to blame herself and claim responsibility, but it wasn't the truth,"I...I blamed myself for so long, I thought I really did kill him even if it was just an accident, but...but even if I didn't attack him he would have died. There was nothing I could have done once he..."

"Once he what?" he asked, his voice shaky, "Wh-What did Peter do to make you... _attack_ him?"

Gwen winced and gripped onto her cup tightly. The moment of truth, "He...you know about the Midtown Lizard, right?" she asked, both of them giving reluctant nods in return, "After what happened with Peter it all got swept under the rug, especially since it never showed up again. But..." She bit her lip. It was hard to find the words, "But the reason it never showed up again was because...because the one who turned into the Lizard died that night."

At that moment a part of her would have given anything to take her words back, to erase the trauma she'd given them. She saw Uncle Ben's eyes widen, his head shaking as he muttered 'no, no, no.' under his breath like it would erase what she'd said. Aunt May was no better, her eyes shut tight and her hands covering her mouth as her shoulders shook with suppressed tears.

She knew the feeling. When she'd first seen the Lizard she was consumed with fear and rage; a monster was attacking prom, putting everyone in danger, and she was the only one who could stop it. She'd never fought anything worse than purse snatchers or thugs back then and the thought of facing a monster - her first 'Supervillain' - scared her more than anything.

So she taunted him; put as much force as she could into her punches and refused to hear his pleas for mercy. It was only after she saw Peter's broken body that she felt like everything had shattered, that she made the most terrible mistake in her life and she would have given up anything for a chance to do things over.

"You-You're lying!" Uncle Ben said, throwing a glare at her, "Peter wouldn't- he'd never turn himself into a- There must have been some other reason that he died that night! There has to be-"

"Ben...you know she's telling the truth." Aunt May squeezed his hand, trying to look strong despite her tears, "Why would Gwen lie to us? Peter and her...do you honestly think either of them could hurt one another if they had a choice?"

"I..."

"I know it's hard, Uncle Ben. God, I know..." She did her best to keep her voice level, but she couldn't stop the choked sobs, "Every night I told myself I could have done better, that I could have changed things. If I could go back I'd do it in a heartbeat. I love Peter, he was my best friend. If I could have saved him - stopped him from putting that damn serum in his system - I'd have given up anything to do so. But...But I can't change the past. All I can give you is the truth now."

"And what is the truth?" he asked, the glare making way for a haunted look she'd seen far too many times when she looked at her reflection, "That our son turned himself into a monster? That he...he died because he deserved it?"

"Peter made a mistake, I won't deny that, but he didn't deserve to die," she said, "He just...everything that happened to him: The kids in school making fun of him, beating beaten up by the bullies and finally that last straw at prom...he got angry, he lashed out. The serum took all that and turned him into that thing. He was so angry he just...wanted to make everyone else pay for hurting him."

"Gwen..." Aunt May looked at her. Was it pity or something else that she saw in her eyes, "If...could you have saved him?"

"...No."

There was something in that one word that seemed to hurt more than anything else. There were times where she thought of saving him, dreams where she just webbed him up till he calmed down and returned to normal...but there was no going back once he'd put the serum inside him.

"The serum, it...it killed him the second he put it in his body," she said slowly, each word harder to say than the last, "Even if I didn't fight him, if he just calmed down...the damage to his system was too much. As much as I want to tell myself otherwise there was nothing I could have done once I saw him at prom."

There it was, the whole truth of it. Peter turned himself into a monster and she couldn't save him from himself. Maybe if she'd looked out for him more, focused on helping him deal with his tormentors like Carl King or trying to curb the resentment he felt for Harry, he wouldn't have felt the need to create the damn thing just so he could be 'special'.

But then there were a thousand 'what-ifs', thousands of things she 'could' have done instead. Hindsight was always 20-20.

"How...How do you know all this?" Uncle Ben asked. There was something about the calm in his voice that unnerved her, "You couldn't have found this out on your own."

"I...you're not going to believe me, but Captain America told me." She unzipped her bag and took out the USB, the sight of the old revolver causing her to pause for a moment before she zipped it up again. This didn't involve him, "I ran into her when I heard rumors of more Lizards. She investigated what happened with Peter again and found out someone falsified the results. This is what really happened."

"Show me."

It only took a moment to zip back and grab Peter's laptop and boot it up. Her hands were slightly shaky when she put the USB at its side, few clicks showing her the DNA map and attached notes, "I...can't really explain it. I'm not a geneticist, but..." She swiped to the right and tapped the screen, "This was Peter's DNA prior to the serum. Nothing unusual." Another right swipe, "After the serum...his genetic structure became unstable, or at least that's what Cap said. T-The notes have more details, so reading that is...yeah."

She stepped back and let Uncle Ben grab the miniature computer, his gaze focused. She doubted he had any more idea about genetics than she did but she had a feeling that didn't matter; he wanted to find out the truth and he'd take anything to try and make sense of it all.

Gwen held back a frown and made her way to the kitchen, the sound of the mouse clicking the only thing reaching her ears. This wasn't going how she thought it would. She knew it would hurt, for both her and the Parkers, but imagining it was nothing compared to seeing the pain on their faces when they realized the truth. 'A harsh truth's better than a convenient lie', her father once said. Maybe that was why he took the reveal of her identity better than most would have, but not all of them could just keep going after finding their world turned upside down.

Releasing a sigh, the unmasked heroine put her back to the table and looked up at the ceiling. Technically speaking her goal was done: She'd told the Parkers the truth and given them proof. Hell she could give them Cap's phone number when the senior hero called her again if they wanted to make sure...

A pair of footsteps from behind put a nix to any idea of excusing herself. Looking back she found Aunt May slowly trudging into the room, her gaze cast downwards, "Ben's trying to make sense of it all, but I think he honestly believes you," she said, "I'm sorry for the things he said earlier. He was...ever since Peter died he's-"

"I understand," she said, cutting the older woman off with an attempt at a comforting smile, "In his situation I would have done the same thing. Jameson's been screaming that I'm responsible for Peter's death. Scream loud enough and people begin to believe you." She pressed her lips into a thin line. There were a lot of things she wanted to do to New York's mayor, and none of them she wanted to vocalize out loud, "It's not his fault-"

"No, Gwen, it is," Aunt May cut her off firmly, "It's both our faults. It was... _is_ a disservice to Peter what we did, just clinging to our grief and trying to find someone to blame. We'd lost our son, but you lost your your best friend. We were both hurting and..." She took her and squeezed it gently. The warmth was comforting even through her gloves, "For two years you dealt with the grief, trying to save people even when they condemned you as a murderer. I'm...sorry I didn't do anything sooner."

"Aunt May, please...it's not your fault," she repeated, "This was all...just a big pile of mistakes."

That's what it boiled down to, didn't it? If she never got her powers maybe people would never have gotten it into his head that he could be 'special'; maybe if Carl King and the rest didn't bully him he wouldn't have become resentful; hell maybe if they never met Harry then Peter wouldn't have felt this insane need to prove that he was no better than him.

There was no one thing she could point at and go 'that's the reason' for what happened that night. They were all slipping down the slope.

"Maybe it is, but it doesn't change how we acted afterwards." She let go of her hand, Gwen immediately missing the warmth that came with it, "Gwen...you told us the truth about what happened, but that's not all there is, is there?"

Gwen bit her bottom lip and she looked down at the floor. It felt like she was a kid again, not wanting to admit that she hadn't done her homework or that she'd done something else she shouldn't have, "I..." She took a deep breath and steeled herself, Caps words ringing in her head again, "Yeah, you finding out the truth is just one of the reasons I came here."

"I'm listening."

"It's..." She shook her head, "Cap gave me that data for two reasons: One was because she thought you both deserved the truth, and the second was because...because she wants me to go public with it. Clear my name in...in exchange for-

"For Peter's," she finished, "She wants you to prove your innocence."

"Yeah, but...I don't- I'm not even sure if its worth it," she admitted. It was suddenly difficult to look Aunt May in the eyes, even if she showed nothing but understanding, "Aunt May, Peter's one of the reasons I go out there every day. The reason why I put on the mask and ignored all the insults before people started changing their minds. Before Peter's death I was...I was selfish. I just wanted to have fun with my powers, to go on talk shows like I was some kind of damn celebrity. I didn't even think about helping people - _really_ helping people - until that night."

"But you're still doing it now, aren't you?" she asked, Gwen nodding reluctantly in response, "What you were back then doesn't matter, Gwen. In your shoes many people would have just given up, but you spent years trying to save people even when they gave you nothing but scorn in return. If anyone deserves to get a clean slate it's you."

"But...But you _know_ what people are like!" she said, her voice rising despite her best efforts, "They can be- God, they can be such _assholes_! Three years I dealt with their insults, screaming that I was just a delusional criminal and that I killed my best friend even after I did my best to help them. If you reveal what happened, they...you know what they'd do if they found someone else to blame and hate even if it's not rational. I...I can't put you through that. "

"If it means your innocence then it's worth it." Aunt May put a hand on her cheek and nodded, "Ben and I are old, Gwen. We've lived our lives and we spent the last two years just wallowing in our grief. But you...you can do _so_ much, save people and do a lot of good. More than Ben and I could ever hope to do. The innocence of one young girl - a _hero_ \- in exchange for a little grief for two old fogeys like Ben and me? It's a fair trade."

"Aunt May, I..."

"Hush now, it's alright." She pulled her into a sudden embrace, Gwen freezing up momentarily before she reciprocated the gesture. How long had it been since she was in Aunt May's arms, trying to hold back tears and look stronger than she was? "Ben and I aren't fragile dolls, Gwen. Whatever harrassment or insults they throw at us we can deal with it. You have the rest of your life and I don't want you to carry Peter's death like a cross."

 _"I'm not your responsibility."_

"I...if you're sure..." She reluctantly pulled herself back from the comforting gesture, "But if you really wanna do this then let me call Cap first. I know you and Uncle Ben can take care of yourselves, but I'd feel better knowing someone was watching out for you both. And-And I'll make sure to visit and check up on you whenever I can. If you need anything or anyone ever tries to hurt you please tell me immediately, alright? I'll make sure to set the record straight."

"We'll be fine, Gwen." she said, a small laugh escaping her, "I can see now why Peter..." she trailed off, suddenly looking like she'd said too much.

"Peter...what?" she asked.

"I...probably shouldn't say. I don't want to drudge up old memories-"

"Aunt May, we spent this entire night just talking about the truth of all the fucked up things that happened." She placed a hand on her shoulder and squeezed, "Whatever it is I can deal with it. I've...I've had three years to move past everything, we all did."

"Gwen...Peter loved you."

"I...I know that," she replied, ignoring the voice at the back of her head telling her otherwise, "We were best friends since we were kids. I loved him too, like he was family-"

"No, Gwen, not that way. He loved you...the same way I love Ben."

Gwen's eyes widened and she stepped back, her mouth parting even though no words came. Eventually she managed to calm herself and speak up, "What...? That's...you know how crazy that sounds, right?" she asked, a forced smile on her face, "Peter and I grew up together. We-We played in the mud, we threw toys into the lake. Why would he-"

"I don't know his reasons, Gwen, not really. I never asked because I knew he'd just deny it or try to come up with some excuse on why it wouldn't work. Maybe he fell in love with you over the years, maybe something just clicked one day like it was for Ben and me, but it was obvious to me that he loved you. It's not hard to understand why seeing the amazing young woman you've turned into."

"That's..." Aunt May always joked about it before, that her son was holding a torch for the girl next door. Gwen laughed it off, said that real life wasn't a movie and that Peter was more in love with his chemistry set than anything else. She never would have thought that he even considered feelings for her in that way; he always seemed more interested in his projects and studies than relationships.

...And honestly even if she knew she didn't know if she would have felt the same way.

"It only makes the decision easier. Peter would want you to be happy, Gwen. Proving your innocence is a start."

 _"So just...just stay away from me."_

"You-"

"Am I interrupting something?"

Gwen head snapped to the entrance of the kitchen. Uncle Ben stood there, his expression uncertain and holding no trace of the focus he had not too long ago. Aunt May looked at them both in turn before she mumbled something about 'giving them some privacy' before making her way to the living room. She wanted to beg her to stay, to make sure that she had someone who would support her in the same room, but all that came out was a soft "Don't go" that she doubted the older woman even heard.

Uncle Ben remained silent for a minute before he extended his right hand out, the USB held between his fingers, "I...read the notes," he mumbled, Gwen taking the data drive reluctantly, "I'd be lying if I said it all made sense to me, so I can only go with my gut."

"And what's it say?" she asked. Already she was dreading the answer.

"That you would never hurt Peter if you had any choice." He rubbed the back of his head and frowned, "It's just...I spent so long hating Spider-Woman for taking Peter away from us, and finding out its you...it's not exactly something I would have ever expected."

"Are you disappointed?"

"More angry at myself, really." He gave a wry laugh, the sound almost painfully loud in the dark kitchen, "Back in that room when May first pulled that mask from your head you what my first thought was? 'Gwen killed Peter'." He took in a shaky breath, "It was...wrong of me to do that. Peter was your best friend, I knew that his death hurt you just as much as it hurt us but I still wanted someone to blame. I didn't want to admit even the possibility that all of this was just a mistake."

"I understand...I'd want someone to place blame on if I was in your place."

"It still doesn't make it right," he replied, "I, uh, heard your talk with May. About revealing the truth, and I want you to know that I agree with her. You've spent enough time carrying Peter's burdens, it's about time we shared the load."

That was all she could take. Practically stumbling forward, she pressed her head against Uncle Ben's chest and cried, her arms circling around his back in a tight hug. She could feel him stumble slightly at the sudden gesture but eventually she heard a soft laugh and he wrapped his arms around her back too. He could have blamed her for everything, could have hated her for not doing enough to save Peter, and yet he was still trying to look out for her.

She remembered the piggyback rides, the screams and cheers whenever Uncle Ben carried both her and Peter like he was the world's strongest man. Even after everything, after all the problems, the villains and the death she'd seen, even something as simple as being close to the Parkers never failed to bring her a sense of relief. That was something no one could ever take from her.

The embrace lasted for a few more seconds before she heard the unmistakable sound of her phone ringing. Separating herself from him with a small smile, she pulled out the mobile phone and pressed the answer button when she saw the 'unknown number' flashing on the screen. It was either Cap or a telemarketer, but she was betting on the former.

"Hello, Ms. Stacy. Having a pleasant evening?"

Wrong on both counts.

Her face morphed into a scowl and Uncle Ben looked at her worriedly, "Murdock," she spat, mustering as much venom as she could into the name, "How the fuck did you get my number?"

"Wasn't hard, but that's not what's important right now. I think you'd-"

"No. You know what? _Fuck you_." She turned around, keeping Uncle Ben out of sight. He didn't need to see this, "I'm not going to play your games and I'm sure as hell not going to become your little protege. So delete my number and _never_ call me again or I swear to god I'll-"

"My, such a temper!" He laughed, the sound causing her blood to boil, "And here I was offering something you might find interesting. But I can see - get it, see? - that you're not in the mood so I'll let the picture speak for itself. If you don't care then I guess that's your choice."

Before she could let out another curse the call cut off, a message being sent immediately afterwards. She was so tempted to delete it without checking; it was probably another one of his tricks, the same way he tried to goad her dad into killing Frank Castle so he could 'protect' her.

In the end curiosity won out and she opened it...and immediately regretted doing so.

An address with a photo attached. The picture wasn't the highest quality, not helped by the weird lighting, but it was enough. She could see a handful of Murdock's ninjas on the ground, the blood and wounds not giving her any false hopes that they were still alive. It was the figure at the center that got her attention - Even without his coat the mask was unmistakable, _'Ben...'_ She swallowed nervously and tried to focus on him. He was injured, cuts and other wounds marring his body, but that wasn't what worried her.

It was his right hand, covered in scales and crushing the last ninja's head like it was a damn grape.

"No...no, no, no, no!" She shut off the phone in a panic, suddenly feeling the urge to vomit. He was supposed to be immune! How could he have...there was no way he-

She had to find him. Now.

Aunt May looked up at her when she trudged into the living room, Uncle Ben following after her anxiously, "Gwen, what's wrong-"

She took a deep breath and pulled down her mask, "No time, I-I have to go." It would take too long to explain, time she didn't have right now. All she could hope for was that she could find him before it was too late.

"I have to stop someone from repeating Peter's mistake."

* * *

 **Done. Yeah...sorry for the cringy dialogue and forced drama; those who didn't like it will be happy to know that we're returning to a dual POV next chapter and it isn't nearly as whinging, not the least of which is because Noir isn't prone to being a very emotional person and is likely to brush off what happened with Otomo and the Hand ninjas without much fanfare.**

 **Anyway, the Lizard USB side-plots finally been finished; now she just has to wade through half a dozen more sidequests and she can get halfway done to actually moving the story along :P**

 **Incidentally, I am _not_ looking forward to the fallout if/when Noir ever meets the Parkers fully. It'd probably be even more wangsty than this :/ Somehow I can't imagine either Ben or May being very happy about Noir being a killer who hangs around psychos like Frank Castle, Bullseye and Moon Knight. **

**With that said the Castle family arc's a bit of an odd one since I have two mutually exclusive paths I could take through it and since I'm not very good at writing either of them (I'm more a talky chapter kind of guy) I'll let you guys decide:**

 **1\. A supervillain fight. In this scenario there's more action and it's likely both Gwen and Kate Bishop are going to be involved, which opens up more dialogue between the four (particularly Gwen and Castle since the two have issues) and some team/pair dynamics. This makes it feel more a traditional climactic chapter where you save the damsels in distress (or family in this case) after a tough fight.**

 **2\. A more horror-esque approach. In this scenario Gwen and Kate are unlikely to be present - mostly because it'd be hard to imagine a desperate survivor scenario with either of the two present and making jokes - meaning it's just Noir and Castle dealing with whatever the chapter throws at them. Not much action in this scenario, but it does introduce a villain who might be a recurring one for Noir down the line.**

 **No specific preference comes to mind immediately, so just pick which one interests you the most.**

 **Answers:**

 **Redentor - He can't control the Lizard. It only showed up because Otomo disabled his powers and removed his immunity, which he generally can't do on his own. Likewise while gadgets are a possibility, I can't see Noir using magical rituals. He might have been gifted with magic, but that doesn't mean he knows how to use it like Moon Knight could.**

 **Mynameisthedoctor - As I said it was a oneshot, so no I wouldn't abandon it. Also, that's a bit of an odd pairing considering the age gap: Ultimate is 15 years old while Gwen's 19. Considering how much people got grossed out with the Gwen and Miles pairing I can't see much support for this unless we go AU where he arrives just after Gwen gets bit.**

 **As for the dynamic between the two, I'm trying to write it better because right now Noir seems to win most of the arguments. I guess the problem is extremism: Gwen's on the high end of the scale where she kills no one, while Castle is on the low end of the scale where he kills everyone. Because Noir's a moderate (despite his attitude) its hard to take Gwen's side in the conflict.**

 **Jojo Camello - I think your first review got cut off. You said something about juggling three characters at once?**

 **KasugaRomio - Er, what do you mean by biting teeth? There's never a point where Noir bites anything but pizza in the fic.**

 **Zapper3000380 - People of anti-heroic alignment also mess up, you know. Peter isn't exactly earning friends acting like a raging Chihuahua all the time.**

 **Newworlds - Nice of you to say, but that could apply to any story since half of what Marvel puts out is hit or miss. Anyway, I'm personally hoping we get to see the Gwenom arc soon or at least put an end to this power-up nonsense. It kinda kills the pacing having Gwen need isotopes.**

 **Tighearnach Creag - It's not much of a period piece now considering he's trapped in modern day. Also, what's wrong with his execution? Not saying I generally expect people to agree on how he acts but I'm curious all the same what specifically irked you about his behavior. Finding character flaws is always helpful in the long run :)**

 **Mingyu - What do you mean he's 'somewhere' in Earth-65? We know where he is; half the story is shown from his POV. If you're implying that we're not seeing through the eyes of the original Noir but rather a mindwiped shmuck - which I've gotten at least two times now from other people - then I don't really know what to say since there's little I can immediately say to dissuade that idea.**

 **Hardlight - Could you PM the NSFW fics? I'll take anything I can get as long as its not mindless harem and/or sex. Also, while Noir's the underdog in the physical sense Gwen's also one in another since her main antagonists are S.I.L.K and the Kingpin's cabal. Those aren't problems you can just punch away, especially given her strict adherence to the law.**


	25. From One Problem to Another

**Slightly longer than usual for now. I have another question, this one about characterization: Is it just me or do heroes have little sense of self-preservation? I mean I get that they're supposed to be selfless, but it seems like the way to really get to them is by hurting others rather than themselves.**

 **Now this makes sense I suppose, heroes are by definitions selfless people, but it feels kinda absurd. I mean lets just look at Gwen and Noir: In both canon and the fic they don't seem to care overtly much about their own lives but cave when others are in danger. In the canon Spider-Gwen comics Gwen refuses to budge and give Murdock even an inch when he tempts her with working for him, but the second her dad or Miles needs help she goes begging immediately; Murdock even lampshades it and calls her a bleeding heart.**

 **Noir as well since he doesn't react at all to getting his powers or being placed in danger but breaks down when Urich died and his first thought after getting his face caved in by Sandman is helping Robbie Roberston.**

 **From an audience perspective is it okay with you guys or do you think it's too jarring and makes the heroes seem less human? I'm having both Noir and Gwen show cases of this in this chapter (along with the previouls ones) and I'd like to know if you want me to dial it down or if it's okay so far.**

* * *

"Urgh..." Peter's eyes parted open slowly, the bright light of the sun streaming from the window immediately giving him another unneeded headache, "Where..." He blinked and raised both hands up to cover his eyes. He could feel the heat through the window, the bare skin of his chest pressed against the hard mattress uncomfortably. Wherever he was he had a feeling in his gut he wasn't going to be offered a warm cup of milk and a bed in breakfast.

The last thing he remembered was...

"Ah, damn it..." He let out a pained cough, his headache only getting worse. It all came rushing back: The little stunt with this madhouse's Felicia; her confession about her cat burglar dad biting off more than he could chew; an agreement to meet after Castle's family was safe; those damned ninjas deciding that he was a loose ended that needed tidying up and then...

Then they cut off his hand. And it grew back.

He shut his remaining eye tightly and tried to control his breathing. More images came and went, all of them only worsening the urge to vomit (and probably annoy whoever was housing him when they came in to check). He'd killed people before, sometimes without even feeling guilty about it, but that...he'd always used a gun or even just a knife or a pipe. There was something impersonal about it, something that made it easy to not think about it too much. He didn't feel the blood on his hands and it was over in a moment.

Uncle Ben told him once that being a pilot was easier than being a soldier. Not because he didn't risk death every time he entered the battlefield, but because everything was so distant. Planes were shot down and bombs were dropped on clusters of faceless crowds; he didn't see the people screaming and praying that they didn't want to die. It made the guilt easier to swallow, and he talked about friends who had to beat people to death with shovels when their guns ran out of ammo.

He was lucky, he'd said, that he never had to watch the life fade from a man's eyes.

After that...he couldn't remember. It would come back eventually, but he didn't feel like sticking around for that, "Gotta focus..." First he had to get out of this place. Any thoughts about guilt, battle fatigue or shell shock could come after that.

Blinking away the blurriness, he frowned at the feeling of bandages covering his chest and left eye, "Whoever took me doesn't want me to die, at least..." he muttered. It didn't give him much relief; just because he was patched up didn't mean what they had in store was good.

He tried to raise himself up only to fall back down almost immediately. His body felt like lead and a quick look at his hands showed another problem, "...Perfect." He tried to separate his wrists and winced; handcuffs, pretty thick ones by the looks of em. Trying to move his feet wasn't any better - Even if he couldn't see them he could hear the clinking of the chains and something cold around his ankle.

Right, definitely not a good place to be.

Another attempt to break the links came and went, but the metal bindings showed no signs of bending. Either he was still weak or whoever brought him here used the same miracle metal that Stars and Stripes and White Widow cuffed him with a couple of weeks ago, "Not again. I don't need this right now..." He moved his shoulders and tried to prop himself up on the bed. He wasn't going to get out of here like this and he had a feeling Bullseye wasn't going to come to his rescue again.

He was on his own.

 _'Come on, think! You've been in worse before...'_ He looked around the room. Besides the bed and a small desk with a chair in front of it the inside was more or less barren. He could see two doors to his front and right, a muffled voice and footsteps coming from the former. Someone was here, and he wasn't going to stick around to see if they were friendly or not.

Thankfully whoever owned the place wasn't very tidy. The room was cluttered with no small amount of junk and a few empty bottles of booze, but there was something else he could use. Throwing himself at the edge of the bed, he grasped for one of the fallen paperclips and grabbed it with shaking hands. He could only hope that his fingers would stop trembling long enough for him to pull this off.

"Come on..." He sat up with a few pained breaths and pressed his back against the bedframe. He could hear the voices again, louder this time, _'Move, Parker...'_ He bit the small end of the paperclip till there was a small dent, bending the point so the metal would stick out. He wasn't exactly a master criminal, but desperation was the mother of invention. Do or die, and he'd been up to a lot of doing ever since he got to this asylum.

Holding the piece of metal between his middle and ring finger, he guided it towards the keyhole before using the makeshift handle to turn, "Come on, come on..." He looked at the door and jimmied the clip with his thumb. He just needed to-

*Click*

The ring of steel came off with a snap and his right hand was free. Throwing another glance at the door, he picked the next keyhole and gave a sigh of relief as the last of the cuffs fell onto the bed with a dull thud, "Eat your heart out, Bullseye..." He allowed himself a small smile before pressing his knees closer to his chest. Now he just had to get these damn leg cuffs off and find some clothes and he'd be right as rain.

It didn't take much longer than his previous bindings and after about a minute of fiddling with the lock he heard the satisfying click of the mechanism releasing its hold and falling to join its partner.

"Right, now to get outta here..." He took a deep breath and put a shaky foot down on the floor, making sure to avoid the bottles and just hoping there weren't broken shards of glass he couldn't see. His entire body still felt like it was made of jelly, but he'd been through worse, "Slow and steady..." He grabbed the bedframe with shaking hands and pulled himself up. He'd open the window and jump out half naked if that was what it took. Wasn't like he was worried about freezing to death.

He only managed two steps before he fell, his legs finally giving just before he landed flat on his face.

As if things couldn't get any worse he heard the door opening with a soft creak, _'Just my luck...'_ Looking up, he caught sight of a twist stepping into the room, a tray of food in her hands. It didn't take long for her to find him and she raised a brow, the expression quickly being replaced by something that looked like disbelief as an awkward silence enveloped the room.

"Uh..." she said, eyes shifting from him to the picked cuffs lying on the bed, "Well...that's not what I thought I'd see walking in here." She shook her head, sounding more amused than anything else, "Damn it, I told Ms. Jones the cuffs weren't a good idea but no~." She placed the tray at the side table before kneeling down and offering him a hand, "Come on, big guy, get up. Don't want you opening up those wounds again."

Well...she was friendly. Peter looked at the offered hand before reluctantly accepting; his spider-sense hadn't blared at all since he saw her, so that had to count for something.

She lifted him up with some effort before placing him back on the bed in a sitting position. Again Peter felt the urge to try and jump out the window but he reined it in. Sometimes his paranoia got the best of him, "...Thanks." he said.

"No prob," she said, throwing him a smile and a cheeky wink in response. It was bizarre; she was acting like he didn't look like a gutted pig covered in bandages, "Hey, sorry about the cuffs. Ms. Jones was a bit paranoid after what happened last night."

"Last night?" He pinched the bridge of his nose to try and stem the headache, "Who...Who are you?"

"You forget already? I'm Kate Bishop, one of the two good Samaritans who saved your ass. All in a days work and all that. "

"I...don't remember," he admitted. Besides going mad the last thing he recalled was that broad in red dressed like a prostitute taking that bastard away, "You...saved me?" He didn't doubt it if that was the case. Ever since he got here he'd been getting his keister pulled out of the fire whether it was by Spider-Woman, Bullseye or Gwen. At this rate he was starting to doubt he'd last much longer if he kept going.

"Yeah, you're welcome for that, too." She nodded, the smile never leaving her face, "Well, actually I can't take _all_ the credit. Ms. Jones helped too, you know. Probably remember her; picked up one guy and threw him at another guy? Said we weren't supposed to get involved? Yeah, that's her."

"Not yet, but I'm sure it'll come back to me eventually..."

"It always does. Well hey, you should get something to eat; you look like you've been through hell." She picked up the tray and placed it at his side. He could see some (badly cooked) soup and bread lying on the plates but after everything it looked like a king's feast, "Can you eat on your own or not? I'll help you, but I get the feeling neither of us wants to see me drive the choo-choo train through the tunnel."

"Got that right..." He gave a strained laugh and picked up the spoon slowly. He could at least do this much.

He ate the light breakfast in silence, Bishop sitting at the chair and just watching him. He didn't know whether he could trust her fully, but he wasn't exactly swimming in options right now. Whatever the case he had to calm down and try to fix this hole he buried himself in: Murdock betrayed him - though it was more accurate to say he betrayed him _first_ \- and he didn't have any other options. Castle was counting on him to get that location.

He spooned the last of the thin soup into his mouth before he sighed. He couldn't see a way out of this, at least not one that ended in Castle getting his family back. He could just leave it, he guessed. It wouldn't have been his first failure ever since he donned the mask and he couldn't say he didn't try. Sometimes things just ended in failure, that was a lesson he'd learned all too well back home.

It was only after his second bite of toast that Bishop finally decided to speak, giving a short cough to draw his attention, "So..." She sat up straight on the chair and crossed her legs. Trying to look more professional, maybe? "Could we talk about what happened last night? I mean you kinda went..." She gestured in the air vaguely, "Well, don't wanna sound offensive or anything but-"

"I went insane..." He placed the crusty bread down and sighed, looking at Bishop with grim eyes, "If you want an explanation then you're going to be disappointed. I got no idea why the serum's inside my body or why it broke through the way it did."

"Serum?" Her eyebrows knotted together in worry. With obvious hesitation he saw her look around (did she think someone else was listening in?) before leaning closer, "Alright, real talk. What do you mean by serum? You one of Captain America's clones or something?"

"Do I look like a Negro to you?" he asked, Bishop giving him a weird look in response, "...What?"

"That's racist."

"Back where I came from it was the proper term. It's everyone else in this madhouse that's bizarre." He scoffed, "To answer your question; no, I'm not one of Stars-and-Stripes' little copies. The serum I'm talking about is..." He looked down at his right arm...was it even _his_ arm, really? "I...it was made by this dumb kid a couple of years ago. Dunno what he was thinking putting all that junk together but it turns people injected with it to these giant Lizards-"

"You're talking about the Lizard serum?" she asked, her eyes wide, "Shit, I heard about it before but I never thought I'd actually see it firsthand. You took the suppressants, right? You didn't turn into a man-lizard thing so-"

"I'm supposed to be immune." Emphasis on 'supposed to be'. Then again very little made sense since that night at the docks, "I...I think that bastard with the glowing sword did something to me, and whatever it was it may have caused that little poison to spread. Seems fine now, but I'm not surprised that your boss decided she needed a little insurance to make sure I didn't go nuts again."

"Yeah, vibranium cuffs. All the rage these days...well, just gimme a heads up if you plan to go full Lizard or whatever. Don't really plan on being anyone's breakfast, thanks. "

"...Where is she, anyway?" he asked, ignoring the attempt at a joke.

"Oh, she's out on a case with Mr. Stacy. She didn't want to leave me alone but I kinda insisted." She snorted. Considering the cuffs Peter had to wonder just what she meant by 'insist'... "'Sides, you're a hero, aren't you? I mean...most heroes don't kill people, but those Hand fuckers come back from the dead so much that shoot to kill is pretty much first instinct for everyone else who runs into them. Wouldn't be surprised if they're already up and kicking again."

"They...what?" He looked at her like she grew a second head, "What do you mean they come back from the dead?"

"Uh...you didn't know that?" she asked back, looking at him like he was the weird one, "Reason they jump onto people's swords is because they think that if they do a good job the 'demon head' will raise them up as eternal servants or some other culty bullshit. Not sure how true it is, but they never really run out of disposable henchmen no matter how many S.H.I.E.L.D or anyone else takes down so there has to be _some_ truth to it."

The way she talked about them...she wasn't just some good Samaritan. Peter shut his eyes tightly and took in a ragged breath. It was coming back. She did save him from this ninjas, but...

"...Who are you?"

She blinked at the odd question, "Told you, I'm Kate-"

"No, _who are you_?" he repeated, looking at her through narrowed eyes, "That...the other dame said something about how you 'weren't supposed to get involved'. You didn't just run into me that night, did you?"

"Well..." She bit her lip and looked around the room before speaking up again, "Alright, fine." She threw up her hands, "I used to work for S.H.I.E.L.D before I had a little falling out with my, uh, mentor. I still keep in touch with them, get updates if something's going wrong or whatever. Well, a couple of days ago they called and asked me for a favor."

"That being?"

"They wanted me and Ms. Jones to keep an eye out for the Dark Spider," she said, "I mean, how could I say no? It seemed harmless enough and it was a paying gig. Me and her went out looking for your usual haunts or followed anyone who tweeted sightings of you. Wasn't very successful in all honesty, but then we saw you..." That vague gesture again, "Having an argument with the Hand. That's when we came in and saved you, by the way."

"That gang of spooks again?" He clicked his tongue. He should have known they wouldn't leave him alone, "They tell you why?"

"Nope. Asked why, but I just got a 'need-to-know basis only, Ms. Bishop. If you were still an active member of S.H.I.E.L.D you would be privy to this information'," she said, changing her voice to a faux-baritone and rolling her eyes, "You know how it is. Anyway, Ms. Jones didn't want to get involved but the job would fail if you died so..." She shrugged, "Besides, fuck the Hand. Those guys have been a pain in the ass for years now."

Well, that was one thing they could agree on at least, "...You don't seem that worried. Not scared I might go insane again?"

"If you did it's not like I'm an untrained civ. Had to do lot of goodwill with S.H.I.E.L.D to get this little retirement. They usually don't accept 'mentor drama' as an excuse to let you quit."

She was something, all right. Still, he needed to get out of here. Clear his head, "Uh...do you know where my mask is? ...And the rest of my clothes?"

"Your mask is in the living room; bit scratched up - okay, _really_ scratched up - but its still hanging on. As for the rest of your clothes..." She shook her head, "Yeah, you ain't getting those back. Those Hand ninjas sliced you up like a cake and unless you wanna try copying Lady Gaga I'd suggest against trying to put em on again. I bought some new clothes, don't worry. Don't want Spider-Streaker to be your new hero name."

"Huh...well, I guess that's another thing I should thank you for." He offered a small smile, one she returned just as quickly.

"No prob. Heroes gotta stick together, yeah?" She clapped him on the shoulder and laughed, "Besides, I'm pretty sure those ninja dudes did you a favor. I mean, garter socks? Seriously? What is this, the 30's?"

"I wish..." God, he wanted to go home. It might have been undergoing depression with the cops just as dirty as the criminals but at least it was familiar, it was something he understood. No crazy Russians in Dynamo suits or dames running around dressed like clowns trying to impose morality.

"...You know, don't take this the wrong way but you're different from what I thought," she murmured, giving him a look he couldn't make out.

"Meaning?"

"I just...I dunno, it's weird." She shrugged, "I've never really met an honest to god Superhero before...well, there was Cap but it's the not the same. She got her powers from an injection, she chose to get them, but I'm not sure if it's the same for people like you, She-Hulk or Spider-Woman. I mean it's not like there are comic books about you three," she gave him a toothy grin, "Though I'm sure some people would pay for that."

"My life's not interesting, believe me." He forced a laugh. Just stumbling into one disaster after another; who'd want to read something like that?

"Hey, you never know. I'm sure a lot of people would be curious to see who's behind the mask," she said, "I mean, you should see the voting polls for you and Spider-Woman. People are wondering just how old you guys are supposed to be. Minimum was 35 for you, by the by," she looked at his bandaged face, "They'd probably shit their pants if they realized just how young you are...and it'd probably give them ideas of trying to copy you."

"Yeah...I'd appreciate you keeping that a secret." He brought a hand through the raw skin. Maybe he should have been more worried about people finding out his identity but hell, he was running around with a dead kid's face. He doubted anyone would be able to find anything on him, "So...thanks again for everything, but I should probably go-"

"Ah, ah, ah. Not so fast, Spidey." She pressed down on his shoulder before he could move to stand, "My boss wants a word with you, or at the very least she wants a way to keep contact. We _did_ get hired to keep an eye on you and all."

"...Fine, how much longer will she be?"

"Depends on that case. I'd call, but the last time I did that I botched one of her stakeouts and made her fail a case so..." She clicked her tongue, "Yeah, I'm already on thin ice with that little stunt I pulled last night so I don't wanna try my luck. Why not just stay in for a bit? Hell you could probably at least use a shower after everything you did. Your wounds should be healed by now, right? Supers have a healing factor."

"If you're offering..."

* * *

The warm water hitting against his skin brought no small amount of relief. Releasing a tired breath, he pressed his forehead against the cold tiles of the bathroom wall and let himself relax. His cuts had mostly healed, though some ugly scars had taken their place. He didn't worry too much; a night's rest and he was sure they'd be gone. It was one of the reasons he survived this long, after all.

Well, his left eye was still blind, but he could deal with that.

With the relative silence of the bathroom surrounding him his thoughts came back to his previous problems. Octavius was still gone, but that felt like a far-off problem despite the severity of it. No, he could worry about him later: He couldn't find a way home if he was dealing with Murdock and his ninjas. Maybe it was just him but he was pretty damn sure someone like carrot top wouldn't take what he did last night lying down. Even if Bishop was right and those bozos could be brought back to life he wasn't going to hope on that counting too much.

Castle's family was still a problem, too. Would he just go back to the guy and tell him that Murdock turned on them both? Hell, why bother? He could just ignore the guy; not like he gave him much reason to care about keeping him up to date.

...He was getting a headache again.

"Ah..." He shook his head and looked down at his right hand. Looking at it now it was hard to believe that it was covered in scales just a few hours ago, "...Damn kid." He scowled and shut off the shower. He didn't know how the damn serum got inside him but if Octavius was responsible then that was just one more thing he had to pay for. Add it to the list of atrocities that he'd put on his damn tombstone.

Then again, would he have survived if he didn't have it?

Frowning, he pulled back the shower curtain before doubling over, a sudden wave of painful coughs nearly forcing him on his knees. Both hands raised to cover his mouth and he felt something warm seeping between his fingers, _'What the hell...?'_ Pulling his hands away, he grimaced at the sight of blood on the pale skin. That...That was new.

 _"Get him off!"_

 _A jolt of electricity stabbed into his side and he fell, fingers losing their grip on Octavius' neck, "Get back here, you bastard!" Peter could see the fink stumbling away, but he barely managed a stand before he felt more blades of electricity hitting his back and forcing him to kneel. No, he wasn't going to let it end like this! He didn't care if he had to crawl on his damn fingertips, he wasn't going to-_

 _"Just stay down, would you? This is embarrassing."_

 _A kick connected to his face and pushed him on his back. Faceless goons crowded around him, their hands on his arms and legs to keep him from struggling. Just barely he saw a dame kneel down, the smile on her face reminding him of a kid that just got a new toy._

 _"Well now, isn't this interesting? I'm gonna have **fun** with you!"_

His lungs felt like they were on fire.

Wiping away the blood on the tub, he walked shakily to the folded towel and tried to keep himself focused. He just needed to get some fresh air or...or maybe he could ask Bishop for help. Anything other than turning into a weepy mess on someone's bathroom.

 _The cuffs were tight on his arms and legs. Peter struggled in the bindings even though he knew it was pointless. How many times did she do this now? He'd lost count at this point._

 _The door in front of the table he was trapped to opened and she stepped in, her labcoat stained with blood, "Well, someone seems energetic!" She grinned, ignoring the murderous scowl she gave him. It was pointless defiance; why would she be scared at this point? It was something she'd done before: Take him out of his imprisonment, stab a syringe into his neck and then watch to see what happened._

 _The benefits of 'natural immunity'..._

 _"Got a new guest, by the way. She's just like you...well, not exactly. Haven't really broken her in yet," She picked up a syringe and flicked the needle, her expression contemplative for a moment before she grinned again, "I'll fix that eventually. I mean, how long did it take to for you, am I right?"_

 _She stabbed the syringe into his neck and he screamed, sounding more and more like a wounded animal._

He had to focus.

Putting on the new clothes, he tried to stop his shivering and grimaced the feeling cloth on the still-wet skin. It wasn't just a headache now - He felt like vomiting his guts out and even a single blink caused his vision to spiral out of control, "Got to..." He closed his eyes and groped the walls, trying to find the door. A part of him was tempted to just lay down and let it win, to piss and vomit and lose control of everything.

He only managed a few steps before he felt something hitting his gut. Opening his eyes slowly, he found himself face to face with the mirror with the sink pushing onto the gray turtleneck, "Wrong way..." He turned the faucet and splashed the water on his face desperately. Anything to distract him, anything to keep him from turning into one of those crazies.

 _How long had he been here?_

 _He couldn't move, could barely breath really. He looked up at the ceiling blankly, his body deathly still. He didn't even know what was happening anymore; he knew they came for him sometimes, knew they kept putting more and more poison into his veins, but everything between that and staring at the walls of his cell was a blur. He'd given up on trying to gain even a semblance of memory four tests ago._

 _The door to his cell opened. Another round of testing? He didn't even know why they did it. Didn't they have enough data by now, the scientist in him asked. Well, whatever...it wasn't like he would remember too much._

 _Rather than a pair of goons dragging him out he heard something he never expected to get in this hellhole: Pity._

 _"Oh my god..." A dame, but her voice...it was familiar in a way, but there was something off about it; too soft, too sympathetic, "What did they do to you?" He could feel warm hands cupping the sides of his face. It was hard to see her through his fading vision, his eyelids already dropping in exhaustion, but he caught a glimpse of lightly tanned skin and chestnut shaped eyes before everything went dark._

 _"I'm going to get you out of here. I promise."_

Wrong. It was all wrong.

His right hand lashed out and punched the mirror, the glass shattering and falling onto the sink, "This isn't right..." His legs finally gave in and he fell onto the floor his face pressing onto the wet tiles. It wasn't...he remembered waking up in that alley, not in...not in some Frankenstein lab being experimented on by some depraved twist. That was the truth, that was...

No, he was getting confused. He had to control himself. He was Spider-Man, damn it! He was Spider-Man! He was-

"Spider-Man!"

The locked door opened with a crash and he shut his eyes tightly. He heard Bishop screaming something about 'privacy' but it was drowned out by an all-too familiar voice drowning her out.

"...Gwen?"

* * *

What the hell was going on?

Gwen grunted as Ben struggled against her, hands smacking onto her face and shoulders and mumbling something she couldn't make out, "It's going to be okay. Just stay with me..." she mumbled, doing her best to keep her voice level. She knew it would be bad ever since she found that alleyway but this...she needed to do something, fast. She wasn't going to lose anyone to that damn serum ever again.

"Come on." She trudged to the living room and placed him on the couch as delicately as she could. His struggling died down, replaced by more nearly incoherent cries, _'What the fuck did that serum do to you?'_ She placed a hand and on his forehead and hissed; hot, she could feel it even through the gloves of her costume. Scowling, she turned to look at the stunned archer, "I thought you said he was alright!?"

"Spider-Woman, what are you-"

"Not now!" she snapped, feeling slightly guilty at the sight of her friend flinching back, "Just...Just answer the question, okay? Was he alright when you saw him?"

"Yeah, he was fine!" she answered, "I mean he was injured and sluggish, but that was nothing new. He wasn't..." She looked down at him and bit her lip, "Look, all I know is he was good before he got into the bathroom. After that..."

"This happened..." She brushed a hand through the hair matted to his forehead, her scowl fading, "It's alright, I think I have something that can help him." She rummaged through her backpack and pulled out a syringe full of suppressant. She should have been here sooner, but what was she supposed to do without anything to help him with? It took her all night just to scavenge one of these things.

She really needed to get Cap's number. The whole one-sided conversations were getting old.

The needle was nearly at his neck before she heard a soft mumble, "Cindy...why are you..."

 _'Cindy? Who the hell's that?'_ She shook her head. Now wasn't the time, "Just hold on. This should help." She pushed the needle to his neck and pressed, his struggles lessening almost immediately when the counter-serum entered his system.

"Fuck me..." She pulled the injection away and nearly smashed it to the table. What the fuck was happening? Ben was supposed to be immune, right? There was no reason for him to be showing symptoms now of all times. Hell he was just fine after he got injected by that agent Hill or whatever.

So why in the fuck did he lose his shit last night?

"Uh..." Kate looked at her, eyes shifting between the two Spiders, "Look, in any other situation I might be asking for an autograph but first things first." She crossed her arms and narrowed her eyes, "How in the hell did you even know he was here? I checked, no one followed us last night else we'd probably be knee-deep in Hand ninjas and reporters right now; and trust me I don't even know which is worse. So spill."

Gwen remained silent. How was she supposed to explain that Murdock told her to come here? Hell, why was Kate involved in the first place? She knew Jessica had super strength or whatever but she made it clear that she didn't care about being a superhero, so why was her secretary dressed in a purple catsuit like it was Halloween? Did she miss something?

"I got a-"

"Ugh..."

Both of their heads snapped to Ben. The other Spider-person's eyes opened and he looked around the room, his lips curled in a frown, "...Feel like I got hit by a truck..." He swung his legs over the edge of the couch and stood, slightly shaky but otherwise stable, "What'd I miss?" He looked at Kate then her, his frown worsening, "I thought you were someone else." He shook his head, "...Am I still hallucinating? Feels like a bad dream."

"No such luck, Bucko." she replied, a slight bite on the quip. A 'thank you' wouldn't have hurt, or at least she could do without the look of disgust, "Found you passed out on the bathroom. You look like shit," He rolled his eyes and made a disgruntled noise, "So...mind explaining what happened?"

"Ask Bishop-"

"I'm asking you," she said, more forceful this time. Ignoring his glare she pressed on, "Look, I know you don't like me and fine, I can deal with that, but last night...shit, Spider-Man: It's all over the news! People are losing their shit wondering what the fuck is going on with you and I have to say I'm one of em. Why'd the serum spread? Hell, why were you even fighting Murdock's goons? Didn't even know you knew the guy!"

"Neither did I. First time I hear you knowing about carrot top..." He managed a small shrug, "I'll tell you the same thing I told Bishop: One of Murdock's lackeys...did something. 'Cut the strings that tied me' or some other mumbo-jumbo." He waved a hand through the air, "Wouldn't know how to make sense of it if I tried. Either way he took out my powers, at least for a bit, and without my powers-"

"You had no immunity..." she finished, her voice grim, "I...look, you need to be _careful_ when dealing with Murderdock. I don't know what deal you had with him, but-"

"It's over. He had information I needed but I really doubt I'm getting it now."

Information? On what, Octavius? Gwen bit her lower lip and looked down at his right hand. What little she could see through the long sleeves and gloves looked normal, albeit paler than usual.

So why in the hell did she still feel so paranoid?

"If you're looking for information on that Octavius guy-"

"That's not it," he interrupted, "It's..." He looked away and scowled, his hands clenching, "Forget it-"

"Alright, knock it off with that bullshit!" She pressed a finger to his chest, again ignoring his glare, "You told me to leave you alone but it takes, what, a couple of days before you lose your shit because of the serum? And hell, now you're apparently making deals with Matt Murderdock!" She threw up her hands in exasperation, "Whether you're you-know-who or not doesn't change that this situation is pretty damn fucked, isn't it?"

"I can fix this on my _own_. It's not-"

"Yeah, bullshit you can! Look at what's happened so far! Face it, you need help-"

Something was wrong. Her head felt fuzzy, though it was so faint she almost ignored it entirely. Ben seemed to share her sentiments. His head turned to the apartment door just before she heard a knock, "...Expecting visitors, Bishop?

"No...Ms. Jones would have called if she was coming back," She looked at them both, "What's wrong? You both got quiet."

Another knock on the door resounded, cutting off any explanation either of the two could give. With a nod to them both Ben trudged towards the door carefully and opened it.

"Hey there, young'uns. That's what you young people say, right?"

Murderdock. Gwen felt her blood boil at the sight of the red-suited douchebag standing on the doorway, his lips raised into the same smug fucking smirk he always had, "Great, just what we needed..." The eyes of her mask narrowed and her hands shook. There was a special place in hell for people who punched a blind guy, but she had the feeling God would make an exemption for the devil of hell's kitchen.

A line of thought Ben shared given the attempted punch he gave. Sadly the move was sluggish and Murdock easily ducked it, "Now, now. Is that any way to treat a guest?" He delivered a kick to the back of his knees and pressed the bottom of his cane at his neck, "And yes, Spider-Woman I can 'see' you glowering at me." He turned to Kate, "You too, Ms. Bishop. I'm sure you're both itching to throw a punch or nock an arrow but I'd recommend against it for Mr. Spider's sake if nothing else."

"Don't listen to him, just-"

"Shhh, that's enough of that" He pressed the cane harder, "Regardless, I didn't come here for a fight-"

"You're not welcome here, we made that clear last time," Kate said. The glare she was sporting surprised even Gwen, "I know you're blind, but two arrows through the eyes still hurt."

"As you told me the last time." He laughed, the gesture doing nothing but infuriating all three of them, "Regardless, as I just said I'm not here to get into a little pissing contest. Matter of fact, I'm here to apologize for last night's unfortunate misunderstanding." He stepped over Ben's prone body and into the apartment. Gwen drew closer to the injured vigilante and offered him a hand, which he accepted with a cough. Their little arguments could wait till Murderdock was gone.

"What do you want...?" Ben asked, a hand rubbing his neck, "Your lackey made it clear where we stand-"

"No, no. Otomo had...overstepped." He tapped the cane against the floor, "I hope you don't let the way he acted color the rest of our dealings. He's very loyal, but zealous. He thought he was protecting me, that your little chat with Ms. Hardy proved that it's inevitable we come into conflict." Another tap, "I, on the other hand, am an optimist. I'm nothing if not adaptive to changes in certain situations."

"Your ninjas were trying to kill him!" Kate yelled, looking like she was a hair's breath from from throttling him altogether.

"And Otomo's being disciplined for his rash actions," he replied calmly, his head not even turning to look at her, "You don't trust me, Mr. Spider, and I accept that. In this business who can really trust anyone? But there's a saying I'm fond of: Keep your friends close and your enemies closer." His smile widened. Gwen thought it made him look more like a shark than he already was, "Otomo was rash, but he acted in defense of me. I still hope to salvage this situation."

"He's not working for you again," Gwen hissed, "You nearly killed him. He-"

"Would be suffering now if I didn't lead you to his location," he finished, "As adept as Ms. Jones and Ms. Bishop are they are unable to properly handle the serum as you did. How do you think he'd be if I didn't tell you where he was? If I wanted him dead I could have just kept quiet, let the serum degrade his mind till there was nothing left. I'm offering him an olive branch here, Spidey, and I'm hoping he doesn't waste it."

"You-"

"Say what you have to say..." Ben said, ignoring her and Kate's looks of disbelief.

"What I propose is this: I give you the address where the Castle family is being held. I know it's not your fault that Mr. Fisk's prize is no longer something we can recover, so consider this an apology of sorts. You also have my guarantee that Otomo will no longer bother you, and neither will the rest of the Hand so long as we continue our dealings. We don't have to trust each other, but we can still come to a mutual benefit."

"Yeah, and you send me to another wild goose chase? Gimme a break..."

"Ultimately it's up to you." He pulled out a slip of paper and slipped it on top of the table, "My information on Mr. Joseph's assets was accurate, was it not? And if you wish to use the logic of pragmatism then you know I have nothing to gain by lying to you: Liberating Mr. Castle's family deprives the Maggia of the assets they're using to safeguard them and their reputation is liable to take a hit after it becomes clear they can't hold on to those who rely on them for protection."

"Either way you win and I lose..."

"I like to think we both benefit," he replied, "Well, that's all I came here for. I hope to see you again, all of you. Oh, and Ms. Bishop? Tell Ms. Jones that the offer to free Hope Shlottman still stands if she's willing to make a deal."

If looks could kill then Murderdock would have been six feet under with the glare Kate was giving him.

Without a care in the world the blind lawyer left, whistling all the way down the hall with a skip in his step. Ben looked down at the floor for a moment before he made his way to the table, picking up the slip of paper and reading through it, "...He was telling the truth," he mumbled, looking at the now-empty hallway and putting it in his pocket, "...I have to go-"

"Woah, woah, woah! Are you serious!?" Gwen stood in front of him, her hands raised, "His goons just attacked you last night! There's no way-"

"What other choice do I have?" he asked, his voice a weak rasp, "He was telling the truth, my...the same thing that warns you about danger didn't blare at all." He sighed, "It's a risk, but I'll have to take it. Three innocent people are on the line. I can't just stay here."

"Then let me help!" she said, speaking up again to interrupt his 'no', "Look, whatever this is I'm not going to let you die because of it! We can go our separate ways or whatever when this is dealt with. Right now you look like you can barely stand, and whatever beef you got with me can fucking wait. So just suck it up and let me help you, okay?"

"Even if I did agree what makes you think Castle's going to say yes?" he asked back, "The last time you two met Stars-and-Stripes brained him with that shield of hers. He's pretty damn likely to shoot the second he sees you."

"He'll just have to deal then, cause I'm not apologizing to that prick," she spat. He crossed the line when he attacked her home - her _dad_ \- and placed the Parkers in danger, "Now come on, let's-"

"I'm coming with you two," Kate said. Looking at the only other occupant she couldn't help but raise an eyebrow at the (clearly customized) bow and quiver of arrows she was now sporting, "...What? I told Dark Spider over here that I was going to keep an eye on him, and since I don't fancy my chances of forcing him to stay this seems like the better option. Besides, could you two really afford to turn away help?"

Ben sighed, but nodded after a moment of silence, "...Fine. It's both your funerals."

* * *

Castle wasn't happy.

Gwen barely managed a couple of steps into the supposed safehouse before her spider-sense warned her of incoming gunfire, "Nice to see you too, buddy!" She jumped to the wall to avoid the hale of bullets. She was tempted to swing over and kick him in the face for old time's sake before Ben rushed over to him, grabbing the gun and forcing it down with a glare.

"You're trying this again, kid?" the psycho asked, glaring at his Ben's masked face, "The last time-"

"Stars-and-Stripes ain't here." He let go of the gun and crossed his arms, "Believe it or not she and Bishop here to help us, and unless you're too damn proud to accept help when your family's lives are on the line I don't see what turning them away will do now."

He threw another glare at her (and she liked to think she gave a good one in return despite the mask) before looking back at Ben again, "Don't you know who she is-"

"No, and like I told you before I don't care," he said, cutting him off before he could say any more. Gwen gave a small sigh of relief; she'd thought about the risk of that prick telling him her identity, but it was a chance she had to take, "We're dealing with her now whether either of us like it or not. Just suck it up till we can get your family then you can solve whatever little grudge match you two have without dragging me into it."

Castle let out an annoyed grunt before he eventually nodded, making his way to the table covered in a row of guns. Gwen scoffed and detached herself from the wall, landing next to Kate who was pointing an arrow at the delusional criminal.

"Wow...that was worse than I expected." She lowered the bow and placed the arrow back on its quiver, "So...what's the deal with you two? Seems like he's really got it in for you."

"Long story, mostly with a delusional douchebag who thinks bagging me and dumping me in front of the police station's going to fix the fact that he's a fucked up asshole whose family left him."

Kate hummed in response, though whether she really got it or not Gwen didn't know. Regardless she made her way to where Ben and Castle were standing, looking down at the stack of guns the latter was checking over, _'Yeesh, someone overpacked their zombie survival kit...'_ She crossed her arms and looked at them both, "..Hope you're carrying rubber bullets cause you're going to be needing a lot of em."

Castle's scowl was about as much as she expected, as was Ben's annoyed growl, "Are you kidding me? I know he shot at you but he's trying to save his family. Is now really the time for this little high horse you're riding?" He shook his head, "Why don't you look in the mirror and ask yourself if you wouldn't do anything you had to in his place? If your family was in danger wouldn't you kill to protect them?

"As a matter of fact I didn't. If I did Castle wouldn't be here right now."

An awkward quiet settled over the safehouse, broken only when Kate decided she didn't want a part of whatever this was and loudly decided to leave the room.

Eventually she saw Ben pick up a pistol from the pile and offer it to Castle, "...He's carrying a side-arm. You can't hold him to the same rules you have, _hero_." The way he said it was like an insult, one she felt easily enough, "He'll use those rubber bullets. but he'll kill if he has to. We both will. That fine with you?"

She could practically hear the resentment dripping from his voice, though she could tell her words had gotten to him, "Fine. With any luck neither of you will 'have to' go down that route."

Castle took the gun with a grunt, placing it at his waist holster before mumbling something about having to load the non-lethal rounds into the rifle. The both of them watched him go before Ben eventually left as well, trudging out the door and joining Kate outside.

 _'...He didn't take a gun with him.'_

Another quiet settled over the unlikely pair, laced with the occasional sound of a magazine being fed into a rifle. Gwen was tempted to leave herself and let Castle do whatever it was that he was busy with before he suddenly spoke up, "Your father betrayed the law by lying for your sake." He pressed the magazine into the rifle with a loud snap, "He shouldn't be walking around like a free man."

"Yeah, and you think you're any better?" She snapped back, a bitter laugh escaping her, "Whatever high ground you think you're standing on is flimsy, 'Punisher'. You thought taking me back would save your family life? Give you the medal and pat on the head you wanted? You're delusional and if I had my way you'd be in prison."

"You killed Peter Parker. You have to pay for that."

"Oh please, like you even give a shit about Peter." She wondered if he even remembered who it was under Spider-Man's mask...or maybe he just didn't believe that it really could have been him, "Everything I've ever done is because I've been trying to make up for what happened to him, but you? Christ, you just keep on doing whatever you want and say it's because of _justice_. Give me a fucking break."

"And what do you do? You put on a mask every day acting like this city's your playground. You think this is all a joke, don't you? That as long as you wear that mask you never have to pay the consequences for the things you do." He pulled the handle of the rifle before slinging it over his shoulder, "I did what I had to so I could protect my family. Can you say the same?"

"Yeah, that's why you're doing it, huh? That's why put snakes in my house, why you spent years working for Stark's little PMC? Why you put innocent people's live at risk and turned yourself into a criminal? For them? Face it, Frankie, you're a nutjob, and if I see you _anywhere_ near my dad and anyone else I care about I'll drag your ass to jail personally even if I have to unmask to do it."

She shook her head and swung out the open window. Why was she even arguing with him? He was a delusional psycho who thought everything he did was justified. The sooner they saved his family the better. At least then she wouldn't have to see his face again.

* * *

They left eventually, the address leading them to an abandoned apartment building. Gwen looked around the lobby warily: besides looking like it could use a good cleaning there was nothing odd she could say about it. It was normal...almost weirdly so considering this was a mafia venture. Hell her spider-sense hadn't tingled at all ever since they got here, and neither did Ben's if his complete silence was any indication, "It's quiet...too quiet," she mumbled.

"You know you just jinxed us, right?" Kate asked, the bow on her hands already half-drawn, "Any second now this building's going to explode or Red Skull's going to pop up and say he was behind everything just because you couldn't help the cliche."

"Quiet," Ben said, "...Something's not right. Where are the thugs? The bodyguards? Murdock wants to send a message to the Maggia and Castle's been hitting their rackets. There's no way that it could be this simple."

"Either way there's no point in waiting. I'll check on the elevator, see if it's still working."

"I'll go with you," Ben said, Castle nodding slightly before they both entered the small confines of the lift. She doubted it would work - it'd be a miracle if this place still had power given the state it was in - but she wouldn't-

Spider-sense.

Ben seemed to share her thoughts since his head snapped up. Unfortunately before he could do anything a large figure crashed through the roof of the elevator. Gwen just barely managed to see the red and white striped shirt they wore before the door closed and the sounds of struggling and what sounded like deep laughter came from inside.

"Spider-Man!" She rushed towards the elevator. Just as she was about to grab the door handles and pry them open her spider-sense warned her again and she jumped back. Landing on the floor in a crouch, she grimaced at the wall of fire that covered the front of the elevator, "How in the-"

An arrow whizzed over her head, knocking away the large throwing knife that would have hit her shoulder, "Spider-Woman, look out! She's-"

"Well, well. Didn't think we'd be getting heroes here!"

A woman landed from a higher floor, a pillar of fire following after her. Gwen gave her a quick look over: Red hair, leather clothes and one half of her face covered in white make-up. The manic grin on her face told her all she needed to know. She...oh god, she'd seen her on the news before: Mary Walker, dubbed by the Bugle as 'Typhoid Mary'. She could control fire and she'd been on a crime spree before Captain America stopped her.

Why in the fuck was she out of prison!?

"This wasn't what they hired me for, but..." She licked her lips and drew two knives, "I don't even care. This is going to be _fun_!"

* * *

 **Yeah...sorry. I know I said I was going to have the four work together, but I tried visualizing the fights in my head and I just couldn't do it :/Either way it's Noir and Castle vs The Russian along with Spider-Gwen and Kate Bishop vs Typhoid Mary. Should be...interesting, and give me some practice for the teamwork between the pairs.**

 **I know the pairs seem really cliche, but there wasn't much I could do. I was tempted to put Gwen and Castle together but Frank is more or less tied to the Russian and I can't see Gwen really struggling overmuch unless she was really being dumb about fighting considering she's fought Scorpion and won earlier in the story. Noir and Castle provides a more balanced approach, and I did foreshadow them working together in the Hammerhead arc without payoff so this was a long time coming.**

 **Anyway, another general question: Do you guys have any suggestions for filler/side villains specifically for Gwen? With Noir I already have a decent list but her it's kind of a blank. Oh, and don't suggest joke villains please; I need actual threatening ones. Vulture, Kraven and Sandman are also out due to plot reasons so...yeah, anyone else?**

 **Answers:**

 **Guest - Uh...yeah, put all that stuff on him and he's not likely to be able to move properly.**

 **Piterio - Checked those over again, and I can refute them all: In the first time Peter used the web to pull himself up; the second time the wall panel had a gap he put his hand through and when grabbing the window he used both hands to grab the edges; and for the final one he was crouched on a ledge. No wall-crawling in any of them.**

 **That and it's confirmed in Shattered Dimensions that he can't do it. When Madame Web gives him his new powers he thanks her since the web 'usually splatters everywhere' and when wall-crawling for the first time he mentions he could 'get used to it', more or less confirming he didn't have it beforehand. Also, I know about the web-swinging (such as it is), but it's useless due to how short range it is and like you said it's for slight speed and style points mostly.**

 **As for romance, I'm doubtful. Noir's morally sound but he's not exactly charismatic or appealing in the general sense. Gwen's more likely to find a romancable person: I'm leaning towards Harry Osborn or Mary Jane Watson if it ever comes down to it.**

 **Guest 2 - Er...really? I could argue that he's gotten worse since getting to Earth-65: He goes from threats and not crippling Rhino to dangling someone in front of a train and definitely kneecapping a helpless Hammerhead. Also, the chapter indicates that the dislike is becoming a bit more mutual since Gwen takes none of his shit and rebukes him when they dealt with Castle.**

 **...Though I'm curious _why_ you'd want to see them together. They don't have much chemistry.**

 **Master-Xavier - Good to see you again :) The Supervillain approach won out, but hopefully you'll keep reading.**

 **TighearnachCreag - Yeah, I got that you disagreed with the character, but thanks :) Still, I don't think he does blindly follow Murdock: He clearly makes plans with Felicia to turn on him and his spider-sense would warn him if Murdock was lying to him flat out. Also, he does constantly question why he does what he does though the answer of course boils down to 'it's the right thing to do and he's a good person'. He wouldn't be Spider-Man if he ignored a problem due to inconvenience.**

 **Newworlds - Yes I read Web Warriors (shame it got cancelled since it set up a plot point for Noir), and I'm taking some characterization cues from his focus chapter in Issue 6. Besides Gwen I think he's the only one to get focus in such an individual manner.**

 **Mingyu - Doesn't explain one thing: Why hasn't he aged? I know 18 is adult and all but I can safely say most people look different when they're 18 to when they're 23. Anyway, hope you're enjoying the Spider-Gwen comic :D Weapon of Choice helps explain the animosity she and Castle share.**

 **SilverStormXD - Uh...if you mean 65-Silk then she's evil...also, why would it be fine? I highly doubt that BS spider pheromones thing bypasses alternate dimension counterparts. ...That and isn't she a bit old for him? She might not look (or act...) like it but Silk's 28; about a decade older than him. Any romance or fiiiinnneee things going on would be kinda weird...**


	26. One Step Forward - Three Steps Back

Peter'd seen a lot of ugly dames in his life, but the one in front of him was easily the worst of em all.

He could see her even through the dim lights of the elevator: A mountain of muscle and meat wearing a striped shirt, jeans and bloodstained boots. Her face - wide, square-jawed and covered in scars - was split in a wide grin, the laughter coming from her mouth and echoing around their small confines almost childish despite the deepness of her voice, "Hoho, this not who The Russian expecting, but will do!"

He didn't need his spider-sense to warn him that she was about to attack. Ducking the lumbering blow, he scrambled as far away as he could and pressed his back against the elevator's doors, _'That would have left a mark...'_ His eyes flicked to her arms and he couldn't help but grimace. Each of those muscles looked bigger than his head and the hand tore through the wall like it was paper.

Another freak. This place seemed to be full of em.

Castle was next. Before the other vigilante could react the lumbering mountain of meat smacked him to the ground, the sound of something cracking echoing across the confines, "Two on one, bad odds against The Russian!"

"Leave him alone!" Peter kicked her at the back of her leg, but all he got was another wave of childish laughter and an attack that he jumped over.

"Oh, slippery like spider, yes?" She pulled her hand back, the skin showing no bruising or cuts despite the hole it made. Definitely another freak, "Come now, be making this easy on The Russian, okay!? The Russian wants to spend hiring money on levi's and CD's already!" The next blow came faster than the last. Peter held up his hands and bit back a cry of pain as her fist made impact. It felt like he'd been hit with a sledgehammer.

He brought up his free hand and smashed her in the gut, the sound of the impact meaty and dull, "Haha! Nice trying, little man!" She placed both hands around his neck and lifted him up. Peter let out a choked cry and swung his legs, trying to kick and struggle as much as he could, "The Russian is disappointed this so easy. Big Silver Man says that whoever cause grief be very tough! Very sad that it not live up to hype!"

He was feeling faint. Peter opened his mouth - whether to stall or give a last curse, he didn't know - but whatever he was about to say was drowned out by the sounds of a gun discharghing. Looking past the cossack's ugly mug, Peter saw Castle on the ground with his sidearm drawn before he pulled the trigger again and again, ' _So much for killing only when we have to,'_ he thought, already hearing Spider-Woman's lecture. Well, he'd deal with that over being choked to death once-

...

She didn't go down.

Castle kept pulling the trigger until the sounds of clicking reached their ears. Before he could pull out another magazine to reload the Cossack lashed out, a foot stomping on his hand and pinning it to the floor, "Ha, you try to sneak up on The Russian! Nice trying, but ends in failing!" She stomped harder, Castle letting out a muted grunt of pain and glaring up at her, "Skull in chest very pretty. Will make nice trophy when done!"

Peter could feel her grip loosening, _'She's distracted...'_ He looked around frantically. They couldn't stay here; prying open the doors would take too long, but they needed to find a way out or they were dead, _'Wait...she came from above us...'_ The emergency hatch was still open. Climbing out was an option, but there was nothing stopping her from following them up. He needed to make sure the entire elevator went down...

He looked down at Castle again. The next few seconds were going to be crucial; a single mistake and their corpses would be unrecognizable slabs of charred meat. He just hoped grenades still worked the same here like they did back home.

Peter kicked as hard as he could, the blow strong enough to make her stumble off them both. Before she could react he released a burst of webbing and pinned her to the walls for a precious few seconds, "Castle, all your grenades! Use them!" To his credit the guy seemed to know what his plan was. With nothing more than a nod he shucked off his belt and pulled the pin off one of explosives at the end.

Now came the tricky part.

Already he could see Cossack ripping through the black silk. Not wasting another moment he grabbed Castle and slung him under his arm before jumping, landing on top of the elevator for a split second before jumping again and grabbing hold of the steel cables, "Hold on, Castle! This is gonna be rough!"

The explosion was deafening. For a moment he wondered if he'd lost his hearing, but the the high pitched whine of metal as the elevator careened down put that thought out of his mind almost immediately, _'God, this heat...'_ He swallowed and shut his eyes tightly, gripping onto the steel cables harder. The Spider-God gave him strength, but carrying a grown man on one hand while holding on for dear life with another after getting the hell kicked out of him wasn't easy.

He could have sworn that he heard laughter just before the the thing finally crashed, another loud boom nearly deafening him, "Well...that's that..." He let out a soft breath and looked down. The elevator crashed through the floor, the slightly burning metal the only source of light in the dark shaft. Not that he needed it, but it was still nice to have, "Hey, Castle...can you hear me?"

"Yeah..." he replied. His voice sounded strained; probably because they both just got their behinds handed to em, "...That was a risky bet, kid."

"Worked, didn't it? That dame was ignoring your shots, didn't see what else we could do." He grimaced. He could feel his grip weakening, "Can you use your arms? We need to get down there. Don't fancy trying to pry open those doors without anything to step on. We can go through the basement and meet up with those two."

"One arm's not feeling so good, but I'll be fine. Just pull me up."

Nodding, Peter tossed him lightly upwards and heaved a small sigh or relief when the older man took hold of the cables with his left hand in a surprisingly strong grip, "Lets take it slow," he said, Castle grunting an affirmative and following him as he slowly slid downwards. He didn't fancy using a broken elevator as a floor, but beggars couldn't be choosers. He was expecting a lecture once they got outta here, but at least Castle's family would be safe. He could deal with that, at least.

The two of them landed on the smoking slab of metal, Peter grimacing at the fire emanating nearby while Castle reloaded his sidearm, "Ugh, not a good way to go." He released a burst of webbing to cover the flames, the fire extinguishing and the shaft once again being shrouded in darkness. That done he put a hand on the door and nudged his head at Castle, "That arm still good for pulling? It'll go faster if we do it together."

"Right."

Peter pulled one side while Castle did the other, the door giving a loud groan before it began to separate inch by inch, _'Least I'll have a hell of a story to tell...'_ He rolled his eyes. Yeah, because Aunt May and Mary Jane really wanted to hear how he killed a Cossack and blew up an elevator. Still, he was going to need an explanation when he finally got back. He'd been here for a few weeks already and he didn't fancy-

Spider-sense.

The sound of metal breaking behind them told all he needed to know. Looking back, his eyes widened at the sight of the burnt and mangled but definitely _alive_ figure punching through the roof of the elevator, _'You gotta be kidding me!'_ he thought. There was no way anyone could survive that! Even little miss lightning bolt died when he shot her in the head!

Castle seemed to share his thoughts if his scowl was any indication. As soon as her ugly mug came out of the hole he fired, the bullets impacting with his head and definitely drawing blood.

Judging by her laughter he might as well have been throwing bird seeds at her.

"Owww! Both Punish-man and Spider not so smart, yes!?" She pulled herself up properly, the elevator groaning at their combined weight. Peter looked away in disgust; breasts weren't supposed to get that big...or look like raw piles of charred meat, "Big tip, Punish-man! Bullets are like flies to The Russian!"

She charged. Peter tackled Castle to the side and sneered once he heard the sound of the metal door bending. Struggling to stand, both he and Castle did their best to put as much space between both them and Moskal, "Just be giving up now, okay!? The Russian takes back words about being disappointed from earlier! You put up good fight, will tell people when ask about jobs The Russian took!"

The next strike came slowly, 'I'm going to regret this...' Ducking under her next punch, ran past her and jumped onto her back, wrapping his arms around her neck in a vice grip, "Do something, Castle!" He grit his teeth and put as strength as he could into the hold. Most people would have had their neck snapped, but she just giggled, "I can't hold her for long!"

"Yes, be doing something quick before Spider lets go!" she taunted, the smile on her face growing wider, "Once The Russian has finished with you, imagine what she will be doing to big skull family! Will be taking the time-"

Her taunts were cut off by the combat knife slashing across her chest. Even from his place on her back Peter could feel the force behind every blow, could see the look of rage on Castle's face as he stabbed the blade deeper and deeper into her flesh. The cuts were wide and precise, searing through the skin and drenching her all three of them in a cascade of blood.

Too bad it didn't do anything.

It was only after the tenth strike that the knife finally broke, embedded right where her heart should have been, followed by more of that damned laughter, "Bullets and grenades not work on The Russian, what make Punish-Man think puny knife would be any better!?" She grabbed Peter by the head and smashed him down onto the other vigilante, both of them crumpling to the elevator's roof in a heap, "Big balls on both, but not very smart!"

She raised both hands to smash them, but he was faster. A quick burst of webbing on her face was enough to make her stumble, "Come on!" He ran past her side and slipped through the cracks of the door, Castle not far behind him.

The basement was a maze; a winding loop of hallways with dilapidated signs that pointed to nowhere. Even the lights were dim, the only source being a few lightbulbs strewn around the place, "Any ideas, Castle?" he asked. He doubted the web would stop her for long, especially after the explosive treatment she got earlier. He hated to admit it, but a part of him wished Spider-Woman was here right now. She was better at handling freaks than he was.

"Not really. Never dealt with freaks of nature besides Spider-Woman." He pulled out another magazine and replaced the spent one in his pistol, though Peter didn't see the point. Everything they threw at her might as well have been spitballs.

He really hated this place. Sandman and Brock were bad, but at least they died when you shot em enough times. This madhouse seemed to do its damnedest to one-up itself on stupidity the longer he stayed in it.

Before he could say anything else the sounds of heavy footsteps came from down the hallway, _'Need to get outta here...'_ He nudged his head and placed a finger to his lips in a 'shhh' gesture, Castle nodding an affirmative. They couldn't fight her straight out, and it was suicide to try anything considering the state they were both in, _'You've been through worse, Parker. Just think.'_

Whether it was God giving him an olive branch or just pure blind luck he didn't know, but he sure as well wasn't going to complain, _'Generator room...'_ He could hear the sounds of something whirring even through the thick door. The place did look bad, so he shouldn't have been surprised that it ran on a generator rather than the power grid, "...Generators still use gas, right?"

"Yeah, why?"

"I've got an idea..." He pushed the door open and winced at the booming sound. The Cossack probably heard that; he was counting on it, "Shoot the lights. Both the hallway and inside. She'll think we're trying to hide and-"

"You're planning to lure her in. Blow up the generators with her inside," Castle said, Peter nodding in response. It wasn't the best plan, but beggars couldn't be choosers, "...Another risky bet, kid."

"Got a better idea, soldier boy? Wanna try shooting her again and hoping it works this time?"

Castle frowned and shot out a few of the lights before finally replying, "A controlled explosion isn't going to cut it. We both saw what that freak can do." He pointed to a a few gasoline canisters strewn around the corner, "Douse her and the entire room in that. If the explosion doesn't kill her then the fire sure as hell will." He tossed a lighter which he easily caught, "One spark is all it takes to end it."

"And us if we don't get out." He sighed and trudged into the room, Castle right behind him. _'Do or die'_ , he reminded himself. Ever since Sandman he knew there'd be problems he faced that he couldn't just beat down like the common street thugs and garbage he dealt with every night. He just hoped the Cossack out there wouldn't be the death of him. He didn't fight through little miss lightning bolt, blockhead and a guy with a glowing sword and pajamas just to get killed by the ugly duckling.

He waited for Castle to shoot the remaining lights and toss him the gun before he opened the canisters one by one and spread them all throughout the room; the smell of gasoline covering the room was enough to make him lightheaded, "...Stay by the door. Leave when you get a chance," he said, jumping on top one of the generators and doing his best to ignore the irritating beats of the running engine. They had once shot at this, they had to make it count.

He didn't have to wait long before the footsteps grew louder and he saw Ivan's ugly mug on the door. Hopefully Castle knew to keep his mouth shut, "You try hide in dark corner like little mouse!?" She stomped into the room, Castle silently leaving the doorway as soon as she drew close to him. Either she didn't smell the gas or she didn't care, "It was funny first, but now The Russian is getting impatient! Show yourself and let's finish mano and mano!"

 _'Now.'_

Peter jumped and landed on her broad shoulders, a burst of webbing covering her head and then her arms and legs before he kicked her as hard as he could to a thick pile of the fuel, "I'm not hiding." He uncapped the last canister and tossed it where she lay, covering her in even more of the gas before rushing to the door.

"See you in hell, Ivan."

He flicked the lighter open and threw it right on top of her. 

* * *

"Come on, darlings, it's no fun if you just run!"

Gwen jumped back to avoid the wall of flame coming right for her, the fires barely grazing the skin of her arms and causing her to hiss, "Fuck, that's hot!" She clung to the wall and ejected a line of webbing, the biocable melting as soon as it got near her, "...Why did I think that would work?" She really needed to get Ms. Van Dyne to check on these things one of these days.

Kate was next. She saw the archer release an arrow aimed straight at Mary's knees, "Nice try, babe!" The arrow stopped mid-air, a dull yellow glow covering it, "I'm not a one-trick pony kind of gal." With a cackling laugh she tossed the arrow back at her, Kate jumping behind one of the couches to avoid the returning projectile, "Come on out, sweetheart!" She set the loveseat on fire, "Promise it won't hurt too much!"

"Anyone else here feeling a little hot under the collar?" Gwen swung over the fire-wielding psycho and aimed a kick at her head, which she dodged with insulting ease, "...Seriously?" She threw a punch this time, Mary flipping back with a wink and another thrown pack of knives that Gwen managed to avoid, "Yeah, this isn't gonna work." She shook her head and grabbed Kate, swinging behind the table and putting some distance between them and the obviously insane Supervillain.

Another two arrows flew from Kate's bow, the same yellow glow forcing them down onto the floor, "Right, we need a plan. I think she's just warming up," Kate said

"Yeah, I noticed!" Gwen winced as a few more knives embedded themselves on the other side of the wood. A part of her was tempted to try and leave - she always did better fighting in open spaces - but she definitely didn't like the idea of giving her more people to catch in the crossfire (pun definitely intended) or leaving Ben behind with wheoever the fuck that was, "You, uh, ever fought Supervillains before?"

"A few, but not telekinetics! Kinda bad considering I use a bow and arrow and all!" she said, "So, uh...plan? I don't think this desk's going to protect us forever-"

An explosion came from the elevator followed by the sounds of something crashing. She heard Kate mutter a curse next to her, but it was drowned out by her own feelings of dread, _'Shit, Ben!'_ She peeked her head out only to duck down again as three knives rushed by, _'Fucking hell that was close!'_ She shook her head. Focus on herself now, worry about him later.

"Aww, looks like Ruskie and your friends just got turned to pancakes!" she taunted, laughing at the 'joke', "Don't be so down, girlies. Just come on out and I'll let you join em!"

"Uh...Spider-Woman, plan? Now?" Kate looked at her desperately.

"Got one, but it kinda sucks..." She peeked her head out. Mary was waiting for them to make the first move, a knife on both her hands and her tongue licking her lips like she was about to eat a feast, _'Creepy much?'_ She grimaced and looked to Kate, "You got any arrows that make a bright flash? Maybe some smoke?" On second thought maybe smoke wouldn't be a good idea right now...

"The former, why?"

"...Gonna do a something stupid." She took a deep breath, "I'm gonna toss you up so take your best shot!"

"You're going to what-"

Gwen grabbed the older girl and tossed her up, webbing her waist to the wall to keep her upright.

The arrow came and went, Mary stopping it in midair as expected. Shelving any hesitation, Gwen swung through the air and took the arrow in her hands, smashing the tip to the floor after some effort.

She shut her eyes just before the bright light and ear-splitting pop came. She heard Mary scream followed by the sounds choking heat, _'Here comes the stupid part!'_ She opened her eyes and put her arms up. Ms. Van Dyne made it so her suit could come back from being damaged but it didn't give her any extra protection. The next bit came down to just how much punishment she could take.

Gwen grit her teeth and resisted the urge to scream. She didn't know how much control Mary had over her abilities, but she was pretty sure she panicked like everyone else. She was expecting a frontal attack, the fire covering her front and shielding her from any punch or kick the costumed superhero was tempted to throw.

Which meant Kate had an open shot.

"Kate, shoot now!"

Two arrows whizzed over her, ricocheting from the wall behind Mary and embedding themselves at both her hands. Gwen felt slightly guilty, but she pushed it out of her mind. Kate knew the score, she had to, "Ah, that smarts..." She shook her arms and hissed. The suit was already healing, covering up the reddish skin underneath, _'Thank you enhanced durability...'_

"Hey, that's cheating!"

"Yup, pretty much." She webbed Mary up till she resembled a cocoon, only her head remaining uncovered. That done she swung over to where Kate was stuck and pulled her free, ignoring the slight glare she gave.

"You know you could have warned me!" She huffed, crossing her arms as they made their way back to the struggling Supervillain.

"What can I say, it just came to me." She shrugged, doing her best not to let her voice waver. She wanted to pry open the doors to the elevator and see if anyone survived the little explosion but she had to deal with this first. Besides, he'd survived worse. He would be okay, she knew it in her gut. From what she saw of him the guy was too stubborn to die.

She knelt down in front of the cocooned woman, "Right, lets get down to business. I gotta ash you some questions, Mary," She ignored Kate's eye-roll and groan at the totally awesome pun, "Something's been burning at me: You're not a member of the Maggia last I checked. Too independent, so what's the deal here? You branching out? What's got the Maggia so spooked that they'd hire you?"

"How the hell should I know?" she asked back, eyes narrowed into a glare, "All I know is one of Silvermane's guys came up to me offering half a million dollars to stop the guys fucking over his businesses. He had me at half a mil, kinda stopped listening after that," She smiled up at her, the gesture oddly confident considering how she currently looked, "You weren't even supposed to be the ones I was gonna fight. What do you say you cut me loose and I give you both half of the take?"

"You really expect us to fall for that?" Kate asked, an eyebrow raised, "Next you're going to tell us you totally won't shoot us in the back the second we turn around."

"Hey, I got no loyalty to those guys and they paid upfront."

 _'Upfront? They must have been desperate...'_ Gwen's lips pursed together into a thin line and she stood, "Tempting as that is I'll have to pass." She used a glob of webbing to cover Mary's mouth before she could let out a string of curses at her. She was definitely not in the mood, "Kate, could you keep an eye on her? I gotta go check on Spider-Man and Castle."

"Uh..." Kate looked down at the powered criminal for a second before she delivered a kick at her exposed head and knocked her out, "Yeah, I guess so. Just hurry back, would you? I don't fancy being here alone when she wakes up again..."

"Right..."

Prying open the elevator doors, she looked down and frowned at the sight of the crashed elevator down at the bottom, _'That's not a good sign...'_ She looked back at Kate one last time before she jumped, using her stick-em powers to slow her descent, _'Shit, what the fuck happened?'_ She detached herself from the wall and looked through the hatch. No people and no exploded guts, so that was something, but-

Another explosion rang out, this time from behind her. Stumbling slightly, Gwen looked back and narrowed her eyes at the dark hallway, _'Power's out...why do I get the feeling that's not an accident?'_ Letting out a sigh, she slipped past the broken doors and made her way to the basement.

The hallways were more confusing than she'd hoped for given the darkness, but she found them eventually...just not in the way she'd hoped, "Spider-Man!" She rushed towards his prone figure, doing her best to ignore the smell of smoke. Both he and Castle were lying side by side, a few strangled coughs coming from them both, "Fuck, what the hell happened!? You look like you've been through a blender!"

"You should...see the other guy." He let out another cough before accepting her offered hand and pulling himself up, Castle ignoring it as expected as he struggled to stand. Well...fuck him, too. That's what she got for trying to be nice to a psychopath.

"I don't understand, what happened to that guy in the elevator with you?"

"That was no guy..." He removed the lower flap of his mask so he could breath easier, "She was in that room when it...exploded." He made a vague gesture to the smoking door. She was surprised it was still on its hinges, "Just...save the lecture for later, alright? That dame ignored everything we did: Punches, webs, knives, bullets...you name it. And even I ain't dumb enough to think blowing up an elevator's a first resort."

"I believe you...let's just get out of here."

Whether she really meant it or she just didn't want to make a scene in front of Castle she didn't know...

Ben was the one to lead them back to the elevator (faster than trying to find the stairs in all that mess) and they managed to climb back up after a brief argument between her and Castle about how he was going to carry her up the shaft. If it were up to her she would've just tossed him up the shaft, but considering he could actually get hurt if she did that she had to carry him up while Ben climbed the ropes.

God, she just wanted this to be over.

She landed on the lobby again and pushed Castle off...only to find Kate on the ground with a knife through her thigh.

"Shit, Kate!" She knelt down in front of the other hero and looked at the wound, "Are you-"

"I'm fine, just a...just a scratch." She gave a strained smile and a weak laugh, "Just...don't worry about me, okay? She woke up a few minutes after that explosion. Said something about how 'she fucked it up' and now she had to 'clean up her mess'. Burnt a while through the webs and stabbed me before I could stop her," She made a pained noise through her teeth, "She...said she was going to the fourth floor, but I don't know what-"

"That's where Castle's family is...room 407." Ben said.

Both of them rushed up the stairs before she could say anything. Gwen looked down at her friend, "I'll be back, I have to-"

"Go! Hurry! I'll be fine!"

The next few seconds went by in a blur. She remembered swinging up the stairs, rushing to the room like she was possessed and kicking down the locked door. The sight inside made her freeze: A woman tied to a chair with a gag in her mouth, a boy and a girl on both sides tied and gag just like her. Mary stood behind them, her bloody palms covered in a wave of crimson fire, "Well, well. Didn't expect to see you so soon!"

"Mary...what are you doing?" She stepped into the room carefully, her hands raised. She needed to do this carefully.

"What's it look like? I'm having a party!" She knelt down and wrapped an arm around the little boy's shoulders, a lopsided grin on her face, "Well... _my_ kind of party, at least. The kind that ends with a lot of burning and screaming, you get me?"

Footsteps came from behind. She didn't need to look back to know it was Ben and Castle, "Junior..." She heard Castle say, his voice barely a whisper, ""Let go of them. _Now_."

"Oooh, the big bad Punisher. I'm so scared~" She pressed her palm closer to the little boy's cheeks, getting a muffled cry in response, "What do you say, big guy? Wanna try it? My fires are automatic. If I die then I burn him to a crisp along with everyone else in the room. You wanna try that? Wanna risk wifey and the kids?"

"Don't..." Castle's hands shook and he looked down, "Don't hurt them..."

"That's better." She let out a soft laugh, "Now, this is how it's going to go. I was going to clean up her mess and leave before any of you morons knew better, but now I gotta change plans so here's the score." She burnt the ropes tying the kid to the chair and lifted him up, "He's gonna be my hostage. I'm leaving here, and you'll get him back once I'm outta this shitty place. Sound fair?"

"It's over, Mary. Taking a hostage won't change that." She stepped closer. Just a little more and she could restrain her-

"Maybe not, but if I'm going down the happy little family's going down with me." She stepped back, "And don't you try to take another step, 'hero'. Step back, unless you want burnt babies on your conscience!"

"Alright, alright!" She took a tentative step back, "Just...we need a guarantee that you're not gonna hurt him once you escape. Can you give us that?"

"Oh, don't worry about us. Junior and I are thick as thieves." She placed a kiss on top of his shaking head, "But fine, if it'll make you feel better: I promise that if you play along I won't kill him. No one has to die." She held him closer to her, "So, do we have a deal-"

That was as far as she got before a shot rang out and a bullet ran through her forehead. 

* * *

Peter lowered the gun, ignoring the wide-eyed look Spider-Woman gave him. Castle was quicker on the uptake, running ahead and grabbing hold of his son, and pushing the fiery dame's rapidly cooling corpse onto the floor where it belonged, "It's okay, Junior. It's okay..." He removed the gag covering the bloody boy's mouth and held him to his chest tightly, the kid crying openly and hugging his dad in return.

"You...You just-"

"Save the lectures. I'm not in the mood for it-"

"She could have killed him!" She screamed. Peter refused to look at her; he didn't need to see her judgement, "You...didn't you hear her!? If she died she could have-"

"She was _lying._ " He glared at her, "You see any of us here burning alive? It was a bluff, Spider-Woman! One apparently you couldn't tell! Did you really that she was going to let him go once we played along with her sick games? That kid would have _died_ if we let her leave!" He scowled. The bitch was going to burn that kid to a crisp once she was out of sight. He didn't even need need his spider-sense to tell him that.

"How..." She took a deep breath, "How were you so sure?"

"The same way I knew she was lying: That little horn at the back of your head warning you whenever there's danger. If yours couldn't pick up a bluff then it's not my problem."

"Wait, are you talking about our spider-sense? How does that-"

"Is now really the time for this conversation?" He shook his head and, without waiting for a response, made his way to the rest of Castle's family. He untied their ropes and removed their gags, ignoring the strangled 'thank you' they gave in response, "Are you both okay?" He saw Castle walking to join them, holding onto his son's hand in a vice-grip.

"We're...We're fine..." The woman - Maria, if he remembered right - took the 13 year old girl in her arms and held her close, "We...what are you both doing here?" Her gaze shifted to Frank, "Frank, you're-"

"Why did you do it, Maria?" he asked. There was something in his voice...fatigue, mostly, but another thing he couldn't make out, "Why would you...throw yourselves at these scum? I-"

"He said he would..." The blonde bit her lip and held on tighter to her daughter, "It's hard to explain, Frank. I-"

"Probably not as hard as you think. Guessing it has something to do with Murdock," Peter cut in, "Shot in the dark here, but stop me if I'm wrong: Carrot top blackmailed or bribed you into going to that blockhead for protection then told Castle you got kidnapped so he'd go after him. After he didn't find you at the warehouse the blind bastard started using him as a battering ram against the Maggia using your safety as leverage. That about sum it up?"

"I...yes." She nodded grimly and wiped away her tears, "He threatened both you and the kids, Frank. He showed up at our door, showed me pictures of the kids at school and wherever you were hiding out and told me that if I wanted to keep you all safe all I had to do was follow his instructions." She shut her eyes tightly, "I couldn't fight back, not with the kids at risk, you know that. So I followed what he told me and..."

"And we all played along..." Castle looked away, his hands shaking in rage, "...We're not safe here. Murdock's going to use you again. Once he finds some other dirty work he needs done he won't hesitate to try this again."

"You're right...we need to leave." She took a deep breath, her gaze hardening, "Leave the city, maybe even the country. Anywhere that bastard can't get us..." She reached a hand out to her husband before shrinking back, "Frank...are you coming with us?"

"I..." He looked down at his son and daughter. Their expressions were pleading, his son holding onto his hand tighter while his daughter tugged on his bloody shirt and whispered something he couldn't make out, "Murdock won't-"

"Spider-Woman, can you take them downstairs?" Peter asked softly, giving the oddly silent 'Superhero' a nod, "I need to talk to Castle."

"Right..." She placed a hesitant hand on the distraught woman's shoulders, "Come on, Mrs. Castle..."

She gave both him and Castle a lingering look before leaving, the family follow after her slowly. Peter waited for the footsteps to fade before finally speaking up, "...You're not planning on going with them, are you?"

"...No." Castle didn't look at him, "Murdock's not going to stop, you know that. Even if we leave this city; once he's going his hands on you he never lets go. I've seen some of the people whose lives he ruined..." His hands balled into fists, "As long as I'm near them they're never going to be safe, at least not while Murdock's still drawing breath. I'll keep playing along with his game, then I'll kill him when I get a chance. That'll be the end of it."

 **Liar.**

"Is that your only reason?" Peter asked, ignoring the glare he got in response, "Enough with the speeches about sacrifice, Castle. We both know we're not in this for the heroics or glory." He crossed his arms, "Ever since I talked to you in that safehouse I knew something was wrong. You wanted to keep your family safe, I believe that, but the men he sent you after...you wanted to kill them, didn't you?"

He didn't need to hear him say yes. The lack of refusal was more than enough to answer.

"Tch...I can't believe this." He gave the older man a scowl, "All this time trying to save your family, and you're just going to leave them?"

"They're not safe as long as I'm alive, we both know that. You wanna keep them safe? Shooting me's an option. Without any leverage or profit Murdock's going to leave them alone."

"Either way they lose you..."

"I was never there for them, if you believe Maria." He sounded tired...regretful, almost, "This just...makes it more permanent."

"So what now, Castle? Say you do stop Murdock, put a bullet in his brainpan and keep him from hunting your family again. Are you going to go back to them? Or are you just going to keep going? Go from one group of criminals to the next till you finally can't do it anymore?" He already knew the answer, but again the lack of rebuke was damning, "You're abandoning your family...for this?" He gestured to the bloody room, to the still fresh body of the woman he just shot.

"You act like you're much better, kid-"

He grabbed Castle by the shirt and drew him close, his lips curled in a sneer, "I didn't abandon my family! I'd give _anything_ to see them again! What you're doing is..." He shook his head and pushed the older man off, "Forget it, arguing with you isn't going to change anything. Just...go. Do whatever it is you have to, _Punisher_."

Peter trudged to one of the chairs and almost collapsed on top of it with a groan. He could hear Castle leaving, and he doubted the bastard was even going to say goodbye to them...then again, was that really his problem? This entire donnybrook only started because he ran into Castle in that warehouse. His family was safe, at least for the moment, and they could go to the police or leave the city or country while Castle went on doing whatever the hell he wanted. It wasn't his place to judge whether he was a good family man, after all.

He was about to leave before he heard the ringing of a cellphone, "What the..." It was coming from the firestarter. Looking around for a moment, he knelt down and rummaged through her pockets, pulling out the bloody portable telephone.

Someone was calling her. It could have been a clue.

Against his better judgement he tapped the green button and pressed it against his ear, "...Hello?"

"Huh, you actually picked up. Was worried for a second there." The voice at the other end was casual, almost friendly...which just made the fact that it sounded more like a dynamo talking rather than a human being more disconcerting, "Sorry about the voice modulation. Part of the suit, kinda hard to take off. Makes phone calls a real bitch sometimes, let me tell you."

"Who is this?" He stood up and paced around the room. He could feel a buzzing at the back of his head.

"Oh, right, introductions! Sorry, got excited for a second there." He (or at least he assumed it was a guy) laughed, the sound distorted and unnatural, "You can call me...Jack. As for why I'm calling? Well, you did just kill one of my coworkers. Thought it'd be appropriate to check in myself."

Peter looked down at the body again. Her eyes were still wide open, lips raised in a partial smile. She never saw the bullet coming,"...What do you want?"

"Like I said, checking in. Oh, don't worry, I'm not planning some revenge scheme or whatever. Matter of fact I never liked Mary and despite the fact that I'm holding onto a sniper rifle with a clear shot at your head I'm not gonna take it."

...He wasn't lying. Peter's grip on the phone tightened and he looked out the window. Even with his enhanced eyesight he couldn't see anything despite the afternoon sun, "...You have a clear shot. Why not take it?"

"Why would I? Where's the fun in that?" He sounded almost manic with glee, "You could dodge or I could kill you, but that's not what I want. You see, you're something I haven't seen in a while: You're _interesting_. All those other heroes? Drama queens, all of em. Captain America or Spider-Woman, they start crying the second someone dies in front of them. But you? I saw what you did to those ninjas, and Mary's little play? Beautiful shot, by the way. Always wanted to shoot that bitch myself. The little schizo got on my fucking nerves."

"So what, you just called to congratulate me?"

"Well, partly that and partly cause I wanna give you a heads up. See, you're making waves, pal. And that wave might wash you up on my and my boss' shore some day. If we do see each other face to face, I just want you to know: you better back the right horse or I'm gonna take it nice and _slow._ "

The phone cut off before he could say anything back. Looking down at the piece of tech, Peter threw one last glare outside the window before tossing it through the glass with a frustrated growl.

First Murdock and now this...he really hated this madhouse.

* * *

 **Yeah, lets get this out of the way: That payoff for the cliffhanger was not worth it, especially in the case of Typhoid Mary. I'm not gonna repeat the same things as before, so let's just hope the dialogue afterwards was okay.**

 **Anyway, I had multiple endings in mind for the Castle family: Option 1 was that they died and he swore revenge like canon, Option 2 was that they didn't die and he left them anyway like what happened here and Option 3 was the most outlandish where Frank and the kids died and Maria Castle became Punisher. Option 1 was too generic and 3 seemed like a fic all on its own so I dropped it.**

 **I chose Option 2 since I'm taking cues from the Punisher Max version where Castle was addicted to combat and killing and despite caring for his family he was going to divorce his wife and leave them during the fateful park day. Considering his family left him on Earth-65 and he decided to join the War Machine PMC even before that him finding an excuse to leave his family makes more sense to me than losing them and swearing revenge like every other version.**

 **There were also two variations with Typhoid Mary: Noir either shot her in the face to show that Gwen's become a tad more accepting to killing under dangerous circumstances or Noir non-lethally shoots her to show that Gwen's gotten to him. Ultimately chose the former since I can't imagine Noir in-character risking Frank Jr's life trying to take Typhoid in alive, especially since he knew she was going to kill him if she escaped.**

 **Anyway, sorta-important question so I'd appreciate an answer:**

 **With regards to villains for Gwen, do you guys want her to face more serious ones? By that I mean villains that are less campy and larger than life and more depraved and, well, _human_. Noir runs into Sin Eater later and 'Jack' is pretty horrid if you know who he is, but what makes them scary is that aside from their bright costumes they're just really monstrous human beings with no levity to them.**

 **I mean Gwen gets into conflict with people like S.I.L.K or Murdock's Hand ninjas, but there's something outlandish about them that makes it hard to completely take them without any hint of camp despite the threat they pose. What if she runs into someone like Massacre, a sociopath who kills with no hesitation due to brain damage? Hell even a human Cletus Kasady/Carnage is above anything she's faced so far in terms of depravity.**

 **Originally I only had Noir run into the more 'human' villains but I'm wondering if Gwen could also work in this way. What do you guys think?**

 **Answers:**

 **Zapper3000380 - He's not doing it because of that. We see in 'The Defenders' chapter that Gwen's words as a civilian got to him, though he also shows in this chapter that he _will_ go for lethal force if he has to with both The Russian and Typhoid Mary and without much guilt. Also, the revolver's still with Gwen. She'll probably give it back at some point...**

 **Redentor - Er...I think that's enough upgrade talk. The fight scenes aren't as important as the story anyway. I'll give him some tech upgrades later, but right now lets hold off on paralytic poisonous webbing.**

 **Jajo Camello - I'm trying to have Gwen move away from 'StupidGood' tendencies. In this chapter she called out Noir for killing Typhoid Mary more because she believed her threat than anything else; the fact that Castle's family is safe matters more to her than whether Mary was taken in alive, which makes more sense for a hero than absolute moralism.**

 **SilverstormXD - What experience? If we're talking 616-Silk she was trapped in a bunker when she was 18, meaning he's got as much experience as her...might actually be more since he actually did sleep with someone already on-screen so to speak. If you mean 65- Silk then she's evil and he's more likely to shoot her. Either way I can't see it happening.**

 **Mingyu - We see in 'The Defenders' that Gwen Stacy (civilian) got to him, not Spider-Woman, but he's not stupid about it. As for the theory, at least it was a good attempt.**

 **Yoface - Not a good idea. I dislike power ups ex machina, especially if they have no drawbacks. The Lizard is rare thing and considering the drawbacks arguably not worth it.**

 **NoirValor - Anything I can do to spice up Gwen's segments? I want both of them to have equal prominence, after all :)**


	27. Trouble Never Stops

"Here."

Peter looked up at the offered can of soda before accepting with a mumbled "thanks". He had to admit going to a rooftop with White Widow was the last thing on his mind after he left that condemned hellhole, but honestly there were worse things that could have happened, _'Least she's not gearing for another spiel...'_ He opened the can and watched her sit down next to him on the edge of the roof, a short distance between them.

She'd been quiet ever since they left that apartment; besides her almost mumbled invitation to come up here with her she hadn't said another word. Whether she was just tired or she was thinking on what she 'could have done' to avoid Firestarter getting a bullet between the eyes he didn't know, but he wasn't going to complain too much. This day'd been bad enough without another lecture adding to it.

He popped open the can of soda (even the containers here changed...) and took a sip, immediately frowning and giving a muted groan when the overwhelmingly sweet beverage reached his tongue, "Christ, what do you put in these things?" He coughed and made a disgusted noise till the taste finally subsided. It felt like he'd shoved a stick of licorice covered in caramel in his mouth.

"Sugar. Why, they put salt in soda back where you're from?" she asked, her voice lightly teasing. Peter threw her a halfhearted glare as she leaned back, one leg raised while another swung dully and tapped against the walls. At least she wasn't sitting _on_ the wall this time.

He supposed he shouldn't have been surprised by how casual she was acting. Maybe it was just her personality, maybe it helped make it so that people didn't take her too seriously (she was succeeding if that was the case...), but he had to admit seeing her with her mask pulled up to her nose was still somewhat surprising...after everything he'd seen here he expected her to be a Negro or a Slant, but the pale skin and the few tufts of blond hair he could see definitely pointed to her being White.

Thoughts of Gwen came and went before he dismissed them. He needed to stop dwelling on her, "No, but they also make sure that the people who buy em don't get diabetes." He took another reluctant sip and shook his head; definitely not for him, "Well, at least it explains why you're always so damn jittery. Be pretty hard not to with the constant sugar high you must be on."

"Oh please, like you're any better. When's the last time you got any sleep, dude? I swear I see you on the news both on the day and night. When do you find the time to catch a few z's?"

"I try not to sleep too much nowadays. The nightmares aren't pleasant..."

The conversation died down after that. She knew about the memories he got, however slightly, and that was enough to force an awkward silence, _'Damn kid...'_ He looked down at the small can and frowned. Almost every time he went to sleep he could see it in perfect clarity: That dance, a punch in the gut, the sight of his fingers elongating and being covered in scales, attacking everyone and then...

Then Spider-Woman killed him.

He gave her a sidewards glance. She was still taking sips from her soda, her face looking forward towards the sunset. As much as he didn't like her she didn't deserve to feel all that guilt. The dumb fink was the one who turned himself into a monster; if it was between the mad scientist and other innocent people then the kid should've been the one who take a dirt nap. At least then only one person died, and an idiot at that.

Still, sitting next to someone who he remembered cradling 'his' dying body wasn't pleasant. Not by a long shot.

The silence stretched on for another few minutes before she spoke up, "What happened to Castle?" she asked, her head still stubbornly facing forward and not looking at him. The question was almost soft, almost casual, but he could see the way her fingers drummed against the can in a rapid tempo. She was more than just a little curious, "He...wasn't with you when you went down, so I thought-"

"He's gone. Abandoned his family..." He let out a single, wry laugh, "Made some excuse about how he's protecting them from Murdock, but he's got a pathetic poker face. He was always going to start killing people, Murdock just gave him the excuse he needed."

Bishop split up from them earlier to escort the family back wherever it was they were going. He'd been tempted to ask where but it was better he didn't know; he shouldn't have gotten so deep in this giant pile of donnybrook and it was better that he washed his hands clean of the whole thing. Carrot top belonged in this madhouse, and since Hardy's ticket got cut into a little pieces during his fight in the alleyway even that contact dried up. There was honestly nothing stopping him from just focusing on Octavius, and he couldn't say he didn't deserve some personal time after everything.

"And you just let him go?" He could hear the edge in her voice, the judgement, but it didn't annoy him. Not this time. He was through defending Castle.

"What'd you want me do, shoot him? Drag him back in cuffs right in front of his family?" he asked back, "I don't agree with him on why he did it, but he's right about one thing: Murdock's not gonna let this go. He drew us to that hellhole just so we could take out Cossack and Firestarter. For what reason I don't know since they were hired guns but he's making a long play. Putting Castle in prison is a death sentence at this point; I might as well have just shot him and got it over with."

"He's _dangerous_."

"So are you. So am I, even if I can't hold a candle to the freaks in this place," he said, "Doesn't change facts. Murdock's got his teeth sunk into him; if I dragged him to prison I'd be delivering him right to carrot top's table. Least out here he has a chance to do something."

"Yeah, kill more people..." The hands holding the soda can shook, "You can't trust Castle, Spider-Man. He didn't get the name 'Punisher' because he's someone you can count on to watch your back."

"Who said I trusted him? I don't trust anyone in this madhouse." _Except Gwen_ , the annoying little voice at the back of his head added. He ignored it, "I don't really work with partners, and the few times I had to they weren't exactly...healthy. More working the same case, really." He sighed, "Believe it or not I know the deal with Castle. Didn't at first, but the second I heard Punisher it all clicked. I met him before...in a manner of speaking."

"In a manner of...wait, you mean back where you came from? The 1930's?" she asked, Peter giving a muted nod in response, "Cap said that you might be from an alternate dimension. Did you really meet Castle?"

Well, at least she seemed to believe him now...granted he didn't know whether _he_ bought into the idea of alternate dimensions fully, but it explained some things at least. The scientist in him remembered some quacks back home talking about the 'multiverse', but he'd always ignored it. It could never have been proven - the idea that every single action someone took spawned another world - but hell look at him now. Those guys would have killed to be in this place.

"Well, he was called Castelione and he was a kid rather than a father, but same difference." He shrugged, "He wasn't shy about telling me his reasons. Dad was a veteran of the Great War - or is it World War 1 now? - and he got killed when Castelione was still a kid because he refused to pay up to the mobs running the area. Helped him find the guys who did it, called themselves 'The Dutchmen'."

"That's...freaky." She took another sip of her soda before tossing the now-empty can into the alley below them, "Anyone else you know?"

"Not much really worth mentioning except a couple. Osborn was a mob boss back where I came from, but he seems to be another kind of bigshot here. Who knows, never really trusted company men. The stock market crashing kinda does that to you." He placed the can of soda between them. If she wanted diabetes she could have it, "There was another guy, called himself Daredevil. Dressed in red leather, probably as acrobatic as I am."

"...You know I'm tempted to say bullshit, but considering everything I've seen I can believe it."

"Didn't mean to run into the guy. Working the same case, like I said; I was digging up some leads on this new murderer on the block. Called themselves the Bullseye Killer. Killed guys on both sides of the law and then left a bullseye calling card. The name stuck." He shrugged again, "Found her eventually. Was surprised it was a dame, but hell after running through Charlie Xavier's group of crazies it shouldn't have been a shock. Found out she was working for Wilson Fisk, a tub of lard who called himself The Kingpin."

"Fisk? He's in prison here," she said. Peter could see her posture tensing, "So...what happened to that Daredevil guy?"

"Hell if I know," he replied, "Once we took down Fisk we went our separate ways. Like I said I didn't trust him or Castelione. We worked together to accomplish the same goals, but I wasn't looking for anything long term. If I had to guess? Castelione probably joined the army, maybe follow in his old man's footsteps like most Italians do. As for Daredevil...probably doing the same thing. That blind bastard's too stubborn to die."

"Wait, blind?"

"Yeah, he was blind. That was the one thing he told me; didn't even ask him. His dad was a professional boxer, before my time really, and he refused to take a dive for whatever reason. Maybe pride? Anyway, thugs found him and his son in an alley. Beat him to death, but the kid got knocked to a wall and lost his eyesight. He spent the next 15 years working for the circus, or so he told me. It's why he was so acrobatic."

"An acrobatic blind guy involved with the Kingpin..." she mumbled before suddenly straightening up, "Wait, you don't think he-"

"Murdock? Possibly. I've seen weirder things ever since I got here." Yeah, like a Negro dame being the face of America. Hoover and Roosevelt's heads would have exploded if they realized this was the future, "Doubt it changes anything, though. All I know is that if he's the same guy then he's dangerous. Daredevil could see me coming from a mile off even when I tried to sneak up on him." He paused for a moment to consider his next question, "What about you? How'd you know carrot top?"

She looked at the nearly full can of soda before she grabbed it and took a sip. Hey, it was her pancreas... "Me? Well, I didn't go out looking for him. Like your case it was an accident." She offered the can back, but he shook his head. No way was he going to kill himself with soda, "A few months ago Jameson's hate-mongering got to a fucking all-time high. I mean I couldn't even go to a subway station without some dumb rookie cop trying to shoot me full of holes with people crowding around."

"Let me guess, he was offering the hand of friendship?"

"Kinda..." Another sip, "The head of the investigation at the time was, uh, Captain George Stacy. Good guy, put Fisk behind bars or so I heard. Anyway, I guess Murderdock bought into the hype," Murderdock? Did she have to turn everything into a joke? "He thought that if he sent Hippo - big blue Smurf we a fought a couple weeks ago - to kill him then I'd be 'grateful' and turn into his apprentice. Yeah...didn't work out like he thought it would."

"George Stacy?" Gwen's dad? He was sure he mentioned him before, but she didn't say anything about him nearly getting killed by Vodkalky, "Huh, so that's what he meant when he kept taunting you about bacon, huh?"

"Yeah. Fucker was a broken record about that..."

"And Castle? Sounds like you got history there. He mentioned knowing who you were..."

"He unmasked me. I'd just got gassed after fighting some dude in a bird suit so I was kinda hazy..." She clicked her tongue, "He singled me out eventually. Attacked my house with some crazy dude wearing leather print pants and a buncha snakes. He nearly got my dad and my...aunt killed." Her grip on the can tightened, the metal bending and spilling some of its contents, "I kicked his ass and he ran away...next time was after I met you and we raided that warehouse."

"That explains your temper then..." So he'd nearly killed her dad...he wasn't big-headed enough to admit that she had a point. Toomes showed up in front of him he didn't know if he could resist just shooting the old circus geek in the brainpan again.

"Hey...he, uh..." She swallowed nervously, "Didn't mention my identity, did he?"

"He tried when we were scoping out Blockhead's last safehouse, but I cut him off. I don't care who you are under that; it won't change anything that's happened so far." And just because she took off his mask after kicking him in the back of the head didn't mean he had to return the favor...

Besides, this was a city full of millions. What was one blonde broad to thousands of others? If she wasn't Parker's 'murderer' he would have been a stranger to her, too.

"Right..." She looked down at the slowly darkening alley. Peter wondered for a moment what was going through her mind before he heard her take a deep breath and speak up, "I'm sorry..."

He raised an eyebrow. The last time he heard that it was after she busted his lip open, "For what? You planning to deck me again?"

"Haha..." Her 'eyes' narrowed and she set the can down, "It's just...you were right, you know."

"I hear that a lot. Wanna be specific, sister?"

"Asshole." She gave him the middle finger and he couldn't help laughing a bit. It was silly, but hell he came up here expecting a lecture or another spiel insisting that he was that stupid kid come back from the dead. He'd take her insulting him, "Look...the way I treated you the past few weeks...it wasn't the best. I told myself it was because I wanted to do the right thing, but I just wanted to try and fix what happened with Peter. Ever since that happened it's been..."

"You think he's your responsibility."

"I..." She took another breath before eventually giving a small nod, "It's kinda hard not to when people keep blaming you for everything. I saw Jameson on the papers and on the big screen; people called me a murderer after I save them from getting killed..." She brought a hand through her face, "Sometimes I thought about hanging up the mask. This city didn't want my help so why should I? But hell, daddy's didn't raise no fool. You put on a mask, so you understand, right?"

"Or maybe we're both insane?" He looked away. This was getting a little too personal for his liking, "What's your point to all this?"

"Point is I was wrong. I shouldn't have treated you like you were a second chance at fixing my mistake, so..." She unzipped the smaller pocket and pulled out something he honestly thought he'd never see again, "Here...this belongs to you."

He looked down at the offered revolver - _his_ revolver - with narrowed eyes. Everything inside him told him that she was being sincere, but he couldn't top the suspicion from seeping through, "Just like that?"

"Just like that."

He took it from her hand checked the chamber. No ammo, as expected, but it was still clean and looked like how he remembered it last, "...Why would you give this back?" He placed it at his right side, away from her. He didn't want her grabbing it in case she changed her mind, "You just saw me kill someone in front of you an hour ago. Those ninjas died in that alley because of me. What's with the sudden vote of confidence?"

"You're not Peter, and it's time I stopped judging you like you are." She bit her lower lip, "I don't like the fact that you kill people, but I've seen enough evidence to know that you don't do it unless you think you have no choice. Maxine was...I don't want that to happen again, but I wasn't there and I couldn't help you stop her. Mary, too: Looking back I wish there was another way and we could have arrested her, but it was a situation where Castle's kid could have died. I shouldn't judge you so harshly, especially since you do seem to be trying."

He rolled his eyes. How sweet of her..."And those guys from Murdock's little pajama brigade?"

"The serum's fault..." She balled both hands into fists, "Ever since that thing showed it's been nothing but trouble. We need to get it out of your system. I don't want a repeat of that ever happening again."

"That we can agree on, at least..." He debated just leaving then and there but instead he had to open his big mouth again, "So...what happens now?"

"I know you told me me that you didn't want to see me again, but I wanna try and and call a do-over. Clean slate and all." She extended a hand, "So, what do you say...partners?"

He looked at the offered hand before scoffing, "Partners? Yeah, right..." He put his hands into his pockets, ignoring the slight frown she gave when her arm lowered, "Why do you even need a 'partner', Spider-Woman? I've seen what you can do. You remember that fight with Vodkalky? You did the heavy lifting - a few cars worth of it - while I was just stumbling around. When it comes to these 'Supervillains' I'm about as helpful as wet tissue paper."

"Hey, you saved those people." She put a hand on his shoulder. He had to stop himself from shaking her off, "Remember those guys who stayed to try and record it all so they could post the vid on youwebs? They'd be a smear in the pavement if you didn't stop that car."

"He only threw that car because I got his attention by throwing spitballs at him." He clicked his tongue, "Look, I appreciate the pep talk but I'm not built for stopping the freaks you deal with every day. I'm more used to stopping criminals I can actually understand and I work better alone. Besides," He gave her a wry smile, "I told you before, I don't trust anyone in this place. That includes you."

"You trust Gwen..."

The words were so soft he wondered if she meant for him to hear. Peter raised an eyebrow at the almost accusatory tone she had before shrugging. No use in denying it, "She hasn't given me a reason not to. I'd be dead if it wasn't for her." _Spider-Woman saved you, too,_ it reminded him again. He ignored it, "...What's the deal with you two, anyway? She was Parker's best friend. I'm surprised she's even willing to talk to you after what happened."

"That's...a long story..." She wrung her hands together, "I thought...well, I thought Spider-Woman could help her get some closure. Move on from what happened that night at prom."

"Yeah, how's that working out for her?"

"Still a work in progress." She chuckled softly, "It was...hard, like I said before. Being called a murderer by everyone made me start believing it myself. I just hope that what I'm doing...that it's helping her move on from all that fucked up shit."

"Hmm..." He didn't know what else he could say. After Felicia got scarred by Crime Master she made it clear she never wanted to see him again. Lippy still sent some messages, mostly tips like the mess with Octavius that got him trapped here, but only by dropping it off at his home. As far as she was concerned he didn't exist as anything but Spider-Man and any thoughts of redeeming himself never crossed his mind after that.

"Look, I'm not asking you to fight big villains like Hippo on a daily basis. But I'd still appreciate some help. We may not agree on some things, but I do think we're both trying to do good. Working together we can do more..." She trailed off; he didn't say anything back, "...Look, you don't trust me, fine. So here's something else: This Octavius guy, you need information on him, right? Cap already showed you footage of him. Wouldn't it be easier to get information if we stick together? I mean unless you wanna tell me where you're staying so I can drop the info off like some kind of spy..."

"Yeah, there are some things I want to keep secret..." She made a good point; he couldn't find Octavius on his own even if he wanted to delude himself otherwise. Still, maybe it was just pride but he wanted to get one last word in, "...Answer me honestly: Are you disappointed that I'm not that Parker kid?"

"...Kinda, yeah." Her mouth twitched. Trying to hide something? "I spent almost every day the past three years just thinking of what I could have done differently. When I saw what you looked like under that mask...well, you know." She rubbed the back of her head, "But I'm over it. Mostly." She paused, "Alright, it's still kinda weird, but I can deal. Maybe I can't make up for what happened but I can still do good."

"That's what I don't get. Why do you even think he's your responsibility? He was a _monster_." He saw the fingers on her right hand twitch. Was she gonna punch him again? "He made his own choice and he suffered the consequences. You don't cry when someone falls into the hole they dug."

"I _know_." She grit her teeth, "Peter wasn't flawless. He was bullied, he had no friends besides Gwen and Harry and..." She took a deep breath and shook her head, "But he didn't deserve to die. He wasn't irredeemable. It was a moment of weakness."

"Really?" Another wry laugh came and went, "Alright, tell me something then. You remember his last words, don't you? What were they?"

"He said...that he just wanted to be special...like _me_." There was a bitterness in that last word that he'd never heard from her before, "Why? You heard something else?"

"Yeah, I heard an _excuse_." He sneered, "I've been seeing his last moments again and again and again. Hell, I probably remember it more than you do at this point; seeing you cradle his body's been burned into my brain. And you know what I saw? A kid who realized what he did, that he made a mistake whether it was an accident or not, and he spends his last moments _justifying_ it."

"That's..."

"He didn't apologize. Didn't say he was sorry for nearly hurting or killing innocent people. Hell, he didn't even tell you that it wasn't your fault what happened to him. No, instead he spends his last few seconds trying to make an excuse, try to put his motives on you rather than take responsibility. He wanted to be special because of _you_? Gimme a break; he just didn't want to admit that he made a mistake. Even when he's on his deathbed he tries to make up a reason why it wasn't _really_ his fault, that if you weren't special then maybe he wouldn't have gotten killed trying to be a glory hound."

"..." She was biting her lip so tightly it was a miracle she wasn't drawing blood, "...Maybe he did, but does that mean I shouldn't feel guilty?"

"Whatever you feel is up to you, but that kid dug his own grave. Do good, leave it alone, do whatever you want but stop acting like you're the damn messiah. People make mistakes; feeling guilty and taking the blame for it are two different things. Trust me, I've been on that road a few times already. There's a difference."

"You know I've been hearing that speech a lot lately..."

"Then maybe you should follow it. There's probably a point to it if someone other than me's gotten sick of your little guilt complex," He looked at the setting sun. Night was nearly on them, "So...'partner', what do you wanna do? I'm not gonna get any sleep any time soon and with Castle's family safe I'm more or less twiddling my thumbs till I can get information on Octavius."

"I just want to take my mind off what's happened the past two days." She lowered her mask and stood, "Wanna go on a patrol? A couple of hours should be enough for me to clear my head."

"Yeah, sure. Ain't like I got anything better to do." He stood up as well and kicked the can to the alley. Better they not leave it up here, "Come on, you go first."

"What, you wanna just jump from roof to roof again?" She crossed her arms, "You know, I _could_ carry you while web-swinging. Probably much faster."

"Yeah...not happening." He raised the lower flap of his mask to cover the last half of his face. Bad enough he could barely hold a candle to her, he didn't need her carrying him around like a princess from a fairy tale, "Lead the way, 'partner'. I'll be right behind you."

* * *

They spent a few hours (literally) jumping around the city and separated a little past 10 in the evening. A few muggings, one attempted rape, a surprise run-in with the Ringer trying to shake down a shop for protection money and finally a reporter snapping a picture and asking for an interview on the 'Superhero pair'.

The last one was probably the scariest thing she ran into today.

She had to admit, Ben was like a bloodhound. Her eyesight had gotten way better ever since she got bitten by that radioactive bug ( _arachnid_ , the science-y part of her brain reminded her) but there were still some limitations. He'd mentioned off-hand that his spider-sense - maybe she should have trademarked that... - helped, though she had no idea how. Her's only worked for personal danger and half time it apparently decided that getting spray painted across the face or getting slashed across the back by a giant lizard wasn't worth warning her over.

"A clean slate..." She clung to the side of her apartment and sighed. He didn't trust her, but he trusted 'her'. She couldn't stop the feeling of guilt bubbling in her chest; she hadn't meant to run into him on that rooftop, but she'd fallen into a routine with him. A bizarre and frankly insane routine where a vigilante dropped over at her apartment to read science books and cook food but a routine nonetheless.

Even now she wasn't being completely honest. Why did she ask to work together with him? He had a point, after all - She was inexperienced, but her powers made up for that a lot and she didn't really 'need' him to work together with her. And even now she couldn't help but be repulsed when she saw him beat people for information, saw him _kill_ , even though she could justify it, so why keep him around?

Did it really matter so much he that he was _a_ Peter Parker even if he wasn't _hers_?

And then of course there was what he told her, "Fuck me..." First Cap, then Uncle Ben and Aunt May and finally even him; were they right? Was it wrong for her to take responsibility for what Peter did when he didn't do it himself? Did Peter really spend his last moments trying to foist the responsibility onto someone else? The past two years she'd spent just trying to make up for what happened and now here everyone was trying to tell her that she shouldn't have.

Shaking her head, she crawled up the wall till she reached the window to her apartment and jumped inside. The lights were off, "Home sweet home..." She took off her mask and tossed it without a care. Thankfully the rest of her friends had gone out - some meet and greet with Randy that she didn't bother asking about - so she didn't have to worry about getting caught. Hell, maybe when they came back she could tell them her secret, too; would probably give her a few more vacation days.

Yeah, and maybe next she'd unmask in front of Jameson. He'd probably keep her secret better than MJ would-

The sound of breaking glass caused her to jump and cling to the roof, _'A burglar? Why!? We don't have anything!'_ She narrowed her eyes. Whoever they were they picked the wrong shitty apartment to mess with-

The lights turned on, cutting off her thoughts of revenge in favor of something far worse.

"MJ!?"

Mary Jane Watson was standing in front of the door to the kitchen, broken shards of glass lying at her feet. _'What the fuck is she doing here!?'_ she thought. They were supposed to be out of town! She was fucking sure!

"What. the. fu..." MJ pointed a shaking finger up at her, mumbling more crap she couldn't understand until she finally found the right words, "Holy shit, I fucking knew it!" Did she mean to sound like she was screaming at the top of her lungs? Cause she was screaming at the stop of her fucking lungs right now, "God damn it, I knew I was right!"

Gwen winced. Being the singer of the band meant MJ had a lot of experience screaming, something she really wished she could change right now, "God, MJ, shut up!" she hissed, resisting the urge to web her mouth shut. The last thing she needed was MJ holding _that_ over her head, too; she was in enough shit as it was after missing half the practices, "Stop, just- just calm down, okay!? I can explain-"

"Huh? Whuzza?"

Her head snapped to the left and she nearly let out a frustrated scream at the sight of Betty and Glory jolting up from the couch, popcorn spilling everywhere at the sudden wake-up call, _'What the fuck, spider-sense!?'_ she internally screamed. She knew it could be unreliable, but this was an all time fucking low!

As soon as the last two caught sight of her an uncomfortable silence settled over the room, broken only by the occasional noises coming from Detective Watson. Finally after a couple of minutes Gwen decided to speak up, "Uh...weren't you guys supposed to go on some...thing with Randy?"

"He had to cancel. Something with his dad..." Glory mumbled, eyes never leaving her, "Uh...Gwen, would you mind explaining this..." She made a vague gesture with her hands, "Just...all of it?"

Tell the truth or lie her ass off? ...Making a joke seemed like the way to go, "Uh...I'm _really_ into cosplay?" She gave a strained smile that none of the others shared.

"Dude...you're on the _ceiling_ ," Betty said.

Gwen blinked and looked down...er, up, "Huh..." She licked her lips nervously. She never got sick or felt off-balance ever since she got her powers and honestly she almost forgot she'd jumped up like a damn housecat...how _was_ she going to explain this? "Um...well, this is..."

"Oh, this should be rich," MJ said, her arms crossed, "Go ahead, Gwencent. How are you on the ceiling besides being Spider-Woman? I really wanna hear it."

"Uh...internet?"

No one laughed.

Ten minutes later she found herself on the roof, her costume being examined by her friends back at the apartment while they decided how to 'calmly and rationally' react to this little bombshell...and by that they meant they were gonna try to get the screaming and freaking the fuck out over with and out of the way first so they wouldn't spend all night talking like a bunch of Felicia Hardy fanboys at a VIP concert.

"Fuck me..." She tucked her knees into her chest and pressed her face against it, her back against the roof's wall. Well, _this_ was going great: In two days she went from only her dad and Cap (and Murdock and Castle...) knowing her identity to just about everyone she knew joining in. What next, should she call over Robbie and Flash and tell them first before MJ inevitably started blabbing? Maybe even hit up Sally Avril just to make sure she didn't miss anyone?

She let out a soft growl and gripped her legs tighter; screaming wouldn't have been the way to go. Why was she so pissed? She told the Uncle Ben and Aunt May and they moved past it, so why the fuck did she stress so much over her friends (or maybe just MJ...) finding out? Was she that desperate to keep her normal and hero life separate or was it like a bad comic book and she was worried that her friends would treat her differently now that she wasn't just 'Gwen Stacy'?

...Nah, MJ would still give her shit for missing band practice even if she knew she did it to save a bunch of kittens from a burning building.

"Something wrong, stranger?"

"Not much, just life." She looked up and wasn't even surprised to find Ben sitting next to her without his mask. At this point she'd given up on trying to figure out on how he did that Owlman shit of his and she'd stopped jumping every time he did it, "What about you? You look like you've had a rough night yourself..." She pointed to the bandage covering his left eye and a decent half of his face. That was new; he didn't have that when they separated earlier.

"Old injury. Some half-portion in a pajama with a katana got me in the eye. Haven't been able to see out of it for a day now..."

Her brows furrowed together. He was half-blind? Why didn't he-

 _"I told you before, I don't trust anyone in this place. That includes you."_

Her lips dipped into a frown despite her best efforts. Right, he didn't trust 'her'...she would've been more annoyed if she wasn't still lying to him about who she was; the fact that he said he didn't care who she was under the mask didn't do much to calm her nerves, "Ouch. That gonna take long to heal?"

"Maybe a day or two, who knows." He shrugged, "I haven't been slashed by a sword before. Guns are usually what you gotta worry about..." He gave her a slight smile, "I was asking about you, though. What's wrong? You seem frustrated."

"Just life, like I said..." She bit her lower lip. She could invite him in right now. Hell she'd probably feel less awkward revealing her identity in front of a group than she would if he did it alone, "You come here just to chat, Darkman? I really doubt he came up here just to play therapist."

"You'd be surprised..." He looked up at the smoky sky. She saw his fingers clench for a moment before he continued, "Just...wanted to talk to someone, I guess. I've been in this madhouse for a few weeks now and it's probably the first time I'm not scrambling to save some family that got kidnapped or a kid who got in over his head. I can finally try to find a way back, but all I can do is wait. It's..."

"Frustrating?" she finished.

"Yeah, I guess." He sighed, "Back home every night was just a constant stream; always another problem to solve, always another wannabe crimelord who thinks the city's his newest playground. Never lacked for things to do, at least. Now..." He shook his head, "This place ain't lacking for bastards and shitheels, I'l give it that, but even the crime bosses got bulletproof heads or pajama brigades. Not sure how anyone can deal with em."

"Hey, not everything's about crime fighting. Pretty sure even Captain America knows when to take a break." She did her best to give a comforting smile, "Why not take in the sights, see the city? Hell, when was the last time you ever relaxed?"

"Before I got dropped into this place..." he mumbled. She didn't know whether he was kidding or not; hard to tell with him, "It's been one thing after another, like I said. Didn't exactly have time to get...uh, what was it you called them? Corny dogs?"

"Corn dogs, dude." She punched him in the shoulder lightly. The 30's must have been a sad time if they didn't have the simple pleasure of bread covered hotdogs, "Hell, if you want something to do then..." She trailed off. 'Wanna come in,' she was tempted to say, to be honest for once in her life without having to be dragged kicking and screaming to it, "...Then you could go to one of our concerts."

...Fuck her life. Fuck it so hard.

"Your concert? What, you mean with your band?"

"Yeah, we, uh, have a gig booked in a couple of weeks. What do you say?" She ignored the little shoulder angel and devil calling her a coward. She knew that well enough, thanks, "Well, technically not just _our_ concert; we're the opening act for Felicia Hardy and her 'Black Cats'." She rolled her eyes, "MJ doesn't like it, but in this business you gotta swallow your pride if you wanna make it big. Being seen twice in a row's a good boost for us."

"Hardy? Huh..." He looked down for a second before eventually nodding with a smile, "...Yeah, why not? I'm curious to see how you play, at least."

"Prepare yourself, Darkman. The Mary Janes are gonna rock your world." She smiled in return and felt a weight lift off her shoulders. She would tell him then, she promised herself. Her friends first, then she could finally be honest with him and maybe they could learn to trust one another. Just because he wasn't staying didn't mean they couldn't be friends, right? Right...things were looking up.

And then he kissed her.

She thought it might have been her imagination for a second there - maybe something her sleep deprived mind cooked up to try and jolt her awake - but the feel of his lips on hers was definitely real, _'What the hell!?'_ Her eyes widened and she put her hands on his shoulder to...to what? Push him away? Pull him closer? Knock him off the roof? Slap his head and ask him to explain because one second they were laughing and the next he was trying to make out with her?

It felt...odd. There was no linking of arms, no death grip on her shoulders like his life depended on it and he didn't want to stop; all she could feel were shaky, gloved hands barely touching her arms. It felt light, and if she nudged her head back or pushed him off even slightly she could probably have stopped this...whatever it was from happening.

So why didn't she?

Just barely she heard footsteps coming from the other side of the roof and the door opened before she could do anything to warn him.

"Yo, Gwencent, we're ready to- Woah!"

Mary Jane's eyes widened comically again, the paper in her hands dropping to the snowy rooftop. Peter separated from her with a start, his eyes wide and his breath shaky. Gwen saw him look between her and MJ before he spoke up, his voice shaky,"I...that was..." He shook his head and frantically pulled his mask over his head again, covering his features completely, "I...I have to go, sorry!"

"Peter, wait!"

Too late. She reached out a hand to grab his wrist but she was faster. Her hand only managed to grasp air before he jumped over the next rooftop, dropping to the alleyway like a man possessed and ignoring her shouts for him to stay.

"What the fuck...?" She looked at where he'd just jumped from before pressing two fingers to her mouth, _'Why the fuck would he do that...? He...'_ He'd kised her...she still remembered the feel of his calloused lips on hers, the way almost scared way he touched her arms. That was...

She didn't know what the fuck to call it, but it definitely wasn't what she was expecting.

 _"Gwen...Peter loved you."_

 _"Well you know what? I'm not him."_

She sat down in a squat, fingers digging into her skin and her head pressed against her knees again. He'd kissed her...but why? He didn't- No, he wasn't Peter, she knew that now. There was no way he...that it was...

 _"He loved you...the same way I love Ben."_

 _"I'm not your responsibilit_ _y."_

"So..." MJ stood next to her, putting an unwanted hand on her shoulder, "...Guess that's another thing you gotta tell us about, eh, Spider-Gwen?"

This time she did scream, and she didn't care if it made her look insane. Nothing else made sense any more so why should she?

* * *

 **Well... _that_ happened :/ Before anyone says anything: The fact that Valentines days is like a few days away is a complete coincidence and it's more to do with my update rate. Anyway, one step forward and one giant leap backwards as far as the relationship between the two goes, I suppose. Things can never be simple for Spider-People...**

 **Oh, and before anyone gripes that their pairing - e.g Gwen with Harry/MJ or Noir with Felicia - got sunk (or for those who want no romance period), I do hope you keep reading. I'm hardly ever straightforward, even if twists like this are pretty cliche ;)**

 **Probably going to be the last POV question for a while. Whose next chapter do you want to see? Two options as usual:**

 **1\. Gwen's POV. This concerns talking with her friends and her dad about the secret identity business, along with what happened on the rooftop with Peter; particularly with MJ since she saw it and might have advice on what she can do and how to deal with it. At the very least she's likely to dwell on the kiss more than Peter will.**

 **2\. Noir's POV. This is more focused on showing what he does now that he doesn't have a time limit hanging over his head, so it's probably the first Noir 'free time' segment we're going to get that isn't filled with boatloads of complaining about Earth-65 not making sense to him. Given his personality he's more likely to try and put what he did out of his mind compared to Gwen who's stressing over it.**

 **So yeah, pick your poison. Both are lighthearted due to the lack of pressing current plot points so just pick whose meltdown you want to see more. ...Or I can ignore it and make that 616/Spider-Gwen oneshot I've been getting comments about, who knows. You guys decide :D And if you don't want to, just leave a general review. Your comments/criticisms feed me :)**

 **Oh, and here are the ages of the heroes, anti-heroes and everyone in-between so far. Just to clarify how old the cast are since I get some confusion (particularly when it comes to Noir) on how old everyone is and given some events that take placein future chapters I'd like to clarify before anything happens:**

 **Heroes:  
**

 **Spider-Woman/Gwen Stacy - 19 years old  
Captain America/Samantha Wilson - Over 100 years old  
She-Hulk/Jennifer Walters - 31 years old  
The Wasp/Janet van Dyne - 37 years old  
Hawkeye/Kate Bishop - 21 years old.**

 **Anti-Heroes:  
**

 **Spider-Man Noir/Peter Parker - 18 years old  
Punisher/Frank Castle - 45 years old  
Black Cat/Felicia Hardy - 22 years old  
Moon Knight/Marc Spector - 35 years old (possible enhanced lifespan due to chi mastery)  
Bullseye/Lester(?) - 33 years old.  
**

 **Independents:  
**

 **Jessica Jones - 32 years old  
Howard the Duck - Unknown in duck years, 41 in earth years.  
Frog-Man/Eugene Patillio - 17 years old**

 **Hope that clears up any confusion, particularly with people who think Noir's the same age as canon 616 because of how he acts.**

 **Answers to reviews:**

 **NoirValor - Hmm, I'll take that into consideration for Gwen's focus chapter (if that's what people want) :) As for the street level stuff, technically speaking both Noir and Gwen fight street level guys: Gwen just goes for high-tier (with a few joke-tier ones like Koalla Kommander and Bodega Bandit) mixed in while Noir tends to go for low to middle-tier baddies like Kate Bishop does.**

 **Guest/Frosty Dog - More or less. Noir calls her out multiple times in previous chapters for putting him to the same standards as her despite their power difference and it seems to finally have gotten through to her in this chapter that Noir can't be expected to adhere to her rules given his lower level powers. Captain America kills, so why not Noir, right?**

 **Redentor - I want his powers to be more subtle, rather than just 'guns, guns guns' and offense. You want action and high octane stuff look at Gwen's segments. Noir's is more stealth and investigation.**

 **Zapper3000380 - Not a chance of that ;) If his Aunt couldn't stop him from killing people it's unlikely Gwen could. Besides, like she said he doesn't run around gunning people down left and right like the Punisher so a few kills can be justified.**

 **Mingyu - Glad you enjoyed it :D Hope you like this one as well ;)**


	28. The More Things Change---

**Happy Valentines day (it's a little after midnight where I'm at)! To keep to season I just have one question. Not expecting much of an answer at this point, but I figure I might as well ask anyway: What do you guys think about the idea of pairing the two main protags together? I've gotten at least one review and a PM to this effect asking if what happened in the latest chapter is meant to be indicative of a permanent relationship.**

 **I mean so far neither of them seem to have much chemistry so character-wise I have my doubts but I'm interested to hear what others have to say given that as the author I've inevitably biased despite any efforts to the contrary. So what do you guys think?**

* * *

"So...who starts first?"

Gwen looked at each of her friends sitting on the couch. Betty was practically bouncing in her seat like a kid with a sugar high, her smile almost infectious; Glory seemed more annoyed than anything else judging by the way she closed her eyes and pinched the bridge of her nose; and MJ...she was just looking at her, her eyes slightly narrowed and nothing else. Honestly it creeped her out more than when she was screaming her head off.

They'd agreed on a system to at least try and minimize the chaos: They'd take turns asking their own questions, one each time to avoid overstaying or making things too uncomfortable. Personally she would have preferred going to sleep for the next week straight and hoping that by the time she woke up they'd all think that...well, this entire fucking day was a dream. Bad enough that her friends found out her identity but now Peter just ki-

Nope. Nada. No me gusta. She was _not_ gonna go there. One crisis at a time.

They looked at one another for a second before Glory spoke up, "Guess I'll go first," she said, waiting for MJ or Betty to complain (they didn't) before continuing, "Look, Gwen, before we start I'll just give you a heads up: Some of these questions might be...uncomfortable." She eyed the other two pointedly, MJ rolling her eyes while Betty ignored her, "If you don't wanna answer just tell us straight up, alright? And try not to jump out the window or something..."

"Like I could. Don't have my work clothes." She gestured to the table between them, her mask and the rest of her costume lying on top like a piece at a museum, "Besides, what would that do? I kinda _live_ here and you guys know where my dad's house is..."

"Point." Glory gave a small smile before picking up a sheet of paper. They'd written their questions down on paper; again to try and avoid turning into gibbering messes, "Right, well, I think this is obvious: How'd you get your powers?"

 _'Alright, an easy question first,'_ Gwen let out a small breath of relief before answering, "Okay, uh...you guys remember the field trip four years ago? When we went to the science center?"

MJ was the one to answer first, which she was pretty sure was breaking one of the rules, "How could we forget? You panicked and fainted after being...bitten by a...spider..." she trailed off, eyes narrowing even more, "Oh, _no fucking way_. Are you seriously gonna say that you got bitten by some spider and it gave you fucking _superpowers_?"

"Well, if you put it like _that_ it does sound stupid, doesn't it?" Gwen said, rolling her eyes exaggeratedly. Honestly it sounded pretty absurd even to her, but seeing was believing and all that crap, "That spider was irradiated because of that weird experiment they did. It bit me and then it died, so I couldn't tell you the science or proof or whatever. All I know is that I felt like shit for a couple days then I woke up one day sleeping on the ceiling."

"Groovy." Betty whistled.

"Woah, so you mean anyone from our class could have been bitten?" Glory asked, getting a slightly uncomfortable nod from the blonde in return. If she hadn't switched places with Peter...well, maybe there'd be two Spider-Men running around right now, "Shit...close call, huh? Think how much more of a pain in the ass MJ would be if she was the one who got snacked on by the spider fairy. Tragedy averted right there."

"You know I can burn your stuff, right?" MJ asked flatly, her tone slightly annoyed.

"On that note we should probably change. I'll go next!" Betty chimed in, not even looking at her paper before asking her question, "Alright, I _gotta_ know this: Where do those webs come from? I mean do they come out of your wrist or something? Wouldn't that hurt? Also, don't spiders usually have webs coming out of their ass? Why do they come out of your wrists? Not that I'm complaining since it'd be fucking weird seeing you swinging from your butt, but-"

"Woah, slow down, Betts!" She put her hands up and laughed slightly. This was going a tad better than she'd hoped, "Look, they aren't organic or anything. It'd be pretty weird if it was," she muttered a silent apology to Pete- uh, Spider-Man inside her head as she took out her webshooters from her backpack, "I use these webshooters. Dunno all the science behind them, but Ms. van Dyne said they take moisture from the air and-"

"Woah, woah, woah! You mean Janet van Dyne? As in the _The Wasp_!?" Glory interrupted. Again Gwen was pretty sure this was breaking the rules, "Cause if it is then-"

"Is that your next question?" she asked back jokingly, MJ holding back a snort at the annoyed look Glory was now sporting, "Kidding, kidding! To answer your question, yeah it was Janet van Dyne and she doesn't like being called The Wasp anymore. She retired for a reason." She leaned back and crossed her legs, "As for how we met...can we save that for later? It's not exactly my proudest movement."

"Sure, I guess..." Glory said, obviously bummed. Huh...so much for being the mature one of the group.

"Alright, so as I was saying she gave me two of these. Don't have to worry about them running out as long as there's moisture in the air, or at least that's what she told me..." She moved the pseudo-bracelet slightly and Betty's eyes followed it like a dog to a frisbee, "Uh...you wanna test it out-"

"Yes!" Well, she was _actually_ bouncing in her seat now, an eager smile on her lips while her hands grabbed for the webshooter impatiently. It would have been funnier if she wasn't being kinda-interrogated.

"Right, lets make sure you don't break any of our things." She stood up and went to Betty's side, clamping the webshooter on her shaking right arm while Betty and MJ looked on, "Alright, to avoid misfire whenever I make a fist or I'm carrying something (or someone...) Ms. van Dyne put the trigger really high up. This thing here." She guided Betty's ring and middle finger to the small pressure switch in the middle of her palm, "You gotta press em twice really fast or no web ejects. Alright? Now let me get-"

Her spider-sense was again annoyingly absent when Betty clicked twice in excitement, a line of webbing ejecting and hitting Gwen right in the nose before covering the rest of her face in the sticky biocables, "Shit, Gwen!" Betty pulled back in a panic, dragging the superhero forward before she planted her feet on the ground to keep herself from falling over, "Shit, shit, shit! I didn't mean to do that!" Betty yanked back again, but this time she found herself being pulled forward when Gwen refused to budge, "How do you-"

"Betty, calm down!" she yelled, resisting the urge to yank the web off then and there. The last thing she needed was to break Betty's wrists, "Just tap a third time and it'll eject the web!"

Gwen waited for the telltale click before she pulled the webbing off, "So that's how it feels like on the other end..." she mumbled, rubbing at the now-sticky flesh with a scowl. Betty at least had the decency to look ashamed; Glory was trying (and failing) to hold back her laughter while MJ had a phone up and shamelessly recorded the entire thing, "...You put that up on youweb and you're literally dead, Watson!"

"Calm down, Spider-Gwen. This is just for...posterity." She put the phone back in her pocket, a smirk on her face, "Don't worry, no one who doesn't already know will see it."

She was so tempted to grab the phone and snap it in half - and she definitely could've, it would've been so _easy_ \- but she reigned it in. Taking back her webshooter from Betty with a sigh, she gave MJ a flat look before saying, "Alright, Detective Watson, your turn. I'm sure you're just _so_ eager to rub it in that you were right and they were wrong."

"Nah, I'll do that later. Got all the time in the world." MJ shrugged, "Alright, here's my question: All the times you missed band practice and gigs, was it because you were busy doing the Spider-Gwen thing?"

"Alright, first of all? Don't call me that again. Ever. Not all of us want our names plastered on everything." She sat back on the couch, ignoring MJ's light scowl, "And to answer your question, yeah. I mean I guess it's kinda my fault for losing track of time-"

"Kinda?"

"Alright, _entirely_ my fault, oh mighty MJ." Gwen threw up her hands and waited for another interruption for before continuing, "Look, MJ, I love the band and all but when I see a burning building or some dude getting mugged I think I know where my priorities are. Sorry if that's not good enough for you-"

"Calm down, Gwencent. Jeez, maybe you should take a chill pill," MJ said, arms crossed, "Look, I'm not enough of a bitch to think a concert's worth some innocent guy's life. I'd just, you know, prefer a _heads up_ sometimes? Maybe something like 'can't make it, have to stop a Sharktopus rampage'? I mean you miss half of our practices nowadays, you can't be running into sudden problems all the damn time."

"You'd be surprised..." she muttered. Sometimes it almost felt like the universe was trying to fuck her whenever it seemed like she'd be at practice on time for once whether it was a White Rabbit calling her out or Ringer trying to hold up some stores for protection money, "But okay, fine. I'll text when I can and try to be at practice 30 minutes early to avoid last minute problems. That fine with you, mom?" She saw MJ roll her eyes and she smiled cheekily, "Oh, and sudden villain attacks mean I gotta take off early. No exceptions"

"Right, one of your corndog runs...you know, you never actually came back with corndogs even once," Betty said, "Kinda obvious looking back on it."

"My turn, then." Glory took a deep breath and stood up straighter, "Alright, real talk for a minute, Gwen. Who else knows that you're Spider-Woman? I mean you didn't seem like you wanted to tell us anything, so..."

"For the longest time it was just my dad..." She looked down at her lap, her hands pressed together tightly. The question was slightly uncomfortable, but it made sense, "He, uh, had me at gunpoint so I did the only thing I could to try and convince him to let me go. This happened during our concert months ago, the one that Hipp- uh, Rhino crashed when he tried to kill my dad."

"I remember that...hold on, didn't you save him?" Glory asked, Gwen nodding in return. She had a feeling she knew where the question was going, "Wait, so your dad tried to hold you up right after you save him? That's-"

"Could we stop right there? Gonna pull that 'this is really fucking uncomfortable' card, Glory..." She bit her lower lip and waited for Glory's "Yeah, sure" before continuing, "Right, anyone else? Uh, I told the Parkers a couple days ago because of...reasons..." She was _not_ going to tell them about Peter and The Lizard. One identity reveal was bad enough, "That's all of them...wait, hold on."

She suddenly grew quiet. MJ raised an eyebrow and nudged her with her foot, "Uh...earth to Gwencent. You there?"

Gwen didn't respond, too focused on her sudden realization, _'Murdock and Castle know...'_ With everything happening it'd almost slipped her mind. Her dad could take care of himself and the Parkers were just distant enough that they could be safe, but her best friends? The people she hung out with every day? _'No, no, no! Calm down! Castle's fine, you helped save his family! That has to mean something! But for Murdock...'_

"Uh...I think she shut down," she heard Betty say. The glasses wearing brunette leaned forward and snapped a couple of fingers in front of her face, "Yo, Gwen, you there?"

"Huh?" She blinked and shook her head, "Uh...yeah, yeah. It's just..." She had to word this carefully, "Guys, what we're talking about can _never_ leave this room, understand? Two people I don't exactly trust know my identity and I wouldn't put it past them to try anything. If they think you don't know anything then they might let up, but just...just make sure you don't give even a single fucking hint, okay!?"

"Gwen, you're being kinda vague here. _Who_ knows?" Glory asked.

 _'Moment of truth...'_ She took a calming breath and said, "Matt Murdock and Frank Castle. Castle found out months ago but he wasn't sure till recently. As for Murdock...no clue. Maybe he saw me unmasking or something, but-"

"Woah, hold up? Castle? That guy who went all creepy stalker on you when we went to the nightclub?" MJ asked.

"Yeah, he wanted to make sure it was me. Probably should have stayed down..." She pressed a hand to her forehead and sighed. Staying down and playing the victim would have made things much more simple. Hell it'd have been his word - that being a former mercenary and known paranoid workaholic - versus the daughter of the police chief. She was pretty damn sure she could have sold it if she just swallowed her pride and made with a few crocodile tears, "Instead I had to punch him..."

"Well, you did punch him through a window. That was pretty metal," Betty said.

"Yeah, thanks," She gave a strained smile, "As for Murdock...fuck, I don't even know what _that_ guy's deal is sometimes. Just...promise me one thing." She looked at each of them in turn, "You ever see a blind redhead claiming to be a lawyer you plug your ears and ignore _anything_ he tells you. Guy'll say anything to get your attention and if he keeps bothering you then tell me immediately. I'll...do something to make sure he gets the message."

"Woah, Gwencent, mama bear much?" MJ looked at her worriedly, "If this guy knew your identity for months and didn't do anything I think you can relax" Gwen gave her a scowl, "...But, yeah, sure, pinky swear if any redhead blind guys get near me."

Glory and Betty gave their own affirmatives and Gwen sighed in relief. Murdock was a bastard and she wouldn't put anything above him. Maybe she could ask Cap for some advice on dealing with him...ah, it'd have to wait. This wasn't the time for all that, "Right, your turn again, Betts" she said, forcing the grimness out of her voice, "Just, uh, don't ask me for the webshooters again or how I stick to walls. Don't really know any more than you do."

It would've been like asking them to explain how they move move their fingers and toes. It just...came to her.

"Aww, you're no fun." She crossed her arms and pouted for a moment before speaking up again, "Alright, uh...how strong are you? I mean I've seen some of your fights on the youwebs but it's kinda hard to tell. Everyone in the comments keeps arguing and some guys say you're stronger than She-Hulk because of some weird physics thing with height and weight or whatever."

"I...don't actually know," she replied, a hand rubbing the back of her head and a slight blush on her cheeks, "I mean I never really put it to the limit, you know? I spend most of my time trying to tone it down cause I want to avoid punching people's jaws off...trust me, I broke a _lot_ of treasured possessions before I managed to reign it in. Had a hard time trying to explain just why I kept breaking our antique plates..."

"Could you lift us all up?"

She had the distinct feeling that Betty was more interested in seeing her powers up close than asking any actual questions...still, there was no harm in it, right? "Ask and you shall receive," Before Glory and MJ could get off she walked behind the couch and lifted, causing Betty to let out an excited whoop while Glory and MJ screamed in surprise and clung to one another. The three of them were nearly hitting the ceiling, "This good enough for you, Betts? I mean I could try it with one hand if-"

"Do it!" Betty laughed, the response coming in an exhilarated scream.

"Don't you fucking dare, Stacy! I will kill you if you raise us any higher!" MJ screamed louder.

Gwen didn't bother to hide her smirk before she lowered one hand and raised the couch higher, MJ and Glory clinging to each other more tightly and yelling obscenities in lieu of jumping off. She'd apologize to Glory later for dragging her into it, but seeing MJ looking like she was about to piss herself was _so_ worth it after weeks of having to play dumb in front of Detective Watson.

A devilish idea came to her and her smirk widened, "...You know, I wonder if I could do it with one finger-"

"Gwen, I swear to god I _will_ kick you out of the band if you don't put us down right now!"

Alright...she'd had her fun. As gently as she could she lowered the couch back onto the floor, MJ and Glory immediately jumping off and breathing in a panic, "Jeez, guys, it was just five feet. You act like I was going to throw you off a skyscraper," Was she being too much of a jerk? ...Maybe, but she _was_ answering all their questions. A little harmless fun couldn't hurt, "I mean how am I gonna take you guys webswinging if you can't handle even that?"

"If it's all the same to you, Gwen, I'll pass on the tarzan thing," Glory said, a slight smile on her lips as her breathing grew calmer, "I'm pretty sure Betty's gonna bug you with that enough for all three of us."

"Count on it!" Betty gave her two thumbs up.

"Shame. What about you, MJ? Don't tell me the great Mary Jane Watson's afraid of heights?"

"Yeah? Fuck you, Gwencent. Fuck you in your weird spider ass!" MJ gave her the one finger salute and Gwen laughed. She wouldn't hold a grudge; she was far too lazy to keep it up, "Least I know who to call when I need help moving my stuff. I mean, god, how the fuck do you not get throw up going up buildings like that?"

"Part of my powers...aaaannnnd that was your question for this round." She clapped her hands and ignored the redhead's glare, "Glory, you wanna do the honors again?"

Hours passed with more and more questions. Glory was no-nonsense, asking about how things went since she got her powers and how she felt after four years of having them along with her health (always a mother hen...); Betty was interested in her powers and her gadgets, asking how this and that worked and where she got her outfit from (dating Falcon probably numbed her...) while MJ...well, she asked about her commitments to the band and whether it was really her who'd been playing drums upside down four years ago.

Honestly it was surprising. She had this big idea in her head that her friends would freak out and reject her or at the very least things would be different now that they found out she had powers, but nothing seemed to change. Glory still worried, Betty was still excited and MJ didn't seem to care about pissing her off despite the fact that she could chuck her out the window with one pinky.

It was going great...till they came to the elephant in the room.

They all looked at each other again before Glory nodded, her expression solemn. Gwen suddenly had a bad feeling, "Gwen...last question, but again you don't have to answer if you don't want to, okay?"

"Uh...alright?" She did her best to give a lighthearted shrug. One more question and she was home free. Whatever it was she was ready-

"What happened to Peter that night at prom?"

...Except that.

She couldn't even try to mask to frown that she suddenly sported or the way her hands shook. After everything that happened she'd almost forgotten for a second that to everyone else she was still Peter Parker's murderer. They'd know the truth eventually - especially once she told Cap that the Parkers agreed to release the data - but until then she wasn't in the home stretch just yet.

"I didn't kill him..." She bit her lip to keep from saying any more, _'They'll know eventually,'_ she told herself, ' _Everyone in New York's going to know...'_ She couldn't shake away the feeling of guilt, even after Uncle Ben, Aunt May, Cap and Spider-Man told her she shouldn't take responsibility, "What happened in prom was...just one giant fucking shitshow..."

"Gwen..."

"Enough, Glory." Surprisingly it was MJ who spoke up, "Look, I dunno what the fuck happened but Gwencent's really doesn't seem to be in the mood for this. With her secret identity it was just kinda 'hahahaha, no' but this is..." She sighed, "Look, she'll tell us when she's ready, alright? And besides," She gave Gwen a knowing look, "You saw how he followed her around, the two were inseparable. She didn't kill Peter. End of story, right?"

"Right..."

* * *

The line of questioning ended on that low note and they'd settled into an unlikely sleepover. Glory and Betty shared the bed, MJ had the couch while Gwen...well, sleeping on the wall wasn't a first but she didn't expect to do it with other people in the room, that was for sure. In a sense they were kinda treating her differently, but did it really count when they just used her abilities to get dibs on actual cushions and (according to Betty) using webswinging to save on cab fares?

She didn't get much sleep, and it didn't have anything to do with the fact that she was lying down vertically. By the time she'd opened her eyes again the room was still pitch black and the alarm clock showed a rather annoying '3:11 am' on its screen, "Fuck me..." She detached herself from the wall and landed with a dull thud. She was wide awake now, and she had a good idea on why that was.

 _'Damn it, Peter...Ben...Spider-Man...fuck!'_

She trudged into the kitchen and plopped onto a chair, crashing on the table with a groan. First she had to worry about Harry not showing up again; then Mac being kidnapped by those S.I.L.K fuckers; her identity confidants went from 'just dad' to 'fucking everyone' and now she had to deal with Peter apparently being in love with her-

 _'God, Gwen, get a grip! It was one kiss, not a declaration!'_ She groaned again and tried to put it out of her mind...

Nope, not working.

Why the hell did he do that? He hated her...no, wait, he hated _Spider-Woman_ who was her but he didn't know that, _'Damn it...'_ Still, even if he didn't know what the hell could have convinced him kissing her like it was a damn rom com was a good idea? They got along, sure, but she'd only seen his face while she was unmasked a couple of days ago. How the hell did he go from that to 'Oh, I'll kiss her and then run away without fucking explaining! I'm sure that won't cause any problems!'

God, why was she even thinking about this? It was probably just an accident- alright, no, even she couldn't lie to herself that well; it was intentional, no doubt about it. So now the question was, what the hell was she gonna do about it?

The door to the kitchen opened followed by the sound of slippers slapping against the linoleum. Gwen peeked her head up and found MJ, who gave her a lazy wave and made her way to the coffee machine, "Can't sleep either, Gwencent?"

"Yeah...lot on my mind."

The redhead gave a hum and waited for the coffee to mix, the sound of the soft whirring almost comforting before she poured two cups, "I'm not the only one who thinks this is pretty weird, right?" She grabbed both cups and offered one to her before sitting in the chair across, "I mean, it wasn't too long ago that we thought you were just spazzing out and going on benders in New Jersey. Didn't think you were a superhero, you know?"

"Yeah..." Gwen took a slight sip of the bitter drink and sighed in relief, "Uh...how'd you know, anyway? Was it just because my dad stood up for me or..."

"Kinda. That little bit when your dad held you up at the concert when Rhino crashed it? I was there." Gwen's eyes widened and MJ shrugged, spooning a bit of sugar into her coffee, "I didn't see your face or anything, if that's what you're wondering about; too far away and he was kinda blocking the view. All I saw was that Captain Stacy - the guy who made headlines for arresting the freaking Kingpin - put his gun down after you took your mask off. Suspicious."

"You...You saw all that? God, why didn't you say anything?"

"Say what? I was suspicious but I didn't know it was you. What was I gonna say? 'Hey guys I saw Spider-Woman unmask but I didn't actually see her face'? Yeah, I'm sure that won't make me look like an idiot." She rolled her eyes, "After that things just added up, you know? Missing phone calls at the same time Spider-Woman was fighting Shocker or Vulture? Hell you came back smelling like eucalyptus after Koalla Kommander got his ass kicked on the news."

"Could've just been a coincidence, Detective Watson..." She internally winced. In hindsight maybe she should have been a bit more careful.

"Maybe, but hey it explained all your sudden disappearances. You're a lot of things, Gwencent, but you're not the kind of person who'd leave her friends behind; I mean both the concert with Rhino then the one with Felicia and those ninjas? Two for two. It's part of the reason Peter and Osborn followed you around like lovesick puppies."

"Don't call them that..." She looked down at the black drink and sighed. For a second there she'd almost forgotten about her problems on the roof, "...Why were you so insistent on finding out, anyway?"

"Guess I just wanted to know." She shrugged, leaning back in her seat, "I mean ask anyone if they wanna know if one of their friends is a superhero and they'd probably say hell yeah. Glory doesn't care because she's a total buzzkill but hell, curiosity killed the cat and all that." She paused for a moment before continuing, "And I guess I wanted to know if you were really the same 'costumed superstar' who debuted on the Tonight Show and played drums upside down."

"Yeah, that was a thing..." She laughed softly. Things seemed much more simple back then; just enjoying her powers while doing a little community service here and there, "Mj...be honest, are you...jealous that I can do...you know?"

"...Kinda." She took a particularly large sip of her coffee. Gwen wondered if she was just trying to buy time, "Lets face it, who wouldn't? I like getting attention, I've never been ashamed to admit that, and really when I first saw you on TV I thought 'How could I compete with that?'. Doesn't matter how well I sing, I'm not the one dressed in a cool as hell costume playing drums while upside down in front of a television screen."

"I'm sensing a 'but' in there, MJ."

"Yeah, try the last two years." She smiled wryly, "After that night at prom...shit, Jameson's been on the air 24/7 trying to smear you and up his ratings. I mean people are starting to like you _now_ but two years of people saying you're a murderer who belongs in prison?" She clicked her tongue, "Why'd you even keep going? If that happened to me I'd have tossed the costume in the river and never looked back."

"It's the right thing to do," Gwen said, MJ giving a raised eyebrow in response, "It's long and complicated but that's what it really boils down to, so let's just leave it at that, okay?"

"If you say so..." She tapped the side of the mug and let out a soft breath, "So...are we just going to pretend what happened on the roof isn't what's bothering you? Cause it's what's bugging the fuck out of you right now, right?"

For a moment she thought about denying it, maybe say that it was everything else going on in her life, though eventually she put that thought aside. She couldn't exactly go to Cap for this, "Yeah...how'd you know?" Another sip and a slight cough came and went. Usually she preferred it with more sugar but the taste helped her keep focus, "And I was kinda hoping you'd forget about that..."

"You kinda have that look on your face, you know? Trust me I've seen it enough times in high school to know when a kiss is bothering someone." She tapped a finger on the wooden table, "So spill, what's the prob?"

"It's just..." She lowered the mug and closed her eyes, "I don't know how to say it. I mean, I met Pe- Spider-Man a few weeks ago. I thought he was just some guy who got the same powers, you know? I got mine from a radioactive spider so I thought he got his from random chance like I did. I didn't think much of it at the time and another superhero was always good, right? God knows this city needs it."

"What's the deal with you two, anyway? We kinda got overboard asking questions just about you that we totally forgot about Dark Spider."

"Well, first things first his name's Spider-Man. Try calling him Dark Spider and you're just going to piss him off," Gwen said, "Second, that's...complicated. Long story short we ended up working together. Wasn't the most stable, but we made it work." Or, to be more accurate, _she_ made it work. Sometimes it looked like Spider-Man wanted to jump off a building when they got into arguments.

"Yeah, so...how's that lead to you two sucking face?"

"We weren't... _sucking face_!" She grit her teeth and looked away, her face warm. She wasn't sure if MJ could see the blush on her cheeks in the dim lighting but she wasn't taking chances, "That was just...look, I don't even know what that was! We keep arguing while we're in costume but he doesn't know I'm Spider-Woman so-"

"Whoa, back up a second there, Spider-Gwen." Gwen's eye twitched at the nickname, "He doesn't _know_ that you're Spider-Woman? I thought that was why he was hanging out here! I mean shit how could he not tell? You're not exactly that good at keeping the double identity thing."

" _Thanks_ , MJ. Real nice." She sighed and pinched the bridge of her nose, "Look, I found him collapsed on the roof a few weeks ago, I didn't lie about that. I'd changed out of my costume so by the time I found him he didn't know it was me. I patched him up and then..."

Then a lot of really complicated shit happened. Stuff that MJ didn't really need to hear.

"Well, we dealt with this gangster called Hammerhead and I fought a guy who had a gorilla body. It'd take days to try and explain it." She shook her head, "Anyway, we went our separate ways but then I found him on our roof again so I offered him pizza and we just...talked. Told him to come back if he needed someone to talk to so he came here every couple of days when he wasn't busy."

"...Sounds like the start of a bad romantic comedy."

Gwen rolled her eyes. Of course she wouldn't take it seriously, "Yes, I totally planned for it to end that way." She tapped the table in irritation, " Look, long story short he's got no clue who I am and I have no idea why he did that up on the roof." A soft breath escaped her, "I mean one second we were talking about music and whatever crap we could think of and the next..."

"Sucking face?"

"Would you stop calling it that? You make it sound like he's some kind of fucking alien..." She put her head on her hand and grimaced, "Now I don't know what the hell I should do."

"Honestly I don't see the big deal." MJ shrugged, "Look, do you like this guy?"

"That's...difficult to answer." She bit her lower lip, "He's...look, I'll say it straight out: He can be a real asshole sometimes, probably cause of where he came from. I don't _hate_ him, but-"

"Oh god, we're gonna have one of these?" MJ sighed melodramatically, "Look, you like the guy or you don't. Not everything has to be like a headbook relationship status: You like the guy then ask him if he likes you or he's just fucking around. You don't like the guy then tell him to keep his lips to himself. He gets pushy and he's gonna get his ass kicked: You're Spider-Woman! You could probably kick his ass with one hand tied behind your back! I've seen the videos of you two fighting Rhino, you could do it no prob."

"Look, it's not just whether I like him or not," she said, desperately trying to change the subject, "It's also because-"

"Because he looks just like Peter?"

Gwen opened her mouth, but no words came. Actually she was going to say it was because he had a weird like(definitely not love)-hate relationship with her and her alter ego, but that...that was a pretty good point, too.

"How'd you-"

"Oh please, I lived across the Parkers since I was a kid. My mom's old friends with May," she replied, "They tried to set me and Peter up when we were kids, but it never worked out. We weren't into the same things, you know..." She twisted a finger in the air, "I still talk to Ben and May sometimes, mostly cause my mom invites em over for the bonding dinners or whatever. So yeah...I think I know what Peter looks like even if Betty and Glory probably already forgot."

"But-"

"Also, you called him Peter before he left. Care to explain that one without saying it's just a coincidence?"

"It's just a..." She bit her tongue and tried to ignore MJ's smirk. She really wanted to wipe it off her face, "I...look, even I don't know the answer to that one." She looked down at the table, "When I first unmasked him I thought he was Peter come back from the dead. I mean, the resemblance was just so..." She sighed, "Then he has some of Peter's memories and honestly it seems petty damning, but then Cap said he might be Peter from an alternate dimension and-"

"Woah, hold up? Cap? As in Captain America?" MJ interrupted, "I saw the pic on tweeter but I didn't know you kept in contact."

"Yeah, that story's another long one. Save it for another day." Of course she'd focus on that..., "Look, I don't know whether he's Peter or not but he says he isn't and really who am I to say otherwise? I can't just decide whether he is or isn't." She'd made that mistake in the past already...

"Problem solved right there, then," she said, Gwen giving her a questioning look in response, "You just said you can't say whether he's Peter or not and he doesn't think of himself as Peter, so by that train of thought he's _not_ Peter, right? Just...think of him as a stranger with a resemblance or a long lost identical cousin. I mean I've seen him on the news. Hard to imagine the same guy who got shoved into lockers killing like a dozen ninjas with a freaky claw hand or shooting Electro in the face-"

"Her name was Maxine..."

"Uh...right," MJ blinked in confusion before continuing, "Look, point is if he's not Peter then it's just the resemblance, right? If that's too freaky for you then say so. He's a superhero, right? Doubt he's going to be a creeper about it, and if he is you can just throw him off a bridge or something. That'll solve the problem real quick."

"...You're a terrible person, you know that, right?" She crossed her arms atop the table and pressed her face against it. Honestly what was she even doing? She had too much on her plate as it is to worry about getting into a _whatever_ this was with Spider-Man. Once she solved Mac's disappearance and got a message back from Harry then _maybe_ she could worry about dealing with Spider-Man and his little kiss-and-go.

 _'Right, good plan.'_ She sat up again and took another sip of her coffee. Just take things one step at a time-

"And hey, if things with Spider-Man don't work out you could always go out with Gayle. Girl's obsessed with you."

She didn't know whether MJ intended for her to spit her coffee out the way she did, but the snort-laugh the redhead gave her made it clear that if it was unintentional then she wasn't exactly broken up about it, "Gayle...you mean _your little sister_ Gayle?" she choked out, frantically wiping at her mouth with the sleeves of her shirt, "Uh...I misheard you, right? I think I'd notice if your little sister's in love with me."

"You didn't notice Osborn or Peter, so I have my doubts..." She shrugged, "Also, I should clarify: She's in love with Spider-Woman...well, a _lot_ of people are, but trust me she's one of the more devoted ones. Last time I went to her room the wall was plastered with posters of you and she made me read her fanfics when I visited home a couple of weeks ago. Yeah..." She shuddered, "You know I thought it was awkward enough reading her little fanfic self getting together with you but now that I know for sure you're the one behind the mask it's kind of worse."

"If you think it's so damn awkward why the hell would you suggest I go out with her?" she hissed. She liked Gayle well enough, she was certainly a lot easier to get along with than her older sister, but she didn't think about dating her at any point; especially not in costume, "I mean, how old is she now? 16? I'd really rather not explain to Anna why I'm dating her underage daughter, thank you very much!

"Hey, it was just a suggestion." MJ shrugged again, "Gayle's prom is coming up, and giving her even one date with Spider-Woman is something I can hold over her for the rest of her life. So...would you?"

"Yeah...that idea can go fuck itself right up the ass, thanks." She waved away MJ's "Oh, come on" and finished the last of her coffee. Honestly, MJ trying to set her up with her little sister? Now she'd seen everything, "You know what, I gotta get outta here. Maybe talk to my dad or something..."

"Now?" MJ looked at the clock, "Dude, it's not even 4 in the morning."

"Yeah, and he leaves for cases with Jessica every time I go there past 7. Honestly I'm not even sure if he sleeps. Hold down the fort, I'll be back soon enough."

* * *

The early morning train back to Queens was mostly empty, a consequence of going at such an early hour. Gwen held back a yawn and watched the buildings pass by, rubbing the webshooters attached to her wrists to try and focus herself. She would've preferred swinging over there but her dad warned her against it; it made sense for her to do it in the big city, but to go to Forest Hills? Someone would catch on, he knew it.

So here she was again, walking through the all-too familiar streets with nothing but the streetlights to guide her. The place still looked the same from when she came here a week ago...it looked the same ever since she'd moved here, really. There was something comforting in it, the fact that she could always come back here when everything was said and done.

There was a lightness to her step when she walked through the snow. When she came here before there was always a heavy blanket over her whenever she saw the Parker house, the guilt she felt when she lied to them almost choking her whenever Uncle Ben talked about the good times they all shared in the past.

Now when she saw the Parker house she felt light...not completely guilt-free, but like a burden was taken off her shoulders, _'Maybe I can go see Uncle Ben and Aunt May later...'_ She smiled to herself slightly as she made her way up the steps of her house. Looking around her for a second, she bent over and took the spare key hidden in the bush and unlocked the door. Surprising her dad would cheer her up.

The house was dark, as she expected. Her dad was either asleep or he was working on his case notes - probably the latter knowing him - which meant he was in his room. Stepping lightly up the stairs, she followed the familiar bath back to his room and opened the door without a care in the world. If he was still asleep then she'd show him some new Dad Cop episodes she managed to yank online. That would...would...

...

Why was Jessica half naked in her dad's room?

Gwen blinked, trying to see if she was suffering from wild hallucinations, but no, it was still there: Her dad sleeping on the bed, the rise and fall of his bare chest nothing out of the ordinary after a late night of work...and then there was Jessica, standing between the two of them with her bra barely on and her jeans disheveled. She saw the older woman's head snap up, her eyes wide and the grip on the shirt in her hands shaky.

Gwen opened her mouth and did the most calm, sensible thing any grown woman in her position would do.

"What the _fuck_!?"

Screaming like a banshee because a kinda-friend was _half naked in her dad's room and what the fuck was going on_!?

Her dad sat up with a start, looking at the source of the scream before suddenly pulling the blanket tighter over himself...please don't tell her she was naked under that thing, please don't tell her she was naked under that thing-

Oh, who was she kidding!? She knew what she'd just walked into!

"G-Gwen...?" Her dad asked, his voice shaky, "Wh-What are you doing here?"

"I...wanted to talk to...what the fuck is going on!?" She looked at Jessica, who was hastily putting on her shirt and in the process of grabbing her jacket, "Dad, are you two fu-"

"I-I gotta, George," Jessica interrupted, an uncharacteristic stutter to her tone, "I'll-"

 _"I...I have to go, sorry!"_

Oh, she was not going to deal with _that_ bullshit again! She was going to get an explanation, "Hey, wait!" She grabbed Jessica's arm, "Look, we need to-"

She didn't get to finish before the older woman - Just how old was she, again? Cause she really wanted to know right at this fucking moment! - shook her hand off and fast-walked to the stairs.

Eye twitching in irritation, she ignored the sensible voice at the back of her head and clicked the webshooter twice, snagging a line of webbing at her retreating back, "Alright, I said we were talking and I meant it! No one's leaving this house till I get a fucking explanation from both of you!"

Jessica looked back at her, her eyes switching between her and the web coming from her wrists, "Wait a minute, You're-"

"Yes, I'm Spider-Woman! Everyone already knows!" She ejected another line of webbing to her arm before she could break the biocable at her back, "But you know what? I'll deal with that later! Right now I wanna know why the hell you're _sleeping with my dad_!?"

"Gwen, it's..." Her dad coughed, "It's complicated."

"Yeah? Well join the line, dad! Cause I ain't leaving till I get an explanation! So put on some pants and get down to the living room! We're gonna talk about this like rational fucking adults _now_!"

* * *

 **Looks like Gwen's not the only Stacy with love problems...oh well, the old Stacy luck hits home; she's doing 616 proud :P**

 **Anyway, no questions besides the one above, though I do want to clarify a misunderstanding: When I suggested the POV's last chapter I meant which one you guys wanted to see _first_ , not that one precludes the other. I'll try to clarify that for the future. Next chapter will be Noir dealing with Windows OS and trying to get blind drunk even though Anansi's a killjoy and won't let him.**

 **Answers:**

 **Zapper3000380 - Well, hope the end of this chapter didn't give you an aneurysm...though given that both Jessica and George are both side characters I doubt most people even care.**

 **Redentor - Well, I'll have to throw the question back: You tell me. I mean as the author I look at their interactions and lack of chemistry and think 'Not really' but since I'm new to comic fandom I'll listen to you guys and your thoughts on the matter :)**

 **Jajo Camello - Hmm, nice idea with Kletus Kasady, will take note of it for later :) As for Noir, next chapter since Gwen's votes beat out Noir 5-1.**

 **Mingyu - To clarify, what makes it hard to believe that Noir is 18? The way he acts might be cynical but there are pretty cynical teens nowadays and he grew up during the 30's and Depression, so he's bound to be a prick all things considered. He also mentions saving up for college at one point in the fic, something that most mid 20's adults generally don't do.**

 **Hell Gwen's not much better given she's a 19 year old dealing with being accused of her best friend's murder, her other best friend being a terrorist and now giving up one of her motives to keep doing go. And yet I don't seem to have a hard time with people thinking she's not a teenager.**

 **Mynameisthedoctor - Gwen does give hints of that already in this chapter by using her strength to play a mean-spirited joke on Glory and MJ, though she's going to try to avoid abusing as to not be a bully.** **As for romance? Who knows, maybe the 616/Spider-Gwen fic will end with a romance. Anything can happen. I was going to pair Gwen with MJ or Harry for the fic, but sometimes things write itself as the saying goes.**

 **As for the identity and liar thing? Debatable. I mean it's made clear in one chapter that Noir only hangs out with Gwen when no one else is around; the second Glory showed up in one segment he immediately left despite promising to spend more time with her. Given this he probably hasn't even heard of the accusations and her awkwardness could be anything. Remember his spider-sense doesn't work on her, so he can't get a double read like he usually does like with Castle or Felicia.**

 **For lying it's hit or miss. If someone lied to you for personal gain and you found it out wouldn't you feel pissed? Lying for the greater good aka a white lie is usually seen better, but how do you define what Gwen is doing? While she might have good intentions and she didn't mean to start it at first she's taking advantage of his lack of knowledge to get him to open up to her: In real life lying to someone so they would tell you things they normally wouldn't would piss off a _lot_ of people on the other end. Noir would be justifiably angry if he found out under most circumstances since she's not doing it for some greater purpose. **

**With regards for the villains...I'll pm that to you. It's a bit long.**


	29. ---The More F'd up Things Get

**Three questions before we start, one for narrative and two just for stories in general.**

 **1\. What do you guys think of Villain POV's? I dabbled with them during the first half of the story with Electro and Hammerhead, but after that not really. Do you guys want more of that or just focus on the heroes? The tone of the upcoming 'Sin Eater' arc would change if he we took POV's from both Noir and the eponymous Sin Eater since his segments would seem like psychological horror given that he's an insane serial killer. Might also deflate the mystery if we see what the guy's up to before Noir does, so you decide.**

 **2\. What do you guys think about the idea of using fear as a deterrent? Ideal heroes are idolized by the masses and try to play nice (to a point with villains) while anti-heroes are the general opposite, but then you have guys like Batman who use the fear to scare criminals straight and he's not portrayed as wrong with this.**

 **I'm curious because while most heroes frown on excessive force and whatnot both Noir and SpOck (I just read through Superior foes) used fear and it actually worked: Noir shut down a club racket and SpOck, while crippling and traumatizing Looter, did succeed in getting him and other criminals out of doing crime out of fear that Spider-Man would brutalize them.** **I wonder if Gwen would agree to this concession if it actually worked.**

 **3\. Lastly, since I'm interesting in making a 616/Spider-Gwen oneshot, why do people pair 616 and Gwen together? I mean I can see partly why due to the whole 'mutual dead loved one' thing, but 616 Peter is nothing like 65-Peter and 65-Gwen is nothing like 616-Gwen. 616 Peter and Gwen even discuss it in Clone Conspiracy and when 616 Gwen saw her counterpart with Spider powers and called her the 'better version' Peter assured her that 'There's only one Gwen Stacy. And I'd know her anywhere'.**

 **Answer one, two or (preferably) all of them (or none if you don't want to) :D Also, warning: This chapter has a pretty inconsistent tone, so just a heads up.**

* * *

Peter'd learn to take some hard knocks growing up on the streets. The thugs and bullies were everywhere and the only way some of them felt like they could forget how shitty their lives were was by making other people more miserable than them. He still had memories of Carl King calling the street his own and beating him up in broad daylight while the adults ignored him. Kid stuff, they'd say, just roughhousing. Best to let them sort it out on their own.

Still, whether it was him or the self proclaimed 'King' of the hill everyone took some licks eventually. Sometimes winning every fight wasn't the point; make enough trouble and the goombas eventually decided you weren't worth the trouble beating up. Finks like Carl King and Davis 'Flash' Thompson were just that; impatient yahoos looking for an easy score and people to do it for em. Picking a fight with someone who could punch back was never worth the effort, and he'd learned to stand his ground even when he knew he was gonna get his kiester handed to him.

Meaning that when he got punched hard enough to make his left eye swell shut he took it like a champ.

"Argh..." Peter dodged the next blow and aimed a kick the jackboot's knee, the sound of something snapping drowned out by the cheers of the crowd outside the cage. The smell of booze and iron in the air was almost suffocating, the reek of vomit following soon after when Peter gave him a quick punch to the gut, "Don't lose your lunch, pally." He backed away and covered his nose. Someone had tuna for breakfast...

He was supposed to lose. Peter wasn't dumb; a new _wunderkind_ goes to a fighting ring and keeps winning every match? People asked questions, especially in a place like this that was practically brimming with freaks and nutjobs of all kind shapes and sizes. He'd been impatient weeks ago, wanting to get in and get out as quickly as possible without even caring that he'd arouse suspicion taking out the champ in one punch. If he was going to stay here for a while - as much as he hated to admit it - he needed to play the long game.

Still, getting his face beaten in by some lummox with a swastika tattood over his chest was even harder to swallow than the idea of losing on purpose.

"Come on, big guy! Let's dance!" Peter waited for the big galute to charge close at him before he dodged out of the way, the 6 foot something brute colliding with the steel fence with a loud thud. He could see some of the crowd back away, but even more drew closer and threw taunts in his face, particularly the more Colored ones in the faceless masses, _'Looks like I'm not the only one who hates these Nazi shitheels...'_ He allowed himself a small smile. Madhouse or not some things still made sense.

It was a tournament, though not one filled with rules or honor. As far as the owner of the place went anything went: Crippling someone? Not her problem. A glass bottle at someone's face? Just make sure to clean up after yourself. Really, anything but killing goes. He'd already taken a few smacks with a chair and a pipe at his side. He could've dodged them easily, but again that just led to questions like why a damn teenager was so good in a brawl.

He'd already lost two of the previous fights; one against some slant with fancy karate and another against a limey that had a bit too much fondness for wrestling. He'd been tempted by the big prize, of course, but there was no point in being too greedy. A few hundred dollars would tide him over in this place and make it easier for him to spend a little something for himself. It'd help him forget about-

 _"Peter, wait!"_

The next punch came in the form of an overhead blow. He wanted to say he saw it coming and let it hit on purpose, but that would've been a load of dung, "Son of a..." Falling on his knees, he looked up at the bastard's grinning face and clenched his fists. This was a way out, he reminded himself. Let the next punch hit, make a show of falling on the floor and he'd still get fourth place. Maybe then people would buy that him beating the Kong guy was just a fluke.

Of course, seeing the twisted cross plastered on the guy's chest nixed that idea right quick.

As fist lashed out and connected with the bearded man's jaw. Peter just had enough time to see his eyes widen in surprise before he was flung back, spinning and slamming against the cage before falling on the floor in a crumpled heap.

...Well, so much for _that_ plan.

"Two men enter, one man leaves! Looks like we have a winner!" The announcer yelled, coming on the stage with an exaggerated flourish, "Sadly just third prize, but he's done a hell of a lot better than the rest! Give it up for Reilly!"

The cheers were loud, though nothing compared to what would come afterwards. He and baldy over there were just the appetizers, something to bait more people to betting their cash on the limey or the slant the next round. Already he could see entire crowds rushing to the bookie in the middle, screaming out one name or the other while the pudgy fink smiled and stuffed the long green into the box.

His part was done here.

Looking down at his bloodied torso, Peter grabbed his shirt from the edge of the ring and put it on with a hiss. One bad thing about faking losses: The wounds were all too real, _'Gonna feel that in the morning...'_ He put on his jacket next before wiping his bloody fingers on his trousers. He couldn't expect any help - cleaning up after yourself was one of the rules in this place - and he wasn't expecting any.

The announcer tapped him on the back and shoved an envelope in his hands, "Here, kid. Your part of the pot. Come back whenever you want to earn more cash."

And just like this his one minute of fame was over. It was unpleasant while it lasted, "Thanks..." He stuffed it into his jacket and left, the cold chill of the afternoon wind greeting him when he left the building behind him. It wasn't his best performance, not by a long shot, but it got him what he needed...and hell, at least the pain on his swollen eye was keeping him focused on anything else besides what happened last night.

Honestly, kissing a dame who hated him back home? He was starting to lose it.

Not that people members of the fairer sex hating him was rarity: Aunt May despised Spider-Man; he was pretty sure Felicia still held a grudge for getting her scarred by Crime Master; Gloria needed someone to blame for not being fast enough to save Robbie; and of course he and Gwen Stacy never liked each other whether he had the mask on or not.

He was the poor street kid that MJ should've been 'above' spending time with and she was the clueless little socialite who thought the world was black and white, that good guys and bad guys came with labels on their heads. Ever since she and MJ first ran into him covered in mud, blood and bruises (and staining her fancy duds) after ballet practice it was practically hate at first sight for her, and he was happy to say the feeling was mutual.

The night with Brock just made things worse for everyone...

He reached a hand out tapped his left eye lightly, hissing at the stinging sensation, "Son of a..." He grit his teeth and tried to ignore the feeling of blood on his fingertips. Whoever that bruno was he packed one hell of a wallop. Getting bruised up for a few long greens, drinking cheap whiskey...again he tried to ignore what Aunt May would have thought about all this. She would've been so disappointed to see her 'little scientist' turning into such a thug.

Well, the cut was already healing and at least he could see out of the eye now. That was something-

"You totally could've fucking won the whole thing."

Looking back, he wasn't even surprised to find Lana standing nearby, her hands stuffed into the pockets of her green jacket and her perpetual scowl present as always. They weren't exactly friends, but it wasn't hard to find her in these kinds of places even after the last time she'd tried getting in ended with her breaking her foot. Most of the time they just ignored each other, except maybe a nod after she made some winnings betting on him.

It was better than a lot of the other relationships he'd had since stepping foot in this place.

"You got more confidence in me than I do, sister," he said, "What's it matter to you, anyway? You made enough money betting on me, I'm sure."

"Just don't see the point of getting your fucking face beaten in. It's ugly enough as it is," Peter laughed softly, ignoring the raised eyebrow the younger girl gave him. Kid had moxie, he'd give her that, "What's so fucking funny, smartass?"

"Nothing, just find it ironic I'm getting criticism from a girl who thinks betting on illegal fights is the best use of time. Ain't you got homework to be doing?"

"Homework doesn't pay the bills." She scoffed, "Anyway, I made enough betting on your little show that I can pay you back..." She took her right hand out of her pocket and offered him a fistful of bills, "Here, take it."

He looked down at the offered long green and shook his head, "Like I said, you don't owe me anything."

"Don't care, asshole. I hate being in debt, it always comes back to bite you in ass. So..." She pressed the stack closer, "Take it."

"No."

He saw her scowl worsen and he turned to leave before she could shout more obscenities at him, "You want to pay me back donate it to the church or something..." He gave her a lazy wave and turned the corner into the busy street so he could lose himself in the crowd. Something told him that wouldn't be the last he'd see of her. SHe'd insist on paging him back - girl was pig-headed that was for damn sure - but he couldn't worry about that now. Getting bloodied and beaten in a cage for people's enjoyment was the easy bit.

Now came the hard part.

* * *

"Good afternoon, sir! May I help you?"

Buying a 'laptop'.

The guy in front of him reminded him of the automobile salesmen back home: Tacky uniform, a far-too-wide smile and a bit too eager to please. He saw the brunette's eyes shift to look at the cut on his left eye and his smile twitch, "...There a problem?" he asked. People tended not to ask questions: Maybe he got beaten up in a fighting ring or maybe he was just an idiot who walked into a door. He should've been no different.

"N-No, sir! Just merely waiting for you to tell me what kind of platform you're looking for!"

The rest of his little 'shopping trip' took over an hour and he wanted to bang his head against a wall by the end of it. He wasn't dumb - or at least he liked to think he wasn't - but the technology in this madhouse was heads and shoulders above everything back in his time. He remembered being enamored by the movies, or even just listening to radio plays with Uncle Ben. Now they had these 'personal computers' that even with the salesman rattling off about the 'specs' he still couldn't make heads or tails of.

Eventually he'd found a decent one - at least according to the guy selling it to him - and he managed to haul it all the way back to his apartment. The guy'd even offered him a deal on 'pocket wi-fi' good for about a week and he'd taken that, too; honestly he had no clue what the hell he was supposed to be really doing so hopefully the instruction manual would help him.

15 minutes and a change of bandages and clothes later here he was sitting in front of what looked like a typewriter with a television screen bolted on top of it, "Welcome to Doorways startup..." He looked down at the instruction manual and moved the 'mouse' (why'd they call it that? It looked more like a fat joy buzzer to him) to click the 'login' button, "Please input user name..."

'Ben Reilly'...that worked, right? Better than using his real name. He had no idea what this thing was; maybe it'd blare out his name the second he typed it in.

"Please input password?" He clicked his tongue and typed in 'Madhouse'. Easy enough to remember, right? "Please wait while Doorways 8 installs..." He looked down at the instruction manual, _'Looks like I just have to wait. Says here it shouldn't take too long...'_ He heaved a sigh of relief and tapped his fingers on the table. One he got this gizmo working finding things would get way easier. Simple enough, right?

30 minutes later with the 'progress bar' stuck at 37% he wanted to tear his own hair out.

 _'What the hell's taking so long? The guy said this thing was worth the money...'_ The progress bar froze for another few minutes before finally ticking up to 38%. Honestly, 400 dollars for this piece of junk? If he wanted to search for something he could find it and take a lunch break and this thing _still_ wouldn't be finished, _'Better not have been a waste of money...'_ He didn't have much reserve funds after giving away most of his blood money to try and assuage his guilt.

His hand drifted to his phone and he opened the list of contacts, finding only three on the list. Bullseye was probably busy castrating another pedophile (and he didn't want blood on the floor), Spider-Woman - whose name he eventually managed to change to 'The Ball and Chain' - wasn't exactly the first person he wanted to turn to for help (and he damn well didn't want her finding out where he lived). That left only Gwen and that was...

No, he'd wait it out.

The sun had fallen over the horizon before the thing finally finished, welcoming him to the new and exciting world of 'Doorways' in brightly lit words, "About damn time..." He looked down at the 'USB' stick given to him and plugged it into the hole at the side. The salesman assured him that once it was plugged in he wouldn't need to do anything before having 'week long net'...then again he said this thing was fast and it took two hours to turn on so what the hell did he know.

"Well, time to get started..." He looked over the various icons and moved the arrow over them, "Internet Adventurer, Mozilla IceWolf and Giigle Platinum? The hell...?" Which one was he supposed to use? Was there a difference? Again he was tempted to call someone up before he reigned it in. If he could find a way to tear apart Osborn and Crime Master's rackets he could do...whatever the hell this was on his own.

 _'Internet Adventurer seems like it'd be fastest...'_ It made sense, after; it seemed the most straightforward if nothing else. What did searching for things have to do with elements, animals or metal? He clicked the 'mouse' (still a stupid name) and waited for the miniature screen to pop up. With any luck it wouldn't take another two hours and-

"What the hell? 'Would you like to get these extensions?'" His eyes narrowed. One minute into this thing and he was already confused again, "...Well, I got this far. Maybe I'll have better luck this time." He moved the arrow to the 'accept' button and clicked. He might as well have gotten his money's worth from this piece of junk, right?

Another hour later with the 'doorway' crashing and asking if he'd like to send an error report and he was tempted to just chuck the thing out the window.

 _'How can anyone use this damn thing?'_ He let out a frustrated breath and grit his teeth, _'Just calm down, Peter. You can do this...'_ He opened the 'doorway' again and waited for it to load, clicking 'decline' when it offered him the same damn 'extensions' again, _'You can shove those things up your keister...'_

Fingers tapped against the keyboard and he eventually managed to avoid the damn thing breaking down on him again, "Finally..." His eyes narrowed as words popped up on the screen, "Would you like to use Giigle, Yeeha or Bling as your main search engine?" The hell? There was more than one? He looked down at the manual again before clicking the last one; mostly cause it was the only word he understood.

After another half a minute of waiting the page finally showed up, the empty space and blinking line asking what he'd like to search, _'God, that was worse than dealing with Daredevil...'_ He breathed a sigh of relief and finally began typing what he wanted to search for.

'Matt Murdock'

As the images and 'links' to articles popped up a part of him marveled at the technology that could have gone to such a thing, _'Focus, Peter...'_ He shook his head and scanned through the various articles. Most of what came were difficult to parse through; some claimed he was a lawyer who stood for what was right, others claimed he was Kingpin's 'pet lawyer' and his second in command while others still said he was just an 'ambulance chaser' who'd take any case if the money was right.

All of it came with a startling lack of proof. It reminded him far too much of the papers back home.

"Nothing about his ninjas here, though. Guess he keeps those guys under wraps..." He pursed his lips and typed in another name.

'Wilson Fisk'

His boss was a bit better in this regard. Articles dated a few years ago were mixed, some claiming that the fat bastard was a crime boss while others claimed he was a philanthropist and model of the community (yeah, right...) who simply had a bad reputation. After his public incarceration those same guys immediately turned around, claiming that it was a 'simple mistake' and that they in no way supported his illegal ventures.

Knowing them it was probably half in half; half were idiots and half were being paid to sing his praises.

"Says here he's in prison. Guy who sent him there was..."

'George Stacy'

The man who sent the Kingpin behind bars. From what he could see George Stacy was a police chief up until about a year ago. Opinion of the guy seemed to be positive, though there was a bit of a snag when he decided to declare Spider-Woman's innocence and that the department was wrong to blame her for the death of this madhouse's Peter Parker. Again the articles varied, some claiming he was right while the more outlandish ones theorized that he was Spider-Woman's secret lover and that he was seduced by the 'Spandex wearing menace' to get preferential treatment.

"If he's anything like the George Stacy I know I really doubt that..." The man who hired him to hunt Spider-Woman down was...

'J. Jonah Jameson'

Mayor of New York, vaunted role model of all ages...whose approval ratings were fast going to the toilet according to what he managed to gather. From what he could see so far his entire campaign was built on trying to arrest that 'webbed menace' Spider-Woman, which was backfiring rather heavily considering the rest of the freaks and clowns in this city who actually did harm while she was trying to help.

Well, Peter supposed there was only so much dung you could feed someone before they smelled the stink.

"Looks like he's trying to use me as an excuse instead of her..." He read through a few more articles, all of them screaming the same tired diatribes: 'Murderer or Executioner?' 'Threat or Menace?' 'Monster or Freak?' it went on and on. He didn't know if he was having better luck using him instead of her this time and he honestly didn't care, "Jameson back home would have strangled this bastard. Whatever happened to opening the eyes of the people?"

He sighed and typed in again.

'Spider-Man'

...Nothing. Peter raised an eyebrow; it might have been egotistical but he was expecting something, at least. Hell anything besides... "Why are these guys dressing like Spider-Woman? And what's with the kooky poses?" He clicked on the picture and read the title, "Cosplay? ...You know what, I'm not gonna ask." He pinched the bridge of his nose and typed in another name he just remembered.

'Dark Spider'

The name never ceased to annoy him but it was what everyone in this asylum called him. Again he read through the articles, glancing through them as fast as he could. He'd only been here for three weeks and his presence hadn't faded yet like most passing fads. Theories on his identity, the source of his powers, hell a few were even wondering whether he was real or just some kind of urban legend despite evidence to the contrary.

"Don't these guys have anything better to talk about? Whatever happened to celebrities and scandals?" He clicked one of the links that led him to a forum and tried to hold back his grimace at the messages that bombarded the screen, "'I'm sure he's just troubled? If he had someone to talk to he could'...I can't even read this..." He didn't know whether to be flattered or disturbed by the fact that so many faceless people on this little 'site' thought he was just some troubled but kind young man who just needed to talk to that special person who 'understood him' and for someone to show him the 'love he craved so dearly' so could be the 'hero he could be'.

He decided on disturbed after the fourth declaration of love and one post asking if he was a vampire, "Never searching myself again, that's for sure..." He shook his head and typed in the last name.

'Spider-Woman'

Oh, they had a lot to say about her. Things he'd already seen before, of course: Savior or Murderer? 'Superhero' or 'Supervillain'? The arguments never stopped, though it seemed to be leaning towards the former given the timestamps on some of these things. He clicked the third link on the page and was taken to a video of some dark haired dame with flecks of purple dye in her hair sitting in front of a camera.

"Hey guys, Danika here giving you the latest in Spider-Woman news!" she said, doing a little dance afterwards and making Peter wonder if he should close it now before he lost more of his sanity, "So, big news: Spider-Woman and Dark Spider are working together again! Here's footage of them taking down the infamous Ringer when she tried to extort some shopkeepers over in Chinatown!"

The video was shaky and somewhat blurry, though he didn't really need to see it: He was there, after all. Still, seeing a big Negro dame threatening guys probably half her age for protection money was definitely not something he'd expected. He'd fought the Negro mobs back home, but they were just as men-exclusive as every other organization. Everyone had their prejudices after all.

"I mean what is the deal with these two? First they work together for two weeks straight, then they spend another week doing their own thing then back to working together. Are they partners? Friends? Frenemies? You guys have seen footage of the two arguing so you tell me, but if you want my opinion I think this is some kind of redemption program. You know, hero tries to reform villain by teaching them about goodness and justice or whatever? Especially after what happened a couple days ago."

Another video, blurrier than the last one. Peter's right hand twitched and he frowned at the video of him killing Murdock's pajama squad before it abruptly stopped and focused on his then-monstrous right hand, the host of this little show coming back on the miniature screen.

"You guys saw that, right? I mean, what in the actual fuck? I thought he had the same powers as Spider-Woman, but this... I mean mind fucking blown, right?" She mussed up her hair, probably trying to make a show for the camera, "I mean, is he a Gifted? Hell, is he even _human_? Those look like scales, so maybe he's like a Skrull from one of those old Captain America comics! What do you guys think? Leave a comment below and gimme your thoughts on this cause I really wanna know!"

He glanced through the comments before making his way out of the page. Some of them called him a 'Supervillain' and 'Edgelord' while others claimed that it was 'photoshopped' and that his hand was normal. Others still asked why Spider-Woman would be working with him after he killed people, "Right, people try to kill me and it's fine. I kill them and it's wrong. Makes about as much sense as everything else here..." He rolled his eyes and typed in anything to distract him-

'Gwen Stacy'

"Damn it..." He went to type something else in but the page loaded before he could finish, "Just leave it, Parker. No sense in drudging up..."

He clicked the first link that came up and tried to ignore that little voice at the back of his head calling him an idiot, "Mary Janes opening act for Black Cat Valentines Day concert on February 14." He scrolled through the page and tried to ignore the pictures plastered all over the sides. Gwen had offered to give him a ticket to the concert last night, but that was before he'd made an idiot of himself.

...It said here he could buy tickets at 'certain select areas at assured discounts', _'Well...I need to talk to Hardy anyway, right?'_ Right, that was his only reason...nothing else. Shelving any hesitation he felt he grabbed a pen and paper and wrote down the address, closing the computer before he was tempted to do anything else stupid-

The cellphone buzzing up in a loud ring nearly caused him to jump out of his seat. Taking a deep breath to calm himself, he opened it and found a message from Bullseye, "Just finished a little clean-up, gonna go out to town. Wanna join me?"

Honestly he was tempted to type back a 'no', but what would brooding over Gwen and the idiotic thing he did for the rest of the night do? With a sigh, he typed back a 'sure' and closed the makeshift typewriter and television hybrid. Maybe some 'fun' would take his mind off things...

* * *

The place was like every dive bar he'd been to: Reeking of booze, floors dirty and stained with blood and the stench of sex in the air; all the things places like Felicia's speakeasy tried to hide with perfume or cologne, _'Another thing that hasn't changed in 82 years...'_ At his side he could see Bullseye grinning like a kid at a candy store, his eyes glancing over the assorted crowds of lowlifes and degenerates. This was probably like home for someone like him...and, as much a part of Peter hated to admit it, for himself as well.

The occupants weren't much better. An assorted mass of dregs, bikers, mercenaries and whatever scum could afford to stay in this place; and given the chipping walls and dirty glasses that probably wasn't a hard price to meet.

...Still, it was probably better than the high class haunts some other people who won't be named liked. At least he didn't feel the need to watch every little move he made in this place, though he still felt almost naked without his mask and the left part of his face covered in bandages. At least no one would recognize him, that was something. He'd take what he could get, especially in a place like this.

"Oh yeah, you smell that? Smells like home." Bullseye inhaled deeply, his eyes closed and his posture relaxed before he abruptly pushed him forward, "Welcome to Sister Margaret's School for Wayward Girls. The best damn place to cut loose in this entire shithole of a city."

"Doesn't look like any school I've been to, and the girls don't seem like they're here for learning..." He gave a sidewards glance to the half-dressed women dancing around a pole. He'd seen something similar in the Black Cat - the mayor of New York with some floozy in a corset who wasn't his wife while dames dressed in leather paraded around as 'waitresses' - but this place put all that to shame. The crowds of liquored up guys cheered and threw money while moans and cries echoed from above him without pause. This place seemed more like a whorehouse than a bar.

A few months ago it would've been enough to make him sick, but seeing lobotomized humans because of some depraved Nazi's experiments made his tolerance a lot higher.

"Well, the other name is the Hellhouse. Much more accurate, but not as fun." He draped an arm around him and dragged him to one of the corner tables, "Hey guys, where's Wade!? I wanna introduce him to someone!" he called out.

"Ah, he's on a job! Won't be back for a couple of days!" Someone screamed back.

"Ah, shit! I was really hoping for a meet and greet!" He sighed, "Ah well, maybe next time!"

 _'Assuming I ever come back to this place...'_ Already he was regretting coming here, though not enough that he wouldn't get a drink. He sat across Bullseye on the booth, pulling the hood of his jacket over his head like it was a safety blanket. This place felt dirty, more than the usual rackets and clubs he increasingly found himself frequenting while he was 'working'. Sometimes he wondered if Aunt May smelled the booze on his clothes when he came back home in the morning.

Bullseye grabbed the bottle and cups from the waitress, giving a generous tip and winking when the dame gave back a practiced giggle, "Man, this is the life." He poured a generous helping to both stained glasses and offered one to him, "A night out with a friend, what else could anyone want?"

"A way out of this place, maybe?" He muttered, clinking their glasses together with a dull "Cheers" before drowning the entire drink in one gulp. It tasted foul, and not in the way bourbon was supposed to, but it made him dizzy for at least a few seconds so he figured it was alright. Wasn't like he could get drunk for long no matter what he took, "...Hey, Bullseye, can I ask a question?"

"Hm? Sure, what is it?" He looked down at Peter's empty cup and blinked, "And how are you still standing? Slow and steady wins the race, pal."

"Not like it's the first time I drank." He scoffed, "But, besides that. I gotta ask...why are you helping me?" Peter grabbed the bottle and poured another large portion for himself, "Is it just because I got brained by Spider-Woman and Stars-and-Stripes or did you just think it was funny?"

"Well, since we're both liable to get drunk soon I'm sure it's alright. Gotta get that bonding outta the way," Bullseye took another sip from his glass and grinned, "That night when you got your little secret identity outed? Wasn't the first time I saw you, pal." His grin widened, "No, no, no...I met you earlier than that. Probably the same way a lot of people really found out about you."

"What, when I stopped that wannabe Zorro and that Limey with the koalas?"

"No, when you shot that electric bitch right in her face." He chuckled, the sound guttural and low, "I was there. I would've helped, but you know..." A hand waved through the air lazily, "I was under a building when she hit it. Several tons of rock falling on your back kinda make it hard to aim, even for someone like me. Got out of there before the paramedics could get me, though. Second they got me on record I could kiss my freedom goodbye, but I never forgot about you."

"What, so I killed someone and you started following me? Sorry if I don't feel flattered..." He looked down at the dirty mug and frowned.

"No...well, kinda, yeah," he said, his tone sheepish, "But no, it's more than that. It's..." He took another sip and clicked his tongue sloppily, "You see all those heroes on the news. She-Hulk and her wrestling, Captain America doing S.H.I.E.L.D's dirty work, or even little miss goody blue shoes Spider-Woman. They care more about being squeaky clean more than they do actually making sure the guys who deserve to get their nails ripped off get their damn nails ripped off. You get me?"

"Not sure if what you or I are doing is 'necessary', but sure." He'd heard about what happened to Ethan; in prison with his dad and Nancy's parents, though he was missing his third leg while the rest were lacking in a few fingers and toes. From what he'd heard they were practically begging to go to prison to get away from that 'crazy psycho'. He didn't feel any sympathy for them, but he couldn't say it was right or 'justice' either.

"Hey, I'm no saint, buddy, but at least I admit. What about them, huh?" He waved the mug through the air clumsily, some of the dark drink spilling out to the table, "People cheer, but none of them have the guts to put people down. All of them think life's just one big comic book; you put the big guys away, they bust outta prison, kill more people, you put em away again and again again and the people _love_ them for it. I mean, what kinda sense does that make?"

Peter shrugged.

"And they call me mad? Call me _insane_?" He laughed again, the gesture trailing off into a hiccup, "Insanity's doing the same damn thing over and over and over again expecting things to change. How many times can someone bust out of prison and just kill or hurt more and more innocent people before they get it through their pretty little skulls that whatever system New York's running is broken? That making a deal with a tyrant is beating the whole point of trying to even work your way up from the thugs?"

"Hmm..." He didn't know what else to say, really. A part of him agreed, but another one reminded him that the guy in front of him was an insane sadist.

"So yeah, that's why I'm helping you. You're trying your hand at the hero gig, but you care more about actually putting people down than trying to make yourself squeaky-clean so the kids can have a role model. That all you wanted ask?"

"Yeah...and I appreciate your help." That at least was the truth. Psychotic or not, sadistic or not, he owed him a lot of favors ever since he'd met him three weeks ago. Maybe they'd never be bosom buddies but he could admit that, at least.

"No prob. So..." He leaned forward, his grip on the glass shaky, "My turn: What's your problem, buddy? You have that look on your face...well, the parts of it I can still see, anyway. I'm gonna take a throw in the dark and guess it's girl troubles, am I right?'

He wanted to say he was wrong, but honestly what would have been the point? It wasn't like he didn't already know more than he should have, "I guess..." He put his cup down. His head was already clearing up, "There's this girl...and I did something really stupid."

"What, didn't use protection for the first time? Asked for marriage on the third date? Come on, you can tell me." Bullseye prodded his arm with a wink, "I mean I'm sure whatever it is you and Spider-Woman can work through it-"

"What? I didn't do anything with Spider-Woman..." He shook his head and made a gagging noise. His 'partner' was so far up her own keister he was surprised she could still walk straight, "It's not her. There's this girl, she's..." She shouldn't say her name. Bullseye didn't need to know, "Well, she helped me out a few times without asking for anything in return. We spent some time together and...I don't know, I guess I appreciated talking to someone I could just be honest with."

"Ah, the old Florence Nightingale trick. Never fails..." He clapped his shoulder lightly, "Well, can't say I'm surprised. Mercs, soldiers, police or even Superheroes. There's nothing closer than having some guy or gal patch you up after a night full of heroing. Makes you feel like the knight in shining armor, doesn't it? But enough about that. Tell me about this girl. Who melted the heart of the big, bad Spider?"

"She's...honest." He couldn't stop himself from smiling slightly, which he'd later blame on the residual alcohol still in his system, "A lot of people back home try to put on masks, but she...doesn't. She gets in your face, tells you how she feels...I guess I was drawn to that, at least for a bit."

It was stupid. What was he even thinking pulling a stunt like that? He wanted to go home, didn't he? Even if he assumed that alternate dimension thing was a load of baloney he'd still be dead long before she was even born...and hell, with that damn kid's memories floating around in his noggin he didn't even want to consider doing anything else. Bad enough he was acting like a moron, he didn't need to try and give that stupid idiot validation by falling for the girl he had a crush on.

"So what'd you do? I'm betting on proposed marriage. Gets guys ever time."

"I..." He shook his head and sighed. His face was red, and he was pretty sure it had noting to do with the booze, "Sorry, but can we stop talking about this? We're at a bar, so I'd prefer trying to drink and forget about my problems."

"Running away from your problems never gets you anywhere, kid." Peter rolled his eyes. Big words coming from the wanted fugitive, "But hell, you're right. We're at the Hellhouse, so lets-"

"Oh my God! Bullseye, is that you!?"

Peter thought he'd seen everything ever since he'd gotten to this madhouse, but seeing Bullseye nearly drop his glass and _cringe_ was definitely up there.

Turning to the source of the voice, he had to wonder if the bottle of liquor they got was poisoned cause the dame trotting towards them was definitely crazy even by the standards of this asylum: A full body suit made of white and pink that left her legs bare with two katanas strapped across her back. The energetic way she was practically skipping towards their table made her seem like a kid, but he could see the wary looks just about everyone on the bar was giving her. Either she was dangerous or she was a freak...probably both knowing this place.

"Oh, it _is_ you!" She sat next to him and grinned, the wanted fugitive not-so-subtly moving away from her, "Man, I've been at your usual places every night and could never find you! If I didn't know better I'd have thought you were avoiding me!" She nudged an elbow at his side and gave him a conspiratorial wink.

"...Who's your friend?" Peter asked, already tempted to leave Bullseye to his own devices. He came here to get away from crazy, not get deeper into it.

Bullseye wiped the alcohol on his mouth and gave them both a strained smile, "This is...Gwen, though she prefers everyone calls her Gwenpool." Another not-so-subtle scoot which the girl quickly followed by moving herself closer to him, "She's a...friend I made a month ago. Practically been inseparable since..." Meaning he couldn't get rid of her. Still, someone who could make Bullseye pause was definitely someone to watch- Wait, what'd he say?

 _'Gwen...?'_ He stared at the masked girl and shook her head. God, now this place was just messing with him, _'Just a coincidence, Parker. There's probably dozens of people in this city with that name.'_

"Yup, wouldn't you believe it! Bullseye! Here! And not a villain!" She hugged his arm tightly in a vice grip. Bullseye looked like he was debating chewing his own arm off, "I mean in 616 or Ultimate he's always the bad guy! Someone for the heroes to put in prison before escaping because he's Marvel's version of Joker! But he's the hero here!" She let out a squealing noise that he genuinely wished he'd never hear ever again, "It's so cool!"

"Uh-huh..." Great, another crazy. About what he expected, really.

"Anyway, Bullseye, when Wade goes through his origin story you tell him that I came up with the 'pool' name first! I mean he's out making that deal with Ajax now, isn't he? We're gonna get a new anti-hero but I came first! Me! I predate most of the origin stories!" She kicked the table excitedly, the glasses spilling on the side, "Man, I love this place! 616 you were just another hero in the crowd, but here you can make a name for yourself! I'm gonna be one of the A-listers, I just know it!"

"Uh, yeah...sure thing." Bullseye gave him a pleading look but Peter just shrugged. Honestly, what did he expect him to do?

"Still, I'm kinda bummed there's not anyone to team up with." She suddenly pouted, "I can never meet Spider-Woman, she's always gone because a lot of the police throw a fit. I mean, hello, guys! She's the hero! When Sandman and Doctor Octopus come out and there's no one to stop them you're gonna feel like idiots!" She giggled, "Haven't seen anyone else, really. I heard Moon Knight was here but that guy's B-list tier. I want the real guys! Where's Ghost Rider and Thor?"

Did this girl never shut up? What the hell was she even talking about?

"Oh, but I saw Noir on the news! Kinda weird, I wasn't expecting a crossover between those two. Who knows, maybe it's a new promotional thing. She'd probably kick his ass for being racist...oh wait, who are you?" He should have left when he had the chance. The girl looked him up and down, the masks of her eyes narrowed, "Hmm, you're hanging out with Bullseye so by the law of narratives you have to be someone important. I mean there's a good chance you're just some faceless extra, but I'm betting on the former."

"I-"

"No wait, don't tell me!" she interrupted loudly, "Hmm...can see some brown hair, so you're either Shocker or Boomerang! I'm leaning towards the latter, mostly. You don't sound Australian, but this is Earth-65 so I'm not counting anything out! I mean, they turned Captain America into a Black chick! Anything goes in this place, right?"

...He had to get outta here.

Ignoring Bullseye's even more pathetic begging look he left the booth and made his way to the bar, asking the bartender to give him the strongest thing on the menu and flashing a few crumpled long greens, "Your funeral, kid." The bearded man gave him a raised eyebrow before handing him a chipped bottle, the label at the front reading 'Deathwish'...well, at least it was honest about what it was.

It was just the first sip and it felt like turpentine going down his throat. Peter coughed and put the glass down, his hands somewhat shaky, _'Packs a kick...'_ He shook his head and poured another glass. Kicking mule in a bottle, this thing was, but it pushed through the Spider-God's protection and he almost felt halfway buzzed. He'd take what he could get, especially if it helped him forget.

Yeah...forget about the fact that he was attracted to a girl whose version he knew blamed him for not being there earlier. For not being able to save George Stacy before Brock crippled him and turned the one proud police chief into a complete joke and failure. Brock was six feet under after that little stunt, but it was cold comfort.

 _"This is all your fault! Brock only targeted us because my dad made the stupid decision to trust that you could protect us!"_

It was after his third glass that someone went to join him. Through somewhat blurry eyes he caught sight of the older woman sitting next to him, her attire showing off far more skin than what was considered appropriate. He knew what she was - A slut, a whore, a prostitute, an exotic dancer...many words, all meaning the same thing. He must have looked like an easy mark...and really he couldn't disagree with her thinking that considering how he must have looked.

"You look like someone who's trying to forget something." Her red lips curled up in an inviting smile, the color contrasting with her dark brown hair and eyeshadow, and Peter felt his cheeks heat up. She was older than most others of her type, but definitely still a looker, "Want some company?"

He was tempted to say no. The part of him that still read textbooks for fun and held onto childish fantasies about a socialist world actually succeeding chastised him, told him that Aunt May and Mary Jane would have been ashamed of him. Felicia was different, it'd say, he thought he could actually be with her. This woman was offering to sleep with him for money, there was no mistaking that.

Still, was it any better thinking about Gwen and how much of an idiot he'd made of himself yesterday?

"...How much?" He finished the last of his drink and gave her a lopsided smirk. He wasn't exactly seductive, but she probably got the picture.

"300 dollars, one hour. I don't kiss and I don't do any weird shit. That costs extra..." She traced a manicured nail down his jaw and he gulped. The smell of her perfume was intoxicating in a place like this, "What do you say, you want in?"

He rifled through his pockets and pulled out five 100 dollar bills and pressed them on the table. More than what she'd asked for, but he didn't trust himself not to make an ass of himself again after what happened last night, "Here...this get me your name, too?" He needed another name to focus on...

She raised an eyebrow at the odd request before shrugging, "Name's Lori, though you can call me whatever you want." She picked up the assorted bills and stuffed them into the hem of her short skirt.

"Name's Peter, if that means anything to you..." He laughed stupidly and stood up, nearly tripping before she wrapped an arm around to steady him. The tipsiness would pass in 20 minutes, so hopefully he could get started before his senses came back to him, "You know a good place? I wanna get outta here."

"Yeah, a motel not far from here."

There was that smile again. Peter leaned forward and captured her lips in a clumsy kiss, the woman's eyes widening slightly before she returned the gesture with practiced ease. The lipstick felt wrong on his mouth, but at least he didn't feel guilty or idiotic for doing it. Not like before.

Eventually he separated from her, his lips stained red from from the make-up, "...Sorry."

"Hey, you paid extra. I'll give you that one." She laughed, "Come on, lets get out of here."

* * *

 **...I just put Gwenpool in this fic. Even if it's just a cameo I get a feeling of dread looking back on it :/ Anyway, that's Noir's bit done - Gwen talks it out with her friends, Peter gets drunk and hires a prostitute...I warned you guys the tone was inconsistent, so apologies. Next chapter will probably be dealing with 'parents' for both leads, unless you guys wanna skip through Gwen's chat with George and Jessica/Noir's day-after hangover so we can focus on more important things.**

 **Anyway, just some personal thoughts, but I was wondering if I could make a Daredevil crossover oneshot with Earth-65. Gwen might not even feature, but having a Daredevil vs Daredevil fight might be epic. Doesn't help that a lot of Noir's segments already feel like they're cribbed from Daredevil given his interactions with Bullseye and Punisher, some of the villains he fights and the grittier setpieces like the fight club and the bar. Ah, just rambling, ignore me :)**

 **BTW, recommend reading 'The Amazing Spider-Gwen' by Scapolite. Helped me think of villains for Gwen's scenarios :D**

 **Answers:**

 **Redentor - Never watched that movie so I'll take your word for it. Still, we'll see where it goes, I suppose.**

 **Master-Xavier - A rather short review again, but appreciate hearing from you regardless :D Still, we both know that ship would have gone nowhere...and it's not like Noir's stopped being a cougar hunter given the last bit of the chapter.**

 **Mingyu - What modifiers, though? Gwen goes through a lot of the same struggles and she's not hard to buy as a teenager. Noir just angsts and complains more than she does, which in a sense is kind of childish of him depending on your POV.**

 **KasugaRomio - Why Gwen? Well, why not? It was just a question that came up because of what he did in the previous chapters. As for Bombshell - note that the scene with both Baumgartners was made before reading the review before you get any ideas ;) - wouldn't the age gap be weird? People narc on Gwen for going out with Miles in canon when he's 16 (turning 17 in a month) and she's 19 (turning 20 probably really soon) and being a mere 3 years. Lana's 15 in the fic, while Noir's 18. Same difference, and she's underage.**

 **That and he did get together with _a_ bombshell (in more definitions than one) at the end of the chapter, so...that kinda counts?**


	30. Connections

**Slightly faster than usual update, Hopefully you guys review since the question at the end determines where the story's going for the next few chapters :D I'm torn between two choices again.**

 **Anyway, I recommend reading Noir's segments in a growly Rorschach tone, especially since parts of his first segment have him ape the guy and he ups his edgelord antics to weird levels.**

* * *

She was gone by the time he woke up.

Peter opened his eyes blearily, the stench of perfume faint and quickly dissipating with every breath he took, "Mmh..." He sat up shakily, shivering slightly at the cold wind of the air-conditioner hitting against his bare skin, "Ah..." He blinked once, twice then did his best to ignore the throbbing on his temples. A hangover, not something he'd dealt with in a while ever since he got his abilities. Apparently the Spider-God was alright with torture, not so much with drinking.

He'd never heard of god being a teetotaler, then again he thought of a guy with a bushy beard in a white robe when those three letters came up. Something told him the good book didn't imagine a monstrous spiderweb when they discussed the city in the clouds.

He groped through the dark room and put on his underwear haphazardly, the rest of his clothes following soon after. He didn't have to worry; no one else was here, he would have seen or heard them if there was, "Looks like she left in a hurry..." He looked back at the other side of the bed, the side where she lied and he held onto her while he drifted to sleep. Hah...probably part of her extra services, pretending to be more than just a someone you hired to sleep with.

"Head's killing me..." His little bout of drunkenness didn't last long, and the hangover wouldn't be far behind in leaving once his gifts decided to kick it out, _'No use complaining...'_ He laced up his boots and tried to ignore the pounding in his skull. Besides, wasn't this what he wanted? To get stupid drunk and then pay for sex because he acted like an idiot in front of a girl? Hell she'd probably already forgotten about it...not everything had to be a big deal.

God...he thought he'd stop acting like the chump after that night with Felicia. A girl acts nice to him and he melts like putty in their hands: First that childish crush on Mary Jane, then that stupid infatuation he had with Felicia. Was he honestly so desperate that he clung to any dame that tried to be nice to him?

Well, at least this was simple; sex for cash, a little extra as compensation for him acting like a two pump chump. The clarity of it was relieving, if nothing else, "Half expected her to rob me blind..." He opened his wallet and was half surprised to see the bills all still there. He was an easy mark, it would've been like stealing candy from an overgrown baby, "Street honor's a thing here, huh?" He would've been taken for every cent back home.

Well, no point in wasting any more time here. Time to move on.

He trudged towards the window and opened it, the bitter chill of the early morning air greeting him. According to the clock it was a few minutes before 4 am; a pretty good night of sleep, especially considering he didn't have a dream this time, _'Maybe the alcohol dulled it enough...'_ Ha...drinking booze to try and forget nightmares. He'd seen enough of that on veterans on the street to know it never worked for long. If it wasn't the dreams then the alcohol would get you eventually.

Uncle Ben would have slapped the hell out of him for even considering it.

Shaking his head, he stepped over the window and let himself fall, grabbing onto some loose bricks and ledges to slow his descent. His headache had already faded into a dull thrum, and Bullseye probably already left that 'schoolhouse' so there was no point going back there, _'Well...no sense in just sitting on my keister.'_ He fell one last time and landed on the white ground, the soft crunch of snow echoing across the alley.

He lost himself in the alleyways and corners, letting his spider-sense guide him the entire way. He'd always been comfortable on the side-streets and narrows, had been since he was a kid, but after being bitten it almost felt like a second home. He knew where the thugs would be, the haunts they took. 82 years and nothing changed; they still skulked in the dark, trying to take whatever they wanted from people who didn't deserve it.

"Let go of me!"

Right on cue.

A pretty young dame in a winter dress and a street tough pinning her against the wall, the smile on his face promising a lot of unpleasant things. Mugging or a rape...maybe both. It didn't matter; just another thug in a city full of em, _'No mask...'_ He pulled up his scarf till it reached his nose and pulled the hood of the jacket over himself. In a place like this he doubted anyone would make him out even if they looked close.

Peter took another step, boot landing on top of a puddle and causing the jailbird to snap his head towards him, _'Young...probably not much older than I am...'_ He gave him a once over, _'No gun...has a knife in his hand, though...'_ Amateur or just cautious? Probably the former given how he looked. The styled blond hair and trimmed goatee definitely didn't scream hardened criminal.

"Hey, what the fuck are you looking at!?" He turned the knife to him, his other hand still holding onto the crying girl with a shaky grip, "Turn away now, man! I'm fucking warning you! I'm gonna-"

The threat died in his throat when Peter pulled out his revolver and aimed it right at his head, the sound of the hammer snapping back causing him to shake harder, "Hands up. _Now_." Everyone played tough when they thought they had the advantage, but put a gun to someone's head and they either had to be trained or insane to not freeze up.

Evidently he was neither. The would-be criminal mastermind put his hands up and backed away, lips quivering and hands shaky, "H-Hey, man, just calm the fuck down!" Peter stepped closer, his eyes shifting to the girl sitting and pressing herself closer to the wall. Safe, though one of the sleeves on her dress was ripped. Best he could hope for in a situation like this, "L-Look, I'll give you money, alright!? Just-"

He pulled the trigger.

Blondie's screams were long and loud. If he'd thought about it for a second he would have realized that if Peter really did shoot he would've been dead already rather than screaming his damn head off like a pig at the slaughter house, "Wh-What the fuck! You're insane! Why'd you-"

The butt of the gun smacking his head forced him onto the ground. Before he could let out another curse Peter stomped his foot on his face and knocked him unconscious, ' _Been spending too much time with Bullseye. Didn't need to drag that out...'_ He shook his head and put the gun back inside his jacket. He'd only gotten this thing for a day; no bullets yet, but he didn't need to know that.

He was tempted to leave. His part was done, better he move on, but the girl didn't look like she was going to be getting up on her own any time soon. Would've been irresponsible not to help her.

"You alright...?" He offered a hand to the shivering girl. She just stared up at him with wide eyes, tears and makeup running down her cheeks. Just a kid, probably 16 if he had to guess, "It's alright, I'm not gonna hurt you..." He lowed the hood and scarf. He would have preferred being anonymous, but talking to a faceless guy in the middle of the night wouldn't have calmed anyone down, "Just...take your time."

Another few minutes passed before her breathing eventually calmed and she accepted the offered hand, "I...thank you..." She let go of his hand with obvious reluctance and hugged herself tightly, eyes focused on the unconscious goomba a few feet away, "I...I dunno what he would have done if..."

"I got a good idea..." He was tempted to web the bastard to the wall, but exposing his powers now after he'd unmasked himself wasn't exactly on his list of priorities even if no one in this madhouse really knew who he was. Hopefully the bandages covering half his face were enough to make her forget what he looked like after tonight, "...You know this clown?"

"Kinda..." She bit her bottom lip, fingers gripping onto her arms tighter, "I...went to a party with my friends. Snuck out of home, wanted to have little fun..." She shut her eyes tightly, "It was a rave, you know? I saw him with a group of other college guys. This guy, h-he must have followed me. I tried to cut into this alley so I could lose him, and...well, you know what happened next."

"Should've stuck to the subways, kid. Guys like this don't do anything in front of a crowd..." He squatted down and observed his face. Nose was probably broken and the side of his face already red and likely to bruise. Pretty light considering what he was planning to do; any doubts on his intentions were gone after her little spiel: Just another pervert looking for a thrill, "What are you going to do now? Call the police?"

"N-No, I just...I wanna go home," she said, fancy boots clacking against the ground, "I...I know you already saved me but could you come with me? It-It's not far from here now, just...just a 30 minute walk or so.

She was trusting him right of the bat? She must've been really shaken up...then again it wasn't the first time he'd run into situations like hers; wasn't like things like this didn't happen every night. Though, most of the time the dames ran away screaming and were gone by the time he was done. He preferred it that way, more simple all around and he didn't have to play at being the knight in shining armor.

"Fine. Wasn't doing anything anyway." He would've been lying if he said he didn't feel anything at seeing the girl's relieved smile. Sometimes it was hard to remember that kicking people's teeth in wasn't the entire point of this thing, "...Where do you live, anyway?"

"Forest Hill, Queens." She started walking, Peter trailing after her a short distance away, "M-My name is Gayle, by the way. Gayle Watson."

"Ben Reilly. Now come on, lets get you back home-"

He paused, feeling the telltale blare of his spider-sense at the back of his skull, _'Not danger...something else.'_ He looked back at the alleyway, barely catching the blur of white that passed over the rooftops. He could have excused it as a trick of the light and left, but the constant thrum was hard to ignore. Someone - or something... - was there, and he had the feeling it wasn't Spider-Woman.

"Hold on a second..." He tapped Watson on the shoulder and nudged his head back, "I forgot something in the alley, I'll go back and get it."

"I'll go with-"

"No," he interrupted, "Just...go wait in the street, it's probably safer there anyway." The blur of white came and went again...now it was just baiting him. He took off his scarf and gave it to her, doing his best to give her a comforting smile, "I promise I'll be there, just go."

He waited for her to reluctantly nod and leave before he he walked back to where the fink lay on the street. Still unconscious where he was, but he got the feeling that's who Mr. White was aiming at, "...I know you're here. Might as well come out," he said. His spider-sense was growing louder in his head, the beating against the back of his skull becoming more and more impatient. He wasn't used to it doing that when he wasn't in danger or being lied to.

Another minute passed before someone dropped in front of him. Peter raised an eyebrow - It wasn't Spider-Woman, but it sure as hell came close. The figure in front of him reminded him of Murdock's little pajama squad, though not quite. The cloak was new and the mask was more ornamental, completely hiding the face from view. Couple that with the white and black spandex he was sporting and Peter had to wonder if dressing like clowns was just endemic in this place.

"...Nice entrance. Trying to audition for the circus with that?"

"Avatar of Anansi...this is not your proper place." The voice was undoubtedly male, low and rough like sandpaper against his skin. Reminded him of Xavier trying to play psychoanalyst with him before he broke his fingers, "Khoshnu holds this dominion under his protection. Your presence is not needed to safeguard the travelers of the night." His tone wasn't hostile; it felt more like a declaration than anything else.

"Look, whoever you are, save the speech. I'm not in the mood for word games." Peter crossed his arms, lips pressed into a thin line. Obviously another 'superhero' in this place, but why bait him back? He wasn't wearing his mask and he didn't use his webs; he couldn't have been the only good Samaritan in this place, right? "Besides, if you wanted to save that girl first you could have been here a few minutes earlier, 'Protector'."

"She was not the only victim. Others needed priority." Peter rolled his eyes. Like he'd never heard _that_ excuse before, "...I apologize if I seem curt, but your presence here is...unexpected. Your patron already has one avatar in this city; to have more than a singular one...some reason must have brought you here to this city. A cataclysm of some kind or a disaster you're meant to prevent-"

"Or maybe it's just landfill of coincidences...and how do you even know who I am?" he asked. Honestly what would have happened if he never went to the asylum that night? Octavius would have been gone either way after he used that gizmo of his and he'd still be back home trying to clean up the streets one thug and lout at a time. He didn't believe in fate, or whatever the hell his clown was trying to sell him about destiny.

"You do not wear the mask of cloth and leather, but Anansi's mark has left its presence on you. I see their visage draped across yours." His spider-sense dulled and his face suddenly felt heavy, "Your presence here cannot be accidental. Anansi does not make avatars frivolously; you have a purpose, even if you do not know what it is yet. They chose you to receive their gift." Huh...he was really trying to sell this, huh? "If you should need aid-"

"Listen, pal, I've bought into a lot of things ever since I got bit down in the docks, but having some greater purpose like I'm some kind of street corner messiah isn't one of em. You expect me to believe that night at the docks wasn't just chance? That I was the one that Spider-God specifically chose to be its 'Avatar'?" He scoffed. If Urich's hadn't been high off floor polish he would have been the one who got bit, "You want a 'Superher' talk to Spider-Woman, cause I'm not buying whatever bridge you're selling."

"You're skeptical...a few years ago I would have thought the same in your place, but now is not the time for doubt." He want past him and knelt, observing the unconscious would-be rapist lying on the ground, "Every avatar has a place. Spider-Woman, the one who bathes in the light and righteousness, is no doubt already fulfilling her role. You who cloak yourself in shadow must play your part as well."

"Whatever you say, pal." He gave up; the guy wasn't going to let this go no matter what he said to him, "Look, you find out what this great purpose is then sure, come 'illuminate' me on what my role is supposed to be, but until then maybe you should actually be doing that 'protecting' you told me about." He began to walk back to the alley's end, "Mean time, I've got to attend to reality. Good luck."

* * *

"So...anyone want to say anything first? I'm waiting."

Gwen looked at both her dad and Jessica, her hands on her hips and her eyes narrowed. On the couch in front of her sat her dad and Jessica, both of them each taking up one side of the loveseat - and god did that name sound wrong right now - and looking at anything besides her. She never thought she'd see the day that her dad was the one acting like the kid who got caught with his hand in the cookie jar, but hell the world stopped making sense a while ago so why not?

Her dad was the first to speak "Honestly, Gwen, it's uh..." He looked away again and Gwen's mouth twitched. Her father was acting tongue-tied...this both annoyed and scared the hell out of her considering he didn't balk when faced with Hippo's mugshot worthy grin, "I...didn't mean for you to find out this way. We-"

Jessica was quick to interrupt, coughing loudly to get both their attention, "Look, George, let's not dance around it. Your daughter's a full-grown woman, I think she can take it without the kid gloves." The older woman looked her in the eyes, "I'm sorry for trying to leave earlier, I panicked. You were yelling and it didn't seem like you were in the mood for a calm discussion, so..." She shrugged, "But hell, apparently we're not the only ones with secrets."

Right, the Spider-Woman thing. Gwen winced; probably a bad idea to just web the obvious woman with super strength to keep her restrained but in her defense she'd walked in her on her dad _sleeping with someone she barely knew_. So excuse her if she freaked fuck out, "Yeah...guess so." She crossed her arms and Jessica raised an eyebrow. Was she trying to turn this interrogation around or what? "...So, the whole sleeping together thing?"

"Right, that." Jessica pinched the bridge of her nose and sighed, "Look, I'm tempted to say that it was just a night of drinking gone wrong, but this isn't the first time we've done this, so-"

"Woah, woah, woah! Hold up!" Gwen interrupted, "This isn't the first time!? How long have you guys been doing this!? You barely knew each other a month!"

"Gwen, calm down-"

"Third time if you count this one," Jessica cut in again, her tone remarkably at ease despite her words, "...Look, it wasn't like George proposed marriage or anything. It was sex...and he wasn't the one who initiated it," She looked away slightly, fingers drumming against the arm of the couch, "I doubt you want a blow-by-blow of what happened, so lets just say the first time was a moment of impulse. After that...well, I don't have to tell you, do I?"

She probably did, but she had enough grossness for one night. Letting out a frustrated breath, the teen looked to her dad and said, "Dad, can I talk to Jessica alone for a bit?" He looked like he was about to refuse until she spoke up again, "I just need a few minutes. Please."

He looked between the two of them before giving a hesitant nod, rising and making his way to the kitchen. Gwen looked at her father's retreating back and felt a pang of guilt; he must have thought he'd disappointed her, but she wanted to know the truth. She'd have to apologize later.

"Look, Gwen-"

"What are your intentions with my dad?" she asked, "Look, if my dad's found a friend with benefits I honestly wouldn't care all that much. He's a grown man, he can do...his business without having to consult me. He deserves to be happy. But..." She chewed on her lower lip, "Is that all this is? You guys get kinda drunk, you come back home and do your...thing. Nothing else?" God, she did _not_ want to think about her dad doing...it. He was free to do who- er, what he wanted, but behind at least three closed doors.

Jessica sighed, and she'd seen enough movies to know that wasn't a good sign for things to come, "Look, this...I care about your dad. I do." She sat up straighter and considered her next words, "I don't know if it's love or I'm just that desperate, but if it was just sex I could find that any other way. It's not exactly rare to find people peddling out in the streets."

"So...what? You're his girlfriend?" Gwen asked incredulously, "Y-You barely knew him for a month! How do you-"

 _He'd kissed her...she still remembered the feel of his calloused lips on hers, the way almost scared way he touched her arms. That was..._

 _'God damn it, Peter!'_ She felt her cheeks heat up, and Jessica saw it too judging by the raised eyebrow she was giving her, "It's nothing, just hot in this place..." She held back a scowl and let out a soft breath, "Just...Just answer the question, would you? What's the deal between you and dad?"

"Like I said, I don't know." She shook her head, "It's not like we sat down to discuss it before-" Gwen coughed loudly and threw her a glare, "Before we did things you don't need to hear about," she finished slowly, "Look, I owe Jean and George a lot. More than they probably know. I'm not sure if Jean figured it out and that's why she's cashing in these favors, but I owe both of them my life. They saved me."

"Saved you? From what?' she asked, "You have super strength!"

"Funny, I seem to remember seeing Spider-Woman get smacked around by Stilt-Man on the news a couple of months ago." Jessica smiled wryly while Gwen threw a withering glare, "Strength isn't everything, kid. Let's just say it's a long story with a guy who called himself murdercorpse and a few years worth of debilitating trauma and leave it at that. It's not a can of worms I wanna open up again."

"But dad said that you were De Wolfe's old friend. Does he know about this guy you're talking about?"

"Oh, he does, he was there when I killed him." Gwen gave her a skeptical look, "Self-defense. He was ranting and raving because he 'couldn't control me' and I snapped his neck before he could put them both at risk. Trust me, I don't kill people willy nilly like some kind of crazed vigilante. It was him or them, choice seemed obvious..." She gave an uncomfortable look, "If it wasn't for your dad I might have killed Jean for that bastard. I don't like getting shot at, but in that case-"

"Wait, he _shot_ you!?"

" _At_ me," she said, "Distracted me long enough and allowed me to get my sanity back. All in all a good trade-off."

"Still, my dad shot at you and now you're... _together_ with him?" Honestly, why couldn't she just say it? Was the idea of her dad being active at- Yeah, nope, she wasn't going to continue that line of thought. She reserved the right for every kid to be grossed out at the thought of their parent/s getting up to anything, "You don't find that weird?"

"I spent five years under Ki- that monster's hold. By comparison this is almost fairytale," she replied, "Besides, no offense here, but you're really not one to talk. Aren't you technically a vigilante? Your dad didn't seem surprised when you tried to hogtie me so I can only assume he knows. So..." She crossed one leg over the other and smirked lightly, "Daughter of the police chief's the famed Superhero Spider-Woman? That must be a story."

"Yeah...well, to use your words it's a long story." It really wasn't, but she wasn't exactly comfortable recounting the fact that her dad held a gun to her head right after she saved him for the second time in one day, "Back on topic...what's the endgame between you and dad? Can I expect wedding bells at some point?"

That seemed to catch her off-guard. Gwen saw the older woman look away uncomfortably, her smirk instantly vanishing into a tiny frown, "You'll have to ask George about that." Well... _that_ didn't sound like deflection or anything (sarcasm), "Goerge is a kind man...probably one of the kindest I've met in a long time, and I'm not one to exaggerate. I know this is weird for you, but I do hope you'll let...whatever this is a chance. I like to think your dad's happy, too."

"Believe me, I know. No one looks that guilty unless they've got something really juicy to hide." The teen allowed herself a short laugh, "Hey, like I said my dad's a grown man. If this is consensual and you're both happy then who am I to say anything? Dad let me skip out on college for two years to try to get the band thing working and that's not even starting on the Spider-Woman gig...hell, he whistleblowed and quit his job for me. I'd be a pretty shitty daughter if I stamped my foot and threw a tantrum."

"You looked like you were about to 15 minutes ago."

"In my defense you were half-naked and my dad was in his birthday suit. It'd be weirder if I didn't freak the fuck out..." She rolled her eyes, "I mean, fuck, I was going here to talk with my dad about some stuff and I find you two doing the horizontal tango."

"Yeah, well, next time I'll make sure to lock the door. Though in _my_ defense most people probably don't expect to get visitors a little after 4 in the morning." She shook her head, "...Look, as nice as this is maybe you want to talk to George? This little approval spiel is warm and fuzzy and whatever but I think your dad needs it more than I do. I'm already dreading what I'll get when I tell my sister about this..."

 _'At least she didn't walk in on you two,'_ Gwen thought with a shudder, "Eh, he probably heard us. Sound carries pretty well in this house," she said loudly, getting no response from her dad in the kitchen, "...Yeah, he's listening in, but I really should talk to him."

"Good idea."

"Oh, and last one thing: Does he know about your..." She lifted a chair off the ground and carried it over her head, "Thing?"

"Yeah, had to give fair warning all things considered..." Augh, more images! Make them stop! "...By the way, just because I'm with your dad doesn't mean I'm gonna help you with that hero gig of yours, so don't bother asking. The last time I tried that it didn't end so well."

"Dang, there goes my plan to pull the mom card to blackmail you to being my sidekick." The two shared a smile before Gwen shook her head, "Don't worry, I'll keep your gifts on the down low. I already heard the 'not a hero' speech before."

"Sure. Tell George bye for me."

She found her dad in the kitchen nursing a cup of coffee; an obvious feint considering her dad guzzled the things like they were candy and yet the cup was still filled to the brim, "...Jessica says bye." she said, her dad only giving a stoic nod in response, _'Always trying to look like nothing can phase you...'_ Letting out a soft breath, Gwen made her way behind him and wrapped her arms around his shoulders in a tight embrace.

"...I wasn't trying to eavesdrop."

"I know. This house is so paper-thin I'm surprised you never heard me sneaking back for four years..." She let go of him and sat on the table, being careful to keep herself balanced, "So...yeah, you heard what I told Jess, right?"

"More or less." He nodded, "...Look, Gwen, I know this might be weird for you. Hell, it was weird for me, too. Here I am in my twilight years and I thought things would be stable. Then I find out my daughter's a hero, and now this..." He laughed, though he didn't sound very happy, "I'm too old for this kind of stuff, you know? Sometimes I still wake up at night wondering if it's all a dream."

"Please, dad, you're 51. That's basically the new young at this point." She took her father's free hand and squeezed it gently, "You still deserve to be happy, especially after everything you've done. I'm sorry for overreacting earlier, but you probably already heard that. Whatever you and Jess are doing is cool, okay? I'm not gonna throw a fit and next time I'll actually knock so I don't have a repeat.

He was quiet for a moment before he spoke up again, his voice soft, "You're not mad? That I feel like I'm abandoning your mother?"

"...I'd be lying if I said that she didn't pop into my mind, but no. I'm not mad." She sighed, "Look, dad...mom's dead. She's been dead for 10 years now. We mourned together, the Parkers were there for us, but I've moved on. I don't want you to carry a torch for her until you're gone, too..." She squeezed his hand again, "Just promise me that wherever this thing with her goes you're happy, alright? You were there for me, now I'm here for you."

"Ha...I haven't always been there, you know that, but thank you."

"Sure, it's just..." She coughed. How was she going to broach this politely, "Dad, if you _do_ end up tying the knot with her, I just hope you're not expecting me to call her mom. I mean I don't wanna make this seem like a bad teen movie but it'd be...weird."

"Haha, trust me, if you tried she'd be the first to tell you otherwise." He smiled up at her, his posture relaxing, "Well, now that _that's_ out of the way what was it you came here to talk about? Doubt you came here at 4 in the morning just to see your old man."

"Oh ye of little faith." She nudged his shoulder playfully and winked, "But you're half right, I guess. I do have some news, bit late on the catch-up actually since I've been so busy. It's been...a long month, dad..." She took a deep breath, "Well, to list them down: Captain America gave me a way to prove my innocence at the cost of Peter's name, I told the Parkers a couple of days ago that I'm Spider-Woman, the rest of my friends found out just a few hours ago, and Peter might either be back from the dead or I just met his alternate dimension counterpart who's from the 1930's."

Her dad blinked. Once, twice, then he stood and grabbed a bottle of alcohol from the fridge, "...I know I'm setting a bad example drinking so early, but I get the feeling I'm going to need it." He closed his eyes and pinched the bridge of her nose, "So...anything else I need to know?"

She really should have shut up, but her stupid mouth opened itself before she could stop herself and she blurted out, "Well, kinda-Peter kissed me just last night."

A pregnant silence settled over the room. She saw her dad's brows furrow together, his eyes narrowing and his lips pressing into a thin line. She knew that look; it was the 'I'm gonna get my gun and and sit it on my lap cause I might want to shoot something' look. On most people it would have been an exaggeration, but the last time Peter'd been over on a sleepover when they were 14 her dad kept his gun on the shelf (safety on and unloaded, of course) on prominent display all throughout dinner.

"Dad-"

"I'm getting my gun-"

"Dad, wait, lemme explain!" She stood in front of the kitchen door and spread her arms, "Look, I'm not even sure why he did it! He just kissed me and left! So-" She paused. That...didn't sound any better, did it?

Definitely not judging by the way his arms were crossed in that 'I'm waiting, young lady' way. Gwen sighed; this was going to be a _long_ talk.

* * *

The girl was chattier than he thought she'd be after everything that happened. Five minutes after they left the alley behind and she was blurting out whatever question came to mind: What was he doing down the alley? Why did he help her? Why bother bringing around a gun that he knew wasn't loaded? Honestly he was tempted to just cut and run. People he rescued normally weren't this chatty with him and after seeing that clown in the alley talking about fate he wasn't in the mood for conversation.

"Are you a Superhero?"

And then there was that question. Peter raised an eyebrow and pulled his hood up tighter over himself, his bandages itching as another wave of cold wind against his face, "...Do I look like a Superhero to you?" he asked back. He wasn't even wearing his mask or trenchcoat anymore, so whatever 'uniform' he had was gone till he fixed it up again.

And honestly, was it so hard to buy that there could be good Samaritans in this place? Not everything had to be about clowns dressed in skintight clothes.

"Not really, but that guy in the alley seemed to know you." She wrung her hands together, "I didn't mean to listen in, but you were taking a long time and..." She shook her head, "Who was that guy, though? Don't think I've ever seen him on any of the superhero forums I frequent."

"Beats me, didn't exactly ask his name." Knowing this place it was probably something hard to pronounce. Credit where it was due, Spider-Woman picked a simple name: A twist with the powers of a Spider, hence Spider-Woman. Simple and to the point, and it didn't come off as pretentious like Stars-and-Stripes calling herself 'Captain America', "Probably just another clown in a costume. Doesn't matter."

She was even chattier after that. Theories about who the guy was, wondering if he was a new 'Superhero' on the block or it was a villain doing a 'face turn' like some have been known to do. Honestly he lost track, and after a while he figured that she was talking _at_ him rather than _to_ him. Trying to fill the silence, maybe? He'd heard of people who tried to do that to suppress panic. He preferred the opposite.

"We're close," she said, pointing to a row of houses on the left of the street. Peter nodded before he almost stumbled, a sudden headache engulfing his skull, "Hey, you okay? You don't look so good."

"With these bandages how can you tell?" He shook his head and grit his teeth, trying to ignore the pangs of familiarity he felt as he got closer and closer to her home, "Let's just...get you home. I need to go places, anyway, so-"

"Shit!" she interrupted, her eyes wide. Peter looked at her worriedly and found her pointing a shaky finger at the brightly lit window, "That's...the lights aren't supposed to be open. The only one in the house is my mom, and she sleeps like a rock till at least 10 in the morning. That means..."

They walked closer and it became clear her fears weren't unfounded. Through the parted curtains he could see an older woman, her red hair marred with streaks of gray and her eyes slightly bloodshot as talking to someone at the other end of the table that he couldn't see. Watson stopped, looking at the tear in her dress with a sudden panic. Honestly he wondered if she was more scared of her mom than that thug in the alley.

Now he was _really_ tempted to just leave; this honestly went beyond being his business a long time ago, but of course the redhead decided at the moment to look up and see her daughter standing near her front garden like a deer in the headlights.

"Good luck-"

He winced when he felt a vice grip on his arm. He saw the dame's mom practically charge out the front door, her expression a cross between worried and murderous, _'Seen that look before...'_ Aunt May could be scarier than the thugs that ran the streets, especially when he tried to hide his wounds from her after a particularly rough fight, _'...Probably shouldn't be here when-'_

"Gayle Watson, where the hell have you been!?" The woman yelled. Peter grit his teeth when Watson held onto his arm tighter, "Do you have any idea how worried I've been!? You've been gone for hours! How could you-"

"I-I'm fine, mom!" She answered back shakily. The fact that she was practically hiding behind a stranger's back only weakened whatever argument she was trying to make, "I j-just went out with a few friends and I lost track of time-"

"Lost track of time!? It's past 5 in the morning!" she screamed. Honestly Peter wondered if only everyone else in this neighborhood could hear her or if her voice carried that far into the city, "I called your sister, she had no idea where you were! Ben's driving around out there right now looking for you, and..." She took a shaky breath and looked at him now, "And now I find you coming back with your dress torn and with some stranger!?"

"I-"

"He helped me, mom." Her grip on him loosened, for whatever good that was now. Wasn't like he could leave with this little show going and him in the middle of it, "It was a party. One my the older guys probably had too much to drink, and they did this..." She gestured to her right left shoulder, "He broke it up before anything could happen and I asked him to come with me so I could feel safe."

The woman's eyes narrowed, looking between her daughter and him before he saw the slight pity in her eyes. What did she- oh, _'Probably thinks the bandages are from that fight...'_ Well, that helped, at least. He wasn't in mood to correct her, "She's telling the truth. That's all I did." He held up his hands slightly in a peaceful gesture, "Look, she's home now, so I'll be going-"

"Anna, is everything okay?"

Honestly he thought he'd been desensitized to freaks and nutjobs ever since he got to this place but seeing the other old woman leaving the house caused him to freeze. He wanted to say he'd been imagining things, that maybe he'd just been so desperately homesick that he'd make things up that brought any sense of familiarity, but the worried face of Aunt May was unmistakable even with only one eye.

He supposed he shouldn't have been surprised; there was a Peter Parker that lived in this madhouse, he'd seen Uncle Ben and Mary Jane in this place before, but seeing someone who looked almost identical to the woman who raised him alone after his uncle died was difficult.

Peter turned and looked away when he felt something dropping down his right cheek, _'Damn it...pull it together, Peter.'_ Wiping away the loose tear quickly, he let out a forced cough and spoke up, "Well...your daughter's back, so I should be going-"

"W-Wait..." He looked back and found Aunt M- the other old woman staring at him, her expression worried, "You look injured. Do you need help? I could get my husband to take you to the hospital-"

"No." He didn't mean for it to sound as hostile as it did, but it did the job. He saw her eyes widen in surprise at the suddenness of the reply and he continued, "I mean, no thank you. It's just a scratch..." From spending nearly two hours getting his face pounded in some fighting ring... "I'm...just glad I was there to help Ms. Watson when she needed it."

The two old women gave him their thanks again before trudging back to the Watson home, the 'rebellious daughter' giving him a last wave goodbye before the door closed and blocked them from view. Peter let out a sigh and resisted the urge to sit on the pavement. He couldn't stay here, especially not with this madhouse's Peter Parker's home being so close. Already he could feel the pangs of familiarity growing stronger.

He ended up staring at the simple house across the street despite his best efforts. He knew he shouldn't have, but he found himself taking reluctant steps toward it till he was looking at up his...that kid's room. Hands clenching, he grabbed onto the loose bricks and nooks and climbed till he reached the window, holding it open and pulling himself inside without a sound.

Peter felt an unwelcome sense of comfort as he stared at the room's contents, "...This isn't mine." He shook his head and pulled his hood down. The room he had was nearly barren save a few faded photographs and old toys; it certainly didn't have trophies and whatever else this room was stockpiled with. He shouldn't be here. This place held no meaning to him.

Contrary to his thoughts he found himself trudging inside, his movements almost instinctual. He knew where everything was: Which things went where, how the notes were organized, which books were just a cover for something a bit more perverted and less scientifically inclined, everything.

And right now there was something burning a hole in his skull.

He looked under the bed and cleared away a stack of boxes. The wooden floorboards underneath seemed almost identical to everything around them, but you could see the outline if you squinted hard enough...or you could see in the dark, "Kid was devious, I'll give him that..." He traced a gloved hand through the crack till he found the depression and pushed, the secret compartment springing open with a soft squeak.

The inside of the makeshift safe was barren save a small journal and a covered syringe filled with sickly green liquid, "He had backups..." Peter muttered. Of course he did; the kid thought this thing would make him special so of course he wanted to keep track of how to make more so he could fulfill his 'Superhero' fantasies. It would have been better if he just lit a match and burned the entire thing altogether...

Peter picked up both and stuffed them into the pockets of his jacket, closing the compartment and jumping out of the window before he could think otherwise.

He'd barely taken five steps into the middle of the street before he saw someone jump from the roof of the house next door, ' _...Why am I not surprised?'_ He had to hold back a sigh when Spider-Woman came closer, the eyes of her mask even wider than usual, "...What's wrong? You look like you've seen a ghost."

That seemed to snap her out of her daze, her 'eyes' narrowing and her foot tapping quickly in annoyance, "Haha, very funny." she said sarcastically, "Was wondering if it was you, but I'd remember that frown anywhere." She looked him up up and down before her posture stiffened again, "...What are you doing here? This is-"

"Peter Parker's home? Believe me, it's a coincidence." He scoffed, ignoring the sudden heavy weight he felt in his pockets, "Saw this girl in town, called herself Gayle. Would've gotten herself assaulted if I didn't step in and she asked for an escort back home." And he ran into this place's version of his Aunt May, but she didn't need to know that, "Didn't even know this was Parker's place till I got close."

"Wait, that was you? I just got a call...from Gwen, I mean. Her friend Mary Jane was freaking the fuck out. I actually came here to look, but then I just got a text saying she was fine," She gave a relieved breath, "MJ'll be happy to know it was you, at least."

"Watson has a sister? ...You know what, I'm not even surprised. I'm surprised the Peter Parker from this world doesn't have a long-lost brother..." He crossed his arms and narrowed his eyes. She was staring at him, balancing from one foot to another in telltale awkwardness, "...What? You look like you got something to say."

"Did you...do anything last night?"

"...No." Did Gwen tell her? Honestly she seemed to tell her everything, but he liked to think that he'd embarrassed himself enough without her having to find out, "Why?"

"No reason..." Even without his spider-sense he could tell that was a lie, "Well...in my case I found out a friend of mind is sleeping with someone who has super strength. What about you? Any juicy gossip?"

She was digging. Peter shook his head and did his best to keep his expression neutral when he answered, "Nothing much. Saw another clown dressed in white who might be even crazier than you, but other than that nothing else of note besides little Ms. Watson."

"Huh...so you normally try lipstick? Cause you got some on your neck there."

Peter's eyes widened and he wiped at his neck, but the damage was done. Even through the fabric of the knitted gray gloves he could see the color of faded red clinging to the fingertips, _'...Should've cleaned up after myself.'_ He tried to ignore the heat on his cheeks. Honestly, what did he care if she found out? She wasn't his mother and it shouldn't have bothered him that she figured out his activities.

"So..." she said, dragging the word out uncomfortably, "You gonna say anything?'

"Not really." He scoffed, "Look, it's none of your business what I do in my free time, alright? Like you said we're 'partners'; I'm not your dog." Why did she care so much? Was she _that_ protective of Gwen? "And since you're getting around to it, I'll answer you right now: Yes, I kissed Gwen, but I'll tell her the reason myself. Prodding me isn't going to get you anything. That work for you?"

"...Fair enough." The way she said it was almost petulant. Peter rolled his eyes and resisted the urge to sigh, "...Well, since you don't wanna say anything do you wanna go on patrol?"

"In this?" He gestured to his outfit, "Tell you what, let me get a change of clothes and I'll get back to you."

He could feel her staring at his back all the way into the city. Peter clicked his tongue and did his best to ignore it: It was none of her business what he did, and the only one he had to answer to was the one he'd possibly offended acting the way he did. He'd explain himself to her, not Spider-Woman.

Peter tried to ignore the growing weight of the safe's contents with every step he took back to his apartment...

* * *

 **I messed up the timeline: The indication in this chapter is that the previous two chapters took place concurrently, but Gwen's focus chapter went on continuously while Noir's mentioned the sun going down and that implies least a day before going to the fight club and having sex with Lori.**

 **So yeah...bad retcon, so just assume that he went through the fight club, laptop shenanigans, getting blind drunk and having a one-night stand in the time it took Gwen to talk to her friends and make her way back to her house to have the convo with her dad and Jessica...hell, the first 13 chapters took place over the course of 3 days and he barely sleeps so it's possible.**

 **Anyway, personal question before we get to the story question: Do people prefer reading about nice guys or jerkasses? I don't mean the ideal hero vs anti-hero debate, I meant personality wise. Batman's more popular than Superman despite being just as much of a goody goody despite the fact that he can be a major asshole in a lot of stories. Likewise I often hear Superman derisively called a 'Boyscout' despite the fact that Batman's arguably more adherent to Thou shalt not Kill than he is.**

 **So...right, what's up with that? This is common in a lot of stories I see: Nice guys seem to get flack for being 'boring' and the most popular characters seem to be the most troubled/disturbed ones. In Watchmen everyone prefers Rorschach despite the fact that he's a walking ball of mental illnesses and hypocrisy, though for Spidey this was inverted since SpOck was despised for his douchebag personality in addition to the bodysnatching.**

 **So I'm curious what you guys think. Especially since this chapter shows the contrast pretty well: Gwen's nice and accepting after a moment of being irrational while Noir can make himself look like a dickhead despite saving a girl from rape; Gwen establishes a rapport with Jessica, Noir blows off and mocks Moon Knight without even considering anything he says etc etc.**

 **Anyway, here's the story question - Do you guys want to continue ahead to the main story or jump off the path and do a side-story? I have two options so far:**

 **1\. Main story where Noir and Gwen cooperate to take down a certain Supervillain that has a connection to them both. This one has more interaction between the two leads and can possibly advance the relationship past the 'likes Gwen, hates Spider-Woman' stage along with getting some answers for the Lizard serum (though I doubt people care at this point :p ).**

 **2\. Side-story, more Noir and investigation focus. I already have someone lined up for Noir, and I can scrounge one up for Gwen if you guys want a side-story with her as well just being a Superhero without being bogged down by all the drama the story piles on her. I also might be able to introduce a new character on the Noir side-story.**

 **Unlike the last choice these two do change some story sequences later on so please pick wisely :D**

 **Answers:**

 **NieEngel - Thanks for the compliment :) Though, Gwenpool's unlikely to show up a lot after that. Kinda wrecks the story tone, after all.**

 **Redentor - He kinda already does: He publicly shot Electro and he was caught on video brutalizing and killing the Hand ninjas. At the very least criminals figure that if he shows up instead of Gwen there's a good chance you're gonna get some broken bones and might spend months eating through a tube.**

 **Hermes Tonsils - Kissing Gwen was a twist? Didn't seem like it compared to everything else. Also, the night he paid for went rather well all things considered. She didn't even rob him.**

 **Jajo Camello - The radiation is a thing in Spider-Man: Reign only, so I'm not sure if Gwen has it. As for the DD vs DD fight? Debatable. 616 Murdock has been active for years at this point, while 65 - while no slouch himself - relies on his minions. It's rather telling that in the latest DD chapter 616 took on and beat _Tombstone_ and his entire gang despite being outnumbered and seemingly without much effort. Note that Tombstone is bulletproof and can survive point blank explosions and Matt had nothing but his escrima sticks.**

 **Mingyu - Well to be fair dangerous and 18 year old aren't mutually exclusive ;) Both Punisher and Bullseye call Noir 'kid' but they don't talk down or downplay how dangerous he can be.**


	31. A Roll of the Die

**Just a heads up: Option 1 and 2 literally got the same amount of votes - 6 vs 6 - counting all the places where I got opinions from, so this chapter came down to a literal coin flip. At least a few people are going to be annoyed, but hopefully it's still good.**

 **Also, read latest Spider-Gwen. Her issues are _way_ better than Miles' due to better dialogue and chemistry, and I like the cameo by Ms. Marvel and 616, but Gwen and Miles' insistence on doing things alone is really weird. I mean Miles doesn't trust adults during Civil War, but he also tries to snub Kamala cause...it's a 'team-up' and they don't need help? Dafaq? Heroes are really stubborn :/**

 **Still, they're really trying to sell the pairing; which is pretty bad since the Spider-Gwen issues are the only ones with actual, you know, chemistry , The Miles issues have this really weird 'flashback' narrative frame that completely ruins it. Apparently even Kamala has taken notice:**

 **And apparently because Gwen has a bad reputation back at her home she's willing to do 'whatever it takes', which is bullshit: She's as moral as any of the other totems - and she shows this over the course of her other issues - and this feels like an excuse to have Miles lecture her on proper superhero morals.**

* * *

Back here again...

Peter sat against the roof of the Watson house, the winter air cold on his bare face. It was still dark, the hands of his wristwatch telling him that it was just a little past 4 in the morning, and the entire neighborhood of Forest Hills was deathly still. It was odd; back home the city never really stopped no matter time it was. From dusk till dawn it was always moving, always had people or things going from one place to another. The chugging of automobiles, the the sound of factories chugging along on the back of the overtime workers...there was always something to break the quiet.

Not here. Here it almost seemed at peace, a little portion of the world that was untouched...a place he kept coming back to even though he should have known better.

 _'Three more weeks...'_ He sighed. Three more weeks since he'd been trapped in this place, with no progress to show for it. He asked Spider-Woman every day for more information, but apparently those 'Shield' spooks never contacted her either. Really, he was surprised. After what happened with Murdock's pajama brigade in that alley nearly a month ago he would have assumed that they'd be banging down his doors and putting a collar on his neck.

Instead there was nothing. If they did find reason to be offended by his little episode they didn't show it. He spent his days with Spider-Woman, just trying to keep himself from slipping more and more into insanity. She insisted they patrol, keep the city safe from the various clowns and mental patients that paraded around the joint like they owned the place. He hated to admit it but it brought a sense of familiarity, something he could cling to when he had nothing else.

A part of him wondered how this place was still standing after everything was said and done. They didn't see Vodkalky again - better for them all since Peter didn't know if he could have avoided putting a bullet between his eyes if he tried the same stunt he did nearly two months ago - but the slammers in this place probably had revolving doors given everything else he'd seen. If he had to fight that insane broad dressed like a damn rabbit, the idiot with the gloves wearing a quilt or the big Negro dame who thought a belt that spewed rings was more useful then a gun one more time then he was going to lose it.

Honestly he wondered why Spider-Woman even bothered. Back home at least the people he put to the web stayed in jail, and those that didn't...weren't a problem once he was done with them. Here the finks just kept getting out every other day, and to top it all off there was a 50-50 chance everyone around her would thank her for saving them or they'd accuse her of starting the whole thing just to get publicity. Much as he didn't like her, the thought of it was laughable. She was trying her hand at being a saint, and here they were cursing her out half the time.

Not him, though. No, him they cursed out more or less all the time because he didn't fit their lofty standards of how a hero was 'supposed' to act. None of them would have lasted a day back in the New York he knew.

Besides spending his day helping Spider-Woman save ungrateful shitheels he did his best to keep busy: Fights in the club where he maintained a carefully constructed reputation of being absolutely average, independent research on Octavius and a few favors exchanged with Bullseye...

Oh yeah, and spying on the Parkers. Because it wasn't as if he wasn't desperate enough...

Peter bit back a frown as he watched the two through the brightly lit window of their living room. The Watsons lived more-or-less across the way from them, and either because of a sense of safety or just plain forgetfulness the curtains were wide open; allowing anyone to see inside. It made it easier for him to do what he did, but a voice at the back of his head reminded him that it wasn't something to be proud of.

 _'Like I don't know that...'_

Despite the early hour of the day he could already see the couple moving about the dining room. Ben Parker worked as a handyman, half for money and half because he wanted to chip in and help his neighbors, and most of the time that involved waking up before the crack of dawn because one thing or another needed maintenance or fixing. It reminded him just a bit too much of stuff back home.

May Parker stayed at home tending to the house, though she always insisted on being up with her husband to give him a hearty breakfast and wish him good luck with his day and when he came home she'd be there to do it all over again.

They were in love...maybe that should have been obvious but it still brought a slight warmth to his chest. They weren't his aunt and uncle, he knew that, but the idea that there was one place in this world where the two could have been happy was still relieving. His Aunt May was devastated when Uncle Ben died, but she put on a strong front for him. Still, there was a ferocity he hadn't seen before when she stopped up on her soapboxes, an anger that wasn't present when his uncle was still breathing. Uncle Ben's passing affected them both, they just handled it differently.

He continued to sit there, just watching the couple go about their business. A wide breakfast, a chat over coffee...all of it seemed so normal - the same as every other day, really - and yet he couldn't say he ever felt bored or distracted watching it. Maybe it was pathetic, trying to stave off his homesickness by projecting onto a couple who he didn't really have a connection to, but he put on a mask and beat up thugs every night so it wasn't as if he was all there to begin with.

Eventually Ben Parker left, giving his wife a goodbye before getting on his car and going God only knew where. Peter didn't follow; bad enough he was doing this, he didn't need a stalker trailing after him while he was working, too. He watched May Parker go back to the house, no doubt to keep watch or clean or whatever it was she did. He always left not long after the couple parted ways.

 _'...Why am I doing this?'_ Peter frowned, playing with the syringe between his fingers. Three weeks now he'd been coming back here, just watching the Parkers like he was expecting things to change, _'Not as if they're anything but strangers.'_ He spun the syringe one last time, the plastic light against his skin. The needle was still covered by the cap so there wasn't any risk of accidental injections. Didn't want to turn himself into a monster and all...

Three weeks and he hadn't uncapped the thing, hadn't read the dumb kid's little diary to see what else he was thinking up when he decided dosing himself with an experimental serum was a good idea. Honestly, what was the mad scientist expecting to happen? He seemed to have been under the impression that it would make him like Stars-and-Stripes and Spider-Woman, another hero the people could gush about and admire, but the way he went about it made Ox almost seem like a genius. He couldn't think of a better way besides injecting himself and hoping for the best?

...Then again considering he was thinking of the same thing maybe he shouldn't have been throwing stones.

Something was wrong with his memories. He knew he woke up in that alley, _remembered_ waking up in that alley, but everything was a jumbled mess. Who was that slant who strapped him to a table? What'd they put in his body? _'This can help me remember...'_ Every time he'd been injected or his abilities stopped suppressing the toxin he remembered just a bit more, made out more of the vague memories that always seemed to escape him.

But was the risk worth it? It seemed to by the day, in all honesty. A month and a half with nothing to show for it; just more and more 'Supervillains' that busted out every other day and Spider-Woman's insistence that the system will work 'eventually'. He didn't mind too much for some of them since they were just clowns, but some of the others really made his trigger finger itch. How many times could that 'Shocker' shitheel collapse God only knew how many more banks before this place decided maybe a bullet between the eyes was less expensive for everyone?

"...Damn it." He uncapped the syringe and pressed the needle against his skin. He didn't have to inject all of it; even a drop would be enough to trigger something, right? _'Waiting hasn't gotten me anywhere...'_ The needle grazed against pale flesh. One push would be all it took...

 _"Sssshhow them alllll!"_

"Fuck." He scowled and put the cap back in its place. He wasn't an idiot; he knew better than to test his limits on something as risky as this, _'The more power you think you have, the quicker it slips from your hands...'_ He shook his head. Osborn, Octavius, Crime Master...then that dumb kid. Everyone always thought they were in control, that they held all the cards.

And all of them were wrong.

"Huh, thought we'd have a repeat of three years ago for a second there."

Standing up abruptly, Peter leveled his gun and aimed it at the source of the voice, "...Honestly, I was expecting a rude welcome, but this? You should really work on your manners, kid." Murdock smiled back at him, mouth open and showing his white teeth. Peter's scowl deepened and his finger inched towards the trigger, "...Really, what's with the tough guy show? We both know you're not gonna shoot me."

"Why wouldn't I? You think I haven't killed anyone before?"

"No, of course not. Everyone in the city saw you kill that Electro girl and some of my employees." He laughed softly and walked down the angled roof, his actions overtly confident for a blind man dressed in a red suit, "And of course the behemoth who called herself 'The Russian' and Ms. Walker. Very good job on the latter, if I may say so. A very clean kill; it'll make recovering her for later use much simpler."

"You're still not telling me a reason not to shoot." Peter's eyes narrowed. What did they mean by 'recover'? Was Bishop right when she said these clowns could come back from the dead?

"Well, first off if you were going to shoot me you would have done it already. You're not one for drama like Spider-Woman." Murdock pressed the cane against the back of his neck, his posture relaxed, "Also, you're smart. After what happened with the Castle family did you think I'd come here without insurance? I know you might be brave enough to kill me a risk to yourself, but would you risk the life of your family, Mr. Parker?"

He pointed to another roof at a ninja crouched against dull surface, the bright red sticking out against the contrasting color. Peter was tempted to turn the gun to him and shoot but Murdock spoke first.

"Go ahead, kill him. I'll tell you now that I have more stationed around the neighborhood and that all you'll be doing is putting the Parkers and Watsons that much closer to being at risk," His smile widened, "You can tell if I'm lying, can't you? What does your gut tell you."

...He was telling the truth, _'Bastard...'_ He lowered the gun and put it back in his holster, "...What are you doing here?" he snarled.

"Merely a heads up, _Mr. Parker_." The way he said it...like it was a big joke only he knew. The same way Connors said 'animal' while looking right at Robbie, "This will likely be the last time we'll be able to meet physically like this, but I want make clear that should you need my help you need only call. My number is public knowledge at any phone book. They still used those back where you came from right?" He shook his head, "Ah, no matter. All I'm saying is our partnership has been rather fruitful and I'd like to see it continue."

"That's what you call threatening innocent people to convince their loved ones to play along with your twisted games? Hell of a definition of partnership you got there, carrot top."

"If you're referring to Mr. Castle then I believe you're mistaken on the idea that I had to really force him into anything; or did I miss something and he's simply hiding in the closet when his family checked in at a hotel?" He held up a hand to interrupt Peter's rebuttal, "Before you say anything: Yes I'm very well aware about their current whereabouts, and no I feel no need to bring them into this business again."

"Yeah, like I'm supposed to trust your word..." God he wanted to make him swallow his own teeth.

"It is what it is, Mr. Parker. Ah, but before I go I have something you might find interesting." He held out a strip of paper with a cellphone number written on top of it, "Call it. I believe you'll find the one who answers will be very happy to hear from you."

Peter looked down at the neat handwriting and took out his phone, dialing the number into the registry. Knowing his luck it'd be this madhouse's Jameson-

"Hello?"

...He knew that voice, "Gabriel?" He stared at Murdock suspiciously, the blind lawyer just giving a carefree shrug in response, "Is that you?"

"Um...yes? Who's this?" His voice was weak...rougher than he remembered, but definitely still him. Peter's grip on the phone tightened, "Uh, are you gonna answer? Is this a prank call? Cause-"

"It's Spider-Man," he said, internally cursing himself afterwards. He should have just cut the call - Gabriel seemed to be fine and he didn't need to hear from him again - but the gasp on the other end along with the sounds of something crashing made it clear it was already too late, "Are you alright? I haven't seen you since what happened in the warehouse with that blockhead..."

He heard the sounds of more shuffling and another voice in the background asking if he was okay, "I'm fine, Amadeus, I'm fine! Just slipped on something!" Gabriel said, the sound faint. Another few seconds of shuffling came and went before he answered back "Ah, sorry about that. It's just...it really is you, isn't it? Shit, I didn't think I'd hear from you again, man. Why'd you call?"

"Just...calling in to check up on you. How are you? You still getting treatment?"

"Getting there. It's still kind of hard to walk, Hammerhead did a real number on me, but it's getting better by the day." He laughed weakly, "I'm still in a S.H.I.E.L.D medical facility, but once I get out they're gonna put me up on a foster home and I can actually go to school...haha, almost makes those days worth it, you know?" Peter frowned. Sure didn't didn't seem like it from what he remembered of it, "...How about you, man? You doing good?"

"Yeah...I'm fine." He looked away from Murdock. Bastard's smiling was pissing him off, "Well...it's good to hear you're alright, I should-"

"Wait, wait!" The frantic yell was followed by a wave of coughing, "Just...don't leave yet..." The coughing slowed, followed by a few ragged breaths, "How...How are _you_? I ask everyone here but no one will answer me. It's freaking me out."

"I'm fine. Same as always..." If he didn't count being trapped weeks longer than he anticipated and being infected with some kind of monster poison, that is. Besides those everything was just damn peachy.

"Can...Can we meet up again?" he asked, voice hopeful, "I'll be getting out in a couple of weeks, and I want to thank you face to face, you know? Most people would have just left me to die, but you saved me. That's...I don't even know what I can do to pay you back, but there has to be something, right? You just say the word and I'll do it, guaranteed."

"...Sorry, kid. Better if we don't meet up." He did his best to ignore Murdock's laugh from behind, "Just get better then get on with your life. Forget about blockhead gangsters and freaks with gorilla bodies. God knows I wish I could..."

"But-"

"Bye." He pressed the red button to end the call and stuffed the phone back into his pocket. From behind he could hear the sound of slow clapping and he clenched his hands, "...Enjoy the show, carrot top?" He turned back and threw a murderous glare at the crooked lawyer, "You think I don't know what this is about?" He clicked his tongue, "Trying to show me how far your 'reach' goes? You do this with all your partners?"

"You think so poorly of me, Mr. Parker. It seems to be something both you and Spider-Woman share," he said, "You're both young, but eventually you'll see the world is more than just black and white. You're farther along that path than she is, but you still doggedly cling to the idea that good and evil can never be blur or be mistaken for one another." He shook his head, "We're not so different-"

"Save the speech, pal. I already know you gave it to Spider-Woman." Peter rolled his eyes, "You're gonna tell me that we both want the same thing, that you're the devil I know and that controlling crime is much better for the greater good than trying to end it. I'm not buying it." He crossed his arms, "If all you're here to do is give me that spiel then clear off and take your ninjas with you before I decide it's better for all of us that I shoot you between the eyes."

Murdock raised an eyebrow before his smile widened. Peter wondered how his face hadn't split open by now, "My, my. You are a little hellion, aren't you?" He tapped his cane against the roof, "Forgive the cliche, but you remind me of myself when I was younger. I once entertained thoughts of dressing up in spandex and beating up muggers till my knuckles bled. I learned eventually, and you will as well."

"Yeah? Don't count on it." He gave a wry smile of his own, "Watch your back, Murdock. Lot of people want to plant a knife in it."

"Yourself included, of course." He laughed, though it sounded hollow, "Still, as enjoyable as this has been, I'm not really here to meet solely with you." He nudged his head to the other side across the street, "I believe Captain Stacy and I are overdue for a chat. There are some things we need to discuss about his daughter-"

"More blackmail?" He couldn't stop himself from sneering, though he doubted the would-be 'devil' even saw it, "You hurt the Parkers, the Stacys or _anyone_ and I'll kill you right here and now. I've fought worse than you and I have very little left to lose."

"My, my. Overprotective, are we?" Murdock let out a soft chuckle, "I'm sure Ms. Stacy would appreciate her guardian angel in black, but she can take care of herself, I assure you." He tapped his fingers playfully at the handle of his cane, "Still, I can't hear any hesitation when you say those words. Most people play tough, but I don't get that from you...

Murdock stepped closer and ruffled his hair, the gesture teasing and almost playful before Peter smacked his hand away, "Don't touch me."

"No hesitation...imagine what you could do if you didn't try to play Mother Theresa all day." Peter glared at him and growled, causing the older man with back away with his hands raised, "Huh, almost sounded like you did three years ago. But you don't care at all..." He clicked his tongue and let out another soft chuckle, "You're truly a man without fear, aren't you?"

"Better than giving up what I believe in and making a deal with the devil. You should know, 'Matt'."

"If you say so, Mr. Parker. Happy Valentines day."

Peter watched him fall off the roof, landing on his feet on the front garden with a graceful flourish before making his way to the Stacy home, _'Definitely not the average blind guy...'_ Maybe he shouldn't have antagonized him, but hell he'd been making a lot of poor decisions since he got trapped in this asylum. What was one more? Wasn't like he could be worse than little miss lightning bolt.

He sighed and put on his mask, "Still got some time to kill. Might as well do something productive..."

When Murdock came out 10 minutes later he'd find at least a dozen of his pajama brigade stuck together in tightly wound black webbing in the middle of the road. It wouldn't affect anything in the long run, but Peter couldn't deny it felt good.

* * *

Ah, Valentines day. The day where couples spent the next 24 hours showing one another how much they cared, a time where most people _should_ be going out on dates with grand romantic gestures and spinning cameras. Meanwhile a storm of roses fell and romantic music played in the background for maximum cheesiness.

And where was Gwen? Oh, just in front of a crowd of cheering fans whose screaming nearly drowned out the song she and the rest of the Mary Janes were playing.

Gwen's mouth split into a wide grin as she hammered on the drums, timing every hit to MJ's singing and the cheers of the crowd that came after. She felt great: The beating and shaking of the music rocked her down to her core and the cheering of the crowd made her heart beat against her chest. There was an excitement here, some primal instinct that beat out any hesitation or nervousness she might have felt. Up on the stage she was untouchable, even moreso than when she swung through New York on her webs.

 _Way_ better than some mushy date in the park.

"You've got to face it tiger! Face it tiger! I'm your last shot!"

The beating of the drums - modified with a little enhanced speed now that the rest of her bandmates knew what was up - almost made her lose herself in the moment. She could hear MJ's singing, Betty's guitar and Glory's keyboard quickening their pace to keep up with her rising tempo. They may have been just the opening act, but they were going to give it everything they had. Like MJ said: Felicia gave them an inch and they'd take a mile.

 _'God, I needed this...'_ She slowed her pace to set the beat for the next song. After weeks of nothing but patrol, bodega work and practice (which MJ had so 'graciously' rescheduled to fit her erratic 'work hours') the feeling of playing in front of a crowd was like nothing else. This made it all worth it, made all the bullshit with Ringer and White Rabbit and the would-be 'Sinister Six' (there were only five of them...) easier to slog through.

And then of course Felicia had to go and ruin it.

MJ was barely into the middle of the second song before Felica dropped down onto the stage with a fancy flip, arms wide in an almost crucifix pose; and 'coincidentally' landing in front of MJ and nearly blocking her view of the crowd. She saw the redhead scowl, which only worsened when the diva craned her head back and gave her a wink and a mocking (and most definitely unwelcome) kiss on the lips.

 _'Well, that's gonna drive people wild...'_ Gwen was torn between rolling her eyes and laughing when MJ stumbled back, her eyes wide and fists shaking. The crowd seemed to love it if the even louder cheering was any indication. She could already see the headlines now: 'Opposing bands or secret lovers?' followed by an obviously doctored pic of the two frenching on stage. No doubt Felicia would be more than happy since it'd just get her more interest.

MJ, of course, was unhappy.

"Ugh, I can't believe her!" MJ screamed as soon as they were backstage. Off to the side she could see Glory snickering while Betty paid more attention to something on her phone, "That fucking bitch, I _knew_ there was a reason she invited us over again! I knew it!" Every word was punctuated with a loud and obviously displeased step, "Oh, this was all part of her plan! Fuck!"

"Really? Seemed like you enjoyed it for a second there, red." Glory snickered, ignoring the almost murderous glare MJ gave her, "Hey, just giving my thoughts, don't mind me."

"If by 'wanted to punch her fucking nose in' then yes, I _enjoyed_ it," MJ said through gritted teeth, "God, I bet she's just laughing her fucking ass off up there."

"Don't see what the big deal is," Betty said, still refusing to look up from her phone, "It was one kiss. Don't popstars do it all the time?"

"Yes, Betty, maybe someone like _Felicia_ does it all the time. This'll just be another blip on the rumor mill for her, but to the Mary Janes?" MJ shook her head and let out a frustrated breath, "Now every time we go up the charts there's gonna be that one asshole who thinks it's because Felicia's giving us handouts! We're gonna be known as Felicia's little tagalongs!"

"I think you're reading too much into this, MJ," Gwen said, "Look, people are always gonna be throwing shit no matter what you do. My advice? Just ignore em and keep going. The pricks will leave eventually."

"Oh, I'm sure you know all about that given your third job." MJ rolled her eyes. It still surprised Gwen somewhat how flippantly the redhead referred to the whole Superhero thing like it was extra shifts at the bodega, "You know what, fuck it. I'm gonna go take a walk outside, maybe see if I can wash Hardy's stink of me."

"Good luck with that. I'm gonna go get a soda." Gwen waved to her friends lazily before trudging down the other hall. Even now she could hear the cheer of the crowds, each of them chanting Felicia's name like they were possessed, "Wonder if we'll ever get like that..." She stopped in front of the soda machine and put a crumpled dollar in, taking the cold drink and sitting down next to it with her back against the wall.

She took a sip of the soft drink and closed her eyes, allowing her heart rate to finally calm. Despite the cheering the hallway was almost completely empty; likely a result of the fact that Ms. Hardy seemed to place way too much trust in her little animatronic cats. She could see a few workers milling about at the ends of the hall, though like Betty they were too busy looking at their phones to really pay attention to her.

"Hey there, stranger."

Gwen looked up at the top of the soda machine and found Peter sitting on top of it, half his face covered by a 'Black Cat' mask, "Sup?" She raised her can in acknowledgement before taking another sip, finishing half the drink in one go, "Heh...didn't think you were a Black Cat fan. Thought you didn't like glam rock?" She offered the can up at him. The last time she'd done it as Spider-Woman he told her to piss off, but second time's the charm, right?

"I'm not, but it wasn't like I could use my regular outfit." He accepted the can and took a small sip, coughing and shaking his head before giving it back to her just as quickly, "You songs were...interesting." She raised an eyebrow. Double meaning much? "...Though I'll admit I thought your performance would last longer. You made such a big deal out of this shindig you made it sound like you owned half the show."

"Well, were _supposed_ to get three songs, but I guess Felicia got impatient. Or maybe she just wanted to make out it with MJ, who knows?" She shrugged, "Wasn't like she gave an explanation for that kiss or anything..."

An awkward quiet settled over the pair. Despite working together with him at her 'job' he never went to see her again when she wasn't wearing the mask. And she fucking checked; how many times in three weeks did she nearly freeze her butt off just waiting on the rooftop to make it less awkward for him to explain? She'd lost count after a dozen, that's how many times!

"Right..." He rubbed the back of his head, messing up the brown locks even more, "Look...if you were hoping for some long and clear explanation, I can't really give it to you. Sorry..." He coughed and looked away. She could see a hint of red on the parts of his cheeks the mask didn't cover, "It's just...look, I can't explain it, alright? Could we just-"

"No, we really fucking can't." She rolled her eyes, "Dude, this ain't a rom-com and I'm not gonna dance around it like we're on the fucking Titanic. Let's narrow it down: Were you drunk that night?"

"What? No-"

"Right, intoxication's out. How about drugs? Take any weed or cocaine before we met up?"

"I don't take drugs-"

"Two for two. How about a dare? Someone double duka dare you to kiss the first girl you saw that night?"

"No one else knows I meet with you! Don't be-"

"Hmm, then either you did it of your own free will or someone spiked you with love potion or something," she continued, ignoring his protests, "I mean, it's not the last one, right? This is a city were Supervillains run around every other day so I buy it-"

"Would you just stop!...Please?" He brought a hand through his face again, no doubt trying to reign in the redness on his cheeks. Gwen couldn't stop herself from smirking, though a part of her felt guilty. Here she was grilling him like he was a suspect in court and yet she still didn't tell him her own little white lie (at least that's what she liked to call it). She promised herself that she'd tell him today, though she liked to think that she earned a little explanation of her own first.

She didn't miss the little fact of her asking him on Valentines Day, and neither did he given the blush he was sporting.

"I mean it's real simple, Ben. Unless you were possessed or something it shouldn't be-"

"Look, I don't know what to say." He sighed, "I'd be lying if I said I didn't find you attractive, and you've been helping me for weeks now for no other reason than because it was the right thing to do, in your words. I...guess it's not impossible that ..."

"What, you have a crush on me?" It sounded silly even to her. She'd teased him before, no doubt about that, but even now it sounded kind of silly. She'd come up with this explanation in her head that he'd find some way to justify it, maybe something along the lines of already having a relationship with his dimension's Gwen Stacy; if he really did come from an alternate dimension and all. That would have made it easy enough to excuse away as homesickness or...whatever.

"I don't know...I'm not willing to rule anything out, but..." He shrugged, the gesture slow and flat, "Maybe-"

"Wait, wait. Before we get to anything there's something I have to tell you..." She took a deep breath and clenched her fists on her knees. She had to tell him now; not as Spider-Woman but as Gwen Stacy. Hiding behind a mask wouldn't solve anything, "Look, there's something I have to tell you, about me and Spider-Woman. We're not just friends, if you catch my drift. I'm-"

"I know, I kinda figured that out after a while..." He seemed...disappointed? What the hell?

"Y-You did? How?" She was stuttering...why was she fucking stuttering!? She could deal with this, damn it! "And...you don't mind? At all?" She hated how soft her voice sounded. Everyone else already knew, why did she care so much about his opinion?

"I figured it out. The details and lies weren't exactly the best..." He gave a soft laugh, "She knew everything about you, more than just acquaintances or friends who shared a few phone calls. It didn't take long to guess that it wasn't just a little back and forth," He leaned back and relaxed against the wall, one knee tucked into his chest, "It all just clicked."

"Ben, I can..."

"It wasn't hard to figure out you two were together."

She blinked, then blinked again. Did he just... "Uh...could you repeat that? I'm...not sure I caught it."

"You and our mutual friend. Trying each other's socks, if you catch my drift," he said. Gwen's eyes widened and her mouth parted, but no words came, which he took as a cue to continue, "Look, you don't gotta explain anything, alright? This entire place is enamored by superheroes, it's not a surprise that-"

"Woah, woah, woah! Back the fuck up!" She stood up quickly so their eyes were more level, "She and I are _not_ 'trying on each other's socks', whatever the fuck that means!" God, what was with people!? First Hobie thought she was 'in bed' with her _fucking dad_ and now Peter thought she was literally screwing herself!? "What in the hell could make you think that!?"

"She seems to know everything about you." He rolled his eyes, "Even best buddies don't tell each other everything. Hell she even mentions being pals with Captain Stacy, and I can only assume you're the reason for that little meet and greet considering she was on his list just a few months ago. What else could I think?"

"Oh, I dunno, maybe the fact that-"

"As interesting as this is, you're needed elsewhere, Stacy."

Gwen glared at the arrival, "Interlude performance, dear." Felicia smiled back, undeterred by the drummer's fierce expression, "You have a few minutes. I felt bad for interrupting your performance earlier, so hop to it." She looked at Peter now, a perfectly groomed eyebrow raising just a bit, "Huh, I wasn't aware the Mary Janes gave out VIP tickets of their own."

"But-"

"Do it, Gwen. You can tell me later." Peter hopped off the soda machine and clapped her on the shoulder, "Besides, I'm not just here for you. I have to talk to Hardy here."

"Oh really?" she drawled. Gwen looked at him worriedly; she didn't like the way Felicia drew the word out, "And what, pray tell, could we talk about?"

"Just wondering how Olivier's doing, that's all."

Something was wrong, she knew it. Gwen saw the popstar's eyes narrow, her smile turning a little too stiff for the blonde's liking. Before she could say anything to interrupt Felicia walked past them, whispering something in Peter's ear that she couldn't make out before looking back at her with a smirk, "Well now, Stacy, you make more interesting friends than I thought."

"What are you..."

She knew. Gwen's eyes widened and she looked at Peter, silently demanding answers and getting nothing but a shrug in return, "We can talk later." He clapped her shoulder again, "Right now I need to have chat with Hardy..."

* * *

Felicia smirked when she caught sight of him on her dressing room mirror, his figure almost blending into the darkness, "Well now, this isn't what I was expecting." She turned around and crossed her arms, making sure to keep her posture straight and every gesture measured. 'Never give an inch or show signs of weakness', as her father would say, "You know I almost thought that our first meeting would be our last, especially after what happened three weeks ago."

"And that would be?" he asked back. His expression was guarded, his voice doing little to betray how he felt, but she still heard it; suspicion and just a hint of frustration. Paranoid, though she'd figured that out during their first meeting.

"Come now, let's not play games." She made her way to the light switch and flicked it on, bathing the room in a bright white sheen. She saw him flinch; an affinity for the dark...part of his powers, maybe? "Even now people haven't stopped talking about it; your killing of Murdock's little _chiennes._ " She didn't know if he understood the word, but the meaning was clear to them both, "I suppose your claims about lacking friendship were true."

"Was there any doubt...?" He scoffed, "In the end neither he or I got the dollar. It was covered in too much blood to be considered useful."

"I saw that. Both yours and their, I assume?" His mouth twitched upwards. A smile or a sign of anger? She couldn't tell, " You're a mystery: You killed Murdock's men and yet a few days later you're working with Spider-Woman again. Which is it, Spider? Can you do what you have to or does she have you on a leash?" She stepped closer to him, the boots of her heels clicking loudly in the confines of the room, "Does she even know you're here?"

"If you ask her we're 'partners', though I feel more like her assistant than anything." He made no move to step away from her, "And no, she has no idea that I even know who you are. Somehow I doubt she'll be very happy to know I'm considering a plan to kill someone, even if it is that wiseguy Murdock."

"Hmhm, I figured..." Her smirk lowered into a softer smile, "So, I'm curious. Did you really come here to see me or was it because of Stacy? You know I would have thought you'd go for Jane. She was always considered the pretty one in the group."

"Even if I did it seems like you already got there first. That smooch on stage drove everyone wild..."

She reached a hand up to his face, fingers tracing along the sides of his jaw before coming to a stop at where the edge of the crude mask rested, "The familiar way you spoke to Stacy...she knows who you are, doesn't she? She's seen under the mask." She saw his eyes narrow, his posture stiffening a bit more when she drew closer and their lips nearly touched, "You know who I am, isn't it fair that you show me your real face, too?"

She barely managed to raise the thin material by half an inch before a gloved hand reached out to stop her, "Don't." His grip wasn't strong enough to hurt, but it was tight enough that she felt a sense of discomfort at his hold, "I came here to talk to you about Murdock, not play games." He pushed her hand away and stepped back, "You told me that you wanted to stop Murdock. You weren't lying about that, were you?"

"Of course not. I'd do anything to make sure he pays for what he's done..." Her smile turned icy, "But I'm curious. You offered to help me before, but what's your reason? Are you just like Spider-Woman, wanting to put the new 'Kingpin of Crime' in his place? You talk about killing him like he's done you a personal wrong. Is it truly just just because he deserves to be punished for what he's done?

"What other reason could there be?"

"Just curious." She shrugged, "You're not like Spider-Woman; trying to win over public approval because she wants to capture the fame she had three years ago. You kill, you go to lows most people don't dare go, so there has to be a personal reason you're doing all this. There's no way that this is all for the sake of being some kind of Superhero. You have powers, why waste it on people who don't even so much as say a thank you?

He scoffed, giving her a subtle roll of the eyes, "You really think that's the only reason she's doing this? Because she wants to go back to the days where she was a household name?" He shook his head, "Ever think that maybe not everyone's in it for themselves, Hardy?"

"And who are you in it for, Spider? For those people who look at you like you're no better than the people you save them from? Or do you honestly think that if you do this for long enough that crime will cease to be?" She clicked her tongue, "I'm under no delusions. Once Murdock is dead there'll be another dozen all too willing to take his place. But at least _he'll_ have paid for his crimes, even if nothing changes in the long run. I want revenge, not justice. Can you say the same?"

A frown came and went, fast enough that she wondered if it was even real, "...Forget it, I'm not here to argue with you. All I'm saying is that Murdock has his eye on me - trying to recruit me to his little pajama brigade - so if you still wanna hit him where it hurts then tell me. I get the feeling I ain't going home any time soon while he's still upright."

"Fair enough. Give me your phone, I'll put my number in and get yours so we can keep in contact."

She accepted the old flip phone with a nod, putting her number in and quickly scanning through his list of contacts, _'Stacy's on here, but who're the other two? Spider-Woman might be the the 'Ball and Chain' but this Bullseye...not anyone I know.'_ She gave the phone back, "There, that should be enough. If there's something new about Murdock then call me. I listed it under 'Black Cat'."

"Right..." He stuffed it back into his pocket and said, "...You know anything about Murdock's boss? Wilson Fisk?"

"That _enfoire_? He was taken in by the police a little over a year ago. They pat themselves on a job well done, but Murdock's running his business. Nothing's changed." She lauthor softly, "Of course no one will admit that. There's nothing more demoralizing than the idea that what they're doing is all pointless."

"Stop trying to needle me, Hardy. It's not working." The frustration in his voice said otherwise, though she didn't move to correct him. She knew when not to push her luck, "Well, that's that, then." She turned and clicked the lights back off. Her next performance was coming, "Are you staying for my next show? I-"

He was gone. Felicia let out another soft laugh and made her way out of her dressing room. This was going to be interesting.

* * *

From concert to morgue...sometimes she hated being Spider-Woman, _'Hopefully when my name's cleared I don't have to sneak through dirty vents...'_ she thought.

A text from DeWolff came after the concert: 'Meet us in the police station morgue' and pretty much fuck all else, _'Really? Not even instructions on how to get inside or a little good luck?'_ She looked down through the gaps in the grating. She was lucky enough to find the vent at the side at the side of the building, though even then it was a fucking miracle she managed to get in without any of the cops seeing her. Half of the police might have been cool with her now, but being caught breaking and entering into the station probably wouldn't do much to help her reputation.

Peter was gone by the time they'd finished the little interlude, and she'd forwarded DeWolff's text to him. He'd get it, though whether he chose to show up was another thing entirely.

It was only after a few minutes of crawling that she found the right grating, "Looks like this is it..." She saw DeWolff, but no Grimm. Instead she saw the detective talking to female a brunette with glasses. The light blue gloves in her hands told her 'doctor', and given the setting of their little meet-and-greet she had a good idea of just what kind that was, _'Well, this is my stop.'_

She pulled the grate open and let herself drop, DeWolff and her friend jumping at her sudden entrance, "God damn it, would you stop doing that?" The older woman hissed, one hand already on her holster while the other was pressed against where her heart would have been, "I know you're fast, but I got a real itchy trigger finger. Maybe next time you wanna try giving a heads up?"

"Hey, that was nothing," Gwen said, "You should see-"

"Took you long enough."

This time they really did draw their guns. Gwen rolled her eyes and made an annoyed gesture with her hands when she saw Peter stepping out of the dark corner like a wannabe assassin, "Nice of you to join us, Spider-Man. I'm curious: Do you just wait in dark corners like a creeper because you wanna make the most dramatic entrance or does that shit just come naturally to you?"

"I got here before you did, but then these two showed up." He nudged his head to the brown-haired police officers, both of whom were still pointing their side-arms at him, "Was wondering if they're your contacts so I just waited."

"Right..." She stepped between the two officers and lowered their guns gently, "At ease, guys, he's on our side, even if he sometimes doesn't act like it." She grimaced. It was stuffy as hell in here and the lights were dim. Probably because this wasn't exactly 'licensed' use of the place.

"Yeah, I heard you two were working together..." DeWolff placed the gun back in its holster, the other officer reluctantly following suit, "...I dunno what the deal is between you two, but I want a guarantee that if you're helping us then no one's going to die. Can I trust you with that?"

"Depends. If someone's about to kill me do I have to run it by you before I'm allowed to defend myself or do I just go ahead and blow my own brains out to save you the trouble?"

She saw the senior officer give him a glare and Gwen spoke up before they reached another argument, "Alright, alright, that's enough! No fights, we're all friends here!" She looked at each of them in turn, "Look, Spider-Man, you can trust DeWolff; she broke orders to do the right thing before. And DeWolff, Spider-Man's doing his best to help people just like I am and I'll keep an eye on him. If we're going to fix whatever this is then we need to work together. Truce?"

DeWolff looked at him for a few more seconds before giving a reluctant nod, "Alright, truce."

"Agreed. So..." He crossed his arms, "What exactly is so important that we needed to be at a morgue to do it?"

"I believe she can answer that." DeWolff gestured to the younger officer, "Introductions first. This is Carlie Cooper, one of the few officers here besides Grimm that I can trust not to rat me out to Pratchett."

"Nice to meet you both, though I'll admit this wasn't entirely what I was expecting." She gave the two a strained smile, her gaze lingering on Peter.

"...What? Something on my face?"

"It's nothing. Just didn't think I'd be working with a..." She coughed, probably unable to find the right words. Gwen knew the feeling; if she thought her reputation was bad then Peter's made it look like king of the hill. It reminded her far too much of the days just after prom for her liking, "Well...let's just get this out of the way, shall we?" She walked towards one of the covered bodies and removed the tarp covering it.

Gwen winced at the sight. Undoubtedly dead - they were in a morgue, if that needed repeating - though it was the _how_ of it that made her grimace: Sharp, metallic feathers were impaled over the entirety of the old man's body, the labcoat he was wearing stained with torrents of blood from the wounds, "Geez, what was he working on? A metal porcupine bird?" She pulled her mask till it was up to her nose. She needed to breath.

"That's what we're trying to find out," DeWolff said, "This case is obviously murder, but like the case with those girls who were nearly sold the captain's a little bit too insistent on wanting to keep this hush-hush."

"Sounds like your captain's turned, though I'm not sure whether it's because he's been bribed or threatened..." Peter leaned over the body, eyes narrowed and focused its open and bloody mouth, "A scientist by the looks of him. Someone wanted to hush him up, most likely." He clicked his tongue, "...How long ago was he brought here?"

"Last night, though I'm guessing he's been dead for longer given the fact that rigor mortis has already passed," Cooper replied, "According to a witness he saw what looked like a giant bird fly over the nearby train station and the body dropped from there. Approximate time of the drop was between two to three am and he mentioned the body dropping from a relatively short height, possibly ten or fifteen feet given the lack of massive disfigurement along the point of impact."

"He was dead before he hit the ground?"

"Definitely. My autopsy showed that he bled out...slowly, by the looks of it." Cooper tapped a few spots on his arms and legs, "If you see the placement of the, um, 'feathers' you'll find that while there were many of them major arteries were actually avoided. Given the amount of cuts he received and the rope marks on his arms and legs indicating restraint he must have bled out over the course of six or so hours. The fall seemed redundant, really."

"A flyer? Not many Supervillains like those..." Gwen'd only fought one before, and the news didn't make any mention of him escaping, "Alright, so where's this witness? Maybe we can question him, see what he knows."

"Still at the train station. He's a hobo, was finding a place to squat for the night. Place probably would have been abandoned if not for him," DeWolff answered, "Look, I'm not an expert on these things but this looks like Supervillain work, guaranteed. It's one of the reasons why I called you here." She gave a discreet glance to Peter, "Do you have any idea who this can be? You're the expert."

"Well, most villains can't fly so that kinda narrows it down. I've only fought one before, but..." She chewed on her bottom lip. She liked to think that someone like him escaping would make news, but after Hippo's little mech-suit and no one finding out till he was rampaging on the streets she had her doubts, "...The only person I can think that's capable of something like this is the Vulture, but-"

Something was wrong. She saw Peter's grip on the slab tighten, something that both DeWolff and Cooper noticed judging by the wary looks they were giving him, "Vulture...do you mean Adriam Toomes?"

It all came rushing back all too quickly; in his world - or at least his memories - Vulture had killed and cannibalized his Uncle Ben, "Spider-Man..." She reached a hand out to touch his shoulder but he shook her off, "Look, you need to calm down. Whoever you think Vulture is, he's not the same person."

"Really? The dead guy in front of me speaks otherwise." He gestured to the pincushioned corpse in front of them, "Whether he's the same or not he's clearly deranged enough to let a guy bleed out over six hours. That sound like someone 'harmless' like that rabbit dame we caught a few days ago?"

"Hey!" DeWolff cut in, "I don't know what's going on with you two, but you need to calm down." She poked Peter in the chest with a finger harshly, "If it really is Toomes then he needs to be arrested, not...whatever the hell you're planning to do. Spider-Woman is vouching for you, but you should watch your step. You're already on thin ice after your little massacre at the alley."

"So I've been told." He scoffed, "Come on, lets get to that witness. I wanna find what hole Toomes is hiding in and drag him out."

* * *

 **Noir is basically Daredevil confirmed by the man himself :P Anyway, definite plot changes: Originally Gwen was supposed to fight both S.I.L.K and Murdock while Noir fought the Maggia. As of right now it got split with Gwen fighting S.I.L.K (more focus on that later) and Noir in conflict with Murdock...not sure if this is a good or bad thing, especially since Matt seems to be Gwen's quintessential 'Big Bad' in the canon ala 616 and Green Goblin, but that's where it went.**

 **Anyway, Vulture for next arc :D Should be interesting given that he represents their crossroads: Noir killed Vulture even though his aunt begged him not to shoot while Gwen refused to cross that line even though Toomes attacked her dad and could possibly out her secret identity if he figured out why Spider-Woman responded to the attack so fast. Either way I'm not liking Vulture's odds...**

 **Answers:**

 **Redentor - Batman's debatable given his rampant thou shalt not kill and the whole 'criminals fear batman, citizens adore and look up to him' whereas Rorscach just plain doesn't work at all to improve or worsen people's opinion of him. That and I'm not sure whether Noir's a 'strong' personality or just an assholish one.**

 **I'm not sure if people did catch that he got his ass kicked. The only part that seemed to be recorded was Noir 'executing' her. That and you're forgetting the alleyway fight where he brutalized and killed about a dozen Hand ninjas with a freaky claw hand. Either way while he's not Punisher or Moon Knight levels of fear, people should be wary.**

 **KasugaRomio - Um...wouldn't the fact that Noir _slept with her mom_ kinda dampen the ideas of a relationship? I mean that's gonna be the giant elephant in the room if the two ever pair and get into a sexual relationship. Also, I'm not sure if Noir's a Byronic Hero: While he does show some traits such as being cynical and introspective he does, to a degree, care about other philosophies given that his Aunt May managed to convince him to tone down his killing and 'Gwen Stacy' managed to reign in his violent impulses by arguing her point rather than Spider-Woman trying to force him to act a certain way.**

 **Anyway, sorry; 2 lost the coin flip. Shame, the Sin Eater arc would have introduced the character you kept on propping up.**

 **Mynameisthedoctor - Eh, we'll see. I still have that 616/Spider-Gwen oneshot to deal with.**

 **Mingyu - You're not really supposed to like his attitude. Similar to Raziel I wrote Noir as an anti-hero and that comes with being a jerkass even when it's not wholly necessary. Granted he has his reasons, but hey.**

 **Guest - He was called 'Agent 77' if I remember correctly, mostly cause he worked for S.I.L.K (that's the org's name). As for Scorpion? Still alive, though Gwen's letting S.H.I.E.L.D search for him cause she has no leads. She'll help him once Cap gives her a heads up. With regards to questions I just like to place them before my own answers to reviews, though I'll note your suggestion.**

 **Jajo Camello - Lost the coin toss, sadly. Hope you enjoyed this regardless.**

 **Hardlight - Woah, you literally reviewed just before I was about to update ;) As for smug characters...mmh, not sure if that's my thing. They tried that with Superior Spider-Man and it flopped rather terribly.**

 **Also, I can't tell whether you're voting for option 1 or 2 since both scenarios deal with villains: It just depends on whether they deal with one as a duo or singularly.**


	32. Playing the Odds

**This'll be one of the last few chapters I write for this story. I told myself I would take a break from the 'update every few days' pace I've been going on once I finished either the Frog-Man or Vulture arc. Given that I obviously didn't stop at the former the latter's going to be my cut-off point for a bit. So yeah, once this arc is finished I'll see about taking a break :) We probably have about 2 more to go at the rate I'm going.**

 **Anyway, one thing I've noticed - Gwen has some really shitty luck with Supervillains :/ I mean I guess that's expected considering she's a Spider-Person, but a decent number of them fixate on her or their entire point of being can even be indirectly/directly attributed to the fact that she got powers: 65-Peter wanted to be special like her, Vulture wanted his claim to fame and thought killing her would be his ticket, Harry needed someone to blame for 65-Peter's death and of course Castle thought arresting her would get him rewarded with a medal and uses her as an excuse to avoid the fact that he was a shitty parent and husband.**

 **Either way it seems like her presence indirectly aggravated these guys since they now had a target to latch onto for their own fuck-ups and neurosis.**

 **Also, one thing I should also note. Gwen seems to have some self-loathing issues if the Mysterio chapter is any indication. Since the guy seemed to use fear gas stolen straight out from Scarecrow it basically showed them what the victims feared the most and what was given was rather eye-opening: She thinks she'll eventually end up leading to her loved ones dying if she continues being Spider-Woman.**

 **A hallucination of 65-Peter also showed that at least a part of her feared that she's not doing the Spider-Woman thing just do good but also because she's addicted to her powers and the fact that they make her different/special from everyone else damn the cost. The hallucination even tells her that if she really cared about her friends she'd tell them the truth and 'give them a chance to run'.**

* * *

Something was wrong with Peter.

Gwen watched him warily as he jumped from the adjacent rooftop to catch up to her. Ever since they left the morgue - though she still had no idea how he'd managed to walk out the front door without getting dogpiled by cops... - he'd been even more quiet than usual. Granted he wasn't exactly a chatterbox even under the best of circumstances while they were at 'work', but even now he took it to new heights. His footsteps and breaths were so damn soft it felt like she was being followed by a ghost...

 _'Right...Peter and ghost in the same sentence, bad idea...'_

He made it to the same roof she was and went past her without a second glance, _'Well, that's friendly...'_ She frowned and went to join him at the roof's edge. DeWolff gave them directions to which station the so-called bum was staying at, and it was crowded as could be expected, _'It's like 3 in the afternoon. Of course this place is going to be packed...'_ She sighed. She could already see him, the purple beanie and gray beard was a dead giveaway, but they couldn't exactly just stroll in there and ask the guy, could they?

"We're going to have to wait for the crowd to thin out," Gwen said, giving Peter a sideways glance, "Don't even wanna try to-"

Peter jumped, landing on a high pole before jumping once again and landing near a befuddled crowd of train-goers, "...Or you could just do that, cause why the fuck not?" She sighed again. Would it kill him to listen to her for once? For fuck's sake wasn't he supposed to be the stealthy and subtle one between them?

Shaking her head, she attached a webline to the closest building and swung down to join him on the platform, "Sorry for the disturbance, people. Don't mind us." She pushed through the clustered group of gawkers, trying to ignore the phones and tablets being shamelessly pointed at her. She usually didn't mind attention - especially if it wasn't negative - but she didn't want to be caught on camera trying to interrogate a witness or something. Bad enough that half the people in the city didn't trust her, she didn't want people to think civilians were at risk or something.

Sadly her worries didn't seem to matter to Peter one bit, "What do you know about Toomes?" He pulled the hobo up by his arm roughly, the middle aged man giving a gasp of surprise at the sudden contact before he was pressed against the wall, "We don't have time to waste here. Just tell me what you know before-"

"I-I dunno what you're talking about!" The hobo stuttered, looking towards anyone in the crowd for help. No one moved, "Wh-Who the hell is Toomes? I don't-"

He pressed him harder against the wall, "Stop wasting my time-"

"Woah! Down, boy!" Gwen grabbed Peter by the shoulder and pulled him back, the hobo falling into a stupor on the floor of the station without the vigilante to hold him up, "Maybe we should try to tone it down a bit, huh? I'm sure Mr..." She looked at the tan man unexpectedly.

"Albert..." he mumbled back, his eyes shifting between her and Peter.

"Right, I'm sure Mr. Albert here will be happy to tell us everything he knows if we ask politely." She smiled at him before quickly realizing that he wouldn't be able to see it. With a soft cough she let go of Peter and squatted down in front of him, "Sorry about my friend's rough treatment. We just wanted to ask you about what you saw last night. Word on the grapevine is that you were the one who saw what happened to that dead scientist."

"Y-You know about that?" He looked at the crowd still openly recording everything that was happening and pulled the hood of his jacket tighter over himself. Definitely hiding from something...or he just didn't like being stared at. She'd dealt with both enough times that it was hard to see the difference, "Th-The police told me they'd handle it. Not to worry myself..." he whispered, voice soft and almost unheard.

Gwen's brows furrowed worriedly. He was scared of something, that was for sure, "It's alright, you can tell us." She patted his shoulder encouragingly. She could only hope that he wasn't a Jameson supporter else this would get real ugly real fast, "We're the good guys, trust me. We just want to stop Vulture from hurting anyone else.

"I...I dunno-"

"He's stalling." Peter scoffed. Before she could tell him off he pulled out a crumpled wad of ten dollar bills and threw it at Albert's lap, "Alright, old timer, listen. We're not asking for your life story; just point us in the direction where you saw Toomes and we'll be out of your hair. Plus..." He pulled out another crumpled dollar, this time a twenty, "Maybe you can get a decent meal out of it."

Gwen saw the older man stare at the offered money for a moment, tongue going over his lips before he eventually nodded, "A-Alright..." He took the dollars and stuffed them into his pocket, "Th-That guy, the one in the bird suit, he was mumbling something about Oscorp and a lab. I th-think that's where that scientist was from, m-m-maybe..." He tucked his knees tighter to his chest, "H-He went that way." He pointed to the northeast, his hand shaky, "Th-That's all I know, okay?"

"Someone else might have seen him, then..." Gwen nodded, "Thank you for your help, Mr. Albert. It's very appreciated."

"Y-Yeah...hope you get him."

Giving another nod, she turned back to the crowd and threw them a friendly wave, "Right, show's over folks. Nothing to see here."

Ignoring any possible protests Peter might have had she grabbed him with one hand and fired a webline up the closest building with another, "Hold on." She jumped and tugged herself up, firing another line before landing on a relatively tall building a fair distance away. She didn't want anyone filming them, though a part of her already told her someone was going to take that tandem swing as something quite a bit more than it was.

Peter pushed her off as soon as they landed, an annoyed grunt coming and going, "Little warning would've been nice, sister." He nudged his head to the direction Albert pointed to, "Come on, we can find Toomes-"

"Hold on, we gotta talk about that shit down there," she interrupted.

"What's there to talk about? Guy needed cash more than he needed a feelgood speech. Easier to cut the knot than trying to untangle it." He shrugged, "Besides, you were the one who told me to play nice, so I don't see what the-"

"No, not that. Believe it or not I actually appreciate you not trying to break his fingers after I told you to calm the fuck down." She rolled her eyes. Sometimes she wondered if he spent his free time watching re-runs of 48 and Jake Bauer, "I'm talking about the way you were acting before that. What was with the hostility? Were you really just going to scream in that guy's face till you got the information he had?"

"I didn't, did I?" He scoffed.

"Yeah, after you pressed him against the wall and looked like you were about to go medieval on his ass," she said, "Look, what's the deal? It's obvious Vulture's a big deal to you, but the way you're acting...hate to sound like a broken record, but you need to calm the fuck down. Vulture's...well, he's not _harmless_ , but he's just one guy in a bird suit-"

"Yeah, one guy in a bird suit who killed that scientist and God knows how many others." He rolled his eyes, "That's what I don't get about you, 'partner'. You treat these crooks like they're overgrown children. What, just because they look like clowns means you act like they really are just jokes? What does it take for you to open your damn eyes and get through your thick skull that these guys aren't playing around?"

"Who says I'm playing around?" She grit her teeth, her fists shaking. Calm down, the rational part of her mind told her, he was just lashing out. Vulture killed his Uncle Ben...she shook her head. It didn't help her feel better, "I've been working my ass off for two years, buddy! If you think I don't take this as seriously as you or anyone else that risks their life you're fucking delusional!"

"Oh yeah? Well, I'm _really_ seeing the improvement. Believe me," he said, doing nothing to hide the sarcasm in his voice, "Remind me again how many times did we have to fight that Shocker guy this past month? Or how about that kooky dame that tried to blow up that bank vault? That ring any bells?" He clicked his tongue, "We get to Toomes and you'll just give him a slap on the wrist and wait for him to break out of jail again."

"What, and your way's better?" she asked back, arms crossed, "God, you act like everyone's some kind irredeemable bastard that deserves the death sentence! Maybe if you took your head out of your ass you'd realize that you're not stuck in the 30's anymore!"

"No, instead I'm trapped in this madhouse where people like you argue for the rights to life of every damn idiot in dressed like a mental patient! Where I'm wearing a dead kid's face and everyone I know is gone! Because that's much better, isn't it!?" The suddenness of his yell was enough to make her step back, "I don't want to be here, Spider-Woman, I don't..." He looked away and let out a soft breath, "...Sorry. That's not what we're talking about."

"Peter...you can talk to me, you know?"

"I really doubt that," he muttered, "Look...can you guarantee that Toomes won't bust out again? That he won't just kill again? That all this...this searching and sneaking into morgues isn't just a waste of our damn time and I won't have to explain to some dead guy's kid that maybe he'll stay in jail 'this time'?"

"Spider-Man...Vulture didn't kill your-"

"That's not what I'm asking," he interrupted, voice soft. Despite his best efforts she could hear the hesitation in his voice, "Tell me the truth, Spider-Woman. If we do this...he won't just get out to kill again. Promise me."

"...I promise." She stepped closer and took hold of his wrist gently, trying to calm its shaking, "I'll pull some favors with Cap, make sure that Toomes gets some extra precautions because there's no way he busted out of that prison on his own without that bird harness of his." She chewed on her bottom lip and spoke up again softly, "...Do you trust me?"

"...No, but I don't have much choice." He sighed, shaking off her hold and looking over the edge of the building. For a second she wondered if he was going to risk jumping down rather than having her swing down with him before he spoke up again, "You said you fought Toomes before, didn't you? Tell me what he's like."

"In a word? Crazy...though not in the way you think," she said, "I mean he doesn't usually rob banks, and dropping a body in front of a train station's likely to get attention. He's egotistical, but would he really risk busting out of prison just to get his name on the papers again?"

"Wouldn't be the first time someone did something stupid for attention." She didn't miss the bitterness in his tone, "Maybe that's what he wanted. A crowd...and he just underestimated how few people there'd be that late at night," he said, "Either way he doesn't seem like a guy who's messing around. I'd rather not have a repeat of..." He trailed off and grunted again, leaving the last words unsaid.

"Gwen...told me about what your version of Vulture did to U- Ben Parker." She wondered bitterly for a moment whether tragedy was just something that followed everyone who got bit by that spider before quickly shaking it off, "Toomes isn't like that, and I should know: He attacked my dad, so I have good authority on it."

"Your dad seems to get attacked a lot. First Castle, now Toomes? What'd he do to set em off?"

"Nothing. He did the right thing, and I guess that just wasn't enough for them..." She was really cutting it close with her secret identity, wasn't she? She might as well have been holding up 'I'm Gwen Stacy' with neon lights above her head, "If you wanna be specific, Murdock sent Vulture after him. I...wasn't careful enough with being discreet so they caught on that he and I might not have been just Superhero and civilian."

"Yeah, you and about a thousand others." He scoffed, "I've seen the rags that count as papers for this place. Seems like every day some new shmuck's on the news or tabloids claiming that you're their daughter or mom or secret lover. Surprised carrot top and the old bastard ever managed to figure anything out."

"Well, that's kind of a recent thing. The past two years have been pretty shitty all around for my reputation, you know?" She shrugged, "I only managed to turn things around a couple months ago or so. Who knows maybe that Christmas wish finally paid off." She let out a forced laugh, one he didn't share, "Look...point is Toomes isn't the same guy who ate your uncle, alright? He's just-"

"An unrepentant criminal and murderer. That's much better..." He kicked a pile of snow off the roof, "Whoever he is, he's dangerous. I don't care why he killed that scientist, he has to pay for that. Is that something we can at least agree on?"

"Yeah, but he has to pay in accordance to the law, alright? We leave him for the cops, that's non-negotiable." She looked down and took a deep breath before continuing, "Look..Vulture isn't the same guy you know. You understand that, right? I know it's tempting to treat him like he is, but it's only gonna blow up in your face in the end. Trust, me, I know..." She rubbed her shoulder awkwardly.

"I know, too. Still remember the busted lip you gave me." He turned back to look at her, "Look, we'll leave him to the police, but if Toomes tries anything or he puts people in danger I'm taking the shot. We clear on that?"

"Yeah, I told you before. I've seen enough to know that you don't do things unless you have to." She clapped him on the shoulder. A part of her wanted to apologize for her earlier words, but she got the feeling he would have preferred they just didn't bring it up again, "Come on, let's get searching."

* * *

It took a few more hours and the sun had nearly set but they'd eventually found it. Gwen looked up at the large warehouse then back at abandoned parking lot they stood in. The place looked like it'd seen better days and judging by the clearly fading letters stamped on the wall it hadn't been lived-in for at least a few years now. Really, though, she only had one thought.

 _'Geez, another fucking warehouse? The bad guys are getting way less creative.'_

She stepped closer and peeked through broken windows, "Can't see anyone inside..." She chewed on her bottom lip and looked back at Peter, "Does this scream 'it's a trap' to you? I mean an abandoned warehouse in the middle of the city? I can't see Vulture staying here. I always expected a giant Supervillain lair with a bird theme. Maybe 'The Henhouse'?"

"What better place is there?" he asked back, "No one looks twice at a condemned building, and it's not like it's the first one we've run into. Besides, everyone we asked told us the same thing and they weren't lying. Trust me, I'd be able to tell."

 _'Sure about that?'_ she thought before quickly shaking her head. Their spider-senses never seemed to work on one another so maybe that was it? "Still, some of the shit they said was weird...I mean, last I remember Vulture was a solo act. Comes with the whole crusty grandpa image he has, you know?" She shrugged, "Now everyone who saw something claims they saw him being followed by little vulturelings like he's Santa on his fucking sleigh."

"Probably robotics. Given everything we've seen in this place and what you told me about that harness of his I wouldn't put it past him to get a few helpers." He snorted, "'Sides, if he's anything like the Toomes back in my home then the geriatric old bastard probably has to get up five times every night to take a piss. Wouldn't surprise me if he needed help doing his murdering."

"Maybe..." She trudged to the door and pulled, the metal refusing to budge, "Looks like it's locked. I can-"

"Maybe not announce our presence, if we can?" She stepped aside and watched him kneel in front of the lock, pulling out a bobby pin from his coat pocket, "Watch my back, would you? I'd rather not get dogpiled by a buncha wiseguys."

"Yes, sir." She rolled her eyes and watched him work the lock, feet tapping on the asphalt impatiently. Honestly why couldn't they just bust the thing down? "...You know I could just crawl up, find or make a hole or something...just a suggestion."

"I'd rather make as least noise as possible, thanks..." He jimmied the pin farther into the lock and muffled a curse under his breath, "If Toomes can really fly I wanna avoid having to fight him directly. Safer and simpler for...well, me. You can follow him if you want, after all. I'm not as lucky."

"So your plan is to go through the front door and hope he's not paying attention?"

"Back door, actually. Front doors are usually bigger than this." he replied, not taking his eyes off the knob, "Ah, criminy, this thing is nearly rusted shut. Hey, pipe down, will you? Need to concentrate."

She rolled her eyes but complied with the request, eyes wandering from him to the rest of the parking lot, _'Wonder why this place hasn't been taken down yet?'_ she thought. Something about this just seemed...wrong to her. The last time she'd seen Vulture he'd attacked her dad rambling something about how the 'Kingpin wanted her'; whether he was referring to Fisk or Murdock she didn't know at the time. Either way he seemed fully willing to serve out his sentence when she caught him, so what changed?

"Got it." She blinked and looked back at the now-ajar door, "Come on, stay behind me." He pushed it open, the rusty hinges giving an annoyingly loud squeak, before closing it again when they got inside. Gwen winced; yeah, cause Vulture wouldn't hear _that_ coming a mile away.

The inside of the warehouse was a mix of rotting concrete, wood and glass spread across a wide rectangular area barely illuminated by the setting sun outside. Gwen could see what looked like some tables and a makeshift 'throne' made out of crates not too far away, but besides that the place looked as abandoned as could be expected. She clenched her fists and made sure to keep an eye on Peter. Something about this reminded her of her first meeting with Mac.

She should have trusted her instincts.

They'd barely managed five steps into the place before her spider-sense rang, "Move!" She jumped and clung to the wall, Peter rolling to the side instead, just before a wave of sharp 'feathers' came from above and impaled the ground where they were standing on, "Spider-Man, are you-"

"He's not the one you should be worrying about, child!"

She looked up for a second and caught sight of the ten rushing figures divebombing towards her before she let herself fall, half of the little vulturelings impacting against the concrete with a dull thud while the other half broke off just in time to follow her or go after Peter, "Shit!" She ducked under the midgets clumsy swipes, their claws barely grazing her arms as they surrounded her.

Off to the side she could see Peter being backed into a wall, the vulturelings scratching and pecking at whatever part of him they could reach, _'Gotta help him...'_ She shook her head. No, wait, she had to deal with herself first. He could take of himself.

"Seriously, Vulture!?" She grabbed one of the squirming machines and threw it against the wall, webbing it to the surface before it could cut itself loose, "I know the online dating thing didn't work out but are you really doing the crazy cat lady thing!?" She flipped over the clustered crowd and fired two balls of webbing, pinning another pair to the floor, "This is just sad, man!"

"Again with the jokes! Do you never tire of it!?"

"You'll be wishing for her jokes when I get my hands on you, Toomes..." Peter said, though she doubted the crazy old fucker even heard him.

"How could I? I got so much material to work with!" Gwen looked up at the rafters and glared at the old man squatting on the pseudo-walkways, _'He's really milking that bird thing for all its worth, huh?'_ She took another glance at Peter and watched him smash one of the 'flock' of birds into a ground, a metallic sounding 'ow!' coming from the thing, _'Huh...didn't think he had old Vulchy had a sense of humor like that."_

 _'Looks like Peter could use some help...'_ She fired off two balls of webs to interrupt two of the little bastards charging at his back, getting a nod in return before he attached them to the ground with his own dark webbing. That done she ducked another clumsy swipe and kicked her attacker against the wall, turning her attention to the last-

"That hurt! Papa Toomes, you said she wouldn't hurt us!" It yelled, it's voice distorted and shaky.

That...didn't sound like just a machine, "Papa Toomes? ...What are you-" Her eyes widened and she looked closer at the struggling figure. Their movements were too erratic, too _panicked_ , to be programmed in, "No...no fucking way-"

The last of her attackers swiped at her, the claws running across her jaw before she managed to grab hold of them, "Hold still!" She grit her teeth and grabbed the small thing's helmet, ignoring the way the 'beak' tried to bite at her, _'Please tell me I'm just paranoid..please tell me he's not that big of a bastard...'_ Trying to keep her breath stable, she grabbed hold of the helmet and tugged.

"...Oh god...Vulture, you-"

"Let me go!" The little boy trashed against her grip, his eyes eyes wide and frantic, "Let go, you big bully! Let-"

 _'Peter!'_ She turned to her partner and felt her heart rate spike at what she saw: Three of the attackers - _kids_ \- were on the ground. Peter held one up with his hand around their neck and ignored his struggles while his other hand-

"No!"

Forgetting the child in her arms, she fired another line of webbing at his revolver and tugged, the gun discharging and shooting up at the roof just barely, _'That was close...if I'd been even a second later...'_ God, she didn't even want to think about it. She saw Peter turn towards her, his eyes narrowed, before he caught sight of the unmasked child sitting on the floor in a daze.

"They're _children_!" she screamed, "Vulture isn't using machines, they're just kids!"

"What are you-"

That was as far as he got before the remaining two tackled him together, claws and beaks ripping into the clothes and flesh underneath, _'Shit, shit, shit!'_ She ran towards him and pulled, dragging him away from the two juveniles, "Sorry about this..." She fired two more bursts of webbing and forced them onto the ground. It'd be unpleasant, but she could free them later when they calmed down, _'Vulture must have done something to them...brainwashed them or something.'_

Gwen knelt and sat Peter upright, doing her best to ignore the chills running through her skin, "Spider-Man, get up..." She shivered at the feeling of blood on her hands. She'd gotten a few shallow cuts on her shoulders and along her mouth, but the cuts on his body were numerous and deep, _'Even if they're kids the suits are no joke...'_ Hands shaking, she covered as much of his arms and torso in webbing as she could, "That should stop the bleeding, but we still need to-"

"Hmph, disappointing." Gwen threw a chilling glare at Vulture as he landed. The old man walked towards where the unmasked kid sat, the little boy looking up at him expectantly, "All this training and you couldn't even do anything but harm her sidekick!" He clicked his tongue, "I'm not sure you deserve this gift, Neil-"

"N-No, Papa Toomes! I'll do better! Please don't-"

"What the fuck is going on!?" She could feel the shaking of her hands worsening. She wanted to beat Vulture's face in, make him pay for what he did. DeWolff would excuse her for that, right? "I knew you were low, Vulture, but using _kids_!? What the fuck is wrong with you!?"

"Bah, don't act as if it surprises you." He scoffed, "I'm not interested in petty theft, Spider-Woman. You know this. I thought taking down this city's so-called 'protector' would be enough to leave my mark, but all it got me was the Kingpin's attention and a guarantee that I would die in prison! Well, that wasn't going to happen!" His mouth curled into a grimace, "Adrian Toomes was not going to end his life in a jail cell! So I-"

"Enough with the fucking motive rant, man! _I don't care!_ " She could feel Peter stirring against her, but she took no notice of it. She had other things to worry about, "Whatever fucked up thing you did to these kids, I want you to reverse it now!"

She knew what his deal was; she'd seen his apartment before, saw the drugs and news clippings scattered all over the place. Vulture thought he was owed fame; he felt fucking entitled to have his name in the lights and people looking up to him like he was a god among men. And he thought that getting into a fight with the 'big, bad Spider-Woman' would be his ticket to his 15 minutes of glory.

And honestly? She couldn't give a single fuck. He wanted to break bad and go Heisenbird? He should have bought a car or gotten a trophy wife, not brainwashed a bunch of kids like a damn cult. Now he'd gone too far.

"Reverse? Reverse _what_?" He gave a wheezing laugh, the sound reminding her of nails on a chalkboards, "Are you so honestly naive that you believe that these children are under duress? That because they are children they're all 'little angels'? Oh, no no no. Far from it." He smirked, "I merely had to offer them the incentive: The gift of flight in exchange for a few tasks. All of them readily agreed despite the risks I warned them of."

"You-"

"He's not lying..." Peter interrupted, his voice weak. Gwen reluctantly released her hold on him and watched him stand up shakily, "... Level with me, Toomes. Were you always this wrong in the head or did old age make you senile?"

"The sidekick...bah, I've no time for you." Vulture sneered at him, though Peter gave no indication of even noticing it, "You know my motives, Spider-Woman. I wish to be remembered, leave a legacy when I pass from this world, and what better way than to give my teachings to the youth?" His sneer morphed into a twisted smile, "The 'Vulture' shall live on long after I've passed from this world.

"You're insane. You know that, right? There's no coming back from this." She knew Vulture wasn't on the side of the angels, but leaving prison and corrupting children just because of his own damn ego? It was disgusting, "You're gonna rot in a dark hole when this is over, I can guarantee that."

"You're not the Vulture I know, but you're a monster all the same, Toomes," Peter hands balled into tight fists, "...I'm gonna enjoy this."

"Bah, I-"

Whatever he was about to rant about was cut off when Peter charged. His fist shot out and hit the old bastard's chest, forcing him to kneel and scream out in pain, "Shut up." He delivered a kick at his side. Gwen heard the sound of something crack, "You're dead, Toomes. Dead-"

She felt her spider-sense tingle before she saw the wings on Vulture's back expand, the Supervillain suddenly grabbing Peter by the neck and lifting him up, "Dead, am I?" His bloodied lips raised in a smirk, "We'll see about that, you little cretin!"

The metallic harness expanded fully and he took flight, taking Peter with him, _'Shit!'_ She looked at the webbed kids one last time before she swung outside, pulling herself up quickly to catch up to the pair's retreating silhouette's. The webbing would last the next 30 minutes so they should have been safe, right? _'Right, worry about Peter right now! One step at a time!'_

* * *

It didn't take long for her to find them. Even with Vulture flying as fast as he could she could see Peter holding on, one hand with a death grip on the harness, and the two of them exchanging blows even as the Supervillain zipped past the buildings at a frantic pace, _'How is he not crashing into stuff?'_ She made a sharp turn and ran alongside the building's walls before jumping into another swing, ' _Gotta end this fast. He's gonna get innocent people hurt otherwise.'_

She pulled all she had into the next swing and propelled herself forward, hands reaching out and grabbing a hold of his legs, "Hey guys, mind if I cut in!" She released a burst of webbing and aimed it at his wings, "Come on, come on-"

"Did you think I'd fall for that trick a second time, child!" Vulture screamed, Gwen barely keeping her grip on his legs when he suddenly swerved to the left, "I've made improvements! Something you sorely seem to be lacking!"

"It's still two on one, Vulchy! Methinks you're just a bit too confident!"

She needed a new plan, now. Looking around frantically, she felt the gears in her head click together when she saw them heading towards another office building, _'I'm gonna fucking a regret this...'_ Taking a deep breath, she attached a webline to his leg before letting herself land on the side of the wall, feet sticking awkwardly in the concrete gap between the windows, "Hang on, Spider-Man! This is gonna be bumpy!"

Vulture flew forward just a bit more before the webline snapped taut, the Supervillain slowing considerably at the sudden resistance, "Come on, come on..." She grit her and tightened her grip on the web, releasing another line and snagging his other leg. She could feel her feet dragging along the building's side and she was quickly approaching the edge. She couldn't take much more of this, _'God, what kind of fucking improvements did he make to that thing!? Adamantium!?'"_

The people down below were panicking. Those who didn't stay to gawk and record the fight were running, cars and buses rushing past one another to try and get away first, _'Hope they get away...don't want anyone else getting hurt on my conscience.'_

Eventually she saw his wings slowly peel apart, but before she could finish the job he threw her one last glare and let out another barrage of 'feathers' in her direction.

She didn't know if it was intentional or he just had the luck of the fucking Irish, but the results were the same. She saw a handful of the projectiles land around her, a few cutting into her arms and legs and causing her to bleed. The rest slipped by her, rushing through the air and hitting one of the buses rushing by right in its front wheels and causing it to swerve dangerously into the side.

"No!" Before she could think better of it she let go of the webline and jumped, landing in front of the the stunned and frozen crowd, _'Too many here, can't just swing them away...'_ Would her web be able to hold it? No, too risky. Taking a deep breath, she attached a webline at the sidewalk both to her left and right and held on tightly, ' _Fuck, this is going to hurt!'_

She taken a lot of hard knocks ever since she got into the hero gig, but she had to admit that using herself as a barricade for an out-of-control bus was probably a first, _'I can do this...'_ She didn't know if she was really strong enough for something like this - a thrown vehicle wasn't the same as one driving at 50 miles an hour - but she would've been damned if she didn't at least try.

Gwen felt an excruciating pain all across her body followed by the sounds of twisting metal. She was almost pushed back, her feet nearly flying off the asphalt despite her abilities, and she held on tighter. Logic dictated that the first few seconds must have been the worse, right? She could take it...she had to.

Eventually she felt the force pushing her back dissipate. She saw the the bus pull back slightly and she released her death grip on the lines of web, "Fuck...that smarts..." She coughed and held onto her left side. Yep, definitely broke a rib...or five. Definitely not something she ever wanted to try again, "Is...Is everyone alright?" She asked weakly.

No one answered. Most of them ran now that the danger had passed, and the few that stayed were staring wide-eyed between her and the the now-damaged bus. Eventually one of them - a guy who looked just a little older than her - spoke up, "Y-You saved us...you stopped that bus from running us over!"

"Yeah, I was there. I know...part of the job, right?" She sucked in a pained breath and stumbled to the wall of the nearby building, leaning against it for comfort, _'Hope the driver doesn't ask me to pay for that...'_ She shut her eyes tightly and bit her lower lip. She'd taken worse knocks than this, but now with the adrenaline gone she was feeling all of it bearing down on her.

Vulture was gone. She looked up at the darkening sky and found no trace of him nor could she hear the telltale sounds of his cursing, _'Shit, they could be anywhere by now...'_ She shook her head. She needed to find them, make sure Peter was okay...and that he didn't snap Vulture's neck.

"O-Oh my, are you okay?" An older woman placed a hand on her shoulder, wrinkled eyes laced with worry. From behind her he could see others looking at her pityingly, "D-Do you need to go to the hospital?"

"No, I'm fine..." Yeah, who needed that rib anyway? She could deal... "Just...focus on the people at the bus. I'm not sure if my little stunt didn't hurt anyone, so it can't hurt to double check..."

Gwen waved away her asking him if she was sure and climbed up the wall of the building, stopping only when she'd made it to the roof and letting out another strangled cough as she fell on her back, "Fuck me, this is just what I needed..." She pushed herself off the ground and stood up shakily, biting her tongue to keep herself from letting out another moan of pain, "Got to...find them..."

She just had to get even the smallest trace and-

"Spider-Woman."

Turning to the source of the voice, she let out a frustrated breath when she saw Falcon climb over the edge of the roof with a flip, "What do you want, Falc? I'm kinda busy..." She didn't exactly get along with him even on the best of times, so the idea of dealing with him after she'd been nearly run over by a bus wasn't exactly at the top of her list.

"Captain wants to meet with you. Urgent, she said."

"Yeah, well can it wait? I'm kinda in the middle of something here..." she muttered.

"Afraid not. It concerns both you and Spider-Man, so no delays." He crossed his arms, "Five minutes of your time, that's all she's asking for. Afterwards you can continue your hunt for the senile old man."

"Fuck...fine." She let out a frustrated breath. She wanted to keep searching, but the rational part of her brain reminded her that she had no idea where they were; five minutes running around like a headless chicken or five minutes talking to Cap and letting her catch her breath? Easy choice...and she'd get more results if she had S.H.I.E.L.D assistance, "5 minutes, then she helps me find Vulture. Deal?"

"That's up to her." He shrugged, "Now come on, it's not far from here."

* * *

 **Well, that's Gwen's segment done :) Noir for next chapter, so we'll be skipping the info dump with Cap. And of course an apology for the lackluster fight scenes in this chapter. You know the drill 'It's not my best work and I do better at the talking bits and bla bla bla'. You've probably heard it all before. Anyway, next chapter should be the finale then we can have the epilogue.**

 **Hope you guys review. Every little bit helps me write just a bit faster :D**

 **Review answers:**

 **Redentor - Well what was DeWolff supposed to do, play nice? Peter acted like a douche the second he started talking to her. Either way his aggression and grudge against Vulture nearly caused him to shoot at a kid like SpOck did during his run so there's that.**

 **Slight correction on Rorschach though. He said 'Now you discover humanity? _Convenient_. If you'd cared from the start, _none of this would have happened_ '. The never compromise line was before he left the arctic base. Still, badass either way ;)**

 **Guest - Lana's mom, actually. Lori was the prostitute, Lana's her daughter. In Ultimate Marvel they were mutants who could explode stuff with their hands; Lori dragged her daughter to being a Supervillain while Lana eventually became a hero after a while. Whether either of them have powers in the fic is still unknown as of now ;)**

 **Hardlight - I prefer anti-heroes to anti-villains, especially since the latter get annoying after a while in my opinion. Also, SpOck's problem was his superiority complex, ego and hypocrisy. While I can't deny he has an appeal, Otto calling someone smug and Dan Slott rolling over backwards so that SpOck came out on top till the last arc was hella annoying.**

 **Mynameisthedoctor - Honestly no clue. I mean I never intended for the fic to last this long, really, and I'm writing halfway by the seat of my pants. As I mentioned before I also still have no ending in mind since the story can go multiple ways by this point. As for production bible? Nope. I mean despite the word count the plot hasn't really _advanced_ all that much, right? Hardly needed. **

**Question of my own:**

 **What are your guys' opinions on the characters in general? Posting this as Spider-Man fanfiction means that you generally have an expectation on how the characters are supposed to act, but because I'm using two Elseworld versions almost no one adheres to their canon/616 counterparts: Noir acts more like Kaine than he does 616 Spidey; 65-Peter seemed like Doc Ock Jr; Spider-Gwen acts more like 616 MJ with her attitude and general demeanor; Mary Jane acts like a snobby attention whore; Felicia's cynical and grim rather than playful and teasing etc etc**

 **List goes on, really. Almost no one acts like how they 'should', and given that apparently a good chunk of the readers never actually read either the Noir or Spider-Gwen miniseries I'm wondering if you guys find it okay that they don't act like their more well-known versions. Nothing critical, but I'm curious all the same if I wrote them well enough that people don't feel like they're mangled characters.**


	33. The Die is Cast

Adrian Toomes hadn't been the first person Peter had killed, but the circumstances were unforgettable. With the other mobsters and thugs it was hardly personal; self-defense or just to send a message to Osborn. Sometimes he'd killed and left them bleeding in the alleys, other times he'd left them alive and let their fear blow back and erode 'The Goblin's' fearsome reputation. After all, who'd respect a mob boss who couldn't stop his partners from being attacked by some freakshow in a mask and trenchcoat?

"You're a stubborn little cretin, aren't you!?"

With Toomes it was different. He'd spent days reading up on Urich's files once he got them from Felicia, and everything inside made him sick to his stomach: City officials whoring themselves out for just a bit of long green, lawyers who defended guilty clients while prosecutors put the patsies in jail, police officers who were basically criminals with badge...you name it and some fink did it.

"Just fall already!"

But all of it paled in comparison to that freak's portfolio. He didn't know if Osborn made Urich take those pictures for intimidation or as some sort of twisted memento, but it was all there. At first Peter just considered him Norman's pet circus geek, an old man that the mob boss might have taken pity on and hired to look ugly and sneer at whoever he pointed. He'd always thought he seemed more animal than man.

He just didn't know how accurate that really was.

"Not a chance, Toomes." Peter grit his teeth and held onto the front of the harness tightly. They were flying through the air, that was something he was dimly aware of, but right now he couldn't find it in him to care. All he saw in front of him was the old coot, his wrinkled face marred by a scowl as he looked down at him. Whether they were on the ground or a hundred feet into the air didn't change the fact that Adrian Toomes was in front of him again.

And he was just as depraved a bastard as he remembered.

Peter smashed his forehead against the egotistical freak's nose, getting a satisfying cry of pain in response, "What's wrong, you old bastard? Don't have any more kids to hide behind?" He looked back and pulled him closer, barely avoiding having his back hit the wall between the two buildings they were flying through. Toomes was losing control of his flying suit, that much was clear.

 _'If I'm dying at least he'll go first...'_ He punched Toomes' injured side again, causing another sputtering fluctuation in the already shaky flight. They were high up; not a height he was unused to, but usually he had something under his feet. A fall from this height would kill him, and at best he could see breaking nearly every bone in his body on impact. Spider-Woman wasn't here, he couldn't count on her to save him at the last minute.

He shook his head. No time to worry about that now; he had to make sure he dealt with the senile prick first.

"Do you not realize what you're doing!?" Vulture clawed at him, the metal digits running through his skin and worsening his previous wounds, "I am the only one that's keeping us from crashing onto the ground!"

"What's the matter? Scared?" His muscles burned, blood dripping from the new cuts onto the streets below, but his grip remained firm. He'd be damned if he let any version of Toomes outlive him, "I'm not like Spider-Woman, Toomes. You're gonna pay for what you've done." He was so tempted to just reach for his gun and shoot, but the remaining rational part of his mind reminded him that it would have been suicide.

Ever since he'd read his fucked up biography he'd hated Toomes more than anyone. Osborn was his owner, the one who tugged on his leash and pointed him at people to feed on, but seeing that picture of his uncle screaming while Toomes bit into his chest was something he'd never forget. Urich had been there, he'd taken the picture either on Osborn's order or because he needed just a bit more blackmail for his next bribe.

Finding the circus geek attacking his aunt was just the last straw on a road full of em.

This madhouse's version wasn't the same one he knew, but he was still a monster as always. A bastard who murdered people, who used kids, and for what? All to satisfy his bloated goddamned ego? He scowled. Another kind of animal, but an animal all the same.

He was a rabid dog, and dogs got put down.

 _'Need to even the odds a bit...'_ Taking a deep breath, he released his hold on the harness just long enough for him to fall before he grabbed onto Toomes' leg, _'At least the one back home couldn't fly...'_ He looked down for a second and grimaced. Lower than before, but still enough that he'd need to be in a fully body cast for a few weeks if he let go right now.

"Fall, you cretin!" Toomes swerved up, Peter's grip nearly faltering at the sudden change in pressure, "What do you hope to gain from this!? My children have already been captured by that damned Spider-Woman and I have nothing now! This struggle is pointless!"

"You're still breathing. It's more than you deserve." He grabbed his spindly legs and pulled himself up. He could still see lines of Spider-Woman's webbing hanging from his legs and wings, the metallic frame's 'feathers' flapping loosely. Her little stunt wasn't enough to stop him, but it was enough for what he planned to do, "One slip and it's all over..." He steeled himself and grabbed the flapping weblines.

This was going to hurt.

Toomes opened his mouth for another rant but Peter was faster. Throwing caution to the wind he climbed onto his back and pinned Toomes' arms to his sides with a burst of webbing before wrapping the long string of biocable around Toomes' neck.

The sound of the egotistical chucklehead choking was drowned out by the sudden rush of air running past his ears. He was losing control of the suit, hands grasping and trying to break through the black silk as they plummeted back down to the earth, _'That's one part done...'_ Peter grit his teeth and pulled to the right, leading the freak like a horse on its reins. The suit should protect him from the impact, and if it didn't then it was no skin off his nose.

They crashed on top of the closest building, the snow doing little to cushion their impact. Toomes grinded against the the ground face-first for a brief moment before Peter found himself being flung off by the whiplash, flying through the air and landing on his back against the snow covered rooftop with a painful smack.

"Shit..." Peter hissed and forced himself up. He'd taken harder knocks before, but usually he wasn't covered by a busload of still-bleeding gashes. Already he could feel the blood rushing down his back and he was tempted to curse the little brats that attacked him, _'No point in trying to worry over some idiotic kids...'_ Maybe it was wrong to blame them, but he'd seen enough to know that youth didn't correlate with innocence. King, Davis and even himself had proven that time and again when they were 'little tykes' attacking each other on the streets.

 _'Worry about them later. I've still got Toomes to deal with...'_ Even now he could see the crotchety wiseguy coughing and spitting out a sick mixture of snow, concrete and blood. Stalking forward shakily, Peter saw Toomes give him a look of contempt before he tackled him to the ground.

Back when he'd seen Toomes holding his aunt something had snapped. He'd taken his uncle from him already and now he was trying it again, and for what? Osborn didn't know who he was, he made sure of it. It was only later on, when he could look back on it after everything was said and done, that he figured that it was probably under Norman's orders. Maybe he'd been offended by him throwing whiskey on his face, maybe he figured he was just another loose end like Urich was, but in the end it didn't change anything about what happened.

It didn't change anything now, either.

Peter brought his fist down and smashed him right in his mouth, his head snapping back from the force of the blow. He didn't know if the suit granted additional protection to that cranium of his - especially since he wasn't wearing a damn helmet - but it was better safe than sorry, _'He's gonna wish he never even thought about escaping...'_ He aimed at his nose again, the cartilage twisting to the side at the impact. When he was done he'd be breathing through a tube for the last few years of his miserable life.

It was only after the tenth punch that Peter finally stopped, his breaths coming out in slow and throaty rasps. Toomes twitched underneath him, his face twisted in pain and covered in a layer of blood, tears and mucus, "P-Please..." His voice was weak and almost difficult to make out over the sound of his own ragged breathing, "I'm sorry...I'll go back to prison...please don't kill me."

 _"He deserves worse..."_

Peter brought up his fist and held it in the air. He wanted to kill him, he deserved it, _"He sent those kids after you! It's his fault, no one else's! Bury him in the hole he dug himself!"_ His hands shook. It would would've been so easy to snap his neck, _"He's only begging because you won! If you were in his place he'd still be smiling like a smug bastard!"_

"I..."

 _"Do it!"_

"Please...mercy."

 _"I don't want to live...I don't want to live in a world where people kill each other like animals..."_

Despite himself he found his hand lowering, his grip on Vulture's neck loosening. Killing him would just make him a martyr, and the fear he heard was genuine. If he left him in prison now he'd rot and die alone...

He should have trusted his instincts.

Seeing his hesitation the depraved bastard brought up a clawed hand and slashed it across his face, the metal searing through the left side of his head from his jaw up to his left eye, _'Damn it!'_ Peter fell back, hands pressed against the deep gashes and letting out a pained scream, "You...bastard...!" He growled. The blood seeped in-between his fingers, his remaining eye practically stained red from the flecks of crimson fluid.

Toomes kicked his chest and forced him on his back, his other foot stepping on his left arm before he could raise it, "You shouldn't have hesitated! You knew what was at stake!" He gave the same overconfident smile again. Peter would have given anything to wipe it off his face, "Oh, you overreached, you little cretin! You thought that you could take me without Spider-Woman to coddle you!" He stepped on his arm again and he felt something snap, "Now...let me look at you before I finish it."

He tried to fight him off, but in his state he couldn't do much. Toomes leaned down and pried the mask from his face, his self-assured smirk turning to a look of confusion just as quickly.

"Wait...I know you..." Peter let out a choked gasp as Toomes forced his head up, fingers curled around his neck in a vice-grip. The old man looked down at him like he was some kind of science project, twisting and turning his head and mumbling to himself before his eyes eventually widened, "This is...no! You're-"

Enough was enough. Biting his tongue to keep from screaming, Peter brought up his knee to his side and kicked, grabbing the mask and putting it over his face again as he scrambled away. Toomes knew him...or maybe he really was senile and he just saw something similar in his scratched-up mug; either way something was definitely wrong.

"This is impossible!" Toomes screamed, his eyes still wide and pointing a shaky finger at him, "You...I've seen your face on the billboards! Every time I open my windows you're there, I've practically memorized your features! You're...You're Peter Parker, aren't you!?"

 _'Great, another loony clown that knows that kid...'_ First Spider-Woman and now this guy? Whoever that mad scientist was he was definitely more famous than he thought he was, "What's it to you?" He managed to force out. Keep the crazy guy talking; he could figure out a plan in the meantime.

"You are...were Spider-Woman's first victim! Your funeral was all over the news!" It was? He knew the kid's death was the talk of the town at one point, but really? He liked to think that something or someone else was more important that day than an idiot falling into the hole he dug himself, "You were dead, so how is that you yet live!? What secret do you have that lead to you gaining powers like that of your supposed killer!?"

"Why? Hoping to go from being one freak to another, you old bastard?" He was ranting again. Risk taking a shot or run? Either way it was a shot in the dark-

Spider-sense.

Whatever he could have chosen didn't matter in the end. Before he could move Toomes practically flew towards him, bony fingers wrapping around his neck and dragging him to the edge of the roof, "Tell me your secret, child! How is it that you came back from the dead!?" He pushed him farther over the edge. Peter could see at least a fifteen story fall from where he was lying, "You cretin, where-"

Peter forced out a few strained laughs, the sound raspy and soft, "You're _pathetic_ , Toomes..." Bloodstained lips curled up in a small smile, "So desperate...to be anything...that you believe that I came back from the dead..." First using kids to be his 'disciples' and now trying to find some kind of secret to 'immortality'? Hah...and he thought Parker was pathetic. An old man like him should have known better before jumping to conclusions...though he was someone who put on a bird suit for the sake of satisfying his damn ego so maybe it fit.

Toomes' eyes narrowed, the scowl he sported worsening before he spoke up again, "If you won't tell me, then I'll ask someone else who knows! Ben and May Parker must know the truth, and they won't be as brave as you in the face of danger!"

 _"The Spider-Man. How fast you move, Spider? Fast enough to stop me snapping her neck?"_

"You touch them and I'll-"

The monster's grip on him loosened and he fell. Peter barely had enough time to let out a muffled scream before the base of his spine impacted against the railing for a fire escape, the sudden stop doing little to slow his fall before gravity did the rest. The wall of the red-bricked building pass him by and he landed with a painful thud on the alleyway, another crack resounding throughout the narrow space.

Through blurry eyes he saw Vulture jump off the rooftop, his flight shaky and slow, _'He's going for the Parkers...'_ He tried to move his arms, but his right refused to cooperate, _'That's broken...legs, too...'_ He forced himself on his stomach and crawled, dragging himself to the edge of the alley with his remaining arm and leaving a trail of blood in his wake. He didn't know what he could do in this state, but he'd be damned if he let some senile old coot hurt anyone else because he was grasping at straws.

"Come on, come on..." He didn't make it very far before the pain became too much. His eyes closed and he felt his breaths grew more shallow, _'Can't do anything like this...'_ He coughed, the taste of blood lingering on his tongue, "Can't stay here...not while Toomes is still out there..." He grabbed the wall, pulling himself up with as much strength as he could muster only to fall back down on his face with a dull smack.

He didn't know how long he lied there fading in and out of consciousness, but eventually the sound of a dull ring jarred him out of his stupor, "What the...?" He blinked, groping blindly for his pockets and pulling out the cracked cellphone, "Surprise this thing's still intact..." He pressed the green button and pressed it against his ear, the sound of static blaring in his ears before Spider-Woman's voice cut through the din.

"Spid-...hear me?" She screamed, her voice constantly being drowned out by the bursts of static and blank noise, "...ere are you!? Are you ok- ...Vulture-"

"Toomes got away..." He coughed again, his voice weak, "He's going for the Parkers...save them...!"

"What? Can't- ...Speak up! I can't-"

"The Parkers! They're in danger!" he screamed, "Toomes thinks that I'm that Parker kid back from the dead. He thinks Ben and May Parker know why..." God, it hurt even to talk. His grip on the phone nearly slipped, his fingers trembling as another wave of coughs came and went, "Do you know where they live? Just...Just go, I can catch up..." He could heal given enough time, but Vulture was on his way there now.

"Spider-Man, don't know- ...hear me, but listen! We need to meet, right-" He nearly threw the portable phone away in frustration. She could hear him, didn't understand what was at stake, "...st talked to Cap, you- ...danger!"

"What are you-"

"Serum in- ...System, not the same as- ...S.I.L.K modified the old one, but- ...Did tests, you have the previous version in your blood! Not the new one!" What was she talking about? Versions? There were more of these-

Wait...the serum.

He let the phone drop beside him and pulled out the syringe from his pocket. The plastic was slightly misshapen, but it was remarkably intact all things considered. The last time he'd been injected with this thing hadn't been pleasant, but if his powers hadn't stopped suppressing the thing in that alley a few weeks ago he would have been dead, _'It grew my arm back...it could help me now...'_

"You need- ...Come here! Old version- ...Potent compared to the new one you were injected with by Hill!" Spider-Woman continued, fractured voice coming out almost in a whisper from the phone a few inches from his head, "Will kill you if- ...Suppressants, just in case! It- ...illed Peter before, we need to make sure you don't follow! I'll get Toomes- ...Just get over here, now!"

Kill him...he stared at the syringe before taking a deep breath. The last time he'd dealt with this thing it gave him nightmares, after that he started coughing up blood. What would it do now? It was a risk, an insane one, _'...But it's not like I have a choice.'_ Taking a deep breath, he bit off the cap covering the needle and stabbed it into his neck.

* * *

"You alright, May?"

May looked up at her husband and gave him a soft smile, his expression lightening when he saw it, "I'm fine, Ben..." She squeezed his hand gently before picking up the dinner plates and taking them towards the sink. She supposed she couldn't fault her husband for worrying; she'd been quiet all day...though it wasn't as if that was really a rare sight. Ever since Gwen's confession the two of them seemed to alternate from forced cheer to painful silence.

She knew the truth, had nearly a month to think on it, and yet she still felt torn. Her nephew had turned into a monster all because of an accident. A part of her wished sorely that she never heard it, that her assumption that her little boy was just the one person Gwen had failed to save wasn't proven wrong, but another felt an odd sense of relief. It hurt knowing what Peter had nearly done, but at least she knew the truth now.

"I got rid of the newspaper clippings..." she said, her tone oddly light.

"All of them?" her husband asked back, "You've been collecting those for years now..."

"I know the truth. There's no point to them now..." Her hands shook as she washed the plates. It was the truth, and yet she couldn't stop the feeling of guilt that bubbled in her stomach. At first she'd collected them trying to make sense of it all: Why would the criminal who'd killed her innocent little boy try so hard to save people who despised her? When she figured out Spider-Woman was Gwen she continued to do it; partly out of a sense of routine but mostly because she didn't know what else to do. She didn't know the reasons behind it so she continued grasping at straws.

Ben was the same not too long ago. He put on a smile, joked with the Stacy's and the rest of the nighborhood, but underneath it all she could tell he was hurting. He wanted Spider-Woman, wanted to know the truth of why his surrogate son had been taken from him. Finding out the real reason, what Peter had turned himself into...she didn't know if it was a relief or a condemnation.

He claimed to have forgiven Gwen for everything, but a part of her couldn't help but doubt. Ben wasn't the type to hold a grudge, but ever since George had stood up for Spider-Woman on the news there was a certain chill in the air between the two. They still kept up the act, played at being the serious and joking best friends, and at even a second glance it'd be hard to notice that anything wrong. May doubted Gwen even saw anything was wrong for those few months.

She wanted to think that her husband had completely moved on, that the truth really did 'set him free' and that he didn't hold onto the hate, but it would never be that simple. Two years of anger couldn't go away in just a few weeks. He'd told Gwen he understood, that it wasn't her fault, but even now she could see the way he still stared at Peter's pictures on his personal study. The way he still looked for the answers he'd already gotten.

He needed someone to blame...and the only one guilty of anything was Peter himself.

She heard him walk towards her slowly, arms wrapping around her shoulders and pulling her into a sudden embrace, "Ben, what's wrong?" His head buried itself on her neck and she heard him sigh softly, "Ben-"

"Nothing, it's just..." He sighed again, "Are you sure you want to stay here, May? Gwennie hasn't said anything about revealing the truth just yet, but she's right about there being risks. We could leave if you want, maybe try to reconnect with your side of the family. What do you think?"

"No, Ben. I've lived in this house ever since I married you. I can't just abandon it because of what _might_ happen once people know the truth." She wiped her hands on the washcloth and held onto his arms with a small smile, "I know you don't want to leave either. Trust me, I'll be fine. As long as I'm here with you I'm sure we can deal with whatever those short-sighted people throw at us."

May felt him smile and she closed her eyes. She didn't know how long they just stood there holding onto one another, but eventually she spoke up again, "Alright, that's enough. You have to visit the Turners, don't you?" She separated herself from him, "You need to-"

The seconds that came after were utter chaos. She saw something crash through the window before a plume of yellow smoke spread throughout the the entirety of the kitchen, "Ben!" Her head felt foggy, and she let out a string of pained coughs as she fell onto the ground. The smoke rose slowly but surely and she could feel her eyes water, her husband collapsing not too far from her.

She reached a shaky hand towards him but another deafening crash came before she could. Through tear-stained eyes she saw what appeared to be a bald man covered in bits of machinery, his wrinkled face marred by a scowl and numerous injuries as he stared down at them both, "I...I know you..." May felt her heart beat rapidly against her chest. She knew him; he was the one that attacked George and Gwen at their house over half a year ago, "Wh-Why are you here?"

"Don't pretend you don't know!" He screamed, causing her to shrink back, "Your son is alive! He surpassed the inevitability of death and gained abilities besides! You will tell me his secret or so help me you'll-"

He never got to finish. Ben stood up quickly and tackled him, the unstable action still succeeding in pushing them both to the dining room table and causing the wood to split in half, "May, get out of here! Call for help!" Ben screamed.

Giving him a shaky nod, she forced herself up and made her way to the living room, _'Call for help...have to call for help.'_ What could she do? Go outside? No, even if her neighbors came to help they were no match for a Supervillain, "Please be okay, Ben..." She grabbed the cellphone lying on the couch and unlocked it in a rush. The police? No, too slow, and they couldn't help before. She needed someone else.

She tapped in the third number on her speed-dial, the ringing only lasting for two short seconds before Gwen answered, "Aunt May? Uh...bit of a bad time, sorry. I have-"

"Gwen, please help! There's someone here, that-that Vulture man from the television! He's here!" she said in a rush, "He's in the kitchen and Ben's hurt and- Oh, God, please help!"

"Wait, Vulture's there!? I'll be-"

May let out a scream of pain and dropped the phone as Vulture grabbed her hair and pulled her back, dragging her back to the kitchen and forcing her onto the ground next to her husband, "B-Ben...?" She reached out a shivering hand. He was bleeding, three deep cuts running across his side and staining his shirt and the floor in a torrent of blood, "Are...Are you-"

"I'm fine, May. It's just a scratch..." He forced out, a strained smile on his face.

"Bah, he'll live! Just a punishment for his token resistance. Your husband is a fool." He snarled, looking down at them both, "If I didn't need the information you both have he wouldn't be breathing." He shook his head and let out a frustrated breath, "Now, before I become tempted to end his life you will tell me how your son has come back from the dead!"

"I...I don't know what you're talking about! Peter is-"

"Lies!" He knelt down and grabbed her neck painfully, pushing Ben back onto the ground when he tried to stop him, "I saw his face with my own eyes, do you expect me to believe it's merely a coincidence!? That he just so happens to work with Spider-Woman after she 'murdered' him? Even if he faked his death his powers are all too real, and I want you to tell me the truth!"

May opened her mouth to say something, anything that would satisfy him, but nothing came. All that came out were choked gasps and a few strangled words.

Thankfully someone had come to their rescue, though it hadn't been who she was expecting. From behind Vulture she saw a figure dressed in black jump through the open window, Vulture barely having enough time to turn and look back in shock before he was thrown bodily against the the wall, "Don't you dare touch her!" He snarled, the voice almost distorted. May nearly curled into herself when he looked down at her, "Hurry, get your husband out of here now!"

Without another word he charged towards Vulture. May grabbed Ben and lifted him up shakily, "Come on, Ben, it's going to be okay." Her eyes were still watery. Looking back she found the two engaging one another in a brutal fight; before she fully made it back to her living room she saw the Supervillain's clawed hand stabbing deep into her rescuer's eyes and staring right at their retreating forms.

Unfortunately she didn't get very far. Before she could make her way out of the front door the wall to her left collapsed, her rescuer being flung through and smashing against the opposite wall with Vulture not far behind, "You've interfered for the last time in my plans, you insipid insect!" He turned his attention to them and May felt the blood freeze in her veins.

Another hit forced her on the ground, Ben falling after her. Before she could reach out a hand for him Vulture grabbed her neck in another tight hold. Through her side she could see her rescue struggling to stand, hands grasping and pulling out a metallic feather that had impaled itself onto his neck, "What now, insect!? Will you risk your parent's lives to continue to attack me!? Do you think you can reach me before I can snap her neck!?"

"No...probably not."

May saw the barrel of the revolver for only a moment before she heard the the telltale sound of gunfire. Shutting her eyes tightly, she heard the five consecutive shots ring out followed by the dull thud of Vulture's body hitting the ground. The clicking of the gun continued for a few more tense seconds before it stopped, a smothering silence engulfing the entirety of the living room.

Slowly she opened her eyes and held back a gasp. There Vulture was, his eyes still open and mouth hanging ajar, with five bullet wounds lining his torso and head, "You...You killed him..." she said softly.

"To protect you...always to protect you..." He trudged towards them, kneeling down next to Ben and releasing a small net of webbing to cover his still-bleeding cuts. Her husband grimaced, but still managed to mumble out a soft 'thank you' at the gesture, "...Un- He'll be fine once you get him to a hospital. I wouldn't be surprised if the police are already on their way here after that mess he made." He looked at the man-sized hole on the wall, "I should go-"

"W-Wait!" She grabbed his arm hesitantly, nearly recoiling at the rough feel of his skin, "You know who we are..." It wasn't a question. She saw the eyes barely hidden by his cracked goggles looking away, "He...He was right, wasn't he? You're..."

Her other hand reached out and slowly pulled up the torn and bloody mask to expose the face underneath.

Whatever May had been expecting and steeled herself for, it did nothing to stop her breath from catching in her throat when she saw him in full, "Pe...Peter..." Impossible. Her nephew was dead. Both she and Ben had been there when they buried his body, they'd cried when the coffin was lowered into the hole. But seeing the one in front of her now was enough to make her doubt.

She let go of the mask and traced a hand across the side of his face. He looked identical, but there was something wrong. May didn't miss the the flecks of green on his skin and the beginnings of what looked like scales coming up from his neck and reaching the sides of his jaw, "Wh-What happened to you?" He was covered in blood, but she couldn't see any wounds, "How is this...I can't..." She looked into his eyes. The same chocolate brown she remembered, now stained with traces of green.

"It...is this real?" Ben said next to her, looking up at their unlikely rescuer with equally wide eyes. He tried to reach a hand towards him as well, but he didn't get very far before he had to press both hands to his side again, "Peter...is...is that-"

"No..." He grabbed her hand with surprising caution, a pained smile on his face, "I'm not your son...sorry."

"Then who are you?" Was this what that awful Vulture had meant? That their little boy had 'cheated death' and was standing in front of them now? "Y-You have his face...but something else..." She swallowed nervously and looked at the scales again, "If you're not our son then please...please explain what's going on. How did you know were in danger? What did you mean when you...you said it was always to protect us?"

The grip on her hand loosened and he pulled away, "I...can't-"

His head snapped to the damaged wall just before she heard the frantic yell, "Aunt May, I'm here!" Gwen swung through the hole, landing in the kitchen before jumping through the damaged wall, "Please tell me you're-"

She heard a strangled gasp emanate from the young teen at the scene before her, "Oh my god..." Gwen's head snapped between them and Vulture's rapidly cooling corpse, her breaths growing more frantic when she looked back at the young man in front of them, "Peter...what did you do!?" she screamed, hands grabbing at her hood tightly in what looked like fear, "Vulture's dead and...and you injected yourself with the serum! Why!? Why would you-"

"They would have died if I didn't!" He...Peter answered back, his voice equally frantic, "When I got here Toomes had his arm around her neck and Unc- Ben was already injured! I had no choice!" He stood up suddenly, his expression turning more pained, "I was too injured...I needed to inject myself or I wouldn't have made it. I can control it-"

"No, you can't! _No one can_!" she interrupted, her scream growing louder, "God, Peter...I just told you that injecting yourself puts you at risk of killing yourself! Where did you even get another sample of the damn thing!? You-"

"It's too late to lecture me now! What's done is-" He suddenly broke out into a fit of coughs, the sound almost akin to vomiting. May couldn't stop the stab of pain in her chest at the sight of it, and it only grew worse when she saw the traces of blood on his lips and gloves, "Damn it...thought I'd have more time before..." He knelt on the floor, his coughing quickly growing worse as he spat out more blood.

"No! Damn it, not again!" Gwen knelt in front of him and pulled out a syringe from her back, injecting the needle at his neck frantically, "Stay with me, alright? You're going to be okay, you're going to be-"

"What's going on?" May spoke up, voice so soft that it was a wonder Gwen even heard her, "Gwen...you know who he is? Why didn't you tell us? Is he..." She couldn't finish. Was he her dead nephew? Was he the same monster that rampaged throughout his high school before he died?

"Aunt May, I can-"

"Gwen...?" He interrupted, the question coming out in a raspy whisper, "She...She just called you..."

"Yeah...she did..." Gwen took a deep breath. Releasing her hold on the syringe, she pulled down her hood and removed the mask covering her face. Peter's mouth parted in shock, his hands trembling when she gave him a pained look, "This wasn't how I wanted to tell you, but there's no point dancing around it now." She bit her lower lip for a second before continuing, "We need to help you first."

"All this time..."

"Yeah...I never meant to lie to you, it just..." She trailed off before shaking her head, "No, there's nothing I can really say, can I? Come on, we have to-"

That was as far as she got before he pushed her away, jumping through the hole in the wall and out of the house before Gwen could stand up again, "Peter, wait!" She looked down at May again, her expression torn, "Aunt May...I'll explain everything later, but right now I need to find him before he hurts himself or anyone else. Alright?"

"I...I understand..." May watched her put on her mask in a rush and follow after him, the telltale sound of her webbing ejecting from her wrists coming soon after. May shared a look with her equally confused husband and sat on the floor, their breaths growing less shaky as the seconds passed. Gwen would explain everything, she'd done it before. She just had to trust her...trust them both.

"We...We need to take you to the hospital..." May mumbled, throwing a glare at the Supervillain's dead body. She needed to help her husband first.

At Ben's nod she placed his arm around her shoulder and lifted him up, taking a few steps towards the door before he tapped her hand, "I can walk by myself, May, " he said. Ever so gently he pushed her away, balancing somewhat shakily and giving her a strained smile, "Bleeding's stopped cause of the webs...could you get the keys, though? I'll go the car."

"Right..." She moved on autopilot, opening the (miraculously still intact) drawer and pulling the keys out, "We should..." She stopped, eyes focusing on the dark fabric nearly invisible on the floor, "This is his..." She picked up the torn mask. The entire thing looked like it was a hair's breath away from unraveling all together, _'He...Peter left it behind...'_ She held onto the bloody cloth tightly and closed her eyes.

 _Please come back soon, Gwen...'_

* * *

 **Drama chapter over with. Next one will probably be my last for a while...that is if I don't change my mind, since I can be pretty fickle despite my best efforts. Anyway, yeah, this entire chapter was a cliche all around but I think it got the job done. Another villain dead (though given my dislike of reusing more than a couple of villains this isn't a ginormous deal) and the identity reveal in one fell swoop.**

 **Review answers:**

 **Red Rain17 - Taking a break, as I said. I'm not even close to finished for this.**

 **Redentor - Well, Gwen did say five minutes and then they help her look, which she likely didn't refuse. Still, Gwen wasn't there for the final confrontation mostly because of rule of drama...and I'd argue that Noir having the original serum in his blood is equally important considering the risk it poses.**

 **Hardlight - End of Clone Conspiracy, yeah. He got the proto-clone. Anyway, as long as it's cool with you then I hope this chapter**

 **Zapper3000380 - Wish granted ;)**

 **Anyway, here are what will probably be my last questions for a while.** ** **Appreciate any reviews and feedback as well :D****

 **Whose POV for the next chapter? Vulture's just been killed, Noir's been revealed to the Parkers and Gwen herself just got her identity outted under extremely shitty circumstances. The confrontation in the next chapter will shift tones dependent on who's the POV character for the Gwen and Noir conversation.**

 **Noir's likely to be the more emotional and unstable (for once...) given he just injected himself with the serum and he watched Vulture nearly kill Aunt May...again :/ Meanwhile Gwen's likely to be the more rational and willing to explain since she currently knows more. Depends on what you guys want to see :D**

 **Also, serious question...and one I never thought I'd find myself asking given my dislike of the 'Lets you and him fight' trope: In a straight up fight e.g mano-e-mano between Gwen and Noir is the former more or less a guaranteed win? While I'm personally not a fan of hero v hero battles I'm looking at the upcoming chapter and I can't deny it's a possible route the story might take given how this chapter ended.**

 **Gwen seems to struggle with Supervillains in her canon comic, but that seems purely because of her inexperience rather than lack of powers. Likewise Noir got his face beaten in by Sandman, but in fairness he was also his first (and so far only) Supervillain. Power-wise Gwen's far more durable and is about 10 times stronger - in addition to the wall crawling and web-swinging.**

 **Meanwhile the only things Noir has over her is being (slightly) faster and the advantage of knowing how to fight properly; Gwen apparently learned all her techniques from watching Kung fu movies while Noir got into fights before receiving his 'gift'. Spider-sense isn't an issue given that neither works on the the other.**

 **So...yeah, opinions? Any way this doesn't end with Gwen winning and/or Noir being forced to make a tactical retreat (read: running away after getting his ass spanked) given their performance so far in the fic?**


	34. Their Story Repeats Itself

**Off-topic question to start, but I didn't want to bloat the AN down below: What's the deal with heroic motivation and choice? One thing I notice is that it's pretty rare to find a hero who wanted powers so they can help people: Most of the heroes who get powers get them via accident and circumstances out of their control, which somehow translates to them being 'better' because they 'never asked for it'?**

 **Even for Normals this applies: Characters like Punisher or Batman were motivated by a personal tragedy rather than deciding 'I want to help people/I want to be special'. Likewise those who don't seem to follow this rule get treated with some derision: Booster Gold from DC is an incompetent glory hound under most characterization, Frog-Man has enough ego to think he can be _Captain Marvel's_ partner, and in Earth-65 Peter Parker and Adrian Toomes became Supervillains as a result of said desire. **

**I dunno, it just feels weird to me that meta-wise the idea of a an individual who went out of their way to get their special abilities is either a D-lister Hero at best or a Supervillain at worst.**

* * *

 _'Where are you, Peter?'_

Gwen swung through the chilly New York skyline, her thoughts going a mile a minute. The Parkers, Vulture, those kids, Cap's warnings...Peter. All of it was too much and too fast, _'To think this day started with just a concert...'_ She let the swing run till it reached its highest arc before she let go, twisting just a bit further than necessary and landing on the side of an apartment building in a crouched position.

Down below on the streets the people walking stopped to look up and point at her, an alternating cacophony of cheers and curses coming and going. She could hear them all, hear every dirty word and praise that managed to carry up, but she didn't care. Shaking her head, she crawled up to the roof before pulling out her phone from her backpack and hitting the speed dial with a frustrated tap.

"Come on, come on..." The painful silence lasted for only a few seconds before the automated voice chimed back, saying the canned lines about the phone being 'unavailable at this time and to please call again later', "Fuck!" She slammed her free hand on the closest wall, cracks appearing on the concrete and slowly spreading across the surface. She looked at the broken material with a sigh and dialed the number again. She just needed to calm down, needed to-

"The number you've dialed is unavailable or out of the coverage area, please try again-"

She threw the phone back at her backpack with a frustrated growl before she spun around and aimed a kick at the already damaged wall, causing the entire thing to collapse altogether and crumble into pieces off the rooftop, "Oh shit!" She looked over the edge and breathed a sigh of relief at the sight of the deserted alley. This night was already fucked in more ways than she cared to count; she didn't need to get anyone else hurt because she was throwing a tantrum.

"...This is fucked." Biting her tongue, she jumped and broke into another swing. Uncle Ben was at the hospital, Vulture was dead, those kids were going to juvenile detention if they were lucky and Peter...

Peter might have been dying.

Her spider-sense pinged just before she saw the wall she was about to collide with, _'Late again!'_ What the hell was the point of a sixth sense if it didn't work half the time? She ran along the side of the building and herself fall, landing on the fire escape with practiced ease. Finding Peter in this place was like searching for a needle in a haystack; a very angry needle that kept moving just when you think you've got it.

 _'I don't know how long that suppressant will last...'_ She chewed on her bottom lip and pressed her forehead against the metal railing. She thought the serum created by S.I.L.K was bad, but at least it was made for a purpose: Creating expendable shock troopers, pets that they could point at people like attack dogs. It was dangerous, but the test subjects weren't poisoned and they weren't nearly as monstrous as what Peter became three years ago.

The serum he'd made was because of an accident, a fluke that those bastards were all too willing to exploit. She didn't know what her best friend was really expecting when he injected himself - Being like Captain America? Like She-Hulk? Like _her_? It seemed so silly to consider it. Dr. Connors was the original creator of the serum, a treatment for war veterans to get their limbs back as repayment for the sacrifices they'd made. How did he get the idea that it would give him superpowers?

 _'Doesn't matter now, does it?'_ She thought bitterly. In the end it killed him, and thanks to Peter...Spider-Man being infected with the same thing he was at much risk as he was, _'Gotta find him...can't lose him again.'_

She was about to swing away before she heard it. The scream of a girl, almost drowned out by the noise of traffic if not for her enhanced earring, "Now, really?" She shook her head and swung towards it, ignoring the voice in her head telling her it could have been anything. It wouldn't have been the first time she'd swung to a scream only to find it was because someone had sent a screamer video or some other fucking prank.

Still, she always ended up going. Better to be safe than sorry and all that-

Were there more screams now? She narrowed her eyes and concentrated. Even through the honking of horns and the loud thrum of engines from overcompensating drivers she heard what sounded like multiple guys yelling out scared obscenities, _'...Yep, definitely not imagining that.'_ She quickened her pace.

The scene that greeted her wasn't what she expected. At first glance it reminded her of something she'd seen far too much before: A girl slumped against the walls of an alley, cradling a beat up guy in her arms with tears in her eyes while a group of what looked like low-rent hoods surrounded them. A typical scene she'd gotten used to just a bit too much for her liking.

Well, except for the fact that said gangsters were all crumpled on the ground, arms and legs twisted unnaturally, _'Oh shit...'_ She could still see them moving, however slightly, so they were definitely alive. But their wounds... _'Someone's going to be needing to shit through a straw for a few months...'_ She turned away. They weren't going to go anywhere; webbing them down would've just been adding insult to injury.

"What happened here?" She knelt in front of the crying woman, her voice soft.

She looked up to meet her gaze and wiped her tearstained eyes, "M-Me and my boyfriend cut through the alleys. Thought it'd be a shortcut," She held onto the injured young man tighter, "These guys came up to us a-and one of them, I think he was the leader, he asked me if I wanted a 'ride home'. We tried to run, but..." She bit her lower lip, the shaking only growing worse.

"It's alright, you don't have to tell me." She touched her shoulder gently, "Looks like your boyfriend really kicked ass, huh?"

"It-It wasn't him." She shook her head, "It was dark s-so I couldn't see very well, but it was a guy dressed in black, I think..." She took a nervous swallow before continuing, "No, I'm sure it was. H-He wasn't wearing a mask, a-and he told us to just stay down and then..." She nudged her head to the moaning thugs, "Th-That's all I know, I'm sorry. E-Everything's..."

 _'Peter...'_ She was about to ask more before she saw it through the side of her vision. A blur of movement running up to the roof at the opposite end of the street, "Get to safety and call the police." She ejected a webline and pulled herself up, crawling up the last few feet and landing on the rooftop in a rush before making another jump towards the opposite building. It was him, she was sure of it.

She was right...though it did little to sooth her nerves when she finally saw him.

He was kneeling near the edge, both arms pressed against the red-bricked surface of the wall lining the borders of the rooftop with his head lying atop the appendages. Despite her loud entrance he made no move to acknowledge her; his only movement being the slow rise and fall of his shoulders to indicate that he was breathing. Just barely she could hear what sounded like...no, impossible. She must have been hearing things.

Gwen's brows furrowed in worry and she took a hesitant step forward, "Peter...?" Another step, and again he ignored her. She thought he'd be angry, and by all rights he seemed to be given the mess he left behind, but right now he looked to be anything but. She'd expected screaming, expected insults, expected...something besides the stifling silence that covered the entirety of the roof.

It was only when she took her fourth step that she couldn't deny what she'd heard.

He was crying.

Gwen felt a stab of pain her chest when he finally looked back at her, his face twisted into a halfhearted scowl. She could still see the traces of green scales from where his neck disappeared into his coat and the flecks of green in his eyes, though less so than before. Cap told her the suppressant wasn't built to fully help with the original iteration of the serum. It wasn't useless, especially considering that the two shared the same baseline, but if they wanted to make a proper countermeasure then they needed his cooperation.

 _'Yeah...easier said than done.'_

Even from the beginning there was always a part of her that doubted he was Peter, even if she tried to ignore its growing presence in her mind. He had the same face, the same love of science, but they were different in as many ways as they were similar - Peter hated conflict while Spider-Man ran to it with a curse at the ready; Peter clammed up when it came to arguments while Spider-Man couldn't help but get the last word in; Peter wanted to be special while Spider-Man despised the idea of it.

Peter admired her while Spider-Man hated her.

But at the end of it she could count on him. As much as they disagreed she never worried that he would break, that he'd crack under the pressure. Even now there were still a few stray tears that dripped down his face, his hand wiping away at them in frustration as more and more came and went. She had to admit the sight of it was something she never thought she'd see. He never cracked in all the time she'd known him and to look at him now...it was a stark reminder that he was just like her; a teenager in over his head.

"Peter-"

"Not gonna call me Ben?" He smiled bitterly and sat with his back against the wall, eyes never leaving hers, "Or is that just something 'Gwen Stacy' does?"

Gwen sighed. She'd expected that, but it still stung, "I'll call you that if you want, but that's not your name." She was tired of it. Tired of the lies, tired of the half-truths and deception just so he would trust her. Her father knew, her friends knew, the Parkers knew. If she could be honest with them then she could be honest with him, couldn't she? He should've been no different.

"It's also the name of that kid you're obsessed with," he said bluntly, "The one you told me you were over with three weeks ago...that another one of your tall tales?"

"It wasn't..." She lowered her hood and took off her mask, trusting her spider-sense to warn her that no one was watching them, "I don't want to lie anymore."

Even the declaration felt dishonest. She'd lied a lot ever since she got bitten: Lied to her friends, lied to her dad, lied to the Parkers...to just baout everyone she knew, really. White lies at first, just little half-truths here and there to explain her sudden absences or why she happened to be 'busy' every time Spider-Woman made a TV appearance. It was harmless, and the guilt she had eventually ebbed away.

It wasn't as easy when her double life began to catch up to her. When her dad was sent to hunt her down like she was a common criminal; when Hippo attacked her dad during one of their concerts; when Murdock caught on and tried turning her into his apprentice; when Castle realized who she was and put her dad and the Parkers in danger. Everyone around her paid the price for her try at heroics and she was getting sick of it.

"Oh, that's rich coming from you." He scoffed, "How many times did you pull the wool over my eyes, huh? 'Spider-Woman's just a friend', 'I just want to help Gwen move on from what happened', 'Spider-Woman's just trying to do the right thing'..." He picked up a clump of snow crushed it between his fingers, his smile fading, "I thought I had a good read on people, but it turns out I'm nothing more than yesterday's chump-"

"That's not true-"

"Yeah, _you're_ the person I wanna hear tell me what's true or not..." He threw the remaining traces of snow away over his shoulder to the streets below, "You know what, you're right. I wasn't being lied to, I was just deluding myself. If I looked a little deeper, paid more attention to the hints, I'd have figured who you were under that mask of yours. But I was so desperate to think there was someone here I could trust that I acted like a blind dog..."

"What do you want me to say, Peter?" Her hands shook and her lips quivered. She knew that it wouldn't be sunshine and rainbows ever since she continued the charade, but all the warnings and expectations couldn't make up for the pain and frustration she was feeling right at that moment, "Do you want me to say I'm sorry? That I didn't mean for things to get this far? I'd give you all the apologies in the world but it wouldn't change anything I've done."

"You think I want to hear that?" he spat, "I'm _tired_ of hearing excuses and reasons, _Gwen_." He said the name like a curse. "Every time I go to sleep I hear a pathetic brat justifying turning himself into a monster, and I've spent enough time here to know plenty of people who use excuses to justify what they've done: Parker just 'wanted to be special', little miss lightning bolt was 'sick', Toomes wanted to 'leave a legacy'. I don't want to hear another 'It's not my fault'..."

"...I'm sorry." She knew he didn't want to hear it, didn't care for whatever she said, but she continued on, "I...when I first saw you on that roof it was an honest coincidence. I didn't want to admit who I was under the mask even though I barely hesitated to do the same to you. After that..." She clenched her hands, "I just couldn't admit it. You hated me, resented Spider-Woman, but you trusted Gwen Stacy. I won't deny that it made it easier knowing there was always something I could fall back to if things ever went too bad."

"Well, your plan worked. I was fooled. _Congratulations._ " He clapped slowly, the gesture just adding to the feelings of guilt she already had, "But you know what? I'm not gonna give you the satisfaction. I'm not gonna scream, not gonna cry about how I trusted you or that you betrayed me..." Despite his words she could hear the resentment in his voice clear as day. Honestly she couldn't blame him, "I got played. Wouldn't be the first time..."

"Peter..."

"Again with that? You're like a broken record..." He sighed, "...What do you even want, anyway? Come here to try and salvage what you could?"

"No..." She knew it was too late for that. It was a miracle he was even willing to listen to her, "Pete...Spider-Man, you're infected with the serum."

"Really? I hadn't noticed." he replied bitterly, eyes rolling, "What was your first clue, Sherlock? The fact that I injected myself with one the kid's remaining syringes or the scales growing out of my skin?" His lips curled in a sneer. Gwen could see hints of green along his right arm before it was covered up by the sleeve of his trenchcoat again, "So that's why you're here, then? To put me down before I go insane like that kid did? Suppose you have experience in that regard..."

"Why would you say that?" She couldn't stop the bursts of anger she felt despite her best efforts, "You know how much I regret killing Peter! How I'm still trying to make up for what happened! How could you..." She looked away and closed her eyes, arms curling inward as she shivered. It was hard to look at him, to see the effects the serum had and see Peter looking like he was a hair's breath of turning into a monster again.

The silence stretched on for minutes before he spoke up again, his voice soft, "What do you want me to say? That I was wrong to think that you don't have my best interests at heart?" He scoffed, "...You know what, fine. I'm infected, why do you care? You've known I was infected for over a month now. Why does this change anything?"

"Because we were wrong about your infection," she said, "We thought you had the same serum that Harry and the rest of the people S.I.L.K experimented on were infected with. The one they used to try and create their expendable soldiers." She shook her head, "S.H.I.E.L.D did some testing...it was hard to see because they didn't even consider the possibility of it, but you have the same serum that Peter injected into himself three years ago...the one that killed him."

"Explains why I was coughing up blood..." She winced. The way he said it was calm...almost uncaring considering his words, "Alright, fine, so I've got a different strain. Why does this change anything? I have a natural immunity to the serum and whatever poisons they put in my body. Even now I can feel it flushing from my system...I'll be back to normal, eventually. You know that."

"That's not the point!" she snapped, "You were never supposed to get infected again! I understand when Hill did it - the one she injected you with wasn't even the same version - but after what happened in that alley with Murdock's ninjas and now Vulture? Fuck..." She took a deep breath, "Hell, just look at what happened minutes ago! It's a miracle none of those guys are dead after what you did with them!"

"Well it _did_ happen, so what now?"

"You need to..." She took a deep breath and looked at him properly. She couldn't be weak here, not again, "Come with me back to S.H.I.E.L.D...please. Cap understands that it's not your fault, and they're the only ones who can even try to find a cure for you and make sure this never happens again..." She chewed on her bottom lip and considered her next words, "They're giving you an out here, Spider-Man. Don't waste it."

The soft laugh that he gave did nothing to calm her already rapidly beating heart, "You must think I'm some kind of class-A moron." He clicked his tongue and looked away, "So what, after everything you think I'll just play along with your demands? That I'll be the collared dog again and put myself at the mercy of those gang of spooks just because you tell me? That's rich..." Another laugh, even softer this time, "If you think they really wanna help me then you're even more of an idiot than I thought."

"It's the truth-"

"No, it's what you want to believe," he interrupted with a scowl, "You want to think they're the good guys, that just because Stars-and-Stripes tells you something it's right and there's no argument for it..." He shook his head, "You know, let me take a shot in the dark on where this is going: You try to convince me to turn myself in willingly and if I don't you're gonna drag me there 'for my own good'. That about sum it up?"

"...I don't want to do that," she said. Gwen hated to admit it but he wasn't exactly wrong. S.H.I.E.L.D had held off on trying to take him in by force for as long as they could, but direct confirmation of him being infected with the previous strain of the serum was enough to spur them into action, "Just...please come with me." She took deep breath and took a reluctant step forward, "We can-"

Her words stopped in her throat when she saw him raise the revolver and aim it at her, the barrel pointing right to her chest, "Don't take another step..." he snarled, "I rarely miss, so don't test me."

Her spider-sense was silent, as expected. She stared down the revolver and grit her teeth. She'd taken worse before - she could survive a bullet easily - but they both knew that wasn't the point. They'd had their arguments before, but this was more than that. Once he pulled that trigger there'd be no going back.

"I'm not going to let you die, Spider-Man..." She clenched her hands and took another step forward, ignoring the way her heart jumped when his finger inched closer to the trigger, "I've lost Peter and Harry to the serum already, I'm not going to lose anyone else to it." Another step, "So if you want to shoot me then go ahead, but if you think that's going to stop me from making sure you don't become a monster then you don't know me at all."

The last step was enough for her to stop right in front of him. She could feel the cold metal of the barrel press against her stomach and she shivered. At this distance she couldn't dodge the bullet, enhanced reflexes or no.

The pregnant silence lasted for another minute before he let out a frustrated breath and lowered the gun, putting it back in its holster. Gwen breathed a sigh of relief and stepped back slightly, offering him a hand with a small smile on her face, "I'm sorry for what I did...I know that won't make up for it, but I hope that we can start over," She forced out a laugh which sounded strained even to her, "And hey, you didn't shoot me. That's something, right?"

Spider-Man stared at the offered hand before he accepted and pulled himself up, "I gotta tell you something..."

She blinked at his sudden closeness, "Y-Yeah? What is it?" She could see every fleck of green in his eyes, could feel his every breath against her skin, and she swallowed nervously. It reminded her way too much of what happened a few weeks ago, "Peter...do you-"

"...I didn't shoot you because I was out of bullets."

In hindsight she should have seen the headbutt coming, but there was no time for lecturing herself now. His forehead collided with the middle of her face and she stumbled back, one hand covering her nose while the other ejected a webline at his back to keep him from jumping off the rooftop, "God damn it, Spider-Man, stop!" She pulled him back, the male vigilante stumbling at the suddenness of the action, "I don't want to-"

"You honestly thought your little spiel would work, didn't you!?" He pulled himself closer to her, using the momentum to try and deliver a punch right at her face, "You must think I'm as stupid as the damn kid that idolized you!"

Gwen winced and detached the webbing, dodging to the side in order to avoid the clumsy blow. It felt odd fighting without her spider-sense to guide her, but she could do this. She had to, "All I want do is cure you! That's all!" she pleaded. God, all she needed for him to do was talk to Cap. She would understand it wasn't his fault and they could purge that poison from his system for good, "Please, if you just-"

She was cut off with the punch connecting to her jaw. It didn't hurt as much as some other hits she'd taken, but it distracted her long enough for him to aim a knee at her gut hard enough to make her want to vomit.

 _'Damn it, this is not working!'_ Gwen aimed two lines of webbing at his feet to hold him in place so she could have a moment to think, _'That's not gonna hold him for long...'_ She grimaced. She didn't want to hurt him, but it was obvious talking to him wasn't going to cut it, _'Maybe...Maybe if I just hit him hard enough to knock him down?'_ It made her feel sick just thinking about it, but she didn't have a choice, did she? She had to make sure he could get cured.

He charged at her again, but she was ready this time. Gwen webbed his right arm and aimed a kick at his legs to knock him to the ground. She felt a bubbling sense of guilt almost take her when he glared up at her, mouth parted and showing off some of his now-sharpened teeth. The serum was still in his system; whatever immunity he had was definitely taking its sweet fucking time doing its job.

 _'This is for his own good...'_ She blocked his last attempt at a punch and wrenched his arm back, steeling her nerves when she heard him scream in pain in response, _'Not broken...but that doesn't mean it didn't hurt.'_ It didn't do much to stop the rising tide of regret she was already feeling, but she could deal with it. It wouldn't be the first time she'd dealt with guilt these five years...

She straddled his stomach, both hands pinning down his own as he continued to struggle and glare up at her, "God damn it, will you listen to me!?" she screamed, the sound cutting through his angered growls, "This is for your own good! If you don't get that poison out of your system you're going to _die_! Don't you get that!? It doesn't matter how much immunity you have, if we don't make sure it's out of you for good you'll always have a risk of turning back into that thing! I'm doing this for you-"

"No, you're doing this _for yourself_! Because you're so sure you're right, damn everyone else!" he snarled, "It's my life and my freedom on the line here, not yours!"

"Spider-Man-"

"You're not even listening to me, are you?" He looked away and let out a bitter laugh, "No, of course not. Spider-Woman's always right, always knows what's best no matter who else has to suffer the consequences, right? That's all it boils to, isn't it?" He made one last attempt to wrench his hands from hers, but her grip remained firm, "You can't admit that I may have a point so you just shut me down and force me to follow what you want."

"That's not what this is," she said firmly, her gaze hardening, "You can hate me all you want, but that poison inside you...we can't just leave it. What if you couldn't control it, huh? What if you attacked the Parkers? Attacked other innocent people? You can't look at what you did to those men down there and tell me that nothing's wrong with you." She took a deep breath, "All I want to do is keep you from losing control, Peter...please don't turn into a monster like him-"

"I just wanted to be special...like you."

"Wh-What..?" Her eyes widened and she froze, her grip on his wrists loosening just enough for him to wrench his hands away from her. Before she could counter he aimed a punch at her neck and pushed her off, pulling the webbing from his legs and running towards the edge of the roof. For a second he stopped and turned back to look at her, his expression briefly torn before turning into a scowl once again.

"Stay away from me."

"Pe...Peter...wait..." She fired another line of webbing, but it was too late. Peter jumped, the web passing through where he was standing just a second prior, "No...no, no, no!" Forcing herself to stand and biting back pained tears she stumbled to the edge of the roof and looked down at the alleyway. The entire area was pitch black, lacking even the telltale cheap lightbulbs that usually lit the way.

Gwen grabbed her mask and let herself fall, pulling on the last part of her disguise when she landed. The darkness surrounding her was almost stifling. Stumbling to the right she grimaced at the sight of the busted lightbulb hanging off the wall, _'He must have smashed the lights...'_ She punched the wall in frustration, the bricks collapsing from the force of the blow.

He tricked her...used Peter's last words against her. Gritting her teeth, she released a line of webbing and pulled herself into a swing. She was going to find him, she had to.

* * *

She spent the rest of the night searching and came up with nothing. No more 'lucky' muggings someone else intercepted, no word on anyone she asked on whether they saw a young man dressed in a trenchcoat like he was straight out of the 30's. It was only when the clocks signaled that it was past midnight and the streets began to empty out that she had to admit it to herself.

Peter was gone...and she wasn't going to find him.

That last part sent more than a few feelings of bitterness through her core. She was tempted to blame it all on him, that it was all his fault for being stubborn and refusing to listen, but she knew that wasn't true. Despite her intentions she couldn't deny the part she played in letting it get this far for lying to him for so long. It would've been better if she'd told him outright or just rejected him those weeks ago. At least then things would have remained simple.

She heard her phone buzzing and landed on the roof, taking out the smartphone and reading the message on the screen, "At the hospital with Ben and May..." It was from her dad. The unspoken message was clear, 'Where are you and why aren't you here?'. She bit her lip and took a final look at the expanse of the city behind her. Peter was out there now, but even if she spent the next week straight searching she'd never find him.

But her family needed her now. She could be there for them even if she couldn't for him.

It took almost no time to swing over to the hospital and change in a nearby abandoned alley. The receptionist was even faster, sending her to the designated room without even looking up from her computer. Sighing, Gwen trudged up the stairs and made her way through the sterile halls of the hospital. She never liked spending time here; it reminded her far too much of the time when her mom was sick or her dad had to be treated for gunshots.

Looking up at the room number, she let out a soft breath and pushed it open, "Hey, guys. I'm here-"

For the second time that night she found her words stuck in her throat. Uncle Ben was lying on a bed, a patient gown over the bandages covering his midsection while at his side she could see Aunt May and her dad sitting in silent support. All three of them turned to look at her, their expressions ranging from relieved smiles to subdued looks of pain and curiosity. About what she expected...

...If an unmasked Captain America wasn't sitting on the other side of the bed like it was no big deal.

Gwen blinked and rubbed her eyes, wondering if maybe she was just seeing things, but there she was. The senior superhero looked at her patiently, her smile just as strained as her dad's before she spoke, "No need for explanations, Gwen. I already told them why I'm here." She nodded to the other three before looking back, her eyes expectant, "...Can I assume by the lack of his presence that Peter won't be joining us?"

"I...no, he won't." She looked away, trying to ignore the discomfort she felt when Uncle Ben and Aunt May's gaze bore into her. They wanted to know the truth, wanted to know if their little boy was alright.

She only wished she could tell them the answers they wanted to hear.

"I was afraid of that." Cap sighed, "Well, I suppose it wasn't wholly unexpected considering what happened the last time you convinced him to come in for testing. It took a lot of arguing to get Hill not to just send a squad of agents after him." Uncle Ben and Aunt May gasped, which caused her to throw them an apologetic look, "Don't worry, he's safe. I won't deny that he poses a risk, but so far he seems to have remained in control of his faculties and hasn't hurt innocent people."

...Why did she get the feeling Cap wanted to add a 'yet' at the end of that sentence?

"I just...want to know if our boy's alright..." Uncle Ben mumbled, Aunt May nodding beside him and grabbing hold of his hand tightly, "We would've been dead if not for him...we just want to talk to him, try to understand why this is all happening."

"I understand, Mr. Parker, and I'm sure Gwen did her utter best, but if he's not with her now then I'm afraid there's little we can do." She nodded at her, Gwen giving her own nod in return, "I won't lie to you: As of right now we're still uncertain whether he truly is the Peter Parker you know or not due to...contradicting information, but as soon as we know the truth you'll be one of the first people to know."

"What about what happened to him?" her dad asked, "You said he was infected with the same serum that caused Peter to..." He looked at Aunt May and trailed off. She knew the feeling all too well.

"I just want to know he's okay...I'll be satisfied with that." Aunt May mumbled. Gwen could see her other hand holding onto the the tattered remains of his mask and she frowned. It belonged to his Uncle Ben...he must have been in a lot of shock if he just forgot about it.

"We'll try to find him as soon as possible. As of right now we can only hope that his immunity truly suppresses the effects of the serum, lest we have another repeat of the incident three years prior." Cap sighed again, "Gwen, you may not want to hear this now, but the process of proving your innocence has just been finished. In two days time the information will be released and you will officially be pardoned."

"What? _Now_?" She looked at Uncle Ben and Aunt May, her face pained, "C-Can't we delay it a bit more? Uncle Ben just got injured and-"

"Now, Gwennie, don't you worry about May and me." Uncle Ben interrupted, a soft laugh coming and going, "It's just a scratch, I'll be out of here in a few days. No sense in postponing the inevitable and all that. Just..." He licked his lips and adjusted his place on the bed, "Promise us you won't waste this chance...and when I get out of here we're going to have a talk about what happened tonight. No lies, just the truth no matter how harsh it may be. Alright?"

"I...of course, Uncle Ben." What else could she do but agree? She couldn't use them as an excuse anymore, "Well...I guess this is it, then?" She stepped closer to Cap and offered her a hand, which she took in a firm grip, "No more running from the cops, huh?"

"That's right. In two days time Spider-Woman will be a S.H.I.E.L.D sanctioned hero. I hope you live up to it, for all our sakes."

* * *

This was all wrong...

Peter stumbled down the alleyway, his every breath strained and shallow, "Damn it..." He pressed a gloved hand against the wall of the of the building to his right, his other hand covering his mouth as he let out another string of coughs. He could feel the blood seeping between his fingers, the taste of copper lingering on his tongue. His vision swam and it was difficult to breath, but he'd be damned if he was going to lay here and die.

 _" She deserved worse."_

His legs buckled and he was forced to his knees, the feeling of the cold snow seeping in through his trousers. Through blurry eyes he saw his wrist free of the green tinge and scales that consumed it not too long ago, _'The symptoms will pass...'_ he reassured himself. They passed when he'd fought those ninjas weeks ago and they'd pass now. He had nothing else to-

 _" Coward..."_

He grit his teeth and punched the ground, ignoring the bursts of pain that met his knuckles in response. At least it helped keep him focused, avoided him from imagining voices in his damn skull, "I'm really becoming one of the crazies...like everyone else in this madhouse..." He forced out a laugh before breaking out into another fit of coughing, though less painful this time.

 _" You don't deserve it."_

Peter didn't know how long he stayed in that alley with nothing more than the sound of his own breathing - and nothing else - as company. It could have been seconds or it could have been hours, but eventually he managed to force himself to stand and trudge towards the end of the alley towards the deserted street. He just needed to make it back home and sleep it off. By the time he woke up things would be back to normal and then...

And then what? The only reason he spent time with Spider-Woman... _Gwen_ was because she promised him information on Octavius, information he couldn't get on his own. He saw those pictures: Octavius wasn't in New York...hell, it'd have been a miracle if he was in America at all. He could be anywhere on the planet, and he had no way of finding out where at this point.

What was he going to do then? Come crawling back to Gwen, beg her for mercy and admit that he was wrong to not follow along blindly like he was her pet? He shook his head. No, there had to be another way.

He didn't make it very far past the alley before a limousine parked in front of him, his spider-sense giving the same increasingly familiar blare again when the back door opened and he saw the lone occupant sitting inside.

Another clown in a suit...literally this time. The guy inside was dressed in a white ensemble: White suit, white tie, white gloves, white shoes and a white mask with a crescent moon symbol at the center of his forehead, "...Huh, and I thought I saw everything already." He straightened himself up, "What, the cloak and ninja look didn't do it for you?"

"That's more Marc's preference. I prefer a bit more flair to my attire," he replied. Peter narrowed his eyes; he was talking about another person...but not really. Again he felt his spider-sense thrumming at the back of his skull, "I'm sure we'll have more of a chance to get to know one another, but I'd prefer if we didn't talk out in the open like this. So..." He gestured to the seat across from him, "Wanna take a seat?"

"What makes you think I'll even get in that car?"

"Well, you could stay here and possibly collapse, at which point some punk's going to find you hanging around 'his turf'." He crossed his arms, "Best case scenario he mugs you for what little money you have and takes your shoes for good measure. Worse case? He realizes that you're the new hero on the block whose been making things so difficult for others like him and he kills you right there and then...and takes your shoes for good measure." He shrugged, "Trust me, I've been dead before. Not as dark and peaceful as everyone says it is. So...you getting in?"

He was tempted to argue, but he eventually sighed and trudged inside. He'd just burned his one lifeline...may as well get all the friends he could take.

* * *

 **Well.** **..that went well :/ Evidently fight proper was rather short, but considering the original plan was for the confrontation to not take up a full chapter I think this is pretty good all things considered. I also shortened the fight since I didn't want to turn it into a full blown no-holds barred brawl: Originally Noir was going to attack her in the dark alley with the stealth advantage, but I cut it out in favor of him deciding escape was more sensible.**

 **I tried my best to make both character's arguments have merit, but ultimately who do you guys agree with? Anyway, I _may_ make another chapter this one to show their new status quo with Gwen now being a licensed hero with S.H.I.E.L.D's backing and learning that it's not just about beating stopping the villain of the week. Meanwhile Noir digs deeper into his brand of vigilantism now that Gwen's not there to reign him in and with Moon Knight, Bullseye and Punisher encouraging said descent.**

 **Depends on whether you guys think this finished up well enough and how much I want to pass 300 reviews before finally taking a break ;)**

 **Review answers:**

 **Hardlight - Not sure if 'escalated quickly' is the proper word considering it _was_ the 32nd chapter. Most fics don't even go for half of that before going for the big drama reveals, so I figured this was a good enough time. Sadly, it did devolve to a fight; Gwen _thought_ Noir not shooting her was the start of the 're-introduction' cliche but them's the breaks.**

 **KasugaRomio - Again, just a break, not a full stop. That and like I said above I might make at least one more chapter depending on whether people are satisfied enough with this as a breaking point. Also puts us closer to that girl you keep talking about ;)**

 **Dr. Sugarcakes - You and a lot of people seem to dislike that phrase, but I have a fondness for it :P As with Hardlight above, sorry; no jokes and reconciliation - though Gwen certainly _thought_ it was going that way - because Noir attacked her...though whether he did on his own or his little voice in the head convinced him to isn't known since it wasn't from his POV. Maybe we can have it later when they meet up again.**

 **Anyway, a mask like that would require either specific materials or that he develop proper radar vision like DD. Considering the fact that Noir is a low-tech character to contrast Gwen being a high-tech character I'm not sure; it's even noted in the story multiple times that her costume self-heals while he has to keep replacing his due to sustained damage.**

 **Also, the mask he was using up until the current chapter (he left it at the Parker house in his panic) has sentimental value hence he's unlikely to part with it. Same reason why he keeps repairing it rather than just getting a new mask even though Bullseye would give him one gratis. Same deal with Rorschach considering his mask to be his true face.**

 **Mingyu - Surprised you bothered to review all three chapters ;P Anyway, this chapter's done with nothing more than a limited fight.**

 **Redentor - Already replied on SB, but I hope you continue to review both here and there :D**

 **Krolikson - To be fair Gwen's costume isn't just white: It has black segments, pink/purple/violent (depending on artist) arm highlights along with her neon blue shoes and web pattern. As for the fight, you were right: Running away and surviving over fighting for Noir any day of the week ;) Anyway, no shared chapter, though Noir got a bit for himself at the end there.**

 **Jajo Camello - Thanks for the advice, though I'm curious: Why the multiple reviews? Just make a space, dude ;) No need to make a double post.**


	35. Two Sides of the Same Coin

**So...surprise! A few people wanted it, so here's the _actual_ last chapter before I take a break. A dual-POV with both protagonists getting more or less equal amounts of focus.**

 **And hey, we passed 300 reviews! ...Kinda, since there a few double reviews, but we'll pass it for real at the end of this chapter.**

 **Anyway, just something to note: Is everyone fine with the supporting characters on both sides? One guy elsewhere noted that the Hero and Anti-Hero lines also seem to be gender lines: All the ideal heroes are female, all the anti-heroes (barring Felicia, and even compared to Noir she's the mildest) are male. I tried to balance it out a bit more with supporting casts of equal opportunity, but the main teams still have a weird dichotomy.**

 **No one minds this, right? I mean I never planned for gender to be a main thing in this story, but I gotta acknowledge the possible unfortunate implications of this...oh, and to follow the advice of Yoface; you don't have to answer if you don't want to. It's just my own personal question.**

* * *

Another day, another bank robbery.

It was a tale as old as time: Some guy worked for something, some other guy decided he wanted it and clubbed the first guy over the head with a rock to take it for himself. At this point Gwen could repeat it word for word from memory, but she'd heard enough of it from Mr. McCoy's philosophy classes or playing the Mushroom Cloud games that the whole 'man's inhumanity to his fellow man' spiel had been drilled into her head with a jackhammer.

Basically, bad guys did bad things and it didn't matter if it was cavemen with clubs or criminals with high-end assault rifles. Crime was crime.

As was the case now. A hostage situation at the steps of the Unity bank - Four bank robbers wearing (poorly made) president's masks and dark suits, each of them carrying loaded assault rifles and screaming their list of demands at the cops in what sounded like a Russian accent. A short distance away Gwen saw the cops shouting something back about not being able to follow their demands for a 'chopper'.

 _'Seriously? A fucking chopper? What do these guys think this is, Paycheck?'_ Gwen narrowed her eyes. Two of them were hanging out at the entrance, but the other two were holding up two hostages with guns pressed right besides their heads. She was too far away to see if their fingers were on the trigger, _'Let's just assume they are. Better safe than sorry...'_

She had to do this fast. Swinging in a wide arc, she made her way behind the building and lowered herself into a crawl when she reached the wall hanging above the back entrance, ' _No one saw me yet...I hope.'_ She licked her lips nervously and opened the circular window as silently as she could. The Bank wasn't the largest - definitely nothing compared some of the fancier places in the city - but it was just enough that she could see the hostages lined up in a row from the entrance to the counters.

Good thing people never looked up.

She jumped, firing two shots of webbing and pulling the guns away from the closest two with a sharp tug. She barely caught sight of them looking up, their mouths agape in shock, before she delivered two kicks to their faces that knocked them to the ground, _'Oooh, that's gonna leave a mark...'_ The two at the entrance turned back to look at the sudden commotion, practically jumping when they caught sight of her and their knocked out buddies.

"Hey, what the fuck-"

"Hope you don't mind me crashing the party!" Gwen rushed towards the pair, only one of them managing to raise the rifle even halfway before she reached them, "Woah, didn't your moms ever teach you not to play with guns!?" She grabbed the two rifles from their hands and smacked them both in the gut with the butt-end of it. The two doubled over and groaned in pain, leaving her free to toss the guns at the wall with two bursts of webbing keeping them secure.

And...done.

"Well...that was easy." She looked back at the still-stunned hostages, many of whom were staring at her with wide-eyes and open mouths, _'Not the reception I expected, but at least no one got shot. I'll take it.'_ She pushed open the glass doors and waved at the cops, many of them visibly relaxing when they saw the kneeling robbers next to her, "Hey guys, a little help here!"

Fifteen minutes later and the hostages were safely ushered out of the bank, the robbers being cuffed while the two that stayed conscious were being read their rights. She'd gotten complaints about her whole 'knocking everyone out shtick' making it hell for the precinct. Apparently they'd been getting abuse charges filed against them by lawyers desperately grabbing for any little inch they could get. 'Take them in conscious if you can' was something she'd heard way too many times at this point.

"Good work, hero." One of the officers clapped her shoulder, offering a smile that she could only return with a wave and a cheerful 'Just doing my job, officer'.

It still felt weird, not having to worry about leaving the crime scene because there was a 50-50 shot that the officer in charge wanted to lump her in with the criminals she'd just stopped. Now here she was standing with the crowd watching the perps get taken away while the people around her stared at her in awe or threw congratulations and praise her way. It almost reminded her of her first two years after being bitten.

And to think, all it took was two months for her to go from menace to mascot...

A tug at her side caused her to look down and meet the gaze of a girl who looked no older than nine, an older man who must have been her dad standing behind her with a supportive smile, "Can I have an autograph?" She smiled up at her, one hand offering a pen while another raised an obviously shopped picture of her and Cap posing back to back. To be honest it kind of scared her just how many times she'd seen pictures like that; sometimes it was Cap, sometimes She-Hulk, other times it was someone she'd never met like that ladybug-based heroine in Paris.

"Uh...sure." She did her best to stand confidently and signed her name at the bottom, making sure her handwriting was a tad fancier than her usual scrawl; a piece of advice her dad gave her just in case someone tried to link her and her civilian identity together. Why he thought 'they' (seriously, who was he talking about?) would link a Superhero to a middling band drummer she had no idea, but she ended up following the advice.

It didn't take long for the floodgates to open. As soon as she gave the signed picture back more people from the crowd came towards her, offering more pictures or shirts or (somewhat weirdly, though not unexpectedly) their own arms for her sign. Gwen nearly swung away to avoid the feeling of suffocation as people surrounded her, each of them offering praise or questions she'd long since gotten used to: 'Are your webs real?', 'Is it true you're friends with She-Hulk?', 'Will you marry me?', 'I always knew you were innocent.' and other such things.

She must have spent at least ten minutes signing whatever they threw at her before she finally managed to find an opening to excuse herself, "Well, it's been fun you guys, but I really gotta go! Crime to stop and all that!" She bit back a cringe at the forced cheer in her voice and broke out into a swing before someone could shove something else in her face.

 _'Yeesh, and I thought the cops shooting at me was bad...'_ She picked up her backpack from a nearby rooftop before jumping into another swing. It wasn't as if it was the first time she'd been swarmed by sudden fans, but turning nearly every crime scene into a mosh pit got real old real fast the first five times it happened, _'Can't believe its only been two months. Feels way longer than that...'_

Two months...she swung higher to avoid the cheering of the crowds below when she passed over them. It only took about a week after the release of the data on a few select news stations and papers (that Jameson couldn't control to spout whatever hate he wanted) and Cap vouching for her 'grit and integrity' for nearly everyone to do an absolute 180. Now she was running from crowds of people who wanted her autograph and asked for her hand in marriage rather than the ones cussing her out and calling her a menace.

And to be completely honest? She didn't know what freaked her out more.

It wasn't that she liked being a pariah, of course not, but it reminded her far too much of the days when she just got her powers. She'd wanted to have fun back then, wanted the attention of others because she became special from a random spider bite. It was her right, wasn't it? She didn't ask for her powers so what was the shame in indulging in a little harmless ego stroking? It wasn't like she hurt anyone by making appearances on the Tonight Show or anything.

Now it was the same song being sung in a different tune. Entire groups that disavowed her turned around, each claiming that they 'always had faith in her' or that 'they made a wrong judgement call' and that they hoped she 'always knew they supported her', "Yeah, right..." She rolled her eyes and let herself fall for a bit, the wind rushing past her before she released another webline. Swinging around New York always helped her think; occasional noises aside.

This was what she wanted, wasn't it? She didn't work her butt off for three years because she wanted approval, but she certainly didn't begrudge the rare few thank you's that she got when she just got her stomach kicked in trying to stop the villain of the week. Well, here it was; the cheering crowds, the little kids asking for her autographs and the Hipsters claiming that they 'liked her before it was cool'. She went from zero to hero...

...So why did it feel so damn bitter?

 _'You know exactly why...'_ She sighed and landed on a relatively high building. Ever since she'd been declared innocent every reporter in the city wanted to get an interview. 'Her side of the story', they said, because they were only interested _now_ after Cap vouched for her. Not _before_ when Jameson was riling them up like the villagers in Frankenstein and they were ready to basically crucify her with torches and pitchforks.

"God, when did I get so whiny?" She let out another sigh and sat at the edge of the building, heels clicking against the concrete wall. She'd agreed to an interview with the Fact Channel, mostly on the recommendation of MJ and the others, and did her best to be honest: Yes, her best friend (not that they knew that...) had turned into a monster at prom, but he wasn't the devil. He wasn't completely innocent, she knew that, but he was a person with flaws and all. A human being, not a monster or boogeyman.

And most importantly the Parkers were innocent. That they'd raised him with love and care and they had no idea what he'd turned himself into. They weren't responsible...

And how did that work out for her? She clicked her tongue and pressed her hands together tightly. People always needed someone to blame, someone to think badly about so they could feel better about themselves, and after she was declared innocent they needed someone else to consider the 'big bad' of the story. Peter... _her_ Peter was already dead, so who else could they turn to but the couple who did nothing but raise him with selfless love and care?

She found herself swinging towards Forest Hills again, her thoughts running back to the interviews. She'd done her best, practically gone up buildings just to declare Ben and May faultless for what happened that night at prom, but people didn't listen. She knew it was coming, it was one of the reasons she hesitated to reveal the truth, but seeing it first-hand made all declarations of their innocence feel like piss in the wind.

It only took a few minutes for her to get to her house. Thankfully it was noon and apart from a few of the older neighbors tending to their gardens the place seemed almost abandoned, _'At least one thing hasn't changed...'_ She swung to her room from the backyard and changed into a more suitable pair of jeans, sneakers and a red jacket. It wouldn't do to have Spider-Woman running around Forest Hills; the last thing she wanted was a swarm of paparazzi all over the place.

The house was empty, as expected. Her dad was with Jessica and Kate at the office...and the presence of her friend made it particularly clear that 'working' wasn't a euphemism for something. She wouldn't deny that it still kind of freaked her out that the two were continuing with their...thing. Maybe it was wrong of her to judge all things considered, but she liked to think having a few reservations were normal.

The chilly april air hit her as soon as she stepped out, "Yeesh, good thing the costume's insulated..." She pulled up the collar of her jacket tighter against herself and trudged over to the Parker house. If she was lucky then maybe-

"Lizard Parents...?" She blinked in momentary surprise at the sight of the Lizard effigy hanging on the tree, a sign hanging on its neck spelling out the words she'd just said, "Are you fucking kidding me?" She scowled and made to rip it off the tree in question, but someone beat her to it.

Someone hopped over the fence, jumping and grabbing the effigy and pulling it off the tree with a grunt. For a second she almost felt hopeful, that maybe he'd come back to see the Parkers, but when she saw the face under the green hoodie she immediately deflated, "Flash? Is that you?" she asked, stepping over the fence and making her way towards him.

"Gwen?" The brunette football player blinked, his expression of surprise brief before he gave her a wide smile, "Hey, Gwen, it's you! Didn't even see you there!" He clapped her on the back. A few years ago that would have had her stumbling, but stick-em powers did a lot to help with balance, "Man, how long's it been?"

"A few months, give or take." She gave a weak shrug and smile of her own. Flash had always been friends with the Parkers; mostly out of admiration for Uncle Ben; or, as he was known in certain circles, The Midtown Tiger. He'd never been friends with Peter, though it wasn't for lack of trying. They just didn't have the same interests. As far as she could tell they never really argued, but they weren't exactly the jock and nerd friends you'd see in a sitcom.

She looked down at her feet before speaking up again, "What brings you here, Flash?"

"Probably the same thing as you, just visiting the Parkers. Doesn't look like they're home, though..." He sighed and rubbed the back of his head, lips dipping down into a frown. It looked wrong on someone she remembered as being able to give Betty a run for her money in the cheer department, "You, uh...seen the news, right?"

"It's been two months, Flash. You'd have to be living under a rock not to notice all this shit..." she said, her tone coming out more nasty than she'd intended. She exhaled deeply and pinched the bridge of her nose, "...Sorry if I sound annoyed, it's just..." She bit her lower lip. Because she was responsible for all this? Because it was her fault that the Parkers went from being beloved members of the community to outright pariahs? She had a mask to hide behind, they didn't. The cussed out Spider-Woman, not Gwen Stacy...

She laughed, the sound bitter and soft. What did it say when Jameson was one of the few people defending them on the news? Granted he was probably doing it to cover his own ass, but hell it made it difficult to even enjoy his tanking approval ratings; usually that would have at least gotten a snort out of her.

"Hey, I get it." He clapped her on the shoulder gently, a warm smile on his face, "None of us were expecting that to happen, you know? I mean...Peter being the midtown high lizard..." He stuffed his hands into his pockets and kicked a loose stone down the sidewalk, "Man, you shoulda heard King the other day. He was bragging about how he 'took on that freak'. Fuck, I was tempted to punch his lights out right there."

"So, King hasn't changed at all, huh?" Gwen rolled her eyes. She shouldn't say she was surprised; it took all her effort not to kick that guy in the crotch hard enough to make his balls burst sometimes.

"Nah, you know how it is. Sometimes some people just don't wanna grow up."

They shared an awkward moment of silence before they both left the yard, the unlikely pair sitting at the edge of the sidewalk seemingly without a care. Gwen had to admit she never really talked to him much; he was mostly a friend of Glory with Betty making some rather...choice comments about his 'short-shorts'. Like his relationship with Peter the two of them never really took off.

"So...how've you been?" he asked, coughing awkwardly when she didn't immediately answer, "I mean...all this media on Peter with Ben and May in the crossfire, you been dealing any nosy reporters?"

"Nah. Me and Harry were friends with Peter, but friends don't really count as much compared to family when it comes to looking for scapegoats..." She tucked her knees closer to her chest, "Besides, people are more interested in my dad right now. He was 'always right' about Spider-Woman, so everyone's eating their words. His little scandal turned him into the unsung hero..."

She should have been pleased, right? Her dad's reputation was fully restored, she didn't drag it down with her like she did a lot of other things...but again she could only feel a sense of bittersweet victory. Her dad never cared for his reputation being shot, and the knowledge that the Parkers accepting being crucified didn't help her at all when she'd visited them a few days ago. No matter how many times she came to offer support it always felt hollow.

"Heh, yeah...Spider-Woman." He hummed, "You know, I talked to Ben and May a week ago, but it's weird...the way they talk about Spider-Woman, I mean." He leaned back and stared looked up at the downcast skies, "I'd have thought they'd be resentful, but they seem like her biggest fans. I mean I know she's a hero, but...ah, it's nothing." He shook his head, "They still seem bummed about something, but it's not about this press bullshit. You get me?"

 _'Peter...'_ She closed her eyes and took a shaky breath. It'd been two months since she and the Parkers had seen him. Despite Cap's assurances they could never pull anything on him, and the few times she caught wind of any news it was after seeing one of his 'exploits' on the evening newscast.

An alley full of thugs hanging upside down and stuck to the walls with black webs; angered criminals screaming at anyone who'd listen that 'The Spider' was coming for them and that they needed to 'kill him before he made jokes out of all of them'; and even a video someone pieced together from security footage of him taking down a group of bikers in an apartment building.

The media showcased him as much as they could, almost as much as they did her. She'd done her best to be positive when they'd asked her about him, claimed he was a good person who killed only when he had to and that they'd parted amicably, but as expected no one really listened to her. One Spider had been venerated, so another had to be dragged through the mud.

People came up with insane theories - That he was a Supervillain that she'd failed to reform and now he was up to his 'old crimes' again; that the two of them were rival heroes (which some people were far too eager to spread around...); or maybe he was just an insane guy with a mask who had a mental disorder.

The last one worried Uncle Ben and Aunt May more than anything; he'd gotten worse. The footage with the biker gang showed him dragging someone down a flight of stairs or kneecapping them with that gun of his. No one died, but it was a close call for some of them. And every time she checked in on the Parkers - which was less than she would've liked... - their expressions always said the same thing.

'Do you know where our son is?'

"Gwen, you alright?" She felt flash tapping her arm, "You got quiet all of a sudden."

"Just distracted is all..." She mumbled. Ever since her reputation did a 180 she'd always been busy. Fighting crime, charity appearances (Cap assured her it was good for morale), band gigs which she refused to flake out on...it got to the point where she had to quit her job at Mr. Albie's bodega because she couldn't make the hours. She still had a few savings stocked up, but she definitely needed to find something new because the hero gig wasn't something that paid very well.

...Maybe she could trademark herself? The money from the action figures and hoodies would set her up for life.

"Well, you need someone to talk to, you know where to find me." He clapped her shoulder again and stood up to leave, "I know we weren't that close, but I'm a good listener if you need to vent."

"Yeah, sure..."

She just sat there, maybe waiting for the Parkers or because she just wanted a small moment of peace to herself. In all honesty she would've been lying if she said it was all wrong to her. She couldn't deny the rush of pride she felt when the police congratulated her on handling a crime or when she saw the news and found out that rapist or mugger or murderer was properly convicted. Even the little girl asking for an autograph sent a warmth through her chest, even if she felt egotistical indulging in the attention. There was always a pride before a fall and all that.

Seeing her face plastered on a billboard advertising 'Chrome Energy Drink: It's what all the heroes use!' and people buying into it? Not so much. Maybe it was whiny of her, but she was hoping her newfound lease on innocence meant she'd be considered a full-time hero, not some kind of advertisement board like Commander fucking Shepherd. Maybe it worked for She-Hulk, but she was still reeling.

Eventually she heard the telltale ring of her phone and she answered it without even looking at the name, "Yeah?" She wasn't worried about surprise calls from Murderdock anymore. Ever since that meeting at Jess' office he'd been a fucking ghost.

"Gwencent, where you at?" It was MJ. Gwen couldn't stop herself from smiling; the redhead could still infuriate her sometimes, but she and the rest of her friends brought a sense of normalcy she desperately craved. The surprise of her identity had already rushed away and now apart from a few snarky comments from Watson about giving them a heads up when she decided to use her enhanced speed to up her tempo it was the same as always.

After everything that's happened having an anchor was nice...even if they would've complained about being considered her rocks.

"Back home in Forest Hills, why?" Gwen furrowed her brows. MJ sounded kind of worried, "Practice isn't for another few hours, right-"

"You should probably watch the news, Spider-Gwen." God, why did she insist on that nickname? Was it petty revenge for the couch thing? Cause she apologized for that...well, then she did it again when MJ fell asleep in the middle of practice after giving her shit for not attending. All was fair in revenge schemes, right? It wasn't like she couldn't have the occasional fun with her powers now and then.

"Why? Did New York blow up while I wasn't looking?"

"Har, har." She could practically feel the eye roll from the other side of the line, "No, Spidey. There's a hold up at a jewelry store. Bunch of guys dressed in jumpsuits, capes and fucking fishbowls on their heads. Calling themselves the 'Mysterios' or some other bullshit. Spider-Woman should probably make an appearance."

"Oh...guess it's Tuesday again." She mumbled back a 'thanks' and rushed back to her house, changing back into her uniform in record time. She had her problems, but there was no rest for the wicked.

Time to be a hero again.

* * *

Everything had a price.

Peter had seen enough on the streets to know that there was almost nothing someone would give up when they were desperate: Their morals, their dignities, their beliefs...everything could be bought once someone sunk low enough. What good was your pride when you were starving in the gutters? Or your morals and dignity when Joe Blow gave his up and was living in a fancy house in downtown while you had nothing?

This even happened when it came down to someone's fellow man. How much did it cost to break someone's hand? To threaten the lives of their loved ones? To _murder_? Back home it was five dollars...five dollars to snuff out someone's life, and most of that was for cleaning up the blood afterwards. He knew some people who'd do it for less, and they didn't like being at the other end of the equation when he got his hands on them.

Since he'd gotten here he'd seen more and more things he wished he could forget, but some things were just a bit too familiar. The dollar changed, values went up and down in a flux, but it still drove people to madness. Technology and values advanced, sciences created and debunked theories, but that also meant new lows for people to sink to: New drugs, new ways to control people, new laws to pass yourself off as the saint while you robbed everyone blind.

New ways to lower people down to how much value each and every part of them could get you...

Peter's crouched low on the rafters and looked down at the room below. Eight guys, most of em weren't even carrying guns. The room was wide, easily able to fit twice the number of goons occupying it with space to spare. Either someone was really confident no one would ever find this place or they thought that eight guys would be enough to stop anyone that managed to get past the condemned building they considered a hiding spot.

Wrong either way.

 _'Four lights...can't miss.'_ He pulled out his revolver and shot quickly, four bullets rushing through the air and destroying the bulbs with a loud pop. Immediately the room was bathed in darkness, the panicked shouts of the idiots below coming soon afterwards. Same things as always: Screaming at the others wanting to know what was going on and the sounds of bodies colliding with one another cause they couldn't see in the dark.

He didn't have that problem.

Mopping up the rent-a-clowns went by in a blur. He'd been at this long enough that it was almost second nature to him; a broken nose here, a shattered kneecap there and eventually they were all laying on the ground, either unconscious or soon-to-be. He webbed them down almost absentmindedly and made his way to the door at the far side of the room.

 _'Soundproof...'_ He traced a hand across the leathery material and frowned. Looks like Spector's intel was right...or was it Grant? He found it hard to tell with him even now, _'Now lets see if the second part's true.'_

As soon as he opened the door he was hit by the smell of blood and disinfectant, the odor pungent enough that he almost retched. The room was brightly lit, almost blindingly so compared to the cheap fluorescent lights in the room behind him. Lined up in neat rows he saw bloody metal tables, some of them carrying unconscious people of both sexes who took in shallow breaths.

And in front of one of the tables with his back turned towards him Peter saw a surgeon, his figure not even moving to face him at the sound of the door opening.

"Why must you bother me now?" he said loudly, tone laced with annoyance as he continued his work. European by the sounds of him, "I'm working as fast I can, and you can tell Mr. Owlsley that he paid for competent work! If he wants to sell these items at a reasonable price they need to be in the best condition they could possibly-"

That was as far as he got before Peter grabbed the back of his head and smashed him down on the table, a painful crack resounding around the inside of the wide confines. At the force of the impact one of the coolers crashed into the ground, spilling its contents, _'A liver...'_ He grimaced and looked down at the red organ, trying to ignore the foul mix of blood and water on his boots. The body on the table was dead...snuffed out for _this_.

Everything had a price...and now these bastards found a way to take even the smallest things that made someone human so they could sell it for themselves. Their kidneys, their hearts, their eyeballs...anything was fair game from what he'd seen. All just to line a little more money in their pockets.

"Wait, who are-"

Peter smashed his head down on the table again, a mix between a scream and a choked cry coming from the well-groomed cremlin, "I'm asking the questions." He turned him around and pressed him against the table's surface, one hand on his neck and the other holding onto his revolver, "Where's Owlsley's base of operations? I want an address..." He pressed the revolver against his kneecap, "Talk. I'll only ask once."

"I-I don't know what you-"

 **Liar**

The sound of the gun discharging was almost deafening given their close proximity, and his screams were even worse. He saw the cremlin's face scrunching up in pain, the blood seeping down his leg and dripping onto the dirty floor. Before he could throw up even a token resistance Peter webbed his feet to the sides of the table, _'That should hold him for a while...'_

"Y-You crazy son of a bitch! My...My fucking knee..."

"Crazy? Big talk coming from someone like you." He shifted the barrel to his other leg, trying to ignore the way the depraved surgeon's legs feelbly trashed against his bindings, "I want an address. All that you can give me, unless you think Owlsley's worth being crippled for."

"N-No, please!" His eyes stared down at the loaded gun, his eyes wide and brimming with tears, "I...I only know...two places...and neither of them are where he stays fully..." Peter frowned and inched his finger closer to the trigger, "No, no, no! Y-You might find him there! He has multiple places he uses, b-but even if you don't find him you can get f-files and other people that are important to his organization! I swear!"

...He wasn't lying, "Alright, tell me the addresses."

"Th-There's one place not far from here, it's called the Seventh Heaven club. I met him there once, h-he owned the place and wanted to meet me there with a job offer. A-Another one is an office near 9th avenue, he n-named it The Brickhouse. Th-That's all I know, alright!? I'm not lying."

"I believe you."

PEter pulled the trigger and ignored the cremlin's frantic yelling of 'I'm gonna bleed out!' that came afterward, "Shut your trap. You're not gonna die..." He webbed his hands to the table, "Well, at least not if the police get here first. Where's your phone?"

"S-Side p-p-pocket..."

He picked through his pockets and picked up the (obviously expensive) smart phone and tapped the 'emergency call' button, dialing 911. It only took two rings before he heard the female voice on the other side, "911, what is your-"

"Organ trafficking ring. Doctor and a bunch of thugs, each of them caught red-handed. Trace this phone." He ended the call and placed the phone on the table, taking one last look at the crying surgeon, "When the police get here you're going to tell them everything you know. And if I see you out of prison before you served your time..." He put the barrel of the gun between the older man's legs and fired, the empty click of the cylinder resounding at the action, "I'll take the last thing you have of value. Clear?"

"Y-Y-Yes!"

Peter sighed and made his way back to the other room, already texting one address each to Castle and Bullseye. The two would never work together, but separately they were both capable and it was better to raid the two safehouses at once before Owlsley caught on to one of his operations being compromised. He just hoped the two wouldn't get themselves killed pulling it off.

 _'Time to leave.'_ The cops would be here soon, and it wouldn't do for 'The Dark Spider' to be found here; they'd find some way to pin this on him because everyone in this madhouse was an irrational idiot.

But first...

He eyed the duffel bag full of money lying on the table. Organs evidently sold for a lot in this place, and these guys were counting the payoff. Even from where he stood he could see stacks upon stacks of the long green, even more lying in messy piles across the table. They were making money hand over fist from those poor bastards, _'The police can take care of them better than I could...and they need witnesses.'_ Hopefully this place wasn't as corrupt as back home.

He grabbed the duffel bag and slung it over his shoulder, leaving the rest of the stack where it lay. It'd look way too suspicious if all the money was gone...but he could take enough to compensate those who had to suffer for their sick 'business ventures'.

It didn't take him long to leave and find a place to change. Hell's Kitchen wasn't exactly the most prosperous of places either here or back home, and finding abandoned corners was practically second instinct by now, _'...This thing itches.'_ He shucked off the mask Spector let him and grimaced down at it. The black fabric clung to his skin and made it hard to breath. How the rest of the clowns in this place didn't suffocate was beyind him.

He paused only to remove the thin body armor armor Castle gave him and stuffed it into a crack he was sure no one could see, "Can't walk around with that thing...should never have let Bullseye near it." He sighed. What possessed Bullseye to think that spray painting a black spider symbol at the front of the thing (along with the back of his jacket, though at least that was excusable) was a good idea he had no clue, but the damage was done. Peter would just have to deal with it.

He jumped back down onto the street, taking out a cigarette and putting it between his lips before lighting with with a quick flick of the lighter, _'...That should keep me calm.'_ He took a light drag from the coffin nail, exhaling in relief when he felt himself relax. Back home most newspapers didn't like reporting on the bad effects of nicotine - too many businesses tied up in media - but here everyone was spouting about how wrong it was to smoke. It didn't matter to him none; if he could survive being burnt to a crisp by little miss lightning bolt then a few cigarettes wouldn't be any worse.

...Besides, it kept his head nice and quiet. Not much else did.

The walk to the homeless encampment was quiet, broken only by the occasional sounds of car horns beeping in the distance. It allowed him the think, the cigarette dulling his senses just enough that he didn't have to worry about voices at the back of his skull.

Well...first off his name was dirt- Wait, he had to rephrase that; the Parker kid's name was dirt. Two days after his disastrous last meeting with White Widow every news outlet was singing the same tune: Peter Parker was the Midtown High Lizard, and Spider-Woman was innocent of any wrongdoing. He didn't have much thoughts on it save wondering how it took so long for them to figure it out. Did they really just think that monster disappeared into smoke?

And then of course there was her newfound fame. Now that she was innocent she was the new trend, the greatest thing since sliced bread by the way people talked about her. He couldn't go ten minutes without running into one of her billboards or the giant television screens propped up everywhere singing her praises. She got more cheering than the president...then again if the head of the oval office had powers he'd probably be more interesting to a lot of people.

Peter rounded the corner and threw away the spent cigarette, stamping it underfoot before picking up another stick from the pack. Even now he could see one of her billboards, the surface spattered with a bright colors and a picture of her holding out a can in front of her with the caption of 'Chrome Energy Drink' at the bottom. He was avoiding her just fine, but her presence was everywhere. It was like fate liked to remind him that he'd made no headway in finding Octavius ever since he left her.

 _'Not like I didn't already know that...'_ He lit the end of the stick and tried to calm himself. Grant promised to try and help him, but he was just one man. A well-off one, but a man nonetheless. He wasn't expecting much, but some part of him couldn't help but hope anyway.

The homeless encampment didn't look much different from when he'd last seen it. Situated under a bridge that lead to some kind of highway, the wide space was filled with tents, crude metal structures and burning barrels...one of the few things that hadn't changed at all, admittedly. Still, he missed old man Stevens from home; it was pretty rare to see someone using a newspaper as a jacket and then using the leftovers as toiler paper.

The place was like a miniature maze, covered in broken fences, cheap concrete and rusty metal. A few looked up when they saw him, but most were content to continue what they were doing and act like he didn't exist, which was fine by him.

It didn't take long to find Crawley. Even by the standards of this place he wasn't doing well: Nothing more than a cardboard box to his name and the same pair of clothes he'd seen him in days ago. He would've felt pity if he didn't know for a fact that it was self-imposed. Some sort of self-sacrificial thing...who knew what his deal was. Spector, Grant and Lockley knew him and he was a source of information, that was all that mattered to him.

"By jove, it's you!" The old man looked up at him with an open smile, showing off his stained teeth. He talked fancy for a bum, but it didn't do much to hide the stench, "Did our mutual friend's advice lead to a satisfactory conclusion?"

"More or less. Some dead, but the rest of the ones I could save are in the police's hands..." And likely going to be kicked back to the streets the second they got a testimony, "Here, I assume you know what to do with this..." Peter dropped the duffle bag next to him, the bum unzipping it with obvious excitement, "...Don't get careless. A homeless camp suddenly spending thousands of dollars is going to attract the wrong kind of attention, and the mob doesn't like their money being taken."

"But of course, old chap! I know how to avoid conspicuous spending habits!" He gave him a cheery salute, "Oh, and father Martin is around here somewhere! Might you perchance greet him? The man brought company with him, a fair lass to whom you might enjoy making the acquaintance of."

"Right..." He waved a goodbye to the crazy old coot and searched for the priest. Maybe talking with someone sane would help calm him down.

He was already on his third smoke by the time he found the priest at the outer edge of the camp, his hands pressing a piece of white cloth on an old woman's right arm. Not too far away he saw someone that definitely looked like she didn't belong; a pretty blonde dame dressed in typical spring-wear far too clean (and pricey...) to look natural in a place like this, her hands holding onto a digital camera.

She stuck out like a sore thumb...though he supposed he shouldn't be one to talk.

"Please hold still, Ms. Cardenas. The cut may not be deep, but we don't want it to get infected..." The priest grabbed the old woman's left hand gently and led it to cloth, "Now, keep pressing down firmly and the bleeding should subside eventually. I'll be back with disinfectant and a meal for you and everyone else here, if I'm able."

"Thank you, father..." She gave him a grateful smile and walked away.

Father Martin Li...no relation to the 'elusive businessman' Martin Li, though according to the priest it was an easy mistake to make when Peter had asked him about it at first. He met him not too long after he decided to donate most of his winnings from his first victory in the cage fights. He would have preferred leaving it as an anonymous donation, but when someone gave more than ten grand in a single pop even priests tended to ask questions.

He didn't know how much the man really knew about him, but he seemed to know enough not to question where the donations were exactly coming from and just learned to put it to good use. For his part Peter tried to avoid making comments about an Asian man who managed to become a priest. Back home even the churches had their prejudices, despite claims to the contrary.

"Out here again, Father?"

The older man looked up at him in surprise, his pleasant smile never waning despite his sudden appearance, "Doing what I can, Mr. Reilly. I assume you're here to do the same?" At Peter's nod the priest's smile widened ever so slightly and he stood up to face him properly, "It's lucky I found you at this time. It's been a while since you came to our humble parish."

"Didn't have much to give..." He shrugged.

"While your donations are appreciated, it's not a requirement to visit His home. You are always welcome, as is anyone-"

"Hey, sorry to interrupt here." The girl interrupted, her voice loud and easily cutting through the priest's soft words, "Martin, you gonna introduce me to your friend? He doesn't look like the rest of the guys here."

"Ah, my apologies." He let out a soft chuckle and gestured to him, "This is Ben Reilly, a man to whom I made the acquaintance of a few months prior." He gestured to her now, "Mr. Reilly, this is Norah Winters. A reporter from the Daily Bugle I met a few days prior."

"The Bugle?" He raised an eyebrow. The bugle spent most of its time either slandering Spider-Woman or, as of recently, slandering him for lack of a better scapegoat...still, at least they weren't blaming Ben and May Parker for that dumb kid's mess.

"Yeah, yeah, I know: We were wrong about Spider-Woman, Robbie let Mayor Jameson have too much control bla bla bla." She rolled her eyes and stuck her tongue out in distaste, "Heard it all before, though in my personal defense I've only been in the Bugle for a few months so it wasn't anything I could control..." Her eyes suddenly narrowed, "...Hold on, have I seen you somewhere before?"

"I'm a white guy with brown hair, try half of New York and you might be able to see the resemblance..." Peter scoffed. Most people wouldn't note anything more than a resemblance between him and Parker unless they got it in their skulls that he'd somehow come back from the dead. He aimed to keep it that way, "You spending time with journalists now, Father? Thinking of a change in career?"

"Not particularly. Miss. Winters is searching for something and she asked for my help."

"And I came here with him to fulfill my quota for community service pictures," She shook her camera and smiled cheekily, "Anyway, there's a rumor going around that there's a serial killer stalking the alleys at night. One of those religious motifs kind of guy, if you trust the grapevine." She pursed her lips, "I'm starting to think it's a wash, though. No one's saying anything and Martin doesn't know anything about a bible thumping serial killer."

"While her words are crude, her motivations are admirable." Father Martin sighed, "Sadly, I was of no help. According to her information, those who were killed were drug addicts and women who debase themselves for lack of other choice. People such as those are lost to us and many in society don't care even if these poor people lose their lives."

"Hm..."

He spent a few hours helping out Father Martin after that, mostly to help take his mind off things. Bullseye and Castle both responded eventually, both of them claiming Owlsley wasn't in either safehouse although they'd managed to find a few important people in his organization. Spector would be happy, at least, and maybe that favor would grant him just a little faster searching.

...Though he could have done without Bullseye sending him a 'selfie' of himself and a guy who looked like he was about to puke his guts out. Bullseye had a fondness for hitting people in their nerve centers...

 _'Need to get some rest...'_ Peter took out the last cigarette from the pack and tossed the container to the wayside. Father Martin insisted on staying late, and of course he couldn't leave the guy to walk back to the chapel all on his own. Call him pessimistic but he got the feeling the priest's robe wouldn't do much to dissuade any desperate enough punk looking for a bit of cash.

He was almost at his apartment before he heard it, _'...A gunshot?'_ Not that it was particularly rare to hear in this part of town - it was practically his signal for to put his mask on - but there was something odd about it, _'Didn't sound like a pistol...'_ And his spider-sense was blaring like crazy. He put on his mask; he had to check it out.

The alley was abandoned of human life by the time he found it...and he wished he could say he was joking about that; the only thing that remained was a still-warm corpse with its head completely blown off, the only remains being bloody chunks of meat splattered across the alley.

"...Not even a revolver could do this. Must have been a shotgun." He knelt down to take a closer look, eyes falling over her attire. "Prostitute..." It wasn't rare to kill a sex worker either here or at home, but something about this felt a tad more deliberate than a client who refused to pay, "Couldn't have hid the shotgun, and even most prostitutes wouldn't go down a dark alley with some guy brandishing something like that."

Peter gave her another once over and raised an eyebrow when he caught sight of something that definitely didn't look like it belonged, "Crosses carved into her wrists..." The wounds were fresh...and precise. She would have been struggling, how did-

Rapid footsteps came up from behind and he felt something sharp stabbing into the back of his neck, "Turn around. Slowly." A female voice whispered. Peter raised his hands and turned to face his assailant.

 _'...Lori.'_ He grimaced. Nearly three months and she didn't look much different, save the switchblade she was pointing right at his neck. Her expression was murderous, though through it all he saw a hint of fear, _'She's scared of something...probably thinks I killed her.'_

"Why...Why would you..." She looked past him to the rapidly cooling corpse, "What did she ever do to you!? Why-"

"It wasn't me," he interrupted. He didn't have time to for long and drawn out breakdowns, "I heard the gunshot and came to investigate. That's all."

"And why should I believe that, huh!?"

"Because I haven't stabbed you with your own knife yet."

"Wha-"

Before she could react he twisted her arm and grabbed the knife from her hand, releasing his hold on her just long enough for her to turn around and find the blade nearly touching the skin of her throat and causing her eyes to widen in shock, "You-"

"I could kill you right now, but I won't. Because I didn't kill this woman and I don't want to kill you." He folded the switchblade and offered it back to her, the older woman accepting it reluctantly, "Now, you seem to know what's going on so tell me everything you know and just maybe we can prevent another innocent person from getting killed."

* * *

 **Alright... _now_ I'm taking a break :) This is probably a better spot to leave off, anyway. We know how the two leads are doing and the new status quo for each:**

 **Gwen's somewhat angsty given what she had to sacrifice and blames herself for people being stupid, but things are looking up and she's about to fight Mysterio. Still, all in all despite her angst her superhero life is getting better and her hard work has finally paid off and now she's one of New York's beloved superheroes. As mentioned before her solo villain is Mysterio, the master of illusions.**

 **Meanwhile Noir's even worse than before and is basically channeling his inner-Rorschach and Bigby Wolf: Committing acts of needless brutality, generally acting like more of a jackass rather than trying to be diplomatic and, most heinous of all, committing acts of _underage smoking and littering_! He's clearly slipping down the morality slope with just those two(sarcasm). Anyway, his solo villain is Sin Eater; the serial killer who killed Jean DeWolff in Spidey canon turned Jack the Ripper wannabe in Looking Glass.**

 **First thing first: Do I actually show Gwen's Mysterio story? This might seem a weird question to ask, but Sin Eater was the only one I actually properly planned for while Mysterio was mostly there to show Gwen was also busy with her own life. Do you guys wanna see it? I mean I have a plot as backup in my suitcase if so, just say the word. If not we can focus exclusively on Sin Eater.**

 **Also, give any other advice, suggestions or comments you might have on where the story should go. Since I'm taking a break I'm open to ideas :)**

 **Oh, and just a detail note: Noir's current attire is reminiscent of Arkham Knight Red Hood currently. Don't worry, he won't keep it for long; too conspicuous compared to his normal clothes, hence why he had to ditch the body armor for later use :P** **It should leave once his (even more) emo phase passes.**

 **Review answers:**

 **Master-Xavier - Long response again, huzzah! Anyway, I'll reply in a PM. You can respond via review or whatever cause I'm always happy to hear your thoughts on the current chapters.**

 **Jajo Camello - Well, hopefully you have better luck reviewing ;) Anyway, not sure if it's a government agenda but I'll take it under advisement note.**

 **Cloudstrel - It feels unearned, doesn't it? I mean one of the signs of a Mary Sue is when they get things with no effort and heroes get their powers through no active action on their own. Feels cheap.**

 **Krolikson - Well to be far Marvel NYC is also filled with Supervillains who keep the heroes busy, so it shouldn't be that difficult to justify a criminal not moving elsewhere.**

 **Yoface - I did mention before that I don't expect answers, particularly when I made the three part question. Anyway, hope this chapter did a good enough job expanding on the universe at least a tad: Gwen shows the bright and colored hero life, Noir shows the gritty underbelly.**

 **Mingyu - Well, Noir indicates he became a chain smoker to try and dull his mind so he can avoid the schizophrenia effects of the serum...weird, but hey. Also, yeah, lack of positive examples kinda bugs me. Thanks for the longer than usual review :D**

 **Henchmen213 - Update given ;D Have fun with Logan.**

 **Cyclopz - Huh, nice to see another Noir fan. Not enough of us guys around. Anyway, here's more realism and angst for Noir.**

 **Persin - Uh...I already update like every 3-4 until my current break. What more could you want? :X**


	36. Be all my Sins Remembered

**Well, _I_ enjoyed the week-long break, how about you guys? ;) Here's another update, along with the mandatory hope that you guys leave a review because I'm desperate for attention and bla bla bla.**

 **Also, Clone Conspiracy Omega hit a few days ago and it shows Gwen being somewhat hypocritical (or Dan Slott just didn't realize it): Despite the fact that she's been ignoring 616 due to her issues with 65-Peter's death she apparently takes offense when 616 does to the same to her after seeing a revived/cloned 616 Gwen die to help him save the world.**

 **Incidentally this means I made her act OOC: Apparently her response in canon to seeing another version of Peter was to try and ignore him/not think about it, whereas in LG she does the exact opposite and keeps trying to involve herself with Noir even when it becomes abundantly clear that they're not the same. Eh, hopefully the lack of Spider-Verse is a good enough explanation, and if not...well, my bad.**

* * *

Another mess for him to clean up in this madhouse...somehow he wasn't surprised.

Peter looked around the alley with a grimace. Despite the no-doubt audible gunshot it was just the two of them in the alley, a fact that he didn't easily miss. In this part of town everyone kept their heads down; one reason he liked the place, really. He could go down the street in full costume and most people would probably just look away and hope that the 'Dark Spider' (God, what a dumb name...) wasn't here for them.

It reminded him of home, actually: No one looked out for one another unless they were in a gang, so playing the bystander was easier than sticking your neck out and getting your face beat in for the sake of misplaced altruism.

Of course, it meant that apart from Lori he couldn't count on there being witnesses to maybe make his life just a bit easier, "...What was her name?" he asked, more out of propensity than anything else, "Given the way you were acting you seemed...close."

"Helena...her name was Helena." Lori let out a tired breath and pinched the bridge of her nose. She seemed to be doing everything in her power to look everywhere but at her friend's dead body, "New girl, got into this 'job' of ours a few months ago. Didn't know the reason why, but I can assume it's the same as everyone else; she needed the money and didn't have anywhere else to turn."

Young, and not enough to make an impact even as a well-known lady of the evening, _'Fresh blood, then. No one would miss her.'_ Peter knelt down and examined the corpse again. The stench of blood in the air was pungent and already he found himself missing the smell of smoke from the coffin nails, "She make any friends? Besides you, I mean?" He eyed her stomach. Covered in blood, but no wounds. Blowback from the shotgun blast, most likely.

"Not really. Didn't really talk much, liked to keep to herself." She frowned, "The place we work at isn't exactly the best when it comes to trying to start friendships. Dave doesn't like the other whores talking too much, thinks it distracts us from the job."

"Typical pimp, then." He craned his neck to look back at her, "So, mind explaining why you two were friends? Didn't sound like she was meant to come down this place alone."

"No, not really..." She let out a tired breath and brought a hand through her face, "We've been hearing rumors about killings on the streets. At first we'd just assumed it was a coincidence - just the risk of making a living down here - but then rumors started up about some kind of serial killer running around. Most people just ignored it, but a few of us got spooked and started going in pairs. Helena was my partner."

"She was alone in this alley..." And who started those rumors? Someone must have seen something. A serial killer with a religious motif was just a bit too specific, even with the crosses etched into the woman's arms. People tended to ignore things rather than look for explanations.

"Yeah..." Lori pursed her lips together, "Dave got me booked on a late John. Paid well, so I couldn't afford to turn it down..." A discrete frown came and went, "She left ahead of me, said that one night alone wouldn't kill her..." She let out a bitter laugh, "Shows what she knew...damn it."

Peter didn't reply, looking down at the dead body once more. Given the angle of the remaining pieces of her head and the placement of the blood he could reasonably assume that the blast came in from the front, and likely point blank given the damage. Besides that the way her arms were positioned were too precise to be considered coincidence - Wide at her sides in a straight line while her legs were tucked together.

Like Jesus on the crucifix, except instead of the spear of destiny she got a face full of buckshot.

"Don't think this could be just another customer who didn't want to pay?" he asked, though he already knew the answer. Most cheap customers used something like a knife or baseball bat. Something like a shotgun was just too impractical to lug around just to kill a prostitute for free sex.

"Can't be. Look between her legs." She gestured to the slightly bloodstained skirt and underwear with a frown, "She's still wearing all her clothes, and she wasn't a virgin so that blood isn't because of a first time fuck. Unless this guy decided to have his way with her then put her clothes back on after wiping away his mess then she shouldn't be fully clothed. None of them should have been."

"Point taken." He clicked his tongue. Something was missing here. Did she go down the alley willingly? Kind of hard to believe that, especially since a shotgun wasn't something you could just hide under your coat like a pistol, "Did she usually take this route home? An alley seems like an odd place to cut through..." Not that he was one to judge given his tendencies to slink around in the dark, though at least he had his abilities to help him.

"No, not particularly." She shook her head, "I mean, we cut through alleys sometimes when we don't want to get gawked at, but it's hardly our first resort when it comes to these kinds of things. A place like this is usually somewhere you meet a John when the bars and the clubs are already filled up."

"Good to know..." Going home, but not the proper route. It could have just been a coincidence, maybe she'd decided to take a faster way back, but every detail helped paint a clearer picture, "...How long ago was it when you separated from her? And how did you even find this place?"

"About an hour, give or take a few minutes. John had a business meeting so he just wanted one for the road," she said, "As for how I found her, probably the same way you did: I heard the shot and came running." She clicked her tongue, "Looking back on it now it could've been nothing, but I've gotten paranoid ever since those rumors started cropping up. Guess I was right..."

"The gunshot..." He'd heard it, too- wait, something was off about this, _'The angle of the shot meant she would have seen it coming.'_ He looked at her cut-up wrists again and frowned, "...I was far away when I heard it, so tell me something. Did you hear a scream before the shot went off? Anything at all?"

"I...no." She chewed on her lower lip before shaking her head, "Just the shot. Streets were mostly empty and the ones who did hear it...well, they knew to keep their head down and keep walking. Isn't like a shot's rare in this kind of place."

"Yeah, but anyone would scream if they got a gun shoved in their face," he said, "She should've seen that shot coming." No way she was taken by surprise. The alley only went two ways and even with the lack of footprints she'd see a guy carrying a shotgun clear as day.

"Maybe she got killed before she could let out a scream? It...wouldn't be the first time someone's been killed like that."

"Could be, but look at these." He traced two fingers an inch above the thin slices at her wrist, "Precise cuts, slight ridges suggest a tactical knife of some sort. Whoever did this couldn't have carved these out after killing her; the cuts are deep enough to hit bone, it would've taken minutes to carve the cross and position her like she was the messiah. He was long gone when I got here and I heard that gunshot maybe half a minute before I got to this place."

"What are you saying? That he did all that before killing her?"

"Just a theory, but answer me this: If someone tried carving you up like you were a thanksgiving turkey wouldn't you be struggling and screaming? At that point you ain't got nothing to lose." He let out a soft breath and gestured to the cuts again, "Her hands should've been moving, trying to shove whoever it was off of her. Instead the cuts are clean and straight, as if she was lying completely still when he did em."

"That...it makes no sense." Lori shook her head with a light scowl, "Are you suggesting that she did this willingly? That she _wanted_ some fucked up serial killer turn her into a discount Jesus in some alley?"

"There's more than one way to get skin a cat...or carve someone's wrists, in this case." He stood up and turned to face her, "Drugs would work, put her under so she wouldn't be able to fight back. Hell even some rope, though given the lack of marks I have my doubts." He sighed, "Either way whoever did this was clearly prepared. The entire thing looks...ritualistic, doesn't it? Doing it in an alley where anyone could walk in on em kinda makes a point that whoever they are they've got more zealotry than sense."

"Damn it..." She walked a short distance away, a hand covering her mouth. Whether she was sick or just wanted to avoid looking at him Peter didn't know, but eventually she spoke up again, her voice just a tinge more uncertain, "If it really was drugs, then..."

"Then she was alive, yes. Whether she felt anything is another matter entirely." There were many kinds of tranquilizers and anesthesia, particularly after nearly eight decades of scientific advancement, "That's a dead end, though. This doesn't tell me anything except that whoever killed her might get off on nearly getting caught. Maybe the police might have better luck when they examine the body."

"The police? Now isn't the time for jokes, 'Detective'." The bitter laugh she let out was soft, but it was difficult to miss given their current circumstances,, "She's just another dreg, all of us are. You talk to the boys in blue about a dead whore and you'll just get another note on the backburner that they'll get back to after a decade; and that's if you're lucky." She scoffed, "Worst case they won't even bother because some bitch in a ninja costume's robbing a convenience store."

He was tempted to disagree, but now wasn't the time for jokes. Whores and drug addicts didn't exactly get the warmest reception even without the presence of freaks in costumes hogging all the attention from the padfoots, but with those 'Supervillains' running around? He could probably drop the headless corpse right in front of the station and they'd ignore it cause White Widow was signing autographs and they wanted to join in.

"Well, what do you want to do then?" He stuffed his hands into his pockets, "I can't analyze her properly and see if she was drugs in her system. My...acquaintance is out of town on some business so that's not going to work, and something tells me dragging this body over to the station's not going to get us the warmest reception." Especially not since half this town decided he was a 'Supervillain'. Most likely they'd slap cuffs on him and use her death for the arrest.

Lori bit her lip again, looking at the corpse with heavy eyes before she let out a slow breath, "I know a guy, a...doctor who doesn't exactly practice legally. He could probably search her and see if she has any drugs in her system or anything else you can't make out."

"Back alley surgeon, huh? Can't beat the classics." He smiled wryly and pulled his gloves tighter against hands. At this point it was too late to start worrying about leaving fingerprints everywhere, but that didn't mean he liked the idea of carrying a still-warm corpse over to some quack who lost his license, "I'm guessing you know a way to get there without attracting attention? Cause I get the feeling if people see a freakshow like me carrying a headless broad over my shoulder they're gonna call the coppers."

"Yeah...just follow me."

He had to admit, slinking down alleyways following a prostitute to some quack with another dead dame on his shoulder wasn't exactly how he pictured this night going...though, considering he'd spent nearly 4 months in this madhouse with his only allies being an unhinged former cop, a sadistic fugitive and some crazy clown in a costume with three personalities in his skull who claimed to talk to an Egyptian god, maybe he shouldn't have been surprised.

Bullseye probably would have found this funny. Something to talk about if the older man got bored and wanted a story in exchange for his help...

They stopped in front of what looked like a dead-end. Aside from a rusted door with a dim bulb hanging above it the place was completely barren. Peter looked around him warily, shifting the corpse over his shoulder. His jacket was covered in large swatches of blood, but it was halfway blocking the spider spray-painted on his back so maybe it was for the better.

Besides, he had a feeling he'd need it if his theory panned out. Easier to intimidate someone with a little crimson on him.

"We're here..." She looked back at him for a moment before knocking on the door loudly. The slit at its upper center slid open and a pair of bloodshot eyes peeked out, the lids narrowed as it stared back between him and Lori, "Doctor, open up. It's me, Lori." She held up her hands and did a quick circle, "I don't have anything on besides a pocket knife, the same thing I had when I came to you last week."

"...What about him?" he asked, voice rough. Sounded like he scratched his throat with sandpaper, "Can he be trusted?" He looked at Peter with open suspicion. The teenager raised an eyebrow. Did he not see the corpse he was openly carrying over his shoulder, or was bringing dead bodies just another Tuesday in this place? It honestly wouldn't have surprised him considering all he knew.

"You can trust him, Doctor. He's...trying to find the person who killed my friend," Lori said, her expression pained, "Let us inside, please."

A moment of silent staring passed before the slit closed again, the sound of detaching locks coming soon after. Peter stepped back as the door swung open and exposed the 'doctor' standing inside. He looked like he'd seen better days: Pale skin, brown hair matted to his forehead, days old stubble, baggy eyes and a casual suit that had a bit more dust and tears in it that he considered safe for anyone who planned to treat living patients.

"Get in, quickly..." He rushed them inside, closing the door just as quickly and leaving them inside the slightly narrow room with nothing but a few overhead bulbs for light. The strong smell of alcohol hit him immediately, which was a relief considering he reeked of blood.

Apart from a table with two chairs the place was devoid of anything resembling personal touch. Off to the side he could see a makeshift metal slab that he could only assume was meant to be the surgery board for whatever unlucky bastard wound up under his care. Past that and ahead of him he saw an even smaller kitchen, or at least he assumed that's what it was given the presence of an old stove.

And he thought his place was bad...

"Put her on the table..." He gestured to the slab, Peter putting the corpse down with as much care as he could muster, "Ms, Baumgartner, I hope you have an explanation for bringing a dead body here. I've brought people back from the brink before, but I can't bring back the dead."

"Nothing like that, Doc. You see..."

Peter turned away and let Lori explain the situation. There wasn't anything he could say that would help and the way the 'doctor' looked at him made it clear how much trust he had in him: About the same amount Peter himself had for a lot of people in this place not named Bullseye.

He bit back a yawn and and looked at the table. Apart from a few slices of burnt toast and a half-filled cup of coffee it was as empty as the rest of the place, though the papers caught his attention, _'...Gamma radiation?'_ His eyes narrowed. In this place radiation seemed to be the key to power, if White Widow and the green amazon who showboated on the television was any indication, _'Looks handwritten...a journal of some kind? Says his name's Bruce Banner-'_

"Leave now, I have to concentrate." The disheveled quack said, jolting him out of his train of thought and gesturing them both to the door, "You can come back tomorrow evening. I should have the autopsy finished by then."

"Thank you, Doctor. How much will it-"

"I only charge the patients themselves, Ms. Baumgartner. And she certainly doesn't seem like she's capable of paying back in any way." He waved a hand through the air and trudged to the table, facing away from them both, "Don't worry about payment, just keep yourself safe. I don't want to see you be the next person on this slab. For your sake...I hope your friend can catch whoever it is that's stalking the alleys at night."

A doctor who actually cared about saving lives...this place really was mad. He and Lori shared a look before he shrugged, stepping out the door with her following behind. He didn't know if the quack could really do a proper autopsy given the state his place was in, but it wasn't like he had much choice. Waiting for Spector or Grant to come back would take a week, time he really didn't have.

"Now that that's done with," Peter muttered, "Tell me about your boss. Dave, was it?"

"You think he's in on this? Why would he kill his own merchandise?" She shook her head, "You know what, you're the detective here. I'll answer all your questions. You're the best shot any of us have of not getting planted six feet under. But can we do it at my house? It's close by here and I'd rather not stand around in the open like this even with you around. You understand."

"Right...lead the way."

* * *

The house was nicer than he expected; certainly nicer than the joint he was shacking up in, even if it had nothing to Hardy's ritzy digs. The apartment looked like it could comfortably fit at least four people with a kitchen, living room and what looked two bedrooms, _'Guess being an exotic dancer's lucrative...'_ Then again maybe he should have figured that. Felicia had to get her start-up money on the Black Cat from somewhere.

Lori breathed a sigh of relief when they got inside, locking the door behind her with a bit more force than necessary, "Feels good to be back here..." she muttered, "Come on, we should-"

The door to one of the bedrooms opened before she could finish and someone he hadn't expected trudged out, "Mom, that you? You're back late..." Lana paused and stared at the two of them, eyes shifting back and forth between her mother (definitely wasn't expecting that) and himself, "Uh...didn't know you were taking your Johns back home, mom...especially not dudes who cosplay Superheroes."

"I'm not-"

"He's not a John, Lana." Lori sighed, "I'd never take those back home, you know that. This is...uh, I think he's called the Dark Spider if I'm remembering right. He's trying to figure out who's behind all those recent killings."

"No shit? Huh, and for a second there I thought you started blowing freakshows. Was worried we were going to have webs gunking up the place." He raised an eyebrow. She was definitely blunt about her mother's job...though, considering said mom looked like she just got off her work with a jacket barely covering the loose top she wore, he guessed it'd be pretty hard to be clueless after a while, "So...Dark Spider, huh?"

"It's Spider-Man..." God, what was with the people here and stupid nicknames? If he ever found the guy who gave him that stupid title he'd punch his teeth in...and really he was hoping it was this place's Jameson cause he really needed his teeth kicked in. The Jameson he knew wouldn't have stood for that guy's blatant lack of grit and integrity, "...This your kid?" he asked Lori, trying to change the subject.

"Yeah, and if you try anything on my mom you're going to fucking regret it," Lana crossed her arms and glared at him, "I saw you on the news, 'Spider-Man'. Not sure if she should trust you after all the shit you've pulled." He could see her hands shaking slightly despite her words. Did she honestly think he was going to attack either of them? This was almost as bad a reception when he worked with George Stacy back home.

"Don't believe everything you see, kid. The rags in this place will tell you the Nazis won if it gets you to buy more papers." He ignored her glare. Just an overprotective kid, nothing he hadn't seen (or done himself...) before, "I just want to ask some questions about her boss."

"...If you say so." She shrugged, her glare fading, "Alright, well if you two are going to have that talk I should probably fuck off. I'll be back-"

"Hold on there, Lana. Just where the hell do you think you're going at this time of night?" Lori asked, her eyes narrowed, "I just told you there's a serial killer out there. It'd be suicide to go out there now."

"Christ, mom, I'm pretty sure I'm not gonna run into a serial killer." She rolled her eyes, "'Sides, I'll be with Poey and the others. I'll just get something to eat so I can stay out of you two's hair. I'll be back before you know it."

"Poey? You know I told you-"

That was as far as he got before he blocked out the rest of the argument. He knew better than to interfere; they'd just both yell at him if he tried intervening. He leaned against the wall with his arms crossed and waited for the argument to run its course, _'Should probably have asked her about the address beforehand...'_ He sighed. Well, nothing for it now. He'd just have to wait for his chance.

They stopped their (incredibly curse-filled) argument soon enough. Lana practically stomped out the door and slammed it behind her, Lori yelling out one last warning to her before locking the door again with a frustrated breath. It almost reminded him some fights he had with Uncle Ben when he was younger.

"Sorry about that..." Lori muttered, fingers pinching the bridge of her nose.

"Nothing I haven't seen before." He shrugged, "Your kid's a little hellion, isn't she?" He still found it an odd coincidence that she was her kid at all. Best he not mention to either of them what they'd done in exchange for a few hundred dollars...

"Gets that from my side of the family." She smiled sardonically, "Don't pay her any mind. Girl talks big but she's harmless unless you do something really bad to piss her off." She gestured to the couch, "Take a seat. I'll change out of these clothes then I'll answer any questions you want."

He took off his bloodstained jacket and practically collapsed on the couch with a sigh, his head resting lazily on the cushions as he blankly looked up at the ceiling. A part of him was tempted to fall asleep, but another, even bigger part reminded him of what awaited him if he let his mind wander too far. The nightmares had lessened, though it helped when he had a drink or a cigarette to dull his senses beforehand. The relief never lasted long, but it was better than nothing.

Lori came back out eventually, her risque attire replaced with a far more sensible yellow shirt, jeans and sneakers, "You tired, too, huh?" She sat down next to him, taking out two smokes from the pack she held in her hands and offering one to him, "You smoke?"

He pulled the mask till it reached his nose, "Like a chimney." Another thing Aunt May would've been disappointed in if she ever found out. Though he liked to think seeing him again after months of absence would be enough to counteract his vices...he only hoped Mary Jane was taking care of her. She'd already lost Uncle Ben, he hoped he didn't lose her nephew either...

 _"Peter...is...is that-"_

 _'Wrong May, Parker.'_ He held back a scowl and let Lori light the cigarette, coughing slightly at the taste of the flavor in his tongue, "...No offense, but what brand of cigarettes do you buy?" He took another puff and grimaced. It did the job, but it tasted foul. At the back of his mind he could hear the sensible part of him chiding himself for being so picky about the kinds of cancer sticks he smoked.

"Big Bull. It's not much, but keeps second-hand smoke to a minimum." She let out a breath of smoke and leaned back on the couch, "Why, what about you?"

"Hope...guess the guys who made it thought'd be funny." He took a lighter inhale before continuing, "Anyway, back on track: Tell me about your boss, Dave."

"What's there to say?" She shrugged, " He's a thug who whores women out if they're desperate enough. I'd like to say he's a pimp with a heart of gold, but I'd be lying. He takes anything that can make him a buck, but that's just it: If it doesn't turn a profit to him then he doesn't care. I can't see him giving up one of his merchandise to some kind of religious serial killer. He's not one to believe in ideals."

"Let's not ignore the fact that he could have just been bribed...or threatened. Doubt he'd care about giving up one of 'his girls' if it means he continues breathing." Wouldn't be the first time he'd seen a boss everyone below him to the wolves, "You trust him to do otherwise?"

"No, he's a pig." She snorted, "But so's every other pimp, crime boss and thug in this city. What makes him so special?"

"The way your friend got killed makes me wonder." His grip on the cigarette tightened, "You two have been going in pairs for days or weeks now, right?" She nodded, her eyebrows furrowed, "So is it just a coincidence that the one time you get saddled with a customer she gets killed? Seems a bit too convenient, if you ask me. Call me paranoid, but I smell something wrong here."

"What, you think Dave set me up with a John so Helena would have to go it alone?"

"It's possible. I'm not discounting anything till I speak to the man himself." He'd ask if he knew anything about the killings and if he was involved. His spider-sense might not be able to tell him _why_ he would lie, but he could make a good estimate on his own if it pinged him as being involved in this donnybrook. After that it was only a matter of how long he could take his third leg being threatened before he caved, "Where's his place? Still open this time?"

"Yeah, why wouldn't it be? Sex never stops, does it?" She stuck the cigarette between her lips and wrote an address down on a piece of paper before handing it to him, "Shouldn't be too far from here, maybe half an hour if you walk. Take the back room, it's for VIP's." She clapped his arm, "Hey, do me a favor: If you're really going to interrogate Dave then I'd appreciate it if you didn't wreck the place I work at. Thanks."

"I'll keep that in mind..." He rolled his eyes and took another cigarette from the pack. It should tide him over till he could get something better, "One for the road...wish me luck."

* * *

The 'gentlemen's club', to use the fancy term, wasn't anything special. Peter looked up at the sign with a flat expression, his eyes scanning through the letters lining the neon, "The Shaftesbury Quimhouse..." Huh, and he he thought the places back home could be shameless. He let the second cigarette fall and he crushed it against the concrete, pulling his mask back down to cover his face completely before making his way to the back entrance. He got the feeling a place like this wouldn't exactly be the most welcoming to someone with his reputation.

He was right.

"Welcome, sir. Would you like the-" The woman greeting him froze up, her eyes wide as she looked right at his masked face. Young...much younger than Lori by the looks of her. He had to assume she was meant to be the appetizer; a pretty woman in a slinky black dress to give a taste of what was to come inside. He could only hope she wasn't underage; he didn't need another problem on top of this one, "Y-You're-"

"Give me the guided tour."

The music in the place was enough to give him a headache. The woman walked forward meekly, stuttering through the practiced lines and whipping her head back to look at him after every few seconds that passed. It was odd; he didn't even have to pull out his gun or make threats to make her scared of him...he didn't know whether that was a good or bad thing. He decided on 'useful' for now.

"Th-These are the back rooms, wh-where we let our more f-f-favored clientele enjoy our services." Meaning it was a private place for people to ride the midnight horse...maybe even literally, "W-We offer many services, e-especially f-f-for persuasive c-clients such as yourself." She looked him up and down, eyes again lingering on the mask partially covered by his hood, "If-If you'd like I could-"

"Where's the owner? Dave, I think." Cut right to the chase, he didn't have time to waste.

"O-Oh, you mean Mr. Walsh? H-He's in a business meeting, very urgent." Peter raised an eyebrow. Someone definitely had an inflated sense of ego considering he was running what amounted to a dolled up whorehouse, "I-If you want I could take a message."

"No, just show me to him. I'm pretty sure he'll be interested in what I have to say."

"B-But-"

"I'm _very_ persuasive. Trust me."

She looked like she was about to argue, but evidently thought better of it. With a muted 'follow me' she led him down the hall, Peter taking note of everything around him. The music was getting louder, which wasn't helping his headache any, and the telltale smell of sex and booze was hanging in the air again. Still, he knew it could be worse. This was the backroom, not even the main hall. Any horse riding was going on in the locked rooms they were passing rather than orgies in the middle of the stage.

He hated going to places like this, but he couldn't deny the sense of familiarity from it. When he'd first been to the Black Cat he'd been a mess, averting his eyes from the scantily clad waitresses like a damn monk. Hell even when Felicia instigated a one night stand he'd been an inexperienced idiot. Chalk it up to the way Aunt May and Uncle Ben raised him, he supposed, but his conflicting feelings weren't going away any time soon.

When they got to the end of the hall he found out exactly what the dame meant by business meeting.

Dave - or David Walsh, as he apparently preferred to be called - wasn't that different from many of the other pimps and 'managers' he'd seen on the streets. Dressed in a black tank top and a pair of jeans, that was where any practicality ended. His lean, tan arms and what little of his chest he could see were covered in tattoos, the designs seemingly having no overarching theme. Besides that he could see more than a few piercings on his ears with a pair of undoubtedly expensive leather boots to complete the ensemble.

In short, typical wannabe tough guy who thought he was more intimidating than he really was. He'd seen dozens of his type before.

"Come on, you can do better than that!" he yelled, voice laced with a thick northern England accent. Peter followed his gaze and sighed when he saw a frowning, topless brunette dancing stiffly on a pole above an elevated platform. The way she moved made it clear she would have preferred to be anywhere else but there.

He must have walked right into rehearsals...

"You think you can get any attention just by shaking your bum like a damn cripple, is that it!? Me grand mum could dance better than that!" he screamed again, causing the woman to flinch, "You wanna work here, you gotta learn how to-"

"Real charming. That how you talk to all your dates?"

Both their attentions snapped to him, his 'escort' not-so discreetly retreating back to the other side of the hall. The brunette's expression was torn, but Dave's was about what he expected: A cross between annoyed and seething. He had the distinct feeling he wasn't used to getting back-talk in 'his house'.

"Oh, what the fuck is it, then?" Peter stepped into the room, Dave continuing to glare at him till he was in front of the couch he was sitting in, "Christ, you another Supervillain trying to get a cut of my take, is that it? I'll have you know I'm insured, so you tell the rest of your buddies that if they fuck with me then they're gonna get their shit kicked in by the Maggia. You hear that? I'm the king of this fucking castle, not you!"

"You really think that's why I'm here?" Seems like Dave didn't know who he was...it was oddly refreshing.

"Yeah, well what the fuck else could you be here for? Huh?" He leaned back in his seat, trying for all the world to look like he didn't have a single whit to give, "Supervillains try to take a cut, but like I said I'm insured. If you're one of those heroes then everything here is legitimate, paid for and licensed. You ain't got nothin' on me. So..." He gave a self-assured smile, "Get the fuck out of here before I lose my patience."

"Does the name Helena mean anything to you?"

That did it. His smile immediately turned into a scowl and he saw his arms reaching for his back pocket with all the subtelty of a bull in a china shop, "You, get the fuck outta here! Scram!" he screamed. The brunette was more than happy to comply, following her compatriot down the hall; though not before giving him a look of worry. Unexpected, but a bit pleasant considering what he came here for.

"How the fuck do you know that name, huh? She your girlfriend or something?"

"Answer the question." He was stalling. He didn't know if there were guards in this place, but he didn't want to push his luck, "Did you know her, yes or no?"

"Yeah, but she's dead," he bit back. Peter smirked underneath his mask; sometimes it was just a bit too easy, "So if you're looking for-"

"Funny...how the hell'd you know she was dead? I took the body, I doubt anyone else knows."

A sudden silence covered the room. Forgoing any sense of subtlety the tattooed pimp pulled out a revolver, his finger already on the trigger, _'This seems familiar...'_ Peter raised his right hand and sprayed a slightly narrower net of webbing, the gun being covered in black silk just before he pulled on the trigger.

The revolver exploded with a small bang, the bright flash coming and going just as quickly, "Ah, son of a bitch!" He dropped the now-broken lumps of metal and held onto his injured hand. Nothing permanent, but he'd need help driving out all the bits of metal from his flesh, "Hey, I remember you now! You're that freak that was on the news months ago, Spider-Woman's sidekick!"

"Whatever works for you." He kicked the door close and locked it before slamming him over the edge of the platform, "I tried to play nice, so here's where we do things the hard way." He grabbed one of the empty beer bottles and broke it against the metal, quickly pressing the jagged end to his cheeks hard enough to make him start bleeding, "Lets try this again: Does the name Helena mean anything to you?"

"Alright, alright, yes! I knew the fucking bitch!" He scowled and pressed the glass harder, getting a cry of pain in response. A bastard till the end...he supposed he shouldn't have been surprised, "I-I fucking told you what you wanted! I answered your question."

"Fine..." He pulled it back. watching the stream of blood gush down his cheeks to the elevated metal, "Were you involved in her murder?"

"M-Murder? I don't know what you-" **Liar**. He pressed the bottle against the top of his head this time, his dark hair starting to mat with blood, "Argh, what the fuck is wrong with you!? I didn't do anything!"

"Stop lying to me. It's not gonna work," Peter snarled, "You were involved in her murder, and if you don't tell me exactly how I'm going to cut you up _slow_." He inched the bottle closer to his left eye, "Tell me and you might still be able to see when this is done."

"A-Alright, alright!" He moved his head back to try and put as much distance between him and the glass, "Th-This guy, came up to me weeks ago! Told me that he needed a sacrifice or some bullshit like that!" Peter pulled the glass back, "He...He asked for a girl, thought he was just a nutter with weird tastes. Get those types all the time, you see. Didn't know he was the killer everyone's so riled about."

"And when did you realize he wasn't who you thought?"

"A-A couple days ago, when he let something slip..." He closed his eyes and let out a few strangled breaths, "But what the hell was I supposed to do, eh!? He tells me that the last people who tried working up the nerve to protect their merchandise and customers got one between the eyes! So yeah, I took his money and I kept my head down! What the fuck would you have done in my place!?"

"I'd never _be_ in your place, you damn leech." He was a parasite, using girls' bodies to get money, but murder was a step too far even for his kind of degenerates, "You could have called the police, hell even tried to shoot him like you did me. Anything besides just letting an innocent woman die."

"Yeah? Well, we can't all be heroes, mate."

"...Where is he?" He tightened his grip on his neck, "You told me he met you, you have to know where he is."

"I dunno nothin'!" he spat, "He came to me, right after everyone else was gone! He requested two girls, left his pay, then-"

"Wait, _two_?" Helena was the first, that meant...no, he had to be sure. He pressed it close to his left eye again "Who's the second one, you limey!? Tell me!" Maybe if he was fast enough he could put an end to this.

"B-Baumgartner! Lori Baumgartner!" he said, his voice strained, "H-He wanted to do em separately for some fucked up reason! I told him where Baumgartner was staying, and he should be on his way there now!" He let out a strangled cry of pain, "Do you really have time to be dealing with me if you want to try and save her!? You can't-"

"Shut up." He threw him against the ground and let out a growl of frustration. Much as he hated to admit it, he was right. He had to leave. Now.

* * *

Lana opened the door to the apartment and trudged inside with a yawn, "Hey, mom, you still awake?" She flicked the lightswitch, giving an annoyed sigh when the lights remained off. Perfect, a blackout; just what she needed, "Mom? We forget to pay the bills or something?" She groped her way through the living room, giving a curse when she stubbed her toe against the table. Bad day to wear sandals.

She could see a light coming from the kitchen, "Candles? The fuck happened to flashlights?" She rolled her eyes and made her way to the kitchen, being careful not to bump into anything else, "Hey mom, you there? Look, I'm sorry if we left off on a bad note last time." God, apologizing never stopped being awkward no matter how often she did it, "I know you don't like Poey, but-"

The teenage girl froze when she finally made it to the kitchen in full. Her mom sat at one end of the circular table, her arms stuck to the chair's handles by a large covering of duct tape and her mouth similarly muffled by the adhesive. She saw her struggling with her binds, her eyes wide and and screaming something that was muffled by the tape.

"M-Mom, what's-"

"The spawn of sin has arrived, we may commence."

Something hit her at the back of the head and she felt herself fall to the ground. She didn't know how long she'd blacked out, but by the time she'd woken up again she was sitting on a chair facing her mom, her hands tied and her mouth muffled with duct tape just like she was, _'Wh-What the fuck is going on!?'_ She struggled, but the tape refused to move. This wasn't happening, it couldn't have been-

"You wake. Good."

Her head snapped to the source of the voice and her heartbeat quickened. Obviously a man by his figure, but beyond that she couldn't tell anything else. His face was covered by a black balaclava, a dark jacket, cargo pants and boots completing the ensemble. At first glance she would have thought he was a burglar, but the sawn off shotgun he carried along with the golden crucifix prominently displayed immediately put some doubts on that.

"Before you was a youth who had let herself be corrupted by lust, and now we have a mother who sins with every breath she takes." He walked next to her mom, running a hand through her jaw slowly, "You who have given birth, become responsible for another life, and yet continued on the downward spiral of lust. What say you?" He suddenly ripped the duct tape off her mouth, "Do you have any sins to confess?"

"Why...Why are you doing this?" Her mom managed to force out, her voice weak. Looking closer Lana could see that her wrists were bleeding, drops of blood falling to the floor in a constant torrent, "I never did anything to you..."

"You've sinned. That is enough." He stalked over to Lana, a hand gripping her hair painfully and forcing her to look up, "It is one thing to debase your own body, that alone is worthy of damnation, and yet you dared to profane this world even further by instilling perverse life to it." Lana shivered when he ran the barrel of the shotgun down her arm and paused it at her side, "The gift of life is precious, and yet you have corrupted it."

"Stay...Stay away from my daughter...please..."

The bastard didn't even turn to look at her, "You cannot proclaim motherhood now after years of sins and transgressions." Lana saw her mom struggle, pulling one bleeding hand painfully from the duct tape and groping for her pocket knife, "Ever since she was born into this household she was doomed to corruption, doomed to a life of immorality and vice. I find it only fitting that you see the corrupted life you brought to this world be brought to an end."

He leveled the shotgun at her head. Lana screamed; she cried, she begged trough her gag, she did everything that she could think of to try and prolong the inevitable, _'Please, please, please...'_ Tears slipped between her closed eyes and she struggled even harder against her bindings. She prayed to God, begged for a miracle, screamed for anyone to save her and her mom from getting killed by this monster.

The sudden scream the bastard gave was music to her ears. Opening her eyes she saw her mom stab the religious nutjob at his neck before kicking him away, "Stay away from my daughter!" Without missing a beat she brought the knife through the tape keeping her trapped and pulled her up, "It's gonna be okay now, Lana. It's gonna be okay..." She pulled the tape off quickly, "Just- Get down!"

The sound of two gunshots going off made her heart stop. She and her mom stared at one another silently before Lana looked down, "M-Mom...?" Her mom had taken the brunt of the shots. Lana could see her right side and leg bleeding profusely, her lips parting open and letting out a soft cry of pain before she fell to the ground in a crumpled heap, a pool of blood seeping out of the gaping wounds.

"M-Mom...?" This wasn't happening. This couldn't have been happening. Lana reached a hand out and touched her shoulder, reeling back immediately when she felt the warmth of the blood, "Th...This can't be..." More tears spilled from her eyes, quickly followed by a searing pain engulfing both her palms. It felt like her hands were on fire, "M-Mom, wake up...please...please don't..."

"Unexpected, but it ends the same either way." The bastard stood up, feeding a single shell to the shotgun with one hand while the other held pressed tightly against his neck, "Mourn not, child. You shall join her in the fiery pits soon." He raised the gun and aimed it at her head. Lana felt the searing pain worsen, but it was nothing to how much she wanted to kill him. Clenching her hands into fists, she looked up at him and screamed in rage.

The next thing she knew, everything in front of her exploded.

* * *

He was too late.

Peter charged into the apartment, trying to ignore the smoke wafting in from the kitchen. He'd seen the explosion from the entrance, heard the deafening boom that no doubt woke up everyone in the building, _'What the hell happened here?'_ He coughed and stalked forward carefully. He knew Lori was at risk, but why an explosion? Did the killer change his tactics?

His answer came when he saw what was in the kitchen.

An entire section of the kitchen wall was gone, as expected, but the two that remained wasn't who he'd expected. Lori layed on the ground, unmoving, a wound at her right side and leg showing the telltale signs of buckshot damage. At her side he saw Lana, her hands pressing against both wounds and desperately trying to to stem the tide of blood while the killer was nowhere in sight.

That and the teenager had rings of light around her hands...probably safe to say she was the cause of the explosion.

Ignoring the two briefly, Peter made his way to the window and looked out. The drop from the second floor was easily survivable, and he could see a shaky figure slip past the alley to the open street. This was his chance to catch him.

"W-Wait, please!" Lana called out. Peter looked back and found the girl looking up at him, her entire body shaking. Her hands were covered in blood, "H-Help me get my mom to a hospital, please! Sh-She's going to die!"

Peter looked back at the shattered wall. The killer was getting away, and the chances of Lori making it out with those wounds were slim even under the best circumstances. If he stopped him now he could end this once and for all; no one else would have to die.

"Please..."

Except someone he could have saved, "Damn it..." Looking out one last time, he sucked in a frustrated breath and knelt at the older woman's side, "Hospital's too far away, we have to take her somewhere else." He released a burst of webbing to cover her wounds. It wouldn't stop the bleeding permanently, but it would buy them some time, "Come on...lets get out of here."

He could only hope he made the right choice.

* * *

 **Well... _that_ ended well: Sin Eater gone, Lori at death's door, Lana traumatized and recently awoken to the power of being able to explode shit with her mind. Truly a great victory for Noir :/ Ah well, you win some you lose some...though Noir does seem to do a lot more winning than losing, doesn't he?**

 **Anyway, the obvious question: Do we continue with Noir trying to solve Sin Eater (possibly with Lana's help now) or do we leave the doom and gloom and jump back to Gwen trying to apprehend the marginally less sinister Mysterio with a special guest appearance by Kate Bishop? Depends if you want to seem more film noir grittiness with two traumatized heroes or more comical antics and less angst.**

 **Oh, and my own obligatory question: In-universe, why don't heroes help each other? I mean we have the Avengers teams and DC has an explanation with heroes having their own cities, but Marvel parks just about everyone to NYC and yet Spider-Man still gets no help when fighting the Sinister Six, Carnage, Venom etc etc. It's just weird, isn't it?**

 **In the I try to limit the number of heroes who are willing to help each other to a handful so it at least avoids that problem, and in the current arc it's a non-issue: None of the others could help Noir investigate Sin Eater while Gwen's more than strong enough to take down Mysterio that she doesn't need to call SHIELD or Cap for backup; Kate just comes because she wants to.**

 **Review answers:**

 **NoirValor - Yeah, the only 'Supervillain' was Sandman and even he died with enough bullets. Though for this story Peter mentions fighting outlandish people like the Bullseye Killer, the noir X-Men, Venom etc etc. Sin Eater's a bit of a hearkening back, so to speak.**

 **Persin - Usually I don't mind it, but when I update every few days it gets annoying and redundant; I _am_ updating soon in the case of this fic. Sorry if that offends you.**

 **Dr. Sugarcakes - He's likely to get his mask soon given the sentimental value it all has on him. Like I said the Red Hood-esque attire is more or less during his less heroic phase when he acts like a raging jackass and needlessly violent douchebag.**

 **NewWorlds - Why not? Apparently Howard the Duck, Patsy Walker and Gwenpool reside in the same general area as Punisher, Daredevil and Moon Knight. Given this I don't see a problem with France having animal themed 14 year olds fighting villains that look like they came out of a McDonalds meal.**

 **Mingyu - Bullseye does try to get him to lighten up - hence the selfies and spray tagging his stuff with a spider symbol - but he's still wangsting over what Gwen did. Also, no dice on Gwen getting a shit reputation again; she _just_ got it fixed, and I don't like the cyclical 'Status Quo is God' comics have with making sure every good thing that happens to Spidey is undone by the end.**

 **As for your other suggestion: Nice idea, but on that front I already have my own plans. Apologies.**


	37. Thy Will be Done

Forgive him Father, for he had sinned. It'd been years since his last confession...

Peter slumped further on the church pew, elbows on his legs and his palms pressed together a pseudo-prayer. He was never very religious, something his foster parents took a slight issue with back then. Aunt May and Uncle Ben practiced; prayed before dinner, went to Sunday mass, the whole nine yards, really. For him, though? He couldn't see the appeal. Protestantism taught him that there was an almighty God out there that looked out for his children, that good deeds would be rewarded with salvation while the guilty were cast into the fires of Hell.

Of course, belief didn't amount to much. Call him a cliche, but growing up where he did made it difficult to perceive the God's so-called plan for them. Thousands if not millions starved in the streets while the rich got richer and the poor got poorer. Pretty soon when the stock market crashed even some of the high rollers ended up losing everything; if that was His plan to even up the score, he wasn't buying it. Peter would have preferred if He raised everyone to be rich rather than just dragging everyone down.

Then his Uncle Ben died, Osborn continued to hurt people unabated and he saw Spider God that gifted him with the 'Curse of Power'...after that he thought that if God really did exist, it was best they gave each other a wide berth. Kind of hard to believe in the idea of a singular deity when he knew for a fact that it was a load of horsefeathers.

Which made staying in a church for 'sanctuary' all the more ironic, really.

They'd dragged Lori back to Dr. Banner's place; rushing to the hospital would have been too risky given the state they were all in, and he didn't like Lori's already slim chances if they tried dragging her to the nearest hospital considering it was about half an hour on foot. The back alley clinic looked like something that belonged in the trenches of the Great War, but Lori clearly trusted the quack who ran it so what other choice did they have?

The doc made them leave after doping her up with enough painkillers to take down an elephant, citing that he needed to 'concentrate' if he wanted to save Lori's life. Lana wanted to stay, that was painfully obvious, but there was nothing for it: His house, his rules. He'd dragged her to Father Martin's church for lack of a better option - It was relatively small, isolated and not many people in this part of town went to church anyway. A good place to catch their breath, especially since he had reservations about dragging her back to his apartment or leaving her alone in her state.

"What a mess..." Peter sighed and held in the urge to let out a particularly insulting curse. They were still in a church, after all, and he wasn't enough of a boor to disrespect that. He wondered what the priest thought seeing the masked 'Supervillain' and a crying fifteen year old knocking on his backdoor. To be honest he was surprised he'd even allowed them inside in the first place. Most people would have taken a single gander and slammed the door in their face.

Lana was in the backroom; sleeping or crying her eyes out he didn't know, and frankly a part of him didn't care. He wasn't Florence Nightingale or Mahatma Ghandi. He couldn't comfort a crying girl, and something told him knowing what she was going through after what happened with Uncle Ben wasn't going to help. From what he'd seen so far, misery didn't really love company. Especially not when the wounds were so fresh.

The door to the backrooms opened with a creak, Father Martin stepping out soft footsteps. Judging by the troubled look on his face, Peter had his doubts that attempting to comfort the traumatized teen had gone his way, "...No luck, Father?" he asked, a mournful shake of the head being his response. Peter sighed; it was about what he expected, really. The girl just saw her mom get shot twice by some serial killer, if she was anything but confused and angry it would have been a miracle.

Of course, the fact that she could apparently explode things with her mind just made it more complicated...

"Ms. Baumgartner is...going through a powerful ordeal. As much as I wish to comfort her, mere words aren't enough," he said sadly.

He knew that kind of pain better than most people. She wouldn't be satisfied till she got the bastard that did this to her mother, till she looked into his eyes and paid him back in full. He knew because it was the exact same feeling he'd had before. When he saw Osborn and his entourage of circus geeks he'd thrown his whiskey at his face, damn the consequences. He knew he was outmatched, that he was just a dumb kid lashing out, and he didn't care. Osborn deserved whatever he got, even as something as petty as alcohol to his face.

"What do you expect? I told you it was a lost cause." His hand inched for his pocket to pick up a pack of cigarettes before he reined it in. He could smoke once he was out of the priest's sight; given that he was one of the few guys in this madhouse he didn't automatically distrust, he didn't exactly want to lower his opinion, "She hasn't said a word since I dragged her here...hell, I'm surprised she even agreed to come along. Expected her to start blowing things up the second she left that sorry excuse for a 'clinic'."

"Yes, her...abilities. The ones you mentioned." He coughed politely, though Peter could tell he was struggling to remain composed. He didn't blame him; it wasn't something he expected either, "It seems she's controlled them to an extent, though her emotional outbursts do lead to some...uncontrollable damage." He winced at that. Probably a lot worse than it sounded, then, "It's not healthy. She has not eaten, drank or slept since she arrived."

"Too much on her mind...that makes both of us," Peter muttered, bringing a hand down his face with another weak sigh. This was real balled up: Lori looked look she was kicking down the door to the grim reaper's carriage, Lana would be lucky if she didn't spend the rest of her life with messed up nightmares at best and that killer was running around probably killing another dame and he had nothing to track him down.

...Well, nothing except a rosary he'd found among the rubble, but that didn't tell him anything except that he was a nutter who thought God spoke to him. He really only had Lana's word that it belonged to that sick bastard.

"Father, can I ask you something?" he said softly, the priest giving a nod in response, "Why'd you decide to follow God? Back where I came from it was all types. Some genuinely believed, others wanted a sense of belonging, and some people...they just wanted a roof over their heads and they didn't want to starve. I've seen em all..." He sat up higher on the seat, "So why'd you do it?"

"A little of the first and second, to be completely honest." He sat down next to him, lips turning up in a soft smile, "I...was not always a pious man, I'll admit this. Many in the clergy and those who find faith do so to try and run from their past or atone for previous transgressions."

"Which one are you?"

"The latter." His smile faded and he clasped his hands together tightly, "I grew up on the streets of China, and in my experience you're left with little other options. I joined a gang to avoid growing up with nothing in the streets." He took a shaky breath, "I will not defend myself, however: I'm very well aware some of the things I have done can never be forgiven. I can only hope that my work now can allow me some measure of redemption."

"...What exactly did you do?" Peter's eyes narrowed. He didn't put much faith in redemption, but...maybe it truly was possible for some. Patilio's father seemed to be trying, though the worst he ever did was petty thievery. Wasn't exactly a high hole to climb out of.

"Anything my superiors told me to. My story is not much different from those who joined a gang at a young age," he replied, "My worst crime...I suppose the one that weighs most on my conscience the most is the delivery of people to this country under cloak and dagger. Many citizens wished to illegally immigrate to the United States, and the Snakeheads were all too willing to follow through. They'd take them to the country then either use them as cheap labor or take a percentage of all future money they made with the threat of deportation looming overhead. They preyed on their desperation. An...investment, they called it."

"Sounds about right..." Peter frowned. He'd heard worse, _seen_ worse, but it was still low. They technically had their freedom, but at what cost? They were free to choose to let themselves be deported back and slapped with criminal charges? Yeah, some choice...

"And you, Mr. Reilly? Why is that you don that mask every night?"

Peter raised an eyebrow, though he didn't feel much in the way of surprise. He'd been numbed to the idea of people finding out who he was behind the mask. He didn't go out of his way to expose himself, of course, but did it really matter? A dead kid's face didn't hold much ground, "...How'd you figure that out, padre?" he asked. No point in lying, and it wasn't like he cared if the priest knew. Probably more trustworthy than Castle or White Widow.

"Truth be told it was a half-guess, though I've had my suspicions." A ghost of a smile came and went, "The way you carry yourself even without the mask speaks volumes; such trauma and fatigue from one so young. I've had a good read on people ever since a young age, and your behavior caught my attention. Though, my suspicions only grew when you brought Ms. Baumgartner here. The way you spoke, the familiarity in your voice was far too strong for someone that I'd never talked to beforehand."

"Hm..." He leaned back on the pew and propped his elbows, "I'm surprised you're not trying to convince me what I'm doing is wrong. Don't the commandments mandate that we shouldn't kill? You must've seen me on the news."

"The interpretation of that rule has been debated for thousands of years now, Mr. Reilly-"

"Call me Peter."

The priest gave him a slightly confused stare before nodding, "Alright then, Peter." His fingers twitched. It felt weird having someone call him that again; Castle, Bullseye and Moon Knight all saw his face, but his name was something he never gave them. The last one who called him by his real name was- He shook his head. No time to be thinking of her now, "As I said before, the interpretation of that rule has been subject to debate. People of virtue kill. It isn't pleasant, but sometimes they have no choice. Many a police officer or soldier has been to my confessional asking for forgiveness."

"I'm not like them. I don't have a badge or a uniform." None of them did. Bullseye was a fugitive who turned in his uniform when he decided his morals (messed up as they may have been) mattered more than his job, Spector worked as a mercenary for the highest bidder till he met his 'patron' and Castle...well, the less said about him the better. He could only hope his family wasn't suffering any backlash.

"One does not need a uniform or professional creed to be good, Peter." The older man touched his shoulder in what he guessed was supposed to be a comforting gesture, "Despite what the news claims, I've seen the results of your handiwork. I won't deny that a part of me disagrees with your methods, but the people you saved who now have a chance to live full lives...it helps lower any disapproval I or others might have."

"Yeah? Tell that to the Bugle. I've been their punching bag ever since Spider-Woman got the hero treatment."

"Sometimes people fear what they can't perceive. It's far easier to judge than it is to understand; I've seen more than my fair share of brothers and sisters in the clergy who exhibit this attitude." He laughed, though it sounded forced, "Forgive me for being presumptuous, but you seem to be doing good with your abilities. Many in your place would use their gifts for selfish desires, and yet you choose to give aid to people at no personal reward. Whatever flaws you may have in going about it, you are a good man."

"Not sure I believe that, but thanks..." He gave a forced laugh of his own. He was called a lot of this in this madhouse and back home, but a 'good man' wasn't one of them. The best he got was 'not all bad'.

"Since you asked me before I'm curious myself. Peter, do you believe in God?"

"...I was raised as a protestant-"

"That's not what I asked," he interrupted, his voice never once losing its cool, "I won't judge you, Peter. While some among the clergy look down on those who don't share their beliefs, I'm of the view that one should be free to believe whatever they wish so long as they hurt no one else."

"If you say so." Damn, he needed a smoke. All this talk of religion was making his head ache, "To answer your question, I have my doubts. Growing up with my Aunt and Uncle, I was taught the prayers and the practices, but I had my reservations on it. Growing up in...where I came from, there wasn't much room for faith. And then..." Again his hand inched towards the pack before he stopped himself with a frustrated exhale, "When you think of God and Heaven, the image that comes to mind is an old guy with a big beard and white robe on a sea of clouds. Like Santa Claus and his reindeer."

"In some interpretations, yes. What is it that you believe?"

"I dunno what I _believe_ , but I know what I saw. I didn't see fluffy clouds, and I didn't see an old man carrying a tablet of stone. You know what I saw? I saw _a_ god, and it wasn't the face of something I'd trust. God isn't supposed to have eight eyes, and He sure as hell isn't supposed to make His home in a giant web filled with thousands of spiders. If that's supposed to be paradise, I'll take my chances down here."

 _"Why do you tremble, little man? My bite brings death only to those of evil intent...I will bestow upon you a greater torment...the curse of **power.** "_

"I...don't know what you saw, but it's clearly marked you." Peter smiled wryly. Father had no idea how accurate that was... "I can only offer my condolences."

"Wasn't all bad. I didn't ask for this, but at least I can do good with the little gift my new boss gave me." Spector called it 'Anansi'. Mother of all Spiders, though if that was true it was probably the ugliest dame he'd ever seen, "...Enough about me, though. The reasons I asked you about God is because I wanted to hear someone's reasons for believing in some kind of deity to justify what they do." He pulled the golden rosary out of his pocket, "This look familiar to you?"

Father Martin looked down at the accessory, his eyes narrowed, "Carrying a rosary isn't uncommon for many faithful, but this one in particular is of fine make." He turned it over in his hands and paused when he saw the lettering and numbers at the back line, "This was especially made, it seems. I'd seen something like it years before, but the details aren't something I can recall. Apologies."

"It's alright. Wasn't expecting the answer to fall into my lap, anyway." He looked up at the cross atop the stage and let out a frustrated sigh. He was getting nowhere with this.

"If I might make a suggestion, would it help if I sought out Ms. Winters? I don't know all the details, but this killer you're hunting seems to be the same one she believes to be responsible for the rash of killings that have been plaguing these streets for a while now. She's likely to have more information than anyone else." He pocketed the golden chain, "It would be immoral of me not to offer my assistance."

"I appreciate it, but first we need to deal with our little explosive hellion."

Going in there empty-handed wouldn't solve anything. Looking at the clock and the barely risen sun, he took off his mask and trudged outside. Barely anyone would be outside at this time of day, but there'd always be some food joint that would be open.

20 minutes later he was back on the still-empty church balancing a box of pizza and whatever else he could buy, _'She's probably starving by now.'_ He looked around. Father Martin was gone, probably went to Winters' place already, _'Makes this simpler, at least.'_ He put his mask back on and took a deep breath. This was going to be messy.

Peter pushed open the door to the back room and sighed at the sight inside. Lana was sitting in front of a small table, her eyes bloodshot either from fatigue or crying. But any worry he might have had was pushed aside by the sight of the absolutely wrecked room around her - Broken windows, shattered chairs and cabinets, a wall with far more cracks than he considered comfortable...evidently the priest was really downplaying her little tantrums.

The teenage girl looked up when he entered, her scowl showing no signs of letting up when she saw him, "Great, just what I needed..." She looked back down at the table. Peter didn't miss the slight flecks of light that ran up her hands, "What do you want?"

"I wanna leave this place and never look back, but for now I'll be satisfied with you not starving yourself." He dropped the assorted food and drinks on the table and pulled the remaining non-broken chair across from her, "I know you're worried about your mom, but the whole self-flagellation bit doesn't help. Trust me."

"What the fuck do you know." She scoffed, "I watched my mom get shot, and you-"

"Want to blame me," he interrupted, causing her scowl to worsen, "You think I've never seen this before? It's always easy to hate the guy who 'didn't do enough'. You wanna hate someone then focus all that on the guy nearly killed your mother because I sure as hell didn't pull that trigger and I don't fancy being on the other side of those explosive hands of yours."

"...This is fucked." She covered her eyes with both hands and let out a frustrated groan, "I don't even know that the fuck is going on. My mom was paid to have sex, why the fuck would that psycho come after us!? There a shitload more people who deserve a bullet to the gut than her! And now this..." She clenched her hands, the rings of light once again circling them, "Why the fuck do I have powers now? I'm not a fucking alien and I didn't get radioactive treatment like motherfucking She-Hulk! Why the fuck can I explode shit with my hands!?"

"You're asking me? I'm about as clueless as you are." He shrugged. At this point he'd learned to stop questioning why people in this madhouse got 'gifts' or not. Neither he or Spector intentionally went about getting 'chosen' by their so-called gods, after all, "Either way it saved you. Without those explosions of yours I'd have gotten back to about two corpses."

"Yeah, and that asshole's still alive..."

"I could've gotten him if I ignored your mom, but something tells me you wouldn't have been able to carry her by yourself back to that quack's place." He scoffed, "Either way it's too late to start worrying about what could have been. I'll just have to find him again...no easy feat considering all I have is a rosary, but it's something." He pushed the box closer to her, "Now, you need to eat before you pass out."

They ate in silence for the next few minutes, the only sound passing between them being the grinding of teeth. Peter bit into the cheesy bread and let out a tired breath. His gifts allowed him to skip eating more often than he could before - rather convenient when it came to saving money back home - but that didn't mean he couldn't enjoy a good meal. He'd gotten a taste for pizza ever since he started eating it with Gwen-

 _'Always come back to her...'_ He sighed and pulled out half of the breadsticks, leaving half for Lana. Personally he blamed the kid's memories; it was kind of hard to ignore White Widow when he dreamed about some stupid mad scientist ranting about how much he had a crush on her. The billboards and commercials on the bigscreens weren't helping much either, much as he tried to ignore them.

It was only into her third piece of pizza that Lana finally spoke up, "So...what are you going to do now?"

"Try to figure out a lead." He frowned. Easier said than done, "I'd rather not wait till he kills again so I can catch him..."

"Why not call Spider-Woman?" she asked. Peter's frown deepened, "You two worked together a couple of months ago, right? She's a big hero now, sanctioned by S.H.I.E.L.D and everything. She might be able to help."

"How'd you figure? Last I checked she wasn't psychic." He finished off the last of the slice and wiped his gloved hands on his pants, "She wasn't much of a detective either from what I remember. Unless this guy's some kind of freak like the both of us I can't see how she'd be able to help." Frankly it was a miracle she could even find her way through the city. The way she acted he would've thought she'd got lost getting out of a cardboard box.

Well, that and he didn't want to contact her again. She'd probably drag him back to her paymasters given half a chance...

"Maybe he isn't, but he survived a stab to the neck and me blowing him off the second floor..."

"I've seen normal humans that have survived worse..." An image of George Stacy came to his mind before he shook it off. The least thing he needed was a reminder of Brock, "Father Martin went to talk to a friend of his, and if I'm lucky then he'll be back with some information. Should at least give me a clue on where the hell I'm supposed to go next to catch this goon." That was going to be a pleasant conversation... "You should-"

"I'm coming with you," she interrupted, continuing before he could cut back in, "Look, I'm not gonna sit on my ass just waiting for you to find this guy."

"What makes you think I'm taking a kid with me?" Peter could already hear the hypocritical part of his mind growing louder. He was only two years older than she was when he'd started and he'd only been at his 'job' for a little over a year. He really shouldn't have been one to talk, "I don't want to babysit while I'm looking for this guy. Bad enough I have to watch out for myself."

"I'm not a fucking princess, Spider-Douche!" He rolled his eyes. Real cute, did she come with that all by herself? "Look, I grew up on the streets. You think I don't know how to watch out for myself?"

"That guy getting away and your mom getting shot says otherwise, yeah."

He felt the explosion before he heard it. The sound of brick breaking echoed throughout the small room and a wave of heat rushed past his left side, "...That supposed to scare me?" He looked to where she hit and sighed at the sight of the completely destroyed wall. He'd need to make a _lot_ of donations to pay all this back. Turning back to Lana, he found her right hand raised and pointed at him with an open sneer on her face, "You planning to blow me up if I don't take you? That it?"

"Real fucking tempted right now, asshole!" She clenched her hand, the light becoming brighter in response, "Look...I'm not just gonna sit here and let you run around like some kind of fucking damsel in distress. I'm coming with you."

"Yeah? Gimme one good reason."

"Cause you're not the one whose mom got fucking shot!" She slammed her hand on the table, a small explosion causing the wood to crack, "If someone shot your mom or dad you'd want to wring their fucking necks with your own hands! And don't give me that bullshit about revenge not making anything better cause-"

"Do I look like a 'Superhero' to you?" he asked rhetorically, "I don't care about saving your soul or if you want to be the bigger dame, but I don't want a load weighing me down." He crossed his arms and sighed. The most messed up about it all was that he did get her deal; he certainly wouldn't have felt great if Toomes and Osborn died in some random car crash even if the end result was the same.

"I'm not gonna be a burden! If I am then you can fucking shoot me!" He raised an eyebrow. She was definitely insistent, he'd give her that, "Look, if you don't take me with you I'll try to find this bastard on my own. Either way I'm not fucking staying here."

"You wanna join your mom on the emergency ward? Is that it?" He sucked in a frustrated breath. She was going to get herself killed going out there on her own; explosive hands wouldn't save her from getting shot in the face if she rushed in like yipping palooka, "You think this is what your mom wants?"

"How the fuck would you know what my mom wants?" she snapped, arms crossed petulantly, "Look, you're not taking me, fine. Just fuck off and go if you want, but I'm-"

"Gonne get yourself killed, which I'm not gonna let happen." He let out a frustrated growl. He hated working with partners, and kids were even worse, "You wanna follow me around? You do what I say, _when_ I say it. Is that clear?" She opened her mouth to reply, probably with another curse, before she eventually closed it again and gave an obviously annoyed nod, "Alright...now, how much control do you have over these things?"

"If you mean the explosives, then enough." She shrugged, "Look, I just got these, alright? It's not like I knew I was a fucking Mutant or Gifted or whatever you wanna fucking call those guys with weird powers on the news. It's like..." She flexed her fingers, sparks light dancing across the digits, "I can blow things up when I want to, kind of like pointing a finger gun or something." She mimed shooting at the ceiling, "I'm not gonna sneeze and blow up a gas line, if that's what you're worried about."

"Make sure. I don't want any more accidents." He gave a pointed look to the half-destroyed room, "Now we just have to wait for Father Martin. If we're lucky then he'll have something for us to follow up on.

* * *

Sometimes he wondered if fate had it in for him.

Good news first: Apparently the line of information bared fruit. The rosary was handmade, created especially for police officers who'd spent at least 25 years on the force. Apparently Winters was only able to tell because of the insignia on the back. Why a police station would make damn _crosses_ he had no idea, though if he had to guess it was probably a 'pick your own reward' kind of thing. He'd seen it before with De Wolfe getting an engraved lighter for 'cracking the Octavius case'; a luxury considering the times they were living in.

Not so good news: The program was discontinued 7 years ago, meaning that even if their perp was some kind of psychotic ex-cop - and considering Castle it wouldn't have surprised him - those records would have been years old. He had no contacts with the police, and Winters' police liaison wasn't going to give her an employee list of former police officers...hell, for all he knew this guy could've still been working the job. From what he gathered Castle didn't get fired even when he started stalking Gwen.

Which left them in a bit of a conundrum. The program was discontinued, but there had to be a record somewhere in a database with a list of those who got rewarded within the last 10 or 20 years or so. Any longer than that and he doubted this guy would still be walking; even Toomes needed a damn harness to do most of his flying for him and last Lana checked the guy wasn't in a wheelchair.

Though, that still meant they had to find someone who'd have access without raising too many questions. She's only suggested one person.

George Stacy.

Peter slipped through the window to the basement and made his way up to the entrance hall. Across the way he saw Lana open the front door and trudge inside, the hood covering her head doing little to mask her features. Going through the front door while he was wearing his costume wasn't the brightest idea, but he didn't exactly feel like unmasking in front of Baumgartner any time soon.

"Come on, lets go before the hallway gets filled up." He forced himself up the stairs and resisted the urge to turn back. Everything inside him was screaming that it was a bad idea, but what choice did he have? He didn't have any police contacts in this place and Winters seemed convinced that he'd have access to the list despite him being an ex-cop. His guess? Old man Stacy had friends on the inside, especially now that he was riding high with his daughter making front page news every day.

"What's wrong? You're walking like you got a stick up your ass," Lana said, eyeing him worriedly, "I've heard of George Stacy. Didn't he stick up for Spider-Woman? Guy probably has a soft spot for vigilantes like you."

"Not all of em. Just the one." He sighed and stopped in front of the door to 'Alias Investigations'. Knowing his luck White Widow would be on the other side, but it was a risk he had to take if he wanted to get information, "When we get inside make sure you let me do all the talking, alright? I don't want to make this more complicated than it already is..." Or explain why he'd brought a damn 15 year old with him.

"Whatever you say, 'boss'."

He knocked twice, the door opening quickly soon after and exposing the owner of the office, "Bishop, you're back alrea..." Jones paused one, both eyebrows raising slightly when she caught sight of him, "Dark Spider...I assume this isn't meant to be a house visit?" Her gaze shifted from him to Lana and saw her eyes soften. A soft spot for kids, maybe? "If you're looking for Spider-Woman then she's not here and neither is my assistant. They're off fighting some guys with fishbowls."

Huh...maybe life was throwing him a bone for once. He wasn't gonna complain, "Not here for them. I was actually wondering if George Stacy was in..." Everyone knew he worked here. Tabloids were all over him ever since White Widow's innocence was proven. They couldn't wait to harp on about the 'injustice' of him being 'forced to quit' because he took a stand for what was right.

She narrowed her eyes at him, her posture growing more stiff. Protective, and bad for him if she decided he was a threat. He'd seen her abilities before; he didn't fancy his chances with her any more than when he tried to fight off Gwen, "Yeah, he's in...why? You planning to pin a crime on him?"

"Hardly, guy's a white knight near as I can tell. Just the opposite, actually: I need his help."

An awkward silence settled over them. The quiet lasted for a couple of minutes before she spoke up again, "Give me any guns you have and unload them." She held up a hand to stop whatever protest he had, "I'm not taking any chances. No guns, no knives, nothing. You can get it back when you leave."

Peter looked at Lana, who only shrugged and mouthed a 'do it' in response, "...Fine." He sighed and pulled out his revolver, unloading the bullets onto his palm and stuffing them back into his pockets, "Make sure not to break it." He pressed it to her hands and opened up the rest of his jacket to show he wasn't carrying any more weapons, "Satisfied, detective? Can I talk to the old man now?"

"Alright, follow me."

He waited for Lana to get inside before following, his hands stuffed into his pockets. Both he and Jones knew that little show was nothing more than a power play. Her house, her rules; she just wanted to make that clear. She couldn't take away his powers, but she sure as hell wasn't going to make it easy for him to try anything. Frankly he was surprised hadn't slapped some of those miracle metal cuffs on him.

Besides, if push came to shove he had a walking grenade next to him...

Stacy senior looked different from the one he knew. The one he remembered was old... _far_ too old to be the police chief in his age. Wrinkled and thin, like most old codgers back home. The one sitting on a table and typing away at a laptop was strong. Not young by any means given the head of white hair and the goatee, but still bulky and fit; he looked like he had more years in him. Kinda like the Ben Parker of this world.

"Who was it, Jess? Another clie..." He trailed off and stopped typing, eyes widening and mouth parting in shock. He was getting tired of that reaction, "It-It's you. Pe-"

"Hold the name-calling there, 'Captain'. We've got someone who's not in the know here." He nudged his head towards Lana, the teen girl giving him a confused look in response, "Name's Spider-Man...appreciate it if you called me that."

"Right...Spider-Man..." He looked at Jones questioningly, "What...is he doing here?"

"He says he needs your help. A case or a criminal, I'm guessing," she replied, "Either way he says he just wants to talk. I figured you'd want to chat with him."

"Right, of course..." He looked back down at the laptop before standing up to greet him properly, "Well...what can I help you with, 'Spider-Man'?" He saw his gaze shift to Lana as well, "Um...who's your friend?"

"A kid I'm babysitting." Lana glared at him, though she said nothing. At least he knew she could follow orders, "We're not here to chat. I need your help..." He took a deep breath. This was going to be annoying, "You still have contacts with the police, right? I need to pull a file out on someone. Nothing drastic, just a list of specific people. I'm told you might be able to help..."

"Even if I could you're gonna have to give me a reason, young man." Stacy crossed his arms, his voice taking on that authoritarian tone he'd heard far too much of before, "This...list, what exactly are you searching for and what do you plan to do with it?"

"A list of people who were given personalized prizes like these." He pulled out the rosary and offered it to him, "I'm told that it was a practice that ended 7 years ago in the precinct you were in. The '23rd' engraved along the length of the cross is supposedly a mark, so I was hoping I could get a list of people who got those prizes so I could go down in order. Can't be too many 25 year veterans, after all."

"And why exactly do you need these?"

"Because the one who owns that rosary is a serial killer who's out there right now," he said bluntly. Stacy gave him a disbelieving look, Jones sharing the sentiment to a lesser degree, "Honestly, you think I'd come here if I wasn't desperate? I know what I saw and so did Baumgartner. This ain't a load of hokey."

"I'm sorry, you're going to start over here." He shook his head, "A serial killer? I haven't heard anything about this."

"Why would you? Most of the news is on what Spider-Woman's doing." He saw the older man's eyes narrow and his fingers twitching. Probably not a good idea to antagonize the guy in hindsight, "...Look, the reason you probably haven't heard of him is because he goes after drug addicts and prostitutes. Tell me, 'Captain', when was the last time you ever heard of a manhunt for the killer of an exotic dancer dead in some alley or some junkie under a bridge?"

"Hm..." He looked towards Lana again, "Alright, say I believe you. Why exactly is this girl here? She looks far too young to be involved in something like this."

"That's funny coming from you..." God, he really needed to learn to keep his trap shut sometimes, "Look, Lana's-"

"Can we not fucking make this about me? Some asshole's out there right now probably killing people! We don't have time for this fucking circlejerk!" she said, shrugging off Peter's hand when he grabbed her shoulder, "Look, you old geezer. We need your help so tell us straight up: Are you gonna help us? Cause if not then just fucking say so and we'll leave. Turning up stones is gonna get more done than all this bitching and whining."

"Well, guess we know who wears the pants between you two." Jones let out a soft laugh and turned to Stacy, "Honestly, I think you should just help him out. He doesn't seem like the type to make shit like this up and he's been making some clean cuts through the gangs around this place. I think we can trust him."

"If you say so, Jess..." Stacy let out a tired breath and made his way back to the laptop, "I'll email an old friend of mine, see if I can get the list. If I'm lucky he'll buy that I just to have a little reunion party..." He brought a hand through his face and sighed again. He looked for all the world that he didn't want to do it, "Just to be clear, I'm not sentencing someone to death with this, am I?"

"Depends on where he points that shotgun of his."

* * *

If there was one thing he hated, it was waiting. He wasn't an impatient person by nature, but the idea of sitting with his thumbs up his keister when something was happening never meshed well with him even before he got his powers. It was the reason he went out to search for Uncle Ben after he came home late; Aunt May wanted to wait, maybe call the police, but he couldn't just stay still. It was the same with Robbie...

In that sense he could sympathize with Lana, even if he didn't exactly like having to drag her around with him. Waiting with Stacy and Jones in what they considered an office wasn't how he wanted to spend his morning, but there was nothing else to be done about it.

Lana was sat across from Jones on the couch, her expression growing more and more annoyed as the minutes passed, _'So much for modern technology...'_ He lowered his hood and looked up at the ceiling. There was a reason he tried not to be too active when the sun was up; too bright and exposed. He was already regretting having to leave this place with the sounds of traffic outside.

About an hour came and went before Lana stood up, her feet tapping at floor impatiently, "Alright, what the fuck is taking so long!?" she yelled, "It shouldn't take more than a fucking minute to email something!"

"He hasn't replied yes, young lady. I _did_ just ask him for a list of names for a defunct tradition. It shouldn't be a surprise that I don't have it yet."

 **Liar.**

...He knew some things were too good to be true.

He saw the old man eye his phone again...he'd been doing it for the past half hour now. He didn't think much of it before, _'Getting rusty.'_ Before Lana could suss out another curse he spoke up, "Why don't you quit with the stalling tactics, Stacy?" Both him and Jones gave him dirty looks, though he didn't care. He was tired of waiting, "You called someone, didn't you? You've been eyeing your phone like you're expecting something."

"...Yes, but I think you'll want to talk to her-"

"That wasn't the deal, 'Captain'." His hands balled into fists. He it was a mistake coming here; he'd probably called his daughter over already with a squad of those spooks coming to get him, "Jones, gimme my gun. I'm leaving."

"Spider-Man, listen, you should-"

"Listen to George," Jones finished, standing in front of the door with her arms crossed, "I don't know what the hell is going on, but you need to calm down. Can you really afford to leave here without that information? Just talk to whoever it is he called here and you can get your papers."

"I'm not leaving this place once those spooks get those hands on me. No offense, but I'll take my chances elsewhere."

"I didn't call Spider-Woman. She's busy with other things, trust me." Stacy said, moving in front of him with his hands raised. He wasn't lying, he could tell that much, but he was done putting trust where it didn't belong, "I promise no one's going to detain you, so just sit down and-"

That was as far as he got before Peter grabbed him by the collar and pulled him close. Jones looked like she was about to intervene before Lana raised her hands, the rings of light covering them again, "Hey, back the fuck off, lady! You take another step and I'll blow this whole fucking office to kingdom come!"

"Nice tricks, kid, but-"

Lana pointed at Jones' feet. A small explosion boomed out, a small chunk of the floor blowing into splinters. "She's not bluffing. I saw it myself." Peter turned back to look at the glaring former police chief, "I'm walking out that door, and you're not stopping me. Are we-"

"Peter...is that you?"

...Fuck.

Taking a deep breath, Peter released his hold on the old man and looked back at the door. Not Gwen Stacy, but probably worse in some ways, "May..." He grimaced. May Parker was standing at the doorway, shaky hands covering her mouth. From behind her he saw this madhouse's Mary Jane Watson, her only response being a slightly raised eyebrow and little else.

"...Lana, go outside. Now." She couldn't be here, not for this. Too late to run now, he'd have to salvage what he could, "Wait for me and don't do anything stupid."

"What? Why!?" She looked at him, her expression fierce, "What the fuck is going on here!? I thought-"

"Do what I say when I say it, remember? Go outside. I'll meet you there." Her look was murderous, but he couldn't worry about that now. He waited for the kid to leave, grumbling incoherently under her breath all the while, with Jones eventually following her after a shared look with Stacy.

Perfect, now it was just friends of the family...

"This was your plan, 'Captain'?" He scoffed, "What, you bring May Parker here and you think that's going to convince me to turn myself in? See 'the error of my ways'? I think you're overestimating me."

"I didn't call S.H.I.E.L.D or Gwen, Peter. You're in no danger here," he replied, "I don't have a full grasp of what's going on, but doesn't May deserve a chance to find out the truth? To talk to you face to face?"

"Surprised you didn't bring in Ben either..."

"Ben's in the hospital. Routine check up after what happened with that Vulture guy," Watson said, "But May was free...and Mr. Stacy thought this was the best time to try and clear the air, so to speak."

"There's no air to clear. She's mistaken, like Gwen was." That's all this amounted to, after all: A misunderstanding because of an uncanny resemblance.

"Then...Then tell me the truth," Au- The old woman said. She stepped closer to him, her shoulders still shaking, "I keep hearing explanations from Gwen and everyone else, but I-I want to hear what you have to say. What do you think is the truth?"

"The truth? Truth is I'm not your son. That no amount of wishing or hoping is going to change that..." He looked away. It was difficult to look her in the eyes, "This isn't my home. The Aunt May I remember was a revolutionary. She'd get up on her soapbox every day trying to rally people and get them to stand together." And now she'd lost her nephew because of Octavius' little portal gizmo, "And my Uncle Ben..."

"Is dead...Gwen told me." She closed her eyes for a brief moment before nodding, "...Take off your mask. Let me see your face...please."

It was only going to make it worse, but she didn't look like she was going to take no for an answer. Peter raised a hand and reluctantly pulled the mask off. The old woman's breath stopped in her throat and he saw Stacy and Watson staring at him like he was a damn ghost...to them he might well have been, "Happy now?" He scowled. He felt exposed...almost naked, really. There was a reason he wore a mask.

May reached hand out and touched the gash running down his right cheek, causing him to wince, "What happened?"

"Fight at a whorehouse. When I tried to leave the owner's bodyguards rushed me. I was in a hurry and got careless, got a knife...it was glancing, nothing to worry about." He pushed away her hand as gently as he could given the situation, "It'll fix itself soon enough when I get some sleep. I heal fast..." He'd panicked, lost his touch for a second back then. Thankfully it didn't look like Dave was getting out of the hospital any time soon.

"Heard about that," Stacy muttered, "Police came down because there were sightings of 'The Dark Spider'."

"I'm sure the women whoring themselves out weren't of any concern to them. Or the fact that the owner was selling girls to die." He rolled his eyes, "Anyway, that's all you wanted, right? I'm sure there's a resemblance, but I ain't your son. And I've wasted enough time here already."

"W-Wait, where are you going?" She grabbed his right hand tightly with both of hers, "Please stay...I-I don't know what's going on, not truly, but I'd like to find out..." She looked down and took a soft breath, "Ben'd want to see you, too."

"I don't have time to play 20 questions." He wrenched his hand away, Watson immediately frowning at the action, "Right now there's a serial killer roaming the streets and he's going to be killing again as soon as he's able. I can't risk anyone else dying, and I'm not going to spend days answering all your questions while he's still out there."

"A serial killer? Peter..." Her expression was aghast. He would've been lying if he said he didn't feel the slightest bit of guilt, "Y-You can't do this, it's not safe! You've already gotten injured! Just let the police-"

"Safe? I haven't been 'safe' ever since I arrived at this madhouse!" She stepped back at his sudden yell, "Ever since I got to this place its been freakshows and criminals coming out of the damn woodwork! It's been more dangerous than when I did this back home..." He took a deep breath to calm himself. Losing his temper wouldn't solve anything, "I know you have good intentions, but I'm a stranger to you. Would you care as much if a stranger put his life in danger? Or is my resemblance to that kid enough to make you insist?"

"I-"

"I can call the police, Peter. Have them investigate," Stacy said.

"Investigate what?" he asked, "A bunch of dead whores and junkies? Even if the 'Great George Stacy' tells them, they'll just put it under a mountain of case files: You're not their boss anymore, and your word can only go so far. At best they'll check in on it when another victim dies, and I'm not gonna wait for him to take anyone else." He clicked his tongue, "...Neither they or I like it, but I'm the only one they have. Gwen's too busy solving the case of idiots wearing fishbowls and I sure as hell can't call Stars-and-Stripes."

"That's not-"

"Lana's mom nearly died already! Am I supposed to look at someone else's kid and say 'Sorry, let the police handle it'? Because I damn well won't just-

"Uh, sorry to cut in here," Watson said, looking at them all awkwardly, "I know even less compared to you both, but it seems like Pete here's not that different from Gwen, yeah? If Gwen can be out there right now catching that Mysterio fucker why can't Pete catch this serial killer? I mean he can take care of himself. He beat that Electro chick and worked with Gwen for a couple of months before they split up. He's got experience."

A stifling silence settled over them all. Maybe he was biased, but he liked to think Watson's argument had merit: He wasn't some porcelain doll and he sure as hell could take care of himself. This murderer was just a guy with a gun; he faced a dozen like him every night and he still wasn't dead.

"I..." Stacy sighed and nodded with obvious reluctance, "Fine, I'll print out the list."

"Peter..." May looked like she was a hair's breath from breaking down into a crying fit. He wasn't cold enough to not be sympathetic. Maybe if that Parker kid wasn't such an attention seeking idiot they wouldn't have lost their son, but that wasn't his fault. The only Aunt May he was beholden to was the one back home, "Promise me you'll be safe...and that you'll talk to Ben and me when this is finished."

"...I promise."

Another lie...just one of many every since he'd gotten to this place.

* * *

Lana was gone by the time he left.

"Damn it..." He should have know she wouldn't follow. Pinching the bridge of his nose, he trudged into the closest alley and opened his cellphone, "Went back to the church...hurry the fuck up, asshole," he read aloud. Great...he didn't know if it was a good thing or not, but at least he was alone, _'First May Parker, now this...'_ He took out a cigarette from the pack and lit it quickly. At least without his mask he didn't have to worry about getting stopped on the street.

The first drag of the cigarette calmed him down immediately, the nicotine quickly doing its job and slightly dulling his senses. After this they'd have to go back to Banner then try and ask Winters about anything she gathered. Maybe then they could make some headway to fixing this.

Footsteps from behind drew his attention. Turning back, he found Watson walking towards him with her hands raised, "Easy there, cowboy. I come in peace." She eyed the cigarette between his lips and blinked, "...Wow, you really are nothing like the Pete we all knew, huh?"

"What was your first clue? Maybe the fact that I didn't turn myself into a monster?" He didn't feel as irritated anymore. Thank god for cancer sticks.

"No, actually it was because of how much of an asshole you are. The Peter I remember couldn't make up an insult if his life depended on it." She smiled, though it was tinge bitter, "...You know, seeing you up close like this...it's kind of weird. Peter and I weren't close, but I did attend the funeral. Seeing...whoever you are acting like someone out of a Humphrey Bogart movie with his face is..."

"Weird, so you've told me." He took another light drag of the coffin nail, "...What do you want, Watson?"

"You forgot this." She pulled out his revolver from her jacket and handed it to him, "You must've been in rush if you forgot about it."

"Thanks..." He looked down at the gun before stuffing it back into its holster, "...That's not all you came here for, is it?"

"Not really." She let out a soft breath and stuffed her hands to her pockets, "Look, I'll be frank: Gwen's been going nuts looking for you. It might seem like she's got it all under control, but the Parkers being fucking crucified and then your little 'shows' on the evening news? I'm surprised she hasn't collapsed yet." She let out a tired breath, "Just...talk to her, alright? Both her and the Parkers. They deserve it, don't you think?"

"How much did Gwen tell you?"

"I know she lied to you, if that's what you mean..." She kicked at a clump of snow; a residue from last night's late snowstorm, "I'm not gonna make excuses for her, god knows she's flaked out on us with shitty excuses before, but would it kill you to talk to her? You guys kind of left on a bad note last time."

Yeah...a 'bad note'. That was an understatement, "I'm surprised you haven't called her, told her where I was."

"What would that do? She wants to talk to you, not start another fight." She scoffed, "Just...think about it, alright? It's been two months, maybe it's time to try and think about burying the hatchet? I'm asking as her friend here. I give her shit all the time, but it's fucking killing me seeing her take the weight of the world on her shoulders more than when she was actually considered guilty."

"...I'll think about it." It should have been a lie - he wanted it to be one - but it wasn't...at least not fully. There was something about the redhead that made her damn convincing, "...Take care of May and Ben, will you? I can't be the son they want me to be, but they need all the friends they can get ever since that Parker kid got outed." He'd heard of Sins of the Father, but the other way around wasn't something he'd ever thought he'd see.

"Sure thing." She clapped him on the shoulder, "And good luck with your...thing."

"Thanks, Watson..." He found himself smiling. She wasn't his Mary Jane, not by a longshot, but she didn't have to be. At least she didn't seem to look at him and expect him to act like that mad scientist or act as a replacement, "Take care of of yourself."

"You too. Go get him, tiger."

* * *

 **Well, this chapter went on a bit longer than I intended :/ Barely investigation was done here in favor of the characters just repeating dialogue from earlier chapters. Oh well, hope it's good enough for most people. Remember to feed me reviews, they help me write faster :D**

 **Anyway, three questions right off the bat. Answer only if you want to:**

 **1\. Gwen with Mysterio or just continue with Noir tracking Sin Eater now that he has a lead? Note that if we continue with Noir again I might have to cut Gwen's segments with Mysterio since the flow would make it difficult to insert. No big loss for me since I didn't properly plan out Mysterio's arc, but it's up to you guys.**

 **2\. Do you guys think I'm using too many characters? I mean I know the Marvel Universe is jam packed, but narrative wise is it okay for you guys? I mean most of Noir's characters have already showed up, but on Gwen's side She-Hulk and Janet van Dyne are still no-shows. That and I have to re-insert Frog-Man as a side character, introduce Howard and debate on whether Gabriel should come back...it's a bit of a mess.**

 **3\. This is the most important one: Can _anyone_ give me some insight on what the fuck is up with Jameson? Seriously, this guy's all over the fucking place. He hates Spider-Man...but _why_? In some stories he says he doesn't trust masked people, but then why only Spidey? Half of New York's heroes are masked and I don't see him ragging on them; and in fact he praises and dotes on the heroine Silk! Also it seems to shift whether he reports purely on Spidey or any criminal that tries to break the law.**

 **Likewise his values are all over the spectrum: Refuses to use lies because of ethics, but prints blatant libel on Spidey with no effing proof. Treats his employees like shit, but apparently bankrolls Peter's wedding with MJ? The fuck? I mean Ultimate Jameson was a flawed but well-meaning man who changed while noir Jameson was actually one of the two moral authorities (next to Aunt May) due to how fucked up everyone - even Peter himself - was. 616 and 65 Jameson, though? No clue.**

 **I mean the e _arliest_ I found was a comic page back in Stan Lee era where he admitted that at the end of the day he was just jealous and tearing down Spidey because of it. Is this meant to be canon? In Earth-65 It's mentioned in Ben and May's bio that he saw the Parker's grief and took advantage to dominate the 24 hour newscast and help his campaign for mayor, which adds a definite sleazeball element to his character. **

**Given that Noir (and possibly Gwen) interacts with him later, I'd like to hear your thoughts on whether he should be a well-meaning man who can change or a hypocritical douchebag through and through.** **Particularly if we go to jealousy route since it ties him closer to the likes of 65-Peter and Vulture's motivations being extremely petty.**


	38. Cast the First Stone

**One thing to note before I start: I've been doing some research with regards to the powers and Spider-Totems thing given Noir's abilities and possible changes, and I came across something. In the wiki it's said that specific individuals in the multiverse become 'avatars', with Spider-Verse centering around three in particular: Kaine (The Other), Silk (The Bride), and Benjy (The Scion). I always assumed it was just these three that counted, but apparently not.**

 **According to the wiki, Noir actually counts as a proper Avatar like the others and not just as another generic Spider. The wiki says that "Peter Parker from Earth-90214 was selected as the avatar of an unnamed Spider-Totem he refers to as the 'Spider-God'" and he's listed just after the aforementioned three up above. Of course, this is rather weird since The Inheritors dismiss him as 'barely a meal', though in that case I could justify him as being the Avatar of something weaker than The Other, The Bride and The Scion.**

 **I'll call it 'The Pariah' for now as a placeholder. A name like that screams 'not as good as the others'.**

 **What this means per se I'm not sure, but it does give me more leeway to give him more unique powers even if they're not essentially stronger than Gwen's. Apparently night vision and organic webbing are examples of unique powers since only 'The Other' was supposed to have it, but Peter has it in the fic while Gwen complains about her lack of it. We'll see where it goes :)**

 **Oh, and Noir made a cameo in the latest Miles Morales comic :P Just long enough to scream 'You!' at Gwen and Miles, but enjoyable nonetheless. Nice to see him appear after Web Warriors.**

* * *

Fuck.

That was the only word that ran through Lana's mind when they got inside the makeshift clinic again. The place smelled like shit and the alcohol didn't do much to take away from the stink. Why her mom trusted the damn hobo who ran this place was something she really wanted to fucking know, but she got the feeling she wasn't gonna get an answer to that any time soon.

Mostly on account of the fact that her mom was fucking comatose.

If the shithole that counted as a clinic was bad, it was nothing compared to seeing her mom laid up on a table covered in bandages and connected to a beeping machine with a shitload of wires on her arm.

Lana couldn't stop the feeling of being punched in the stomach at the sight of her. She looked much better compared to when he saw her last, but that wasn't much of an improvement. When they'd dragged her back to this place she was bleeding out her guts and her leg looked like it was about to fall off. Now she 'just' looked like she got beaten half to death and got pale make-up caked on her like she was a fucking Vampire.

 _'Yeah, that's much better...'_ She ignored Spider-Man talking to the street doc and made her way to her mom's side. She was breathing, that was something, but the doc told her she wasn't going to be waking up any time soon. A medically induced coma, he'd called it. Something about helping him do the surgery and slowing her blood flow so he could pull the buckshot pellets out. She didn't know much about medicine (her high school didn't exactly have surgery on the curriculum), but her mom was still alive so that was something.

The two old fucks continued to talk and ignore her, which suited her just fine. Doc was saying something about a drug they found in the last victim he and her mom took to this shithole - 'Neurotocyne' or whatever it was. Supposedly it was a rare drug or anesthetic or whatever the fuck the doc wanted to call it. Cheap, but definitely not effective compared to even just a shot of morphine.

But if you wanted to keep someone paralyzed but awake it sure as shit did the job.

She grabbed her mom's hand and squeezed. The skin felt cold and clammy, but she didn't care, _'I'm here, mom...I'm here...'_ she gripped her distressingly pale hand tightly. At least she was alive, that was all that mattered. If that bastard had his way the two of them would've been dead, just another pair of victims for that sick fuck to jack off to while praying to God and asking if he did good like a fucking dog.

"...Why can't we take her to the hospital?" she asked. Spider-Man stopped talking to the doc and looked at her, his expression unreadable underneath the mask, "She's stable now, right? Can't we just...get her away from this place?" She was tempted to say something more insulting, but common decency kept her from vocalizing it. The doc saved her mom's life; last thing she wanted to do was piss him off by insulting his 'office'.

"Sure, soon as you can explain what the hell happened." He shrugged, causing her to scowl. The way he did it was practically screaming 'You're a moron', "You drag her to the hospital they're gonna see she's been shot and already patched up. That leads to questions: Who shot her, why you waited so long to take her to the hospital and who put her in the induced coma in the first place. You wanna spend the next couple of days answering the police's questions you be my guest, but something tells me they won't buy 'a serial killer with a shotgun' killed her as an explanation-"

"But-"

"And that's the least of your worries. This guy came to your house, came after your mom specifically. He was wearing a rosary that could be traced back to him and he bothered setting you both up for some kind of ritual rather than just killing you right off so I doubt he cares about acceptable risk. I don't think he knows about this place, but a hospital? I give him a good chance of trying to sneak into her room and trying to finish the job. Could probably do it, too. You'd be surprised by how-"

"Alright, I get it! ...Asshole." She rolled her eyes and looked back down at her mom with a scowl. He was right, of course, but that didn't change the fact that he was a damn prick about it. So yeah, she wanted her mom to get an actual bed instead of a table. Fucking excuse her, then! She shook her head in frustration and took a seat on the chair, just watching her mom's chest rise and fall steadily.

The two made their way to the kitchen to continue the conversation, leaving her alone to her thoughts. She hated this; Spider-Man treated her like she was a fucking nuisance and the doc...well, as far as he was concerned she didn't exist. Bastard hadn't even looked at her the second she stepped inside. No, no...all his attention was on the guy with the mask, the freak who shot out webs instead of explosives.

She grit her teeth and let out a frustrated breath. It was wrong of her to think so badly about either of them - Lord knew her mom would've been dead in that apartment if it wasn't for them both - but there was nothing else she could do. That depraved fuck was still out there, probably going off to kill another girl now that the sun was setting again. She liked to think the gaping hole on his neck and being blown off the second floor would end it, but apparently he decided to take a leaf out of She-Hulk's book and decide reality wasn't his thing.

...Not that she could claim much difference there.

She let go of her mom's hand and clenched her fists, the rings of light covering them again. These things...superpowers, at least that's what Kamala and Chat would have called them. When she was a kid she'd dreamt about having superpowers, if only to try and escape the reality of everyday life. Every kid did it: Little boys dreamed about being knights and heroes while little girls dreamed about being princesses...or being basketball players and cheerleaders; whatever worked. She couldn't deny that the idea of being a Superhero and celebrity wasn't tempting as all hell.

But then she grew up. She stopped thinking about being famous like Spider-Woman or She-Hulk and worried more about trying to help make ends meet so her mom wouldn't spread her legs to put her through high school and college. The two of them got into a lot of arguments about it: 'Focus on school!', her mom would say say. 'I can study and work at the same time!', she would say. Over and over, back and forth every fucking week. She wanted to raise her daughter right, made sure she 'wasn't like her' and didn't have to rely on a hand to mouth (sometimes literally...) existence.

And look at her now...

"Did you know about this, mom? That I was some kind of fucking mutant?" she whispered.

No answer, as expected. She willed the rings away and sucked in a soft breath. She knew people at school who'd give away their tits and nutsacks to even get a taste of having superpowers, but all she could think about now was how things could have gone differently. If she'd woken up to her...'gift' just a couple of minutes or even just seconds earlier none of this would have happened. Her mom would still be upright, probably telling her to keep the explosions under the lid cause it'd lead to problems.

Hell, she'd welcome a face full of yelling and being grounded till she was 30 if it meant her mom waking up again.

"By the way, I heard about what happened down in Mr. Walsh's place," the doc said. They might have gone to the kitchen to give her (and themselves) some privacy, but the place was cramped and the walls were thin. She could hear them like they were on fucking stereos, "He's been screaming all day, ranting about how some 'masked bastard' tore into his place, beat down his men and left him with scars. Your handiwork, I presume?"

"The guy's still upright?" Spider-Man asked back, "I left him enough scars that he should be in the hospital for at least another week."

"You'd be surprised by how stubborn men like Mr. Walsh can be. Showing signs of weakness in his line of business could be more fatal than anything you could do with him. He's back in his place of business right now rallying as much men as he can to try and gather some payback. I'd be careful if I were you, Spider-Man. That mask is a target."

Lana's eyes narrowed. Walsh...did the doc mean Dave? She knew him...more than she would have wanted, really. Her mom tried, but it was unavoidable that she'd eventually run into her 'place of business'. The first meeting definitely wasn't what she'd call pleasant. Mostly it involved him staring at her like she was a piece of meat and then asking how many years it'd be till she was legal (or not...) and if she wanted a job.

Considering she was about 13 back then it wasn't much of a surprise that her mom looked like she was about ready to throttle the prick, risk be damned.

After that she tried to limit ever coming back there, though of course there were times she couldn't avoid it. Sometimes she needed to give something her mom forgot, sometimes she needed to talk to her and she wasn't picking up her phone. And every time it was the same: He yelled at girls for not being as good as 'me grand mum' (she was really fucking curious how much of a slut she was if she was the high bar for that place...), looking for more 'employees' he could drag to work for him in that shithole and being an asshole in genral.

"Yeah? What else else is new?" She heard him scoff, "Trust me, between the freakshows that call this place home and the pajama brigade led by the 'Devil of Hell's Kitchen' I've got more to worry about than some pimp with more tattoos than brain cells. 'Sides, he deserved it. He's the reason the dame we dragged here last night had her head blown off and why Lori's barely breathing. He was the one who gave em up like sacrificial lambs."

Lana felt her blood freeze in her veins, a rush of anger following soon after. It was him? He was the reason that... _'That sick fuck...'_ The rings of light circled her hands again, her breaths growing quicker. He didn't pull the trigger, but he was practically aiming it for that bastard. He was the reason that her mom was targeted, why she... "Fuck..." She shut her eyes tightly and let out a frustrated growl. His fault, it was all his fault.

And he was still fucking breathing.

She took one last glance at her mom's nearly-still body and nodded. She couldn't just sit here, not after knowing, "I'm gonna get that son of a bitch, mom," she whispered. Taking in a deep breath, she grabbed one of the surgical masks and quickly pulled her hood over her head. She didn't want this going back to either of them if anyone saw her, but that bastard wasn't going to take a single breath past this night if she had anything to say about it.

* * *

Lana looked up at the neon sign to the 'Quimhouse' with a scowl. Even from here she could hear the sounds of upbeat music; fully packed, most likely, and at nights like these Dave tended to be front and center. Given what she heard he'd probably be surrounded by a shitload of guys with guns looking for Spider-Man.

Already she spotted two bouncers guarding the door to the front, each of them carrying a pistol. Guys like these didn't fuck around, she'd seen it herself. She would've been lying if she said she wasn't nervous, but she'd be fucked if she wasn't going to do something about that bastard giving up two innocent people to be killed for...for whatever his fucking reason was! He had to pay, and she was going to make sure he did.

 _'Here goes nothing...'_ Taking a deep breath, she trudged forward and and placed her hands behind her back. It was odd; even though she'd only gotten her 'gifts' using them felt almost natural; like blinking or wiggling her fingers, _'Powers, don't fail me now.'_ The two fucks were looking at her now, their hands near their guns. Mafia goons by the look of em; the cheap suits and even cheaper cologne were a dead giveaway.

She was stopped in front of the entrance, the bouncers holding onto her shoulders as expected, "This ain't your kind of place, girlie. Go beg for cash somewhere else." Huh, so they thought she was a bum? Guess the disguise must have worked, "Go on, get the hell outta here before you-"

That was as far as they got before she pressed a hand to each of their guts and let loose. The explosion was deafening at such close range and the two idiots flew back, their backs smacking against the wall. It wasn't enough to kill them, but they'd have a hard time breathing for the next couple of weeks, _'Gotta hurry.'_ She turned the knob and scowled when it refused to budge. Locked, she shouldn't have been surprised.

Well, there was more than one way to make an entrance.

Lana pointed her right hand at the door and clenched her hand, the door exploding back with a large boom that drowned out the music. Everyone inside from the rent-a-thugs to the prostitutes serving them turned to look at her, most of them panicked, "Hey, Dave! I want to have a chat, just and me!" she screamed. She had to press the advantage, make them so scared and surprised they wouldn't even realize she was just one teenage girl and they were a dozen guys with guns, "Everyone else leave! Now! Unless you want to get blown the fuck up!"

She aimed off to the side and let out and snapped her fingers, a chunk of the wall immediately exploding outwards. It was a show; make them focus on the fact that she was a freak and not a teenager. Everyone would be running scared rather than thinking.

And she was right, "Let get the fuck outta here!" someone screamed, which was quickly followed by most of the people inside either rushing past her or running to the back to try and get through the other exit. A few were frozen inside; about three thugs, a handful of prostitutes and the man of the hour. She clenched her hand and stepped inside, careful to make her posture confident. She even fucking blinked and these assholes wouldn't hesitate to put one between her eyes.

Dave definitely looked like he'd seen better days. His eyes were bloodshot and most of his face was covered by thick bandages. She'd heard that his nickname was 'pretty boy' in some places, but probably not after that and when she was done with him, "You and me gotta talk, asshole." She bared her teeth in a snarl. This was the guy responsible for her mom getting into that sick fuck's crosshairs. This was _right_.

"About what then, h-huh!?" He glared back at her, but his voice (and his grip on the gun) was shaky. He was trying to be the big guy, but she wasn't going to fucking let him off that easy, "You come into my place, blow up my door and disrupt my business! What makes you think-"

She aimed at the clustered thugs and fired, the large explosion strong enough to knock them away painfully, "Shut up and listen." She stepped closer. The prostitutes were huddled together and looked at her like she was some kind of monster...well, that was what she wanted, right? Make them scared of her, scared of the freak who could explode shit with her mind and cave the entire building down on them.

"Wh-What do you want!?" His eyes were wide, scared...good, he deserved it, "I-If this is a robbery then you can have whatever you want! Safe's in the back!"

 _'So much for ranting about respect...shows where his balls went.'_ Her eyes narrowed and she stepped closer, his shaking only growing worse, "You know about that serial killer whose been prowling the streets, don't you?"

"Dunno what you're-"

She pointed at his foot and snapped her fingers. Dave barely had time to widen his eyes before he fell back, clutching at his mangled leg and letting out a string of curses. The sluts held onto each other tightly, looking at her like she was the one who did something wrong, _'They could've been next if he got his hands on them,'_ she thought with a scowl. Dave didn't care about them; he'd let them die if it meant he lived to breath another day.

"Don't lie to me!" She aimed another explosion at his side. Not as strong as the one on his leg, but enough to make him curl in on himself in pain, _'That was for mom...'_ She stepped closer to him and kicked him onto his back, stepping on his chest when he looked up at her, "Spider-Man came here last night and attacked you! I want to know why!"

"He...how the hell should I know!? He's a fucking psycho-" She raised her hand, the ring giving its telltale glow, "A-Alright, alright!" He looked at the ring with wide eyes, his breaths growing faster, "Th-This killer, he comes to me saying he wants to go after a couple of the girls! Tells me that if I don't do it then he'd kill me, so I keep my head and do it! Anyone would the same in my place!"

"But _why_ those two, huh!? Why her!? Why my..." Her mother and that other girl. What the the fuck could they have done to deserve that!? "Why did you pick them?"

"I didn't pick em specifically!" He choked out, "He asked for two girls, so I gave him two girls! It could have been anyone!"

"Anyone...?" It could have been anyone...Lana stepped off him and looked around her. The thugs were still on the ground, probably too afraid to try and get up in case they got exploded. The whores looked like they were torn between staying or running for the hills while Dave... _'He's still breathing...while an innocent person isn't.'_ Her fists shook. She didn't know that other girl the doc was looking over, but whoever she was Lana was damn sure she didn't do anything to deserve what happened to her. She was innocent, _her mom_ was innocent, while this bastard was...

 _'A fucking coward.'_

Another explosion appeared in front of Dave, this one hard enough to smash him to the opposite wall. Lana heard him scream, which was quickly followed by the yells of the other prostitutes huddled together, _'They shouldn't feel bad for him. He'd kill them all if someone pushed him.'_ She aimed another blast at his arm to stop it from moving. A gun, a knife...anything he could get his hands on. She wasn't gonna take her chances.

"W-Wait, wait!" he screamed, looking up at her desperately, "D-D-Don't kill me, don't kill me! Just-Just wait!" He tried to crawl back, put some distance between her and him, "I-I can give you anything want! You want money? I got thousands in the safe! Drugs? I know people, best cut of stuff anywhere in the neighborhood!" She shot again, this time just inches from his head, "J-Just tell me what you want! I'll give you anything! _Please_!"

"...I want my mom back."

She didn't know if he realized it in those final seconds who she was, and she didn't care. Her hands raised and she fired, aiming right at his smug fucking face.

* * *

When Peter found out Lana was gone it didn't take very long to figure that she must've overhead him. He'd gotten careless, didn't soften his words and (worst of all) overestimated the kid. She was angry, looking for anyone to blame so she could wring their necks. It wasn't hard to see why: Hours with nothing but waiting and listening to her own thoughts, she would have jumped at the chance to get some payback on anyone she considered responsible.

Reminded him of himself...though that was cold comfort right now.

He expected the entire thing to be a trainwreck, but he'd underestimated just by how much. He wasn't even close when he saw people running, some of em ranting about a girl who made stuff explode with a snap of her fingers. Lana, obviously, unless there was another dame in this part of the city that was a walking grenade. And he doubted even his luck was that bad.

The place was a mess by the time he got there. Two knocked out yahoos and the door blown in like a bomb had gone off right in front of it, _'No points for guessing who did that...'_ He frowned and walked inside. He could still hear the annoying 'pop' music or whatever blaring over the stereos, though it was almost drowned out by the sounds of what sounded like some dames crying. Something told him it wasn't cause the mayor came down for a visit.

And of course he was right.

He thought he'd left a mess when he got here last night, but it was nothing compared to what Baumgartner pulled. The smell of smoke in the air was heavy, and parts of the floor and walls definitely looked like they'd been hit with grenades. Off to the side he could see a few of the place's 'workers' huddled together in fear while some thugs were plastered all over the floor. Still breathing, but looking like they'd seen better days.

And Lana? Standing in the center with what he could only assume to be Dave's headless corpse.

 _'...Should have seen that coming.'_ He let out a soft breath and made his way to the huddled group. The few that noticed his approach looked even more scared than they were before, though that was to be expected, "Get out of here, all of you. You're not gonna find any more work here." He threw a stack of cash, one of them catching it shakily. It wasn't much, but Spector always told him to keep a few on hand for emergencies. He was pretty sure this counted.

"Sh-She killed him..." One of them, a blonde, said.

"I got eyes, sister. I saw what she did." He looked back at the teenager, "Just go. Call the cops if you want, but I doubt you can explain this."

He waited for the exotic dancers to leave, the thugs following soon after (and without the customary promises for revenge for a change). At least some of the brunos in this place had a sense of self-preservation, at least. A couple of hundred wasn't worth getting their teeth kicked in by one of the freakshows, right? He shook his head. If only everyone was that smart.

Lana was standing stock still, her hands still clenched and staring right at the former pimp's rapidly cooling body. He expected her to be angry, maybe even happy, but her eyes were almost blank. What little he could see made it look more like she was troubled than anything else.

"Lana." He grabbed her arm and she blinked, looking back at him through tired eyes. She was drenched in blood... "We have to get out of here, before anyone comes to investigate." He gestured to the nearly-destroyed interior of the whorehouse, "Come on."

"...Right."

Dragging the practically catatonic girl out of the alleys was a nightmare. They couldn't go to the streets; even if he took off his mask Lana was still covered in blood. They'd ask questions, and if anyone else recognized her then... _'Then the bugle will have another freak to start smearing to try and get their reputation back.'_ He sneered. Journalistic integrity sure as hell went down the toilet in the eight decades he'd missed.

They couldn't stay on the streets, not like this. Peter looked up at the fire escape then back down at the eerily quiet girl. He doubted she'd be able to climb that on her own, "Hold on." He grabbed her and slung her over his shoulder, jumping onto the ladder and grabbing hold with his remaining hand. She wasn't heavy, and she was struggling far less than he expected, but it still wasn't easy going.

Between her and Gabriel he was practically running a taxi service...

It was only when they were on the roof when he finally let her down again, the girl standing up shakily when her feet landed on the snowy surface, _'She reeks...'_ His face knotted in annoyance and he sighed. He wanted to go to Winters and share what they all knew, but he couldn't go there while she smelled like iron. She was pretty sure they'd get the door slammed on their faces if they tried.

"Lets go to my place...you need a change of clothes."

Nearly half an hour later and they found themselves back in his apartment, Lana taking a cold shower (it'd help wake her up, at least) while he sat at the table with the list of suspects typed out by Stacey on one hand and a cigarette in the other.

"One of these guys is our mystery killer..." He traced a finger down the list. Old hats, experienced police officers with 25 years on the force on their belt. People who the citizens were supposed trust, "Yeah, right..." He focused on the mugshots. All of em were about the same: Tired, wrinkled old men that gave practiced smiles to the camera. Most of em were beat cops or sergeants, nothing out of the ordinary from what he could see.

It would've been simpler if Stacy listed who received what prize, but that would have been too suspicious. The excuse he gave was a veteran's meeting, it'd be a bit obvious if he asked about a defunct prize listing, too.

The door behind him opened and he looked back. Lana stood there, her hair still soaking wet and wearing an oversized shirt and a pair of loose shorts. Both of em were his; not the best thing for a young girl to wear, but it was as much as he could give right now. Wasn't like he expected he'd be entertaining guests, and already a part of him regretted showing her this place. Not even Bullseye knew where he stayed...

"Made you some coffee..." He gestured across the table to the steaming cup, "Drink up...looks like you need to jolt yourself awake."

An uncomfortable silence settled over the pair, broken only by the occasional sip teenage girl made. Peter continued to pore over the list, checking and crossing at some of the names. They'd go mad trying to search each and every one of these guys, so he had to narrow it down. Obviously females were out given the details Baumgartner and Walsh told him, and at least a couple of these guys were in wheelchairs so they were out, too. Once they worked together with Winters they could lower it even further.

"I killed Dave..."

Peter looked up. Lana was still staring down at the coffee, her legs swinging lazily and her hands tapping on the side of the mug. She didn't say anything else...was she expecting something from him? "Yeah, I got that. The headless corpse and the people there screaming about how you killed him made it hard to miss..." He took a light drag of the cigarette. He hated smoking these things while his mask was up to his nose. Felt wrong somehow.

"He's the one who gave up my mom and that other girl..." She closed her eyes and took a deep breath, "I'm...supposed to feel happy, right? I got my revenge, now it's just that serial killer and it'll be all squared away, but..." She took a shaky sip of the coffee and bit her bottom lip, "It's just...it's nothing. There's no giant rush, no...no feeling like I did something right, you know? Now all I feel is-"

"Guilty? It'll pass." He shrugged, "It is what it is."

"...That's it?" She looked at him, her eyes narrowed and lips curled in a weak glare, "I just killed someone, aren't you-"

"What do you want from me, Lana?" He sighed and put the paper down. He wasn't going to be able to focus like this, "I told you before, I'm not interested in saving your soul or trying to keep you on the 'right path'. I'm not your dad or your brother, I'm not gonna judge you or play nursemaid." He stabbed the end of the coffin nail to the ashtray, "You killed him, good for you. Whatever you make of that is your choice, not mine."

"Yeah...I guess it is."

He should have left it well enough alone. 'The only person you're responsible for is yourself', or at least that's what Urich said. Do whatever you want, hurt yourself as much as you damn well please, but don't bother anyone else. Walsh broke that line when he got Lori get shot and that let and that Helena girl die, and one of the people on that list did the same thing. Lana killed Walsh, so what? She had a right to it. It wasn't his business, it was hers.

Of course, seeing the tears going down the sides of her face made it difficult to ignore her.

"...Walsh won't be hurting anyone again," he said. It was a pathetic attempt at comfort, but it was something. He saw Lana look up at him, wiping the tears from her eyes with one hand quickly, "He wasn't the one who shot your mom, but he aimed the gun. I'd say you were justified in killing him."

"That's the thing. I _should_ be." She lowered the mug and let out a shaky breath, "When he was begging me to let him live it was just...he didn't care if people died just as long as he kept breathing, and I didn't hesitate. But after..." She bit her lower lip, "Afterwards...it just felt guilty. I mean, why the hell would I do that? He's not an innocent person, and if anyone deserved to bite it then it's him! But..."

"Sometimes it just ain't that easy." He sighed and shook his head, "In your shoes I would have shot him...hell, I did do it to a guy who deserved it. Didn't exactly go the way I planned..."

"What do you mean?"

"I..." He took a deep breath and clenched his hands. This was treading too close to personal territory for his liking, but there was nothing for it now, "I know your situation better than you think, kid. I was an orphan, raised by my aunt and uncle after my parents got themselves killed. What they were doing I got no clue, but whatever it was they weren't around to see me grow up. My Aunt and Uncle were basically my parents, even if I never called em mom and dad."

"Sounds like my dad..." She gave a bitter smile, "He's not dead, but he might as well be for how much he cared for me and my mom."

"Yeah...well, one day my Uncle comes home late. I was 16 when it happened..." Two years...sometimes the wounds still felt raw, "My Aunt tells me to calm down, that he'll be home soon, but of course I don't listen. Sun's down, everyone's going home and he's still gone. I knew him for 16 years, he was never late. Something in my gut told me something was wrong, so I go out there to look and..."

"This...doesn't have a happy ending, does it?"

"Not really." He pulled down his mask fully. Last thing he needed was to start whimpering in front of her, "I found him in a warehouse. He was killed by a mob boss and his freakshow crew. Trying to send a message, I guess. Or maybe they were just letting off steam." Or they were hungry. He bit his tongue to keep from saying more. She didn't need to know all the gruesome details on Toomes' tastes, "I found the guy who was responsible for it eventually and I put three slugs in him."

"How'd it go?" she asked, barely hiding her desperation. She wanted him to tell her that she shouldn't have felt guilty, that things were right with the world, "This guy he-he killed you uncle. It was right, wasn't it?"

"Whether it was or wasn't I got no clue. This guy, he's about to kill someone again and I put a stop to him. Bastard even asked me if I could reach him before he broke her neck." He frowned bitterly at the memory, "Starts taunting me, so I pull out my gun and end it. And then..."

 _"You shot an unarmed man! You have webs, why didn't you use those!?"_

"The woman, she...well, I won't mince words: She was cross. Yells at me, tells me that I shot an unarmed man and that I should have restrained him instead. Said she...didn't want to live in a world where people shot one another like animals."

"Damn...she sounds like a bitch." Peter scowled, though he quickly reined it in. She was trying to help, and it wasn't like she had any idea that it was his aunt she was insulting, "Look, I wasn't there in your shoes, but to me it sounds like the circumstances were desperate. I mean if I had to choose between killing that sick fuck with the shotgun or preventing my mom from getting shot I know what I'd choose in a heartbeat."

"Maybe, but you're the one who feels guilty for killing the man who set your mother up. Maybe she was the same..."

"If you say so..." She tapped her fingers on the table before speaking up again, "This guy who killed your uncle, was he the first person you..."

"No, there were others. At least a handful of em." More than a handful, if he was being honest, "When I first got my powers I thought 'This is it, I'm gonna pay Goblin back for everything he took from us'. I put on a mask, start going after his guys. I leave some of em alive, mostly just to send a message because it was more effective that way, but the rest..." He mimicked a gunshot, "Expendable, every one of em. Didn't care if they lived or died, and I didn't hold back."

"And was it...did it make you..." she said, struggling to find the words, "Were you-"

"I didn't feel guilty, if that's what you're asking," he replied, "Every life I took, it was just another number. One guy wasn't much, ten guys? Then Goblin starts panicking, starts feeling the heat. Everyone loses trust in him, then he has to find more idiots willing to do his dirty work. Then I find anyone dumb enough to do the same thing and then I do it all over again...it was just one long circle, really."

"Damn..."

"I thought I didn't have a choice. I beat up Goblin's guys and leave em breathing and they think I'm nothing more than a nuisance, just some freak in a trenchcoat. I start costing em men and then suddenly I'm much harder to ignore...least that's what I told myself." He let out a wry laugh, "Point was I was just kidding myself. Didn't matter how many thugs I put down, there was _always_ going to be more. Till I lopped off the head of the snake I wasn't doing any damage. No point in killing everyone after all..."

"Well...that's not much help." Despite her words she was smiling, if somewhat ironically.

"Didn't say it would be, kid." He shrugged, "You feel guilty, it'll pass eventually. Honestly I don't know how you can feel bad for doing what you did cause God knows I wouldn't feel the same in your shoes." He leaned back in his seat, "But hell, everyone reacts differently, I guess. If Father Martin were here he'd probably say it's cause you're a good person cause that's the kind of guy he is."

"Yeah, that priest...not much like him in this part of town..." She clasped her hands together and let out a soft breath, "...This is fucked, you know that, right?" She didn't wait for him to nod before she continued, "I'll be lucky if my mom wakes up from this, and even after everything's said and done, then what? I killed her boss, and she ain't going back to living on her back with those new scars of hers."

"Thought you'd be happy about the second part."

"Not having to watch her spread her legs just to get me birthday presents? Fuck yeah I am." Was she making a joke or not? He couldn't tell, "But it's besides that. I mean, we can't just pack up and pretend nothing's wrong. I mean...fuck, we lived in that apartment for years now. It wasn't glamorous, but it was home. Just the two of us, arguments and all, and now..." She shut her eyes tightly, "Now that place is wrecked, and every time I go back it's going to remind me of that sick fuck trying to kill mom and me."

"It could be worse. Least you're still breathing." It wasn't much, but it was more than most in her place could have. Assuming Lori survived this (he still had his doubts) they could at least try to rebuild what they lost...it was something he never had a chance to do.

"Yeah, and with a little extra to boot." She clenched her hands and covered them in the rings again, the ironic smile on her face again, "I mean, what am I gonna tell her? 'Hey mom, nice to see you awake. By the way, did you know I can explode shit with my mind? That come from dad's side of the family?'" She rolled her eyes, "She's gonna fucking freak...it'll be a miracle if she doesn't look at me like I'm some kind of fucking mutant."

"Your mom protected you from him. You told me that...have a little faith."

"Yeah..." She dispelled the rings and looked back at him, "You know what's the worst part of this? Last thing I said to my mom right before all this shit went down was 'Go to hell.'" She brought a hand through her face and laughed bitterly, "If she bites it before I can tell her how sorry I am then..."

"Hey, don't think about it." He leaned forward and squeezed her free hand. He wasn't used to comforting people, but it was better than nothing, "You start dwelling on what could have been's and you never get anything done. Just focus."

"Easy for you to say." Surprisingly enough she squeezed his hand back, her grip light, "Last I checked you didn't tell anyone you cared about to go fuck themselves as your last words."

 _"Stay away from me."_

He grimaced and looked away. It was different; he wasn't close to Gwen. If he was...then maybe he would have realized something was wrong, "I know, but we were both pretty stupid. I thought..." He laughed, though it held no amusement, "There was this girl, I thought I liked her...you know the situation. Making the wrong call, think you really know someone and you put too much trust in em. Ain't as bad as your donnybrook, but I think I got you figured."

"Heh, maybe..." She shrugged, her smile lightening to something more genuine, "This girl you're talking about...you still talk to her?"

"No...and that's probably for the best." He slipped his hand from hers and stood up. Best he didn't see Gwen again...even if she stopped trying to drag him back to her paymasters there was nothing left to talk about. She'd lied to him and he stayed away from her. No more, no less, "Come on, we've spent enough time moping. You still want to finish this? I won't blame you if you wanna sit this one out...probably be easier for me if you did, actually."

"Yeah, you're not getting rid of me that easily." She rolled her eyes, "I don't know what I'll do if I find this guy, but I wanna finish this. Too late to stop now, right?"

"Right..." He sighed. Time to see Winters and find an ending to this tunnel.

* * *

 **Done. Less mystery in this chapter and more talking, but since I can't write a good mystery to save my life it's probably for the best. Anyway, that's it: No more Gwen segment. I have about 1-2 more chapters for Sin Eater, and I'm pretty sure I can't put in her arc with Mysterio without completely fucking over the narrative flow.**

 **Anyway, new question. One friend suggested that the reason I don't get many answers is that I update fast enough that people don't think it matters what they choose, so I'll give a question that doesn't involve the immediate upcoming chapter: Where do you guys wanna go after the Sin Eater arc? There are two choices so far.**

 **1\. We continue with the main plot. To not be vague I'll say it straight out: In this scenario we get some actual answers like what the hell's up with the five year time gap, why Noir has the serum in his blood, where Octavius is etc etc. I'm sure the explanation will annoy more than a few people, but it's probably long overdue.**

 **Also might involve power-ups if it goes down that route.**

 **2\. We follow the same lead as the Sin Eater arc and have the characters handle more side-villains, possibly with Noir and Gwen finally working together on something that isn't immediately high stakes like rescuing Gabriel or the Castle family. Basically more like the times Noir mentions fighting Shocker or another C-list villain off-hand but this time we actually show it.**

 **Could also involve more appearances from their respective teams, especially Gwen's since She-Hulk and Janet van Dyne have been completely absent so far.**

 **Review answers:**

 **Ultimate Black Ace - _This_ is what you consider a non-fleshed out review? Damn, I've had detailed reviewers that you probably beat out in terms of attention to detail and whatnot. With regards to the relationship breakdown, it wasn't really meant to be a true romance. Noir was attracted to 'Gwen Stacy', but Gwen never gave any indication she reciprocated. Now Noir doesn't seem to like her anymore, so no chance there.**

 **Anyway, Lana's pretty much sticking around given her role in the chapter and being one of the few superhuman allies that's genuinely on Noir's side over Gwen's. As for Gwen having a 'sidekick', not sure if she needs it given how strong she is. Kate could work given that they're fellow SHIELD sympathizers, though in-universe Noir's considered to be her sidekick given his powerset is more or less 'exactly the same but shittier'.**

 **BTW, don't hesitate to ask any questions you may have :) Always nice to chat with someone who gives long responses.**

 **Hermes Tonsils - Depends on how you view it. Aunt May and Uncle Ben raised Peter since he was about an infant according to the wiki, so yes in some views he's basically their son. There was even a hearkening back comic that showcased this: Uncle Ben gives Peter a permission slip and the latter notes that he mistakenly signed it as 'Parent' rather than 'Guardian'. Ben tries to play it off, but you could tell it was intentional even if Peter seemed to disagree.**

 **Tom Reidem - She breaks the story in half, though. Mostly because she knows meta-knowledge.**

 **Newworlds - Sorry, Gwen's out since we've had Noir chosen two out two times. We can go back to her POV when the SE arc finishes.**

 **Cloudstrel - Yup, Martin Li. Or Mr. Negative, as he was known in the 616-verse. Anyway, I doubt the romance thing: This isn't Twisted Reflections, after all ;) They had one friendly conversation. If that's all it takes then Gwen has a leg up over Noir on that front given her chats with MJ. And by that logic you could pair him with both Lori and Lana, who he's had friendly interactions with. Considering he's not a gigolo I think we're safe.**

 **Not the comic per se, but I did read about him during the Brand New Day and Superior run when he turned evil again. Not sure if I can make him a Goblin since the Goblin formula seems to have been replaced by the Lizard serum, but I'll think about it :)**


	39. Blessed are the Peacemakers

**Woah, major review drought in the last chapter :( Oh well, hopefully this one fares better.**

 **Anyway, read through the latest canon Spider-Gwen comics and...well, disappointing. All that work done by the arc, and the chapter ends with Gwen and Miles mutually deciding that they're 'better as friends for now because of timing and I don't want to think its fate and bla bla bla'. So basically 3 months of waiting to get a 'maybe', which I'm not even sure they'll come back to. Great...**

 **Also, read up on Spider-Man's Tangled Web comic and the first chapter was amazing. Basically it showed the negative, indirect effects of Spidey's actions. Peter stops a weapon smuggling deal and then we cut to the boss of that deal having to say goodbye to his wife cause Kingpin doesn't tolerate failure and Spider-Man stopping that shipment means his death.**

 **It actually does lead into that question of whether Spidey was responsible for that or fault lies solely on Kingpin. The idea of indirect actions leading to people's deaths could be an interesting topic to tackle for Gwen's segment, especially since Noir's likely to challenge her views on responsibility and what it really means not to kill people and the culpability of said actions.**

* * *

Another day, another (lack of a) scoop.

Norah sighed as she closed and locked the door to her apartment, kicking off her shoes soon after. Over 12 hours of trying to gather info (waking up at the crack of dawn and then freezing her butt off till the sun set) and she had _nothing_ to show for it. No new leads, and most of her 'discretionary funds' spent on junkies who gave her bullshit on a plate they pulled right out of their ass so they could get a pay for their next fix. Whoever said journalism was easy needed a good kick in the nads...

"Crap..." She collapsed onto her couch face-first, sighing in frustration and taking in the smell of old cushions. She knew she had a lead on this 'Sin Eater' craze; the patterns were there and they were too damn close to be a coincidence. She knew enough from personal experience to know that 'There's no such thing as coincidences' was a load of crap, but this...she had a good feeling about this one. No one paid attention to a few dead junkies or prostitutes, after all. It'd be way too easy to play Jack the Ripper when no one was looking at your playground.

She adjusted her place on the couch till she was looking up at the ceiling, _'Deadline's coming and I still got nothin...'_ She blew her hair out of her eyes almost absentmindedly. Ben and Robbie were good bosses - hell, they were _great_ bosses - but she knew she was threading on thin ice. A few vague patterns and claiming that there was a new Jack the Ripper stalking the streets? Most people would have laughed her off after giving her the pink slip.

But of course they needed this. The Daily Bugle used to stand for something, used to be about going for the big scoop and all that jazz. Before her time, as her mom would say, but she knew that it was where she wanted to go...though, of course in typical Winters luck she arrived just at the tail end of the company's last breaths. She'd barely been with the DB for a few months before she saw it crashing all around her.

Everyone knew the story: Spider-Woman was a celebrity, then she wasn't, then she was again. Of course it was more complicated than that, but who knew the official story? Everything was so garbled up and everyone had their own versions of her interview cut and pasted to sell ratings that she could've been an alien from Tarnax IV who was Captain America's secret lover and Norah would've bought it.

And of course the Bugle got a lot of flack because of her sudden turnabout. Anyone who so much as turned on the news or picked up a newspaper would've seen it - For three years Jadolf Hitlerson was using the rising star as his own personal punching bag to try and sell his mayoral campaign, even spending hundreds of thousands of dollars on an Anti-Spidey task force. It was difficult to go even a single day without seeing that guy's stache flapping about removing the menace.

There was also the bit that he used to be the boss of everyone at the Bugle and he had a lot of pull with old Robbie, so of course whenever he needed to get some screaming done the DB was basically his pageboy. Spider-Woman a menace after saving 12 innocent people from a building fire? Sure! Spider-Woman collaborating with Vulture even though she'd been fighting him for a couple of days and left him tied up for the police? Hell, why not! They could sell it, right?

Wrong.

Norah let out another sigh and groped for her TV remote. The Bugle was a laughing stock; the anchor chained to J to the third power's sinking ship. There were already rumors that the kinda-disgraced mayor of NYC was going to retire from the office, maybe try to salvage whatever was left of his reputation; of which there was little besides what little goodwill he managed to retain from crusty old bastards as stubborn as he was.

Hell, she'd been hearing murmurs that Robbie was cutting the Bugle loose and starting his own paper company. She couldn't blame him; she'd jump that ship the first chance she got if he let her come with. Anything was better than being Jameson's mouthpiece.

The television turned on with a burst of static. She narrowed when she saw the current news report; a flock of reporters, journalists and tabloid sleazeballs standing in front of what looked like a multi-colored building. Behind the sea of bodies she made out the figure of Spider-Woman with some chick in purple behind her, a large smile plastered on her face. Up above them she saw some guy with a fishbowl on his head struggling futilely on a lamppost as the masked heroine strung him up.

"We're here live at the VirtualZone arcade," a reporter said. , "Not 10 minutes ago Spider-Woman and an ally calling herself Hawkeye just subdued the menace Mysterio who'd been responsible for a string of robberies all throughout the Manhattan area." The camera shifted to focus more on the two heroes. Looking closer, the journalist could see what looked like a group of teenagers and errant twenty somethings tied down to the ground as well.

"Excuse me, Spider-Woman!" one other other reporters yelled, "What exactly happened?"

"Huh?" Spider-Woman turned to look at the crowd, the eyes of her mask almost comically wide, "Oh, uh...well, Beck here had a bit of an attention craving problem. Wanted fame, but he didn't want to risk his life. So he rigs up these machines to show people whatever they want and in exchange he keeps showing them the fantasy." She gestured to the subdued group of young men and women, "They should be back to normal soon."

"Are you saying these teenagers were drugged?" another one asked.

"Half and half," Hawkeye cut in, her smile never fading, "Investigation showed that the virtual realities they were exposed to were unhealthy, leading some of them to go to the hospital because of serotonin overdose. Beyond that we don't have much other clues on what's wrong with them, especially whether or not the virtual realities themselves were addictive in nature or they just couldn't get enough the fantasy." She nudged the woman in white with her elbow, "Too much of a good thing, huh?"

"Yeah, guess so." Spider-Woman shrugged, "Too much of a good thing. It would've been better if they faced reality..."

 _'Well, that's going to be misquoted to all hell. Wouldn't be surprised if there was a PSA using that quote the very next day.'_

Norah threw the remote to the end of the couch and let out another frustrated breath, running a hand through her hair tiredly. Great, another scoop the Bugle was getting nowhere near to. Even if she hauled ass over there right now there would've been no point; even if Spider-Woman and her new partner stayed to ask questions she would've just been another journalist in a crowd full of em, and with her Bugle credentials she might as well have been waving a picture of a toilet around. It was no secret that Spider-Woman avoided contact with the DB, and she couldn't even blame her.

If someone smeared her name for three years running she wouldn't want to talk to them, either.

She turned off the tv and groaned, "...I need a drink." She shrugged off her jacket and walked to the dark kitchen, opening the fridge almost lazily and grabbing a beer from inside. Usually she frowned at the idea of drinking her problems away, but fuck it. She wasn't gonna get any writing down tonight anyway, and she deserved it after all the shit-

"Winters."

Her body moved on its own. Turning to the source of the voice, she pulled out the stun from under her shirt and fired. The telltale whiz of static flew through the air and...missed its target entirely. Norah saw a dark figure duck under the dart, the prod bouncing against the wall harmlessly as a result, "...Well, that's not what I was expecting." She grimaced. She'd never missed before; could hardly afford to considering the consequences if she did.

"You and me both."

He stepped out of the shadows and her eyes widened. The Dark Spider, she'd seen him on the news; hell, who hadn't? The guy was all over the spectrum as far as the media was concerned; Superhero, Supervillain, sidekick, criminal or anything in-between. Not as famous as Spider-Woman, but at this point besides She-Hulk and Captain America herself who was? The Bugle had been using him as the new punching bag whenever Jonah needed to rant, which for about half the city was just digging their grave in deeper. Personally she had no problem with him...

...Which didn't mean she was cool with him dropping into her apartment like a damn creeper.

"Fuck, you nearly gave me a heart attack!" She let out a shaky breath and shoved the tazer down the front of her jeans again, "Look, if you're here to lodge a complaint about the DB's articles then you're barking up the wrong tree, Spidey. I'm just a cog in the wheel and such and such. You wanna talk to my bosses about getting those things changed."

Norah picked up the dropped can of beer and opened it quickly, her heartbeat calming. Most people would have been nervous standing in front of the oh-so scary vigilante, but then most people would believe that that dogs bit off their own wieners if the news told em. She looked at the facts, and she was pretty sure she wasn't in danger. Near as she could tell The Dark Spider was brutal, but he only went after those who deserved it: Human traffickers, murderers, rapists...people that wouldn't be missed, essentially. She was pretty sure 'journalist' was really low on that list, even if she worked for the DB.

"So..." She took a sip of the alcoholic beverage, "What brings someone like you to my 'humble abode'?"

"The serial killer stalking the streets. You've been tracking him down." Not a question...well, looks like someone liked to keep well-informed. She crossed her arms and waited for him to continue, "I've been tracking him down myself, trying to gather some leads. I think I have enough information to narrow the search area, but I need your help. If we pool together what we both gathered I might be able to stop him before he kills anyone again."

"Huh..." She uncrossed her arms and took another sip of the beer, "Well...gotta say, working together with a Superhero? Not what I expected to happen tonight. Thought it'd be another drinking binge. But hell, guess this beats waking up with a hangover and a closer deadline." She got another beer from the fridge and offered it to him, "Hope you aren't a lightweight, cause I get the feeling we're gonna need it."

"Yeah..."

And that was how they found themselves bent over her living room table with a map of Hell's Kitchen and whatever notes they could gather scattered around around them.

"Alright, here." She threw the first notes she had on the table and turned to the third page, "This was the first time I got wind of Sin Eater."

"...Sin Eater? Come up with that all on your own?"

"Well, I didn't want to call him 'Jack the Ripoff'. Figured it was easier than calling him 'that sick fuck'." She rolled her eyes, "Anyway, the patterns weren't always the same. This is probably why people didn't see a connection; most serial killers leave the same calling card, you know? Hannibal Lactern takes a specific organ, Zodiac Killer left his letters with a circle and a cross through it and bla bla bla. Main point is everyone always leaves out something that's obvious."

"But not this guy..." He took a sip of the beer; his second can at this point, "I saw two of his kills. One ended with a face full of buckshot and crosses on her wrists while the other was tied down to a chair with candles on a table. Seemed like a ritualistic sacrifice, that one."

"Yeah, this guy likes to vary it up." She shook her head and finished her own can with a quick sip, "Anyway, the signs had a single motif each. Religious for the most part, but definitely a running theme for this guy. Sometimes they were obvious like the ones you told me, but other times they were downright subtle: Crosses scratched out on a brick wall or hands positioned like a prayer that you'd think it was just an unlucky coincidence."

"Did you do a drug test on the corpses?"

"Uh...do I look like a doctor to you, Spidey?" She rolled her eyes again and closed the notebook, "Nothing going for it. I had to gather as much info as I could on a journalist's credit, which isn't much. Tried to call the police, but surprise surprise I didn't hear back from them. Guess a bunch of dead junkies and prostitutes didn't rank high on their list..."

"You don't have to tell me. I know all too well," he said, "Alright, so lets pool together what we know. Serial killers tend to be opportunistic, have a hunting ground of sorts. From what I could gather this guy runs around wearing all black with a mask and a loaded shotgun in his hands. Someone like that wouldn't be able to stray too far from a safehouse. So..." He made a vague gesture, "Did you note the locations of the bodies?"

"Sure did." She gestured to the map, tapping the red X's she'd scrawled on top of the area, "Figured it'd be useful at some point. But if you're trying to narrow down the search area it's going to be a pain in the fucking ass." She grabbed a red marker and made a crude circle around the clustered X's, "Even for someone like you it'd take days just to search all the buildings in the zone."

"I think I can narrow it down." He pulled out a slip of paper and handed it to her, "According to an acquaintance at least one of the bodies was dosed with something he called Neurotocyne. A hard drug to get considering it's lack of use, but not technically illegal." He looked down at the map again, "Drug stores that sell this kind of specialized drug are likely to be rare. So long as we can find it we might have a lead."

"A kinda-shady drugstore? I think I got you covered." Norah circled a building inside the 'zone', "The 'Discount Drug Domicile', or DDD for short. A little out of the way place that sells to all types, if you catch my drift. Pretty much anyone who's anyone on the streets knows it's the place to get what you need, but of course no one's ever pinned anything on the owner cause he pretends to be on the level."

"Think he'd have records?"

"Can't see why he wouldn't," she replied, "Worth a shot, ain't it? If he doesn't then we're back where we started, but Neurotocyne's not technically illegal, like you said. If our little serial killer wanted to keep a low profile then there's nothing better than hiding in plain sight and files on customers looking for prescription drugs should be in a database at the site." She grabbed her jacket and put it on quickly, "Alright, so we should go and-"

"Hold on, 'we'?" He shook his head, " Right...'we' aren't going anywhere; I'm already babysitting one kid and I don't need another. I got the address, so I can-"

"Alright, before we continue to that line of thought," she interrupted, giving him a flat look, "First things first I'm involved in this case whether you like it or not. Second, and this is the important part, I can hack a computer. The owner of that place wouldn't just leave the files hanging around flapping in the breeze, and unless you know how to bypass a password-locked PC then you're shit out of luck."

"You know how to hack computers? Really?"

"Why are you surprised?" she asked, voice laced with mock offense, "I'm a journalist. You think the bad guys just leave their dirty little secrets out there in the open? Trust me, if they did there wouldn't need to be people trying to find the truth." She grinned, "Of course you could always just call your girlfriend up. She just finished beating on that Mysterio guy and with her S.H.I.E.L.D clearance you can probably demand whatever you want from the owner with her backing you."

"...I'll take my chances with you."

Norah laughed under her breath. No one knew what was up with the two Spiders: On then off then on and then off again. Everyone had their own theories, but the most popular one was it was some kind of torrid love affair gone wrong like some kind of cheap soap opera. Personally she didn't believe it, but the way he talked definitely indicated some bad blood there. Shame, she would've wanted to interview them both if she could.

"So...what do you want in exchange for your help?"

"Me? I'm a servant of the people, Spidey. Doing good is its own reward." Yeah...she didn't buy that line, and judging by the crossed arms and painfully silent stare he gave her then neither did he, "Alright, here's the deal: I want this guy off the streets, I'm not lying about that, but I've spent way too much time on this case to not be invested. When you catch this bastard I want you to give me a heads up. I'll call the police, but I'll be the first journalist on the scene."

"You really want your name on the papers that badly, Winters?"

"Fuck that." She snorted, "You don't go into the journalism biz to get famous, especially since everyone and their grandma thinks newspapers are a dying trend. Point is every other rag in this town will just sensationalize the hell out of this thing, like it's some kind of joke. I want everyone in this city to see that innocent people died and they were just...ignoring them cause of some new scandal about Johnny Storm getting a girlfriend or something."

"Hah...good luck with that. This guy's just a man with a shotgun, he's not gonna make the top news without another clown in a costume next to him."

"Well, that's where you come in." She smiled cheekily at him, "The Dark Spider stops a serial killer? Front page news right there. I take the pictures, do the write-up and you get a boost of positive publicity. Everyone wins."

"That's assuming I don't get blamed for being his partner..."

"Yeah..." She rubbed the back of her head, "Look, I know the DB's given you an unfair shake, but that's mostly Jonah. Robbie and Urich are really reasonable, and something like this? Well, I'm pretty sure I can hold them to the promise this won't just be another smear campaign because our overlord has a spider up his butt about masked heroes." She frowned lightly, "So...do we have a deal?"

"Don't see any other option." He shrugged, "Yeah...we have a deal."

"I'm at your service, then. For this case and any other things you need hero help with." She winked and held out her hand, which he took reluctantly, "...Hey, don't suppose I could hassle you for an interview-"

"Don't push your luck, Winters."

* * *

Lana looked up at the abandoned building with a grimace. The small apartment building was nothing someone would look twice at; just a condemned shithole in a city filled with them, "You sure this is the place...?" She looked to Spider-Man, her hands stuffed in her pockets. Apparently he and that journalist managed to hack into the dug store's records and managed to come up with a name.

Stanley Carter...the guy who shot her mom and killed god knows how many others.

A little more digging and they managed to find the place, or at least the closest thing they could guess was his safehouse. Apparently Carter was retired due to some kind of 'incident', so finding papers was a pain in the fucking ass. Still, the journalist came through and by the time Lana called him about results he'd already found a good lead. After all, what better place to stay hidden other than a building no one would look twice at?

"I'm sure. This is the only property Carter bought after selling his house, and the date of the deal happened a few months ago. Fits the timeline of the killings." He stuffed his hands to his pockets and sighed, "Look...I can still do this on my own. You can wait out here-"

"I didn't come this far to sit on my ass with my thumbs up my pucker," she snapped back, "I'm coming in with you, and when I see that guy...well, lets just go. I don't want to keep that fucker waiting any longer than he already has."

"Your funeral..."

The place wasn't even locked. Lana and him shared a look before he stepped inside, one hand raised and pointing his gun at both corners. Even at a first glance she could tell the place had seen better days. Most of the the time when people bought out old buildings they refurbished them for something, either trying their hand at the old business or renovating the interior to serve another use.

Not so much here. As soon as she took her first breath she felt the urge to gag. The place smelled like dust and mold, and given the peeling wallpaper and scraps of wood there was no way this place was anything more than a termite farm even when it was still open for business, "Fuck, this place stinks!" The teenage girl plugged her nose and breathed through her mouth. At this point she half expected the sick fuck to be passed out from the smell alone.

"Quiet."

She threw him a glare, but he wasn't even looking at her. Without another word he pointed to the stairs at the end of the hall before gesturing for her to stay behind him, _'He's just one guy...'_ she thought to herself. She didn't know whether it was to comfort herself or psyche herself up - maybe both - but she clenched her hands regardless, the telltale rings of light surrounding both sides of her palms. As soon as she saw that bastard he was going to get it.

"Light are on..." she whispered, gesturing to the dim bulbs hanging over their heads. In hindsight it might have been obvious that something was wrong, but looking back it's always 20-20.

If there was one thing she hated about this whole thing (besides being in the same building as a fucking serial killer) it was the goddamn waiting. Spider-Man opened the few doors they passed, taking maybe 5 seconds to look inside before moving on to the next one. Her first thought was that the guy probably up top, but then she reminded herself this wasn't a fucking cartoon. The big boss appearing at the top was way too fucking convenient.

The stairs weren't any better than the hall. The second she put foot on top of the wood the damn thing squeaked like a dying mouse, "Shit!" she muttered, stepping off with a hiss, "...Think he heard that?"

"Probably, but places like these always creak. Another thing that hasn't changed in 82 years..." She raised an eyebrow at him, but held in the obvious question. Spider-Man released a burst of webbing and covered the top of the stairs, "The web should dampen the sound, but step lightly and keep quiet. I don't want to test our luck again..." He pressed a hand through the surface to flatten the black silk and gave her a nod, "Come on..."

Clambering up the stairs on her damn tip toes wasn't exactly how she imagined this raid was going to go, but she wasn't going to complain. As long as the night ended with that bastard's head on a fucking platter she'd do whatever the hell he told her.

They were barely to the second floor before she saw it: A figure dressed in black hefting a shotgun running to the end of the hall. It could have just been her imagination, maybe just her mind filling in the blanks and making her see what she wanted to see, but right at that moment she was damn sure of what she saw, "It's him..." She felt her palms grow warmer and Spider-Man looked back at her, "I just saw him. He's there."

"I did, too. We need to-"

Lana didn't let him finish. She shoved her way past him and ran ahead, both hands raised to aim a full force blast right in the bastard's back.

She was so distracted that she almost didn't feel the string of thin rope breaking over her leg or the sound of clicking overhead, "What the fu-"

"Lana!" She was forced onto the floor, Spider-Man lying on top of her and practically covering her from head to toe. Just barely she saw him release a burst of webbing at what looked like a cluster of cans above the doorway, "Keep your head down!" he screamed. The teen closed her eyes and pressed her face against the floor, ignoring the smell of rotten mold running up her nostrils.

The explosion that came not a second after was almost deafening within in the narrow confines of the hallway. Lana felt Spider-Man hold onto her tighter and she opened her eyes reluctantly. "Ah..." She hissed and clenched her hands. She could feel a few cuts on her arms and legs, though it wasn't too bad; shallow slices, nothing she hadn't gotten running around the streets before.

Spider-Man took the brunt of it. She could see deep gashes through his jacket, a torrent of blood running down his back, "Shrapnel..." he snarled and forced himself to stand, his breaths ragged, "Tell me, Baumgartner...do you have a death wish? Is that it?" The anger in his voice was enough to make her shrink back, "I told you to wait, and you run in like a headless chicken and nearly get yourself run through!"

"I...I didn't mean to-"

That was as far as she got before he suddenly looked up. Lana followed his gaze and felt her breath catch in her throat at the sight of the yellow-green gas seeping through the cracks on the roof, "Wh-What is-"

"Don't breath!"

Too late. The gas reached them and she felt her nose and mouth burn, tears running through her eyes despite her best efforts. She shut her eyes tightly and stumbled, hands groping the walls for a few seconds before she felt someone tug on it harshly, "Hold your breath and focus!" She opened her eyes, her vision blurry. The gas was covering the entire hallway now and showed no signs of stopping.

"We...We have to go back down-"

Another explosion came from behind, Lana nearly falling onto the ground from the shock of the blast, "Mines...this entire place is a death trap." He let out a frustrated growl and did something she definitely wasn't expecting: He took off his mask, "Stay with me!" He covered her face with the dark material, "This should help, but we need to go now!"

He dragged her down the hall, her footsteps shaky. She held in her breath and resisted the urge to suck in the noxious gas even as her lungs burned for air. Cracking her eyes open again, she looked at him questioningly when he suddenly stopped in front of the doorway, "Wh-What's wrong?" She choked out. God, her lungs were burning. She felt like crying, vomiting and screaming all at the same time.

"Stairway'll be trapped, too..." He stepped back and looked around frantically, his gaze lingering on the side window, "This might work..." He punched a hand through the pane and grimaced. A small hole and some cracks, but nothing they could jump through on its own, "Reinforced, he was ready..." He looked back at her, "Lana, I need you to blow open the window! Right now!"

"Wh-What if this gas is explosive!?"

"We have to risk it! We're gonna die if we stay here!"

 _'He's right...'_ Giving him a small nod, she raised her hand and fired.

As soon as the window was blown off its hinges he jumped, carrying her with his left arm while the other let out a net of black web on the wall above them, "Son if a...!" He held onto the dark silk tightly. Lana didn't miss the gushing blood raining down the length of his right arm, "Hold on tight!" She looked down and strengthened her grip. The fall wouldn't fatal, but she didn't fancy breaking both of her legs.

"Shoot the window above us!"

Another blast, another broken window. Lana grimaced and forced herself to look away as the shards of glass rained over them. She could feel a few run down her sleeves, the sharp points lightly digging into her flesh.

Still, it was a small price to pay for the breaths of fair air she desperately gulped down.

Spider-Man tugged themselves upwards and jumped, propelling the two of them through the wide hole. She wished she could say the landing was graceful, but it reminded her far too much of the times she'd been tripped at school when she wasn't looking; rough, messy and with more than a few pained grunts when she rolled onto the ground...except this time she was on the passenger seat, and it was worse when she couldn't fully control her body.

The shards of glass on her sleeves didn't help. Not at all.

"Fuck..." She separated herself from Spider-Man and hissed, head lolling back to stare at the ceiling. Her eyes still stung with tears, the skin of her face burned and she was pretty sure her arms resembled a porcupine...but hell, she was still breathing. Maybe it was too optimistic of her, but she'd say it was a victory, "So...was it good for you, too?" she forced out, Spider-Man giving her an unamused glare in response.

He looked different than what she expected behind the mask; a good three decades different...

They stayed there, just breathing in non-toxic air and wiping away their tears, before they stumbled into a shaky stand. A part of her wanted nothing more than to just lie down on a bed and forget this ever happened, but the louder part of her brain reminded her that the sick fuck who put her mom in the emergency room was still in the building. And she'd be damned if she let him take another breath past this night.

Thankfully (or not) they didn't even have to look far. Before she could even open her mouth to ask a belated 'what now?' the door nearby opened with a sharp crack and shotgun Stan charged into the room, screaming something about sin and how even though his trap failed he would bring them down to the fires of damnation himself.

It was over before she could even raise a hand to blow his fucking head off. Spider-Man ejected a burst of webbing at his chest and pulled, headbutting him hard enough that she saw streaks of red fly off his broken nose, "Save it for someone who cares, pal." He grabbed the shotgun and fired, unloading a single shell into each of his legs and kicking him onto the ground.

Seeing him bleeding out on the floor...it was odd. Lana would've been lying if she said she wasn't disappointed. This was the man who killed god only knew how many, who shot her mom and nearly killed her, and it was over in seconds. She watched Spider-Man toss the gun a short distance away and web the bleeding near-stumps to the ground, "The webs should stop his bleeding, but he's not walking out of here...do what you want with him." He took out the rosary and tossed it at his chest, "But make it fast."

She didn't ask questions, didn't say thank you or apologize for her fuck up; she could do that later. She waited for Spider-Man to leave the hall and trudge up the stairs before she rounded on him, looking down at the bastard feebly struggling and trying to crawl away. She took off her jacket and the mask and clenched her hands.

She was going to enjoy this.

"Not this time..." She fired off a shot, the explosion engulfing his right hand and causing him to let out a scream of pain. Honestly she didn't know how he was still alive, let alone conscious. Most people would have passed out by now, "How do you feel now, huh!?" She stomped on his injured leg, causing the blood to seep into the floor again, "You think God's going to save you!? Go ahead and beg, it won't help!"

She didn't use her powers this time. Lana mounted him and brought her fists down, hitting whatever scrap of flesh she could. This was real, not distant. She was going to end this with her own two hands, up close and personal. Not with an explosion from fifty feet away.

"Look at me!" She smacked his head one more time and forced him to look up at her. His eyes were blank, muttered prayers coming and going even throughout the entire beating, "Are you fucking deaf, you sick bastard!? I said look at me!"

She tugged away his mask, her breaths shaky. Ever since she'd nearly died she memorized who he was; the clothes he wore, the shotgun in his hands, even the mask that covered his face. She had no idea what she was expecting to see under the balaclava, but she knew who he was: A monster, a murderer; someone who killed innocent people because of some fucked up reason that only made sense to him.

The bloody and beaten old man behind the mask was almost disappointing.

Despite everything she'd been through, the sight was enough to let out a small tinge of pity inside her before she quickly crushed it down. He didn't deserve her pity, her sympathy. He was a rabid dog and those got put down. Just like Spider-Man did for those criminals back in his home; just like she did Dave for what he did to her mom and that innocent woman. This was right...it was _supposed_ to be right.

With a slow breath, she raised a trembling fist and aimed it right at his face.

* * *

The lair of the mastermind...

Peter closed the door to the hall behind him. Even now he could hear Lana screaming, practically frothing at the mouth really. She deserved it; a serial killer was different from what he was used to, but murder and death were the same no matter what when it came down to it, even if the motivations differed. In the end what difference would it have made to the victims? Walsh did it for money, Carter did it for religious convictions. The victims died all the same.

But now maybe he could get some answers.

The unmasked vigilante narrowed his eyes and looked around the room. It was the only place in this nuthouse that looked like it'd been lived-in...though that wasn't much of a hard standard to break. Besides a ratty mattress and a table filled with shotgun shells and wiring (probably for the traps) the place was almost as bad as every other room in this condemned hellhole.

 _'What kind of guy can live in a place like this for months?'_ He made his way to the table and scanned the surface. It didn't take him long to find the thin book; it practically stood out among all the components and ammunition. He flipped the first page and raised an eyebrow, "A journal...?" He looked back at the closed door. If Baumgartner killed him, and he wouldn't blame her if she did, then this was the only thing Winters was going to get.

Now, what made that bastard tick...?

"I was fired from my job today. Retirement, they called it; a pension and everything. They want to keep me quiet, want to keep the rest of those pups blind to the truth. And what is that? Simple: This city's infected, diseased. Criminals run rampant every day and everyone cries out for redemption, that we should believe in forgiveness and second chances. What about my partner? Where was his second chance when a junkie stabbed him to get money for his next fix?"

"Days passed and nothing's changed. Police still take bribes, still too soft. Saw a prostitute have sex with a uniformed officer to get out of an arrest and he let her. She committed a crime, a perversion, and the guy let it go with a smile and a slap on her rear. Disgusting."

"Followed the news. Junkie who stabbed my partner got a lighter sentence; rehab and psychological evaluation. Didn't deserve it. Killed my partner - an officer of the law - and he gets treated like he's a damn child who can change. Not happening."

"Saw him on the street today. Didn't even recognize me; even told me to watch where I was going, said that I was going blind in old age. I was tempted to reach out and strangle him, damn the witnesses. He killed someone, he didn't deserve to walk. But I didn't. Coward."

"Met a young a man today. Called himself a friend, but he looked like The Devil. Pumpkin carved in place of a head and a sinister smile in place of a mouth. Thought he was going to kill me, that the demons have come to collect their dues. Ready for it to end, but then...nothing. He laughs at me, tells me that I'm not dying and that he's come to help me. Sees me as kindred spirit, he says. Maybe he's right.

"Killed the junkie today. Dumped his body in alley, waiting to see how the police react."

"Nothing. Police didn't even notice, like he said. Killed another one, a prostitute this time, and again no response. Two days, three...only people who saw were other scum in the streets. Took her wallet, one even fucked the corpse, but nothing else. No police, no cries for help, nothing. Just another dead body to them, another thing for them to take advantage of."

"The Devil told me no one would care. And he was right."

"Looks like someone's even more insane than I thought..." He closed the journal with a snap and left it on the table. Taking it with him would have been useless; better leave it for the police. Still, it wasn't surprising; he'd seen crazies before, especially with Brock and his morbid obsession with the Spiders that bit 'cursed' him down at the docks. Clown even went as far as to drink their venom just to try and get his powers.

Didn't do him much good in the end...

A faint ringing echoed around the room. Looking down, Peter's eyes narrowed at the dusty phone vibrating on top of the table. Someone was calling...well, it would've been rude not to answer.

"Yo, Stan-boy!" That voice...Peter's grip on the phone tightened. He knew that voice, "How's the little operation going, huh? I mean forgive me for prying, but this is my pride and joy and all. Can't help but be invested." A moment of quiet passed before he continued, "Hey, what's with the silent treatment, bud? You in the middle of a prayer or something? Or did I come during the middle of a little ritual-"

"He's not here, 'Jack'."

The silence was more deafening than anything else. Seconds passed, maybe even minutes, but eventually he spoke up again, "Well, well, well. Dark Spider, funny hearing from you." He chuckled, though it was obviously forced, "Say, why don't you put my man Stan on the phone? We gotta talk a little business, if you catch my drift."

"He's busy..." He looked towards the open door again, quickly noting Lana's faint screams of rage, "Take it this is your handiwork?"

"Well, I don't mean to brag, but yeah. I laid the foundations, though Stan did most of the heavy lifting. I'm more an...investor, if you can call it that." That laugh again...it was making him sick, "So, if Stan's not here then I can assume he's dead."

"If he isn't then he will be soon."

"Right, right..." He clicked his tongue, "You know, when I gave you that warning a couple of months ago I was actually hoping that you'd follow it, you know? I mean I'm not above cutting someone up for fun, but you? You had potential." He sighed, "Emphasis on 'had' there, buddy. I warned you that you were making waves, and this? Old pal, this stunt is a tsunami right at my doorstep. How'd you feel if someone washed away all your hard work, huh?"

"If you really feel that strongly then come and get me, Jack. I'm not hiding."

"Oh, of course you're not. I see you every day." The next laugh was low, almost sinister. Peter didn't care; he'd heard it all before, "Well, you can bet that I'll be seeing you soon. Look out, Spidey, the Jack-o-Lantern's coming to take his toll."

The call ended and Peter looked down at the mobile device with a light scowl, _'Was that supposed to be scary?'_ He shook his head and placed the phone back on the table. No point in trying to trace the number; Jack probably got rid of it already. Besides, he had more things to worry about than some guy in a phone with a voice changer using insane ex-cops as his guinea pigs. He could worry about him after he found a lead on Octavius and put a bullet in Murdock's skull.

Now he just had to pick up the pieces on _this_ mess...

* * *

Lana didn't kill him.

Peter sat against the wall of the rooftop opposite the abandoned apartment, the teenage girl sitting next to him silently with her knees tucked to her chest. She hadn't said a word since they met up again, but the fact that her mother's near-murderer was still breathing told him more than anything she could have said. She'd spared his life, even after everything he'd done to her...he wasn't ashamed to admit he couldn't follow that example.

The two watched in silence as the police rolled up, Winters already down there trying to get the scoop. He'd warned her about the bombs and other traps; hopefully no one down there got their legs blown off out of stupidity. He didn't need more deaths on his conscience.

"It's over..." he muttered. Well, at least it was for her. Jack was still out there, but what else was new? Another freak who hid behind masks. Him and dozens of others in this damn place.

"Is it?" She shook her head, a bitter smile on her face, "I just let the guy who murdered probably dozens of people keep breathing...what the fuck was I thinking?"

"You tell me, kid. You were the one who was there."

"Seriously? Still doing the 'kid' bullshit?" She scowled lightly at him, "I just saw your face, and you sure as hell aren't an old man. Hell, I knew I recognized you from somewhere; you're that asshole whose been fighting at the underground rings around town." He scoffed, though he made no effort to deny it. What's done was done, "Tell me something, why don't you just win every fight? You're a Superhero, you can do it just fine."

"And what? Get attention? Have people ask questions? I made that mistake already." He rolled his eyes, "Besides, I'm not a Superhero. If putting on a mask is all it takes then all the crazies in this town would count."

"You stopped a serial killer...that counts in my book." She chewed on her lower lip and sighed, "...I should have just killed him, right? Hell, when the police get up there he's probably already bled out from all the shit we did to him. It's just..." She tucked her knees tighter against her chest, "It should have felt better. With Dave maybe it was because it was so impersonal, but this guy...he nearly killed me. I should have killed him and felt that fair was fair."

"I don't know what to tell you, Lana. We already had this conversation..." He pinched the bridge of his nose, "Who knows, maybe you're like Spider-Woman. You can't kill even if you have to. If that's who you are then fine; just don't judge me and I don't care."

"Right..." A ghost of a smile played at her lips, "He's not gonna last long in prison, anyway. Ex-cops don't make it very far in places that have a shitload of cons. It'll be a miracle if he makes it two weeks."

"He dies either way..." He laughed sardonically, "So...what are you going to do now?"

"Now? I'm going to take my mom to a fucking hospital, get her out of that shithole the doc calls a clinic," she replied, "After that...I dunno. Mom paid for my tuition all the way through high school already. School will probably give me a few days break when they hear that my mom's in comaland, but besides that...shit." She closed her eyes and took a deep breath, "She'd just want me to go back to normal. Ignore all these powers bullshit and focus on having a bright future."

"Normal doesn't sound so bad...sometimes I wish I had it."

"Yeah? Well you don't, do you? I mean hell, look at you." She raised the 'loaned' mask and and played with it almost childishly, "You dress up like a Superhero every night fighting bad guys. Why? You don't owe anyone anything. Not you, not Spider-Woman...not anyone, really. Bugle shits on you almost constantly; most people would either tell these guys to go fuck themselves or go full Supervillain."

"I'm doing this for my own reasons. What you do with your own 'gifts' is up to you. Just make sure not to hurt anyone who doesn't have it coming."

"If you say so..." She let the mask drop and rubbed the light cuts on her bare arms, "Still sounds like Superhero work to me."

"Believe what you want..." He pulled out a single cigarette - the only remaining good one - from the carton and lit it with a flick of the lighter. He deserved it after the mess down there. Peter felt his eyes close and his mood calming as he did a quick inhale and exhale. He'd need to buy more tomorrow. Maybe he should have saved it for before he went to sleep, but to hell with it. He'd take a few bad dreams over dealing with the shrapnel still on his back.

"...Hey, can I have a drag?" Peter cracked an eye open to give her a questioning glance. Kid looked like she couldn't smoke an electronic cigarette, let alone a real one, "Come on, Spider-Man. We just went through hell, are you really gonna give me shit for underage smoking? Just one drag."

"...Fine."

He handed the coffin nail to her and watched as she took a tentative inhale, "Shit..." She let out a string of coughs, smoke billowing out in droves, before she handed it back to him, "Ugh...how the fuck can you and my mom smoke those things? They taste like ass!"

"You'll find out when you're older."

Peter looked at her once again - really looked at her - and frowned. She'd tossed her jacket away earlier, something about glass on the sleeves, and she was obviously freezing in her tanktop; though she did her best to hide it, _'She's gonna freeze to death.'_ With a sigh, Peter took off his own jacket and threw it towards her, "Here, put it on before your arms fall off their sockets. I can feel your shivering from here."

"Th-Thanks...when do you want it back? And the mask?"

"Keep it. Can't exactly use it now after shrapnel's ripped through it." He'd have to ask Spector for a new mask...well, at least he could keep Bullseye from spray-painting a spider on his next jacket.

"Ah well, I liked your old costume better anyway."

"Haha..." He rolled his eyes, "Look, you don't know what you're going to do? Here's some advice. Second your mom wakes up you tell her all the things you told me. About how sorry you are, about your powers, about how you made that bastard for what he did. Some last words...sometimes you just wish you can take them back, give anything to just make up for those last moments of spite before that someone was taken from you."

 _"You're a drunk and a junkie and he's bought you! He bought you like a dog! Stay away from me, Urich! I never want to see your lying face again!"_

"Take your own advice, Spidey. That girl you talked about before, where you left off with her? Talk to her again."

"We're-"

"Not fine. Trust me, I've seen guys who moved on and guys who just say they did because they want to try to convince themselves everything's okay. Wanna take a guess on which one you are?" He looked away with a scowl. Lana placed a hand on his shoulder, her hands cold even through the long sleeves of his shirt, "Trust me, it'll do you a world of good. Every time I see a case like you it never ended well, Spid-"

"My name's Peter..." It felt wrong to be called Spider-Man without a mask. Spider-Man was the mask he put on, the thing he used to scare away the criminals and make himself feel braver than he was. Right now he couldn't scare a little kid looking and feeling like he was.

"Peter, huh?" She blinked before letting out a soft laugh, "Alright, Pete. Take your own advice and just call her. You won't regret it. Like you said, the second my mom wakes up I'm going to eat so much of what I said...best thing you can do is get it over with."

She leaned forward and kissed him, lips pressing against his right cheek for two seconds before she sat back down again. He didn't think anything of it; a grateful gesture, a 'thank you' for helping her avenge her mom. He closed his eyes and let himself relax, at least for the moment. Right now the sounds of sirens were practically a lullaby...

* * *

Finding his way back home was a nightmare. Without his mask or jacket no one considered who he might have been, but the wounds were enough to garner attention all on their own. Not enough for them to help, of course, but a wary glance here and there.

He was nearly to his door before he pulled out his phone, his fingers tapping the number pad almost automatically. He still memorized Gwen's number, even if he had no intentions of ever using it again...or at least that's what he thought. He hated to admit it but Lana's words had gotten to him, and so did Watson's. He couldn't deny that he felt resentful for her lies, but would talking have been so severe?

His finger hovered over the call button for a few painful seconds before he eventually pressed it. The ringtone - one of the songs of the band she was in - played for a few brief seconds before she answered.

"Hello? Who is this?"

It was odd hearing her voice again so close to his ears. She sounded tired, but beyond that he couldn't say. His mouth opened, but no words came. What would he say? That he wanted to meet? That he wanted her to stay away from him? Which was it? He shut his eyes tightly and terminated the call without saying a word. He couldn't talk to her, not like this, _'Need to get some sleep...'_ He almost limped into the small apartment. Maybe then he could-

Spider-Sense.

Peter knew it was coming, but in the state he was in he wasn't fast enough to avoid it. Two thin arms snaked around him, one holding onto his waist tightly while another pressed a knife against his neck. The tip was barely an inch from touching the skin, and the giggle that followed didn't help his nerves, "Oh, stop struggling, darling. We came all this way just to greet you, after all."

...He knew that voice.

"Now, now, Ms. Walker. No need to be so rough with our guest." Murdock stepped out of his bedroom, his immaculate suit and high posture contrasting heavily with the run-down interior of the living room, "After all this is our reunion after two months."

"Murdock...what do you want?" He needed to find a way out of this. He'd be damned if he let Murdock get away from him again, "And why are you hanging around a dead woman?"

"Dead? Do I seem dead to you, sweetheart?" Firestarter inched the knife higher and made a light cut on his cheek, "I'm as alive as you and my new boss over there." Her tongue darted out and licked the drop of blood before it could fall down his face, the pink organ lingering on his skin for a moment before she giggled, "Oh, I just couldn't wait to meet you again, lover!"

"Forgive Ms. Walker's actions, Mr. Parker. She's been...infatuated with you ever since we brought her back from your little attempted culling." He gave him a shark like smile, "Besides, she's not the only one that's passed that threshold already. You should know far more intimately what she's been through. Right, Mr. Parker?"

"...What are you talking about?"

"Nothing, just some idle ramblings." He adjusted his shades and chuckled, "But that's not what we're here for. I told you before that our last meeting in Forest Hills would be the last for a while, and given that two months have passed I think it's been long and sufficient enough to make my offer."

"Your offer...what makes you think I want anything from you?"

"What makes you think you haven't already gotten something from me?" he countered, a laugh coming and going, "Ask yourself this, Mr. Parker. S.H.I.E.L.D is a global organization with ties everywhere. If they wanted to find you they could have done so easily, especially given your penchant for appearing on the evening news. And why haven't they? Simple." He tapped his cane on the ground twice, "Someone's been keeping them from doing that."

"That someone would be you?" He scoffed, "So what do you want, carrot top?"

"The same thing I've always wanted: To bring you into my fold." He grinned, "I was hoping to induct Ms. Stacy into my ranks as well, but she's...extended far enough that I can no longer hold her in my grasp. But you? Oh, you're perfect." He extended his hand, "So, what do you say, Mr. Parker? Will you join us, or risk life in this city on your own without anyone but a hamstring group of vigilantes to aid you?"

"...I'll take my chances."

He liked to think that he would've had a better chance against the two of them if he hadn't been so injured, but what if's never solved anything. He'd barely headbutted Firestarter and reached for his gun before Murdock stopped him, "Now, now. Manners." He smashed the cane against his hand harshly and delivered a kick to his legs that left him with his back on the floor. That done the blind lawyer detached the end of the cane and placed the now-unsheathed sword above his neck.

"Oooh, he's feisty! Just the way I remember!" Firestarter grinned, licking her bloody lips slowly.

"Indeed." Murdock knelt down, the sword never once wavering, "I'll admit I'm disappointed, Mr. Parker, but it's what I expected from you. You're like Ms. Stacy; stubborn to a fault...it's part of why I'm so insistent myself on bringing you in. Now..." He rummaged through his pocket with his free hand pulled out a business card, "I'll give you what you want. Any protection we offered? Gone. But you should know that it wasn't only S.H.I.E.L.D that's had their eye on you. I've a somewhat estranged ally who's been waiting for a long time to reclaim you, and she was insistent on getting her investment back."

"Get to the point..."

"So impatient." He shook his head, his smile never leaving, "Alright then. I'm leaving you my card. If you decide that you've had enough then just call me and I can give you the offer on the table. If not..." He gave a dramatic sigh, "Well, you'll have to contend with Commander Carter's organization of would-be do-gooders or Ms. Moon's own cabal of loyal followers. I don't envy you either way."

"Go...to hell..." He spat in his face. It was feeble resistance, but it was the best he could do.

"It's far too late for that, Mr. Parker. Now the only choice you have is whether you want the Devil on your side."

Murdock kicked his face and his vision blurred. Just barely she heard the unlikely pair wave their goodbyes before his eyes closed and he found himself sinking into unconsciousness.

* * *

 **Done. Well, this chapter was a pain in the ass :/ Anyway, Sin Eater didn't get much attention, but it has to be pointed out: He's a crazy dude with a shotgun. After Electro, Hammerhead, Vulture and (very briefly) Gwen herself he's not gonna be the one who has Noir's number.**

 **Anyway, back to dual chapters come the next update. Given what just happened in the chapter I'd like to try and go for a lighter question. Given the (lack) of romance at the end of the Sitting in a Tree arc in the canon Spider-Gwen - and some reviews I've gotten - I have to ask: Why exactly would people pair Noir with anyone? I'm not even talking about with Gwen here.**

 **Maybe it's just me, but the way I've written him he's a...well, not mincing words; he's a gigantic asshole. Morally speaking he's upright, but as a person he's very lacking. Going back to the Rorschach parallels: Rorschach is morally upright (for the most part...) and follows his beliefs, but he's such a ginormous prick that no one besides Owl-Man can actually call him friend. While Peter's nowhere near as big a cock, he is still pretty dickish all around.**

 **I mean I can see why people might want romance for Gwen: Flawed as she is she's a genuinely kind person who's nice to as many people as she could - even giving Bodega Bandit her hamster after he lost his dog (which explains why he has a crush on her in the fic) - and trying her best to be a hero. But Noir's just...well, his behavior leaves much to be desired, right? It's rather telling that the only person who seems to like him that way is Typhoid Mary, and she's insane...**

 **Review answers:**

 **KnightBloom - New reviewer :D Hope you keep responding.**

 **AxDevilman - He didn't have it in canon, and Shattered Dimensions even has him comment on it. So no, no organic webbing till he was streamlined later in Spider-Verse.**

 **Mingyu - It's not that MJ's important to him, but so far she's the only one who knew Peter but doesn't expect him to act like his 65 counterpart. She comments it's weird to see him smoke, but that's it. It's refreshing after all the 'ZOMG, you're Peter!'**


	40. Out of the Shadows

**So...just got ME: Andromeda. Animations...not as bad as people say, though maybe I'm just lucky. Couple that with projects due next week and updates are probably going to slow to a crawl, at least for now. Anyway, new Homecoming trailer out :D ...It kinda spoils the entire story, but whatever.**

 **Also shows more of MCU-Spidey's insane strength such as him holding the boat together till it can dock and affecting a crashing jet's trajectory by pulling on the wing...this kid with Venom would be a nightmare.**

Question before we start **:** We've seen the characters go both ways, but when it comes down to it who's ultimately willing to bend more? Would Noir lighten up on his anti-heroic methods for Gwen's sake or would Gwen be more lax in her moral standards for Noir's sake? Both of them are shown to have points and have been portrayed both positively negatively for their beliefs so who do you think is ultimately more willing to genuinely compromise without having to be threatened or coerced?

And a more philosophical one: A loaded question here, but appropriate considering what happens in future chapters: Do you guys consider super powered people, Gifted, mutates etc etc 'human'? I mean we have a baseline for what humans can and can't do, and playing through Deus Ex again makes me wonder. Is someone like Noir who can eject organic webbing from his wrists and has near-precognition considered the same thing as the average joe down the street? What about Gwen who can lift ten tons, stick to walls and survive a point blank grenade? Is she considered to still fit the definition?

This question might come up given the events that transpire later on and I want to avoid their friends just going 'you are who you are' and ignoring it like a feelgood Disney flick. At what point does something become too much? I mean a guy with an advanced prosthetic arm or leg is still normal, but what about a guy like Raiden who has nothing but his head as organic with the rest just bits of metal and carbon fiber? Does his organic brain still make him a human being or is he now considered a transuman or a non-human creature like, say, The Lizard or Morbius?

* * *

Three days...he was starting to get tired of staring at the peeling wallpaper.

Peter let out a frustrated sigh and adjusted his place on the couch, looking back up at the ceiling (it was the nicest part of this place...) blankly. Murdock's warning rang back in his head: No more protection, nothing to cloak him from whoever was trying to find him. A part of him was tempted to disregard the warning altogether, to think that maybe carrot top was just overestimating himself, but caution was always the better part of valor. He'd survived this long by knowing when to stand his ground and when to swallow his pride and run with his tail between his legs.

And right now everything inside him told him to run and never look back.

"Damn it..." He covered his eyes with his right arm and exhaled slowly. He'd stayed in this apartment for about three days now, doing nothing but mulling over his own thoughts. Stay hidden, put on a mask and fight, go visit Lana and her mom at the hospital...it was spiraling all around him. He liked to think he was anonymous when he didn't put on the mask - just another face in the crowd - but after nearly two months of nearly every damn yahoo in this place linking him to that kid he'd gotten more than a little paranoid.

So here he stayed, just staring at the wallpaper and trying not to go mad. Every second seemed to take ages to pass; even trying to watch television or go on the internet didn't help things. The programs and cartoons they showed were mindless and he felt dumber for trying to make sense of them. The 'world wide web' wasn't any better, mostly on account of the news focusing what celebrities did what while actual crimes were relegated to the third page in tiny font; and that if they were lucky. Worst case someone could get mugged and stabbed on the street and it wouldn't get so much as a glance compared to a tv show getting a delayed season.

He wished he could say it surprised him, but it was one of the few things that hadn't changed in 82 years. Even back home no one listened or cared, too preoccupied with their own problems or misery to lend a helping hand to someone who needed it. The worst part of it was he couldn't even blame them, not really. Between saving yourself or the life of an utter stranger the choice seemed obvious; even most saints would hesitate when they had to actually give something they truly cared about rather than donating a stack of cash so they could pat themselves on the back.

Even now he itched to leave, to put on a balaclava and try to take his mind off his mindless meandering. Bullseye had called him earlier and asked how he was doing given his sudden absence, though he'd lied and said he was fine. 'Taking some time off', which the older man had apparently understood. He'd told him to take care of himself, to call if he needed anything or wanted to go for a drink. Honestly, the part that kept reminding him to keep the insane sadist at arms reach was shrinking by the day...

...Oh, and he got a dog.

Peter shifted his arm away from his face and cracked one eye open. The small pug pup trotted out of the bathroom, his tongue hanging out and acting like he didn't have a single care in the world. He probably didn't; it must've been easy not having to worry about anything but when his next meal was coming or if he got the requisite amount of stomach rubs to satisfy him for the day.

The pug - he still hadn't found a name for him yet, though he was leaning towards 'dog' or 'mutt' for simplicity - trotted towards him now, looking up at him with a dopey smile on his face. Peter couldn't help his lips quirking up on a slight smile of his own and he brought a hand through its white-brown fur. It was juvenile, but even he could find amusement in a pet looking at him like he was a savior for filling up his doggy bowl.

Technically he didn't really 'get' the dog in the normal sense. He'd heard scratching coming from the halls during his self-imposed isolation and found the little thing whimpering in the hallway. He should have left well enough alone, but the shriveled little raisin that was his heart (har har...) pushed him to feed it some leftover ham he'd had the previous night. Needless to say the little guy latched onto him and refused to let go. He halfway figured the thing had an owner given how well-trained it was, but if he did then he certainly didn't seem to be in any rush to run back to em.

That and he wasn't ashamed to admit the company was nice, even if he left slobber everywhere.

The sudden knock at the door caused him to sit up. Not Murdock; the blind bastard would have found some other way to his apartment and the only other person who knew about the place was Lana; and he really doubted she'd be visiting him with her mom in the hospital under intensive care.

"...Stay here, boy." He stood up and grabbed his revolver from the table. His spider-sense was quiet, but his paranoia was practically deafening, _'Better safe than sorry...'_ He put one hand on the doorknob and kept the gun hidden behind his back before quickly pulling the door open.

Winters stood on the other side, one hand raised in the air awkwardly in a mid-knock while the other held on to what looked like a plastic bag full of beer. Peter raised an eyebrow; certainly not who he was expecting, though after everything that's happened in the recent days he'd take a gung-ho journalist as a sign of good news. At this point he was halfway expecting that Russian broad to be slamming his door down and rambling about CD's again...

She stared at him silently, probably waiting for him to make the first move, though she eventually spoke up after a quarter of a minute of awkward silence, "Uh...you gonna let me in or are we gonna have this awkward stare-off for a few more hours?"

In all honesty he was tempted to slam the door in her face. He didn't know why she was here, but if there was one thing he _was_ sure of it was that besides explosion hands no one else knew about this place. The landlord had even even guaranteed discretion...then again that same guy guaranteed that 'absolutely nothing illegal was happening in this place' and Peter was pretty sure the couple a floor under him were arms dealers, so maybe it was his fault for hoping against hope that his Spider-Sense was wrong for once.

Instead he made do with, "Yeah...come in."

He stepped aside to let her pass and she walked into the room (making sure to keep the gun hidden behind him), a bounce in her step and a grin on her face. Dog trotted up to her, his dopey grin already in place, and she laughed, "Aww, didn't know you were the type to have pups around." She placed the bag of beer on the table and knelt down, both hands rubbing the dog's head while it slobbered on her.

The thing was friendly, especially for a supposed stray...it almost made him forget that he probably wasn't vaccinated and likely had rabies.

"He found me more than I found him..." He looked down the hall briefly before closing and locking the door again. Winters was still playing with his new friend, and the scene was so...normal that he almost forgot to be paranoid for a second.

Almost.

"What are you doing here?" He placed the revolver on his back holster and crossed his arms. He knew he could trust her, at least to an extent. She was genuine in wanting to put that serial killer behind bars, at least; enough that she risked some time in the big house to hack that computer to get the information they needed on Carter. So at the very least he could rule out her being some kind of criminal in disguise.

"Nice to see you, too." She picked up the pug and placed him on the table, the little mutt immediately nudging at the plastic bag full of cold beer with his snout, "You know how much of a pain in the ass it was to find you?"

"I try not to advertise..." he muttered. Winters was all smiles and grins but he'd already seen beforehand that thinking she was harmless was a bad idea. Most people would've gotten a face full of tazer if they didn't have a sixth sense...then again most people would've knocked on her apartment door rather than sneaking in through the window, so maybe that was just him, "...How'd you find me, anyway?"

"I asked our mutual friend Martin." She grinned, and he pursed his lips. Not entirely unexpected, though maybe he needed to have a talk with the priest on discretion. Honesty was espoused by most religions, but sometimes there was a time to keep your mouth shut, "Anyway, I did some digging and I managed to find this place. Wasn't that hard, actually. A few winks and a 20 to the landlord downstairs and he was practically falling over himself to give me info on everyone here...did you know the couple downstairs sell guns?"

"I figured." He rolled his eyes, "...You didn't answer my question. What are you doing here?"

Whatever it was it probably had something to do with how dolled up she looked. The last traces of the winter chill were all but gone, but wearing a dark violet dress and boots definitely wasn't something most people - let alone a journalist - would wear as casual wear...or at least that's what he figured. He was never much into fashion and he didn't fancy spending time trying to decipher how it changed in 82 years.

"Oh, like you don't know." She leaned back and sat on the table, dog backing away to avoid hitting her, "Look, lets get down to brass tacks: I know your secret~" she said, her voice sing-song.

Peter scoffed and resisted the urge to bite back a 'so what?' at the energetic blonde. A few months ago hearing that would have caused him to panic, but now it was barely more than a tap to the shoulder. Even if she was a journalist he couldn't find it in him to care too much. He was a perfect match to that Parker kid from his fingerprints to the smallest strand of DNA; monster poison included. Even if she wanted to she'd come across as a raving lunatic if she tried to expose him.

"I gotta say I'm surprised, though," she continued, ignoring his obvious silence, "I mean when I think about The Dark Spider's Albert Centworth, his number 2, I expected some old guy in a butler suit or something. Anyone else but..." She gestured towards him lazily and let out a melodramatic sigh, "I mean no offense and all, but shouldn't you be in high school? You look like it, at least, though appearances can be deceiving. Just look at me; kickass journalist and I can pull off a pair of heels better than most people."

 _'...Number 2?'_ He held back a snort and uncrossed his arms. Well, it looked like he gave her a bit too much credit, "Right...a real big fan of him, that's me." He picked up one of the cans of beer and opened it, ignoring her curious stare, "...I'm 23 years old, Summers. I'm at least old enough to drink." Technically he was about a 100, but something told him that she wouldn't exactly buy that. Truth was often stranger than fiction, as he'd found.

And if Stars-and-Stripes' data was any accurate then Octavius had been in this place for at least half a decade. Seemed as good an age as any.

"Summers...cute, you come up with that on your own?" She opened her own can of beer and held it in her left hand, her right rubbing dog's head affectionately as he buried his snout into her palm, "Anyway, if you're wondering how I knew then it was cause of Father Martin. He told me that you were both 'acquainted with Hell's Kitchen's resident guardian angel' and I figured it out on my own. Kinda weird, but hey whatever works."

"...So will you tell me what you're doing here now?"

"Right, right. Almost forgot." She took a long drink from the can let out a relived breath, "Alright, here's the deal: I'm not gonna try and blackmail or bribe you into trying to call up Dark Spider for an interview or anything."

"How relieving..." He finished off the can and rolled his eyes. Between Murdock, Jack and that gang of spooks he wasn't exactly feeling the fear from a journalist whose only weapon was a tazer, even if that made her marginally smarter than those who ran around with nothing but their 'camera and guts'.

"Yeah, yeah. I'm a real generous gal." She waved away his sarcastic remark and gave a roll of the eyes of her own, "Still, if DS trusts you then you gotta be tougher than you look. So I'm here to make you an offer-"

"Not interested."

"-that I think you'll like," she finished awkwardly, throwing him a half-hearted glare he didn't bother to reciprocate, "Wow, right off the bat and _after_ you drank my beer. Real gentleman, you are."

"If you want me to pay for it then I will...and get your hands off my dog while you're at it."

"Nah, maybe I'll just take the little guy as down payment." Her hand shifted to rub at dog's stomach and the pup felt flat on his back, legs kicking happily at the contact, "Look, just listen to me for a second. I did some research on 'Ben Reilly' and couldn't find anything. No records, no history or papers...nothing. Closest thing I got was an Irish guy over in Dublin, and he was 53 years old. So the question then remains: Who are you?"

"The guy who drank your beer and whose dog you're not taking." He threw the can to the trash bin gave her a flat stare, "Look, is this all you wanted? To try and pry some info? Thousands of people in this city don't have papers or records, you wanna try interviewing every one of em?"

"That's more a side-project, but I actually came here to offer you a job." She waited, the smile on her face expectant, but his flat stare remained, "...Wow, nothing? Really? Not even gonna ask how I plan to do that considering you have no papers?"

"I'll assume you just won't tell your bosses, the same way you probably didn't tell them about you and Sp- Dark Spider's break-in at that drug store." God, he hated that stupid name, "And whatever this job is I'm not interested. I'm busy enough as it is."

"Yeah. The pile of cigarettes and empty whiskey bottles definitely screams 'I got shit to do'." She gestured to the almost overflowing ashtray and scattered bottles on the living room table, "Anyway, just hear me out. The last article on Sin Eater and your friend Spidey? Went great. Even though the Bugle published it at the same time as everyone was cheering on about Spider-Woman stopping fish-bowl dude it definitely got attention. The killer being a former police officer also led to some investigations on the precinct. It's probably the first time in months the DB's not being used as toilet paper."

"Your point?" He'd read the article. Rather flattering to his alter-ego...a bit _too_ flattering in hindsight. He was surprised this madhouse's Jameson let it pass. Who knew, maybe the Robbie Robertson and Ben Urich of this place were halfway reasonable...hell, they were still breathing. That was something more than the one's he knew had.

"We need more scoops like that. Something to wake people up, you know? I mean I wouldn't reject the idea of getting an interview with Spider-Woman, but we can't just treat it as a gossip rag-"

"Get to the point," he interrupted. At this point he was getting tired of hearing impassioned pleas.

"I need your help," she said, her expression surprisingly stern, "I don't know what the deal is with you and Dark Spider, but Martin told me he found out about the rosary from you and that you can take care of yourself. I like to think I can take care of myself too, and I definitely pack a mean left hook, but I'm not suicidal enough to try and go for the big scoop without backup."

"So ask one of your buddies at the Bugle. You don't need me."

"Yeah, right. The only guy who lifts weights in the office is Eddie, and he has a strict 'I work alone' policy so no luck there." Her shoulders sagged, "Look, if it's money you want then I can pay you. Not much, but I got a raise because of the Sin Eater article and you look like you need all the help you can get." She gestured all around her, "You don't even have to do much. Just stand there, take pictures and...maybe call your buddy if things get hot."

"So that's what you want." She needed insurance, and what better than the the other 'Superhero' in this crazytown? He sighed and pinched the bridge of his nose. About what he expected, though it wasn't exactly 'wrong' per-se. He knew she was being honest about looking for a serious news story; no one else would have cared about a bunch of dead junkies and whores...and he wouldn't have found Carter without her help.

God, he was actually considering it...

"...Fine." He tried to ignore the almost infectious smile she gave him, "Just tell me when you have a scoop-"

"Uh, right now, actually," she interrupted. Before he could say anything else she put dog back down on the floor and put her hands on her hips, "Why do you think I'm dressed up? Pretty sure you didn't think it was just for you." She winked, which he responded to with a withering glance, "I got a tip about this new drug off the street, worse than cocaine or heroin or all that crap. Leaves people dangerously addicted and practically comatose in the worst case."

"Sounds like they're digging their own grave." Peter crossed his arms, "Anyone stupid enough to get caught up in that deserves to get laid up."

"Ouch. Social Darwanism much?" She stuck out her tongue, "Anyway, this drug's dangerous. It doesn't just get the victims laid up, but supposedly it makes em batshit, you know? They start attacking people, biting chunks of em off in the worst cases. Definitely nasty, and it's hurting innocent people. So..." She waved a hand through the air, "We're going undercover. Pretend we're just a couple of people looking for a good time."

"And that ties into your dress...how?"

"It's in a nightclub. Couldn't very well go a t-shirt and khakis," she said, "Anyway, we need to find you a change of clothes and get going." She clapped her hands, her smile widening, "Come on, photo-monkey! Time's wasting!"

...He was going to regret this.

* * *

At a nightclub with all her friends and it was barely past 6 pm...she was definitely living the good life.

Gwen looked down at her (strictly non-alcoholic) drink, her hands and feet tapping along lazily to the rapid beat around her; something about a happy minigun...oddly enough it probably wasn't the weirdest thing in this place, _'Bottoms up.'_ She drank down the soda in one gulp, doing her best to pretend it was something she was still 2 years too young to legally drink.

Her last attempt at drinking beer a year ago ended...not so well. Apparently it was a long story if you trust MJ (which she couldn't), but it involved three cans of beer, trying to make out with the aforementioned redhead while under the influence and then drunk dialing Randy about how much she admired him and that he was 'her fucking hero' before she passed out on the couch...all in the span of 10 minutes.

She wanted to say MJ was full of shit, but considering she woke up on the aforementioned couch with lipstick marks, a worried Robbie calling her to ask if she was on drugs and a splitting headache she had her doubts.

The blonde looked up from her drink across the rest of the table. Glory and Betty were playing with a dating app, arguing whether beehive beard or captain scottish deserved to get swiped right. Meanwhile Kate was chatting to MJ about...something. She couldn't make it out over the music, but the not-so-subtle glances the brunette threw her gave Gwen the feeling that it was about her. Probably about how much of a sad sack she was being.

Gwen sighed and leaned back in her seat. She should have been happy, celebratory even. She'd gotten Mysterio, saved those teenagers and he was going behind bars for a long, long time for endangerment of minors. It should have been a good time, and all her friends knew it...except Kate, ironically enough. The archer had been there with her every step of the way and she was the only one on the table who had no idea about her double life.

Mysterio's last words kept repeating in her mind, _'What did he mean by 'The Franchise'?'_ She traced a finger through the rim of the cup. She was tempted to disregard it altogether as nothing more than typical villain last words. How many times had she heard 'We'll see each other again, Spider-Woman! This isn't the last you've seen of me!' the past month alone? It shouldn't have bothered her so much.

...Though considering those same guys inevitably busted out of prison the next week to 'see her again' maybe they had a point.

"Gwen! Hey, Gwen!" She nearly jolted out of her seat when she felt Kate tapping her shoulder, her expression worried, "Earth to Gwen, you hear me?"

"Huh? Y-Yeah, I hear you." Gwen gave the other young woman a smile, though it felt strained, "What's up?"

She'd introduced Kate to the others just today and already she was making fast friends; particularly with Glory. Not that she was surprised; the would-be private detective was friendly to a fault and difficult to disagree with...which just made it all the more confusing for her how or why this 'Clint' managed to set her off so much that she decided to quit S.H.I.E.L.D because of it. Whatever it was it was must've been a hell of a lot worse than pissing in her cornflakes.

"I'll tell you what's up." Kate scooted closer to her, a drink in her hand, "Here we are at one of the best nightclubs in town with drinks in hand - non-alcoholic in your case, but still - and friends all around us and you're acting like the donkey who hangs out with that bear who eats all the honey. What was his name again? Whiny? Ah, doesn't matter!" She took a deep sip from her cup, her face growing slightly flush, "Point is, you're being a sad sack, Ms. Stacy."

"Ouch..." She let out a soft laugh, a genuine one this time, "And what, Ms. Bishop, is your solution?"

"Just the one." She gestured to the dance floor. It was still relatively early in nightclub time, but the dancing was already in full swing. Supposedly there was some kind of event taking place, though she didn't know what it was. The only reason she'd come here was because her friends insisted...which, really, just reminded her of how depressing things had gotten. A few months ago she would have been the first through the doors and one of the last to leave (Betty always managed to beat her...).

Still, there was one thing that gathered her attention: Men and women in spandex, latex, leather or even bubble wrap (how they kept their stuff hidden was beyond her) were dancing with those who wore normal clothes...and god did she feel like a hypocrite thinking that considering the backpack with her costume stuffed inside it lying at her feet. Still, it was the new trending thing: Spider-Woman was the new in thing, so dressing up in masks and skintight clothing was popular.

And to think, it was less than a decade ago dressing up like that would've led to you getting stuffed inside your locker. Hell, a part of her was tempted to go in there in full costume and pretend to just be a fan who was cosplaying, mostly to see if she could get away with it.

But of course she wasn't nearly drunk enough for that.

"Yeah...I see them, Kate. What's your plan?"

"You, me and a dance." She made a grand gesture before offering her a hand, "May I have this dance, milady?"

"Milady? Didn't take you for a neckbeard, Kate." She swatted her hand away playfully and laughed into her empty cup, "Besides, do you really wanna try dancing in that? Doesn't seem like the best idea." She pointed to the purple dress and high heels the older girl was sporting. While it certainly wasn't fancy enough to look out of place on the Technodrone it was definitely a cut above what she and the rest of her friends were wearing.

"Please, I can ice skate in these things." She winked and finished the rest of her cup, "Come on, let's dance. Maybe it might cheer you up."

"No, really, it's-"

No fucking way.

She nearly dropped her cup when she saw him through the crowd. At first glance she thought she might have been seeing things - maybe because of lack of sleep, or maybe because Betty spiked her drink (wouldn't have been the first time...) - but when she blinked and looked again it became abundantly clear that she was sure of what she saw.

Peter...she stood up abruptly, surprising the rest of her friends, and made her way towards him. He was looking away from her, his arms crossed and his attention focused on someone else, _'It's him...'_ Every step felt shaky, her heart beating rapidly against her chest. Two months he was gone...almost as much time as she'd actually known him, really. Two months of S.H.I.E.L.D's fruitless searching, two months of Uncle Ben and Aunt May looking to her for answers...

Once she was close enough she reached out a hand and grabbed his wrist, causing his head to snap to her and their eyes to meet.

There was no moment of silence, no grand understanding or whatever fucking cliche she could think of. She saw his eyes widen and his mouth part slightly in surprise before his expression morphed into a slight scowl, "...This must be some kind of joke."

"Peter-"

"Hey, hands off the photo-monkey, lady- wait, Gwen?" Her gaze shifted to the source of the voice and her grip weakened at the sight of Norah looking at her, an expression of confusion that mirrored her own, "Uh...well, I gotta say I wasn't expecting to see you here...or to start manhandling my photo-monkey."

"Yeah..." The rest of her friends ran to join her, many of them either looking at Norah or her hand still holding onto Peter's wrist. Thankfully no one else paid attention to them; she could've been screaming that her best friend had come back from the dead and they'd ignore her, "Um..." She let go of Peter's wrist reluctantly and took a tentative step back, "Um...so, you two know each other?"

"You could say that." Norah looked at MJ and gave a light wave, which the redhead returned with surprising casualness, "Huh...looks like the gang's all here. Did I miss a concert or something?"

"Nah, just a night out on town," Glory answered, her narrowed eyes focused on Peter. Neither she or Betty knew about who Spider-Man was under the mask...almost no one did, really. Besides herself, her dad and the Parkers she was pretty sure only MJ had an idea, and even then mostly cause she happened to walk in on them that night at the rooftop, "So...Gwen, who's the grunt? An old friend of yours?"

"No, just a mistake...one she really should stop making," Peter answered for her, doing everything not to meet her eyes again, "...Summers, we don't have time to waste here. Didn't you say those dealers are coming? This isn't the time for standing around."

"Uh, yeah, actually it kinda is," she replied, "Look, I already ID'd the guys and all we were doing was standing around waiting for em. Whether we do it by ourselves or with someone else really doesn't matter." She shrugged, "And 'sides, I'm pretty sure MJ and the the rest of the girls have a table. Beats standing around with our thumbs up our ass, doesn't it?"

"You do what you want. I'll-"

"Wait, we need to talk." She reached a hand out and grabbed his hand this time, "Look, I know left of on a bad place last time, but-"

"A bad place? That's a hell of an understatement, sister." He scoffed, "Look, we have nothing to talk about. I made it very clear last time: I stay away from you, you stay away from me. I haven't gotten...'sick' in two months, so I don't need your help."

"It's not just that!" She shook her head, "Aunt May and Uncle Ben need to talk to you! God, do you have any idea what it's been like for them?" Going to sleep every day praying and hoping that the next day they'd finally get some answers? That they wouldn't find their surrogate son on the news after he tore through another biker club or a mafia safehouse and left everyone inside begging for prison just to avoid more beatings?

So many things to say...and she clammed up again.

"What? To not get the answers they want? No, of course not. I got everything I want right here." He sneered, "Look, you can just-"

"Oh for fuck's sake, would you two just sit your asses down and talk already?" MJ interrupted, giving them both an annoyed glare, "We'll fuck off, so would you two just settle whatever drama this is? Cause it's just as painful for the rest of us to watch this tiptoe bullshit." She gave Gwen a firm squeeze of the shoulder, "Just say your piece, alright? If he doesn't listen then tough, you tried."

"It's not that-"

"Maybe not, but it's better than this damn Eeyore routine you've been running through these past two months." She looked to Peter now, "And just listen to her, would you, Tiger? You kinda owe me for having your back with old man Stacy and Aunt May back in that office."

"That was-"

"Good? Good." She nudged her head back to their abandoned table, "Come on, let's leave these two lugheads alone."

The rest of her friends and Norah looked at them curiously before eventually following MJ back to the table. Kate stayed behind, gaze shifting between them worriedly before she spoke up, "Uh...wow, that was a thing." She gave an awkward laugh and settled her gaze on Peter, "Uh...long time no see, huh? You know we never finished that job. Our mutual friends kinda just reneged on the whole deal."

"Yeah...nice to see you again, Bishop." He pulled his hand from her own and stuffed them both into the pockets of his pants, "...Didn't realize you were friends with Stacy."

"Oh, yeah." She did her best to give a sincere smile, "Her dad's...friends with my boss, so it just kinda happened." Kate gave her a look she couldn't decipher, "Uh...anyway, I'm being a third wheel here, so I'll just join the others." She clapped her on the arm and winked, "Don't take too long, Ms. Stacy. You still owe me that dance."

"Yeah...sure."

Kate gave the two of them an awkward goodbye and joined the rest of her friends. A part of her was tempted to join them, or at least get someone else here to try and expel the awkward atmosphere in the air; which the mingun song wasn't doing much to dispel. Instead she just stood there, looking down at her feet and trying to think up of something to stay. 'How's it going?' 'What've you been doing?' "The weather's nice'...all the cliches into one ear and out of the other.

Eventually he managed to speak up, gesturing slightly to the back end of the technodrone, "...Come on, let's go somewhere quieter. This music's giving me a headache."

They made it to the smoking section, the 'classy' part of the establishment; if only because it had a carpet instead of blinking strobe lights on the floor. She could still hear the music through the windows, though it felt far less stifling. Besides a bartender who looked extremely bored and a couple that looked like they were high as a kite the place was almost pathetically empty. No surprise considering it was cosplay night outside...

"Over there." She gestured to the corner table, far enough that no one would be able to hear them unless they decided to scream their lungs out. Gwen sat one on side, Peter choosing to remain standing with his back against the nearby wall. His expression still looked a cross between a scowl and a frown; she wondered how much effort it took to keep it up before she shook her head.

Now wasn't the time for that, she had to say something.

"So...how are you?" He gave her a flat look, "I mean...you look good."

God, kill her now. She let out a frustrated breath and nearly slammed her head on the table...which probably would've damaged the table more than it would her. She placed her head atop her arms and just...looked at him. It'd been over eight weeks since she'd seen him last and he looked...well, more or less the same, really. His fashion sense seemed to take a definite rise, at least: A black long sleeved shirt, some cargo pants and boots...no wonder Glory called him a grunt, but it was better than the suspenders and garter socks.

Though it did make her feel almost underdressed in her rock shirt, jean shorts and sandals. Most of the time when they met one another everything - her face included - was covered up, but going to a club in spandex wasn't her first thought even if it was apparently everyone else's.

"Summers tried to get me to dress up, but I wasn't gonna waste time trying to get what counted as a monkey suit for this madhouse..." He closed his eyes briefly before pulling out a...pack of cigarettes from his pocket? Gwen watched through narrowed eyes as he took out one of the white sticks and stuck it on his mouth, lighting the end of it with a chipped metal lighter.

"...You smoke?" She couldn't stop the incredulity from seeping into her tone, "I...didn't know what was a thing for you." It felt silly worrying about it. Underage drinking and smoking felt a lot more petty compared to some of the things they both did. She was pretty sure fighting Supervillains didn't have an age limit in the eyes of the law, but if someone as insane as Castle could freeze up when he realized how young she was then there had to be some standards, right?

"Something I picked up...helps keep me calm." He took a deep inhale of the stick and exhaled away from her, "...Why, you gonna rag on me for that, too?"

"No, no. It's none of my business..." She was pretty sure cancer wasn't a thing for either of them. She was radioactive enough that she was pretty sure she was a walking chemo patient in the eyes of many doctors, "...Look, I read up on you on the news. That serial killer...they called him Sin Eater, right? You stopped him?"

"Not alone, but yeah. And it was Summers' idea to call him that..." He shook his head, "Not like you haven't been busy yourself. You and Bishop stopped that hypnotist with the fishbowl on his head...called himself Mysterio, right?" She nodded, "Another freak...right up your alley, I guess." He looked down and smiled sardonically, "Guess we've both been busy..."

"I guess..." She licked her lips and tapped her foot under the table impatiently. She wanted to get to the point, but the way they'd left off...it was a miracle he was even willing to talk to her now. And it was only cause of...wait a minute, "...Hold on a second. MJ called you tiger back there," she said, the younger teen giving her a raised eyebrow in response, "Did you two meet before?"

"What, she didn't tell you?" Another drag of the cigarette, "I needed help finding Sin Eater so I went to your dad for help. He was in that detective agency, the one Jones and Bishop stay in. Neither of you were there cause you were busy with that clown. So..." He scowled slightly, "Your old man called Au- May Parker and Watson over, probably try and convince me that I needed to talk to you...guess he overestimated me."

"Not sure about that." He was here talking to her now, wasn't he? That had to count for something...and it better not be another headbutt, "...Look, Peter: You hate me, I get that. We didn't leave off on the best of terms, but..." She bit her lower lip. Why was this so damn hard? She could face Hippo without blinking but talking to someone and trying to be honest? Like pulling teeth out, "...Aunt May and Uncle Ben deserve some answers, don't you think?"

"What answers do you think I can give them, Stacy?" He stabbed the cigarette into the provided ashtray and pulled out another from the pack. "You know as much as I do. I'm not their son, their nephew, their adopted kid...I'm _nothing_ to them. Why don't you tell them that? I don't know anything you don't, and seeing me isn't gonna be some grand revelation for them like Jesus' second coming. I'm just a stranger with that kid's face, what else am I?"

"How about the one who saved their lives?" she pressed, "I...I don't agree with how you did it. The serum should never be used again, _ever_ , but if you weren't there then...then I'm not sure if I could have saved them in time. You're more than just a stranger at this point."

"They were only in danger cause Toomes unmasked me. If he didn't then he never would've figured there was a connection to the Parkers..." He brought a hand through his forehead and let out a soft exhale, "...What do you want from me, Stacy?"

"I want you to come with me...to talk to them. They're gonna have dinner with my dad and Jess later, it's the perfect time." She held up a hand to stop him from interrupting, "Before you say anything, I'll tell you straight up: I'll make some calls, make sure that S.H.I.E.L.D doesn't come kicking the door down. I just...I'm tired of seeing them searching for answers every day, and...I want to try and make up for fucking things up for them. It's my fault they're being targeted by the media like this."

"There's a lot of things I can blame you for, but not that. That's just people being idiots..." He clicked his tongue, "But you know what? Even ignoring that, what makes you think I'll believe anything you say? Last time I did that I ended up playing the part of the jester."

"There's nothing I can say to convince you...I guess I just have to hope that some part of you still trusts me." She looked up at him, her expression pleading. She hated this; feeling helpless, like a child trying to convince her dad that she could take care of herself during his overprotective phase, "Do you still think you can trust 'Gwen Stacy'?"

He looked away, leaving the second cigarette until in his hands. Seconds of tense silence passed before she heard him sigh and he stuffed the stick back into the pack, "...Alright, fine. I'm probably gonna regret this, but I'll do it. I'll...go to the Parker house, try and explain my side of the story." She stood up to meet his gaze properly, her eyes wide, "But _that's it_ ; if they're not satisfied with what I tell them...then I'm not gonna shed any tears. Alright?"

"Right...and thank you. I mean it."

She didn't know if it was the heat of the moment or just the accumulated stress from the past two months evaporating away, but she wrapped her arms around his neck and pulled him into a tight embrace, her lips meeting his in a short kiss.

The contact last for only a few seconds before they both separated, Gwen coughing and trying to regain her composure while Peter looked away with a scowl, his cheeks tinted red and ruining any anger he might have been trying to convey. It was only 3 seconds...3 seconds before she realized how absurd she was acting.

"I...uh, sorry about that. Just happened, you know?" God, she felt like such an asshole right now. 'It just happened'? That was something you said when you stepped on someone's shoes or accidentally mixed colored with whites in the washer. Not... _that_.

"Yeah, I know. I did it too, if you recall." His blush faded, however slightly, as the seconds ticked by, "Don't worry...you're not the only one whose made stupid decisions." She did her best to ignore the insult not-so-subtly hidden in the words, "Don't worry, I won't say anything to Bishop."

"Um...I appreciate that, but why Kate? MJ's the one who's likely to give me shit for this. She holds every fuck up over my head and I'm pretty sure she's making a montage out of it. "

"Bishop infatuated with you. You can see it all over her face, she wants to step out," Gwen blinked, then blinked again when Peter continued to stare blankly at her, "...What, you're telling me you didn't notice? Wasn't like she was trying to hide it." He crossed his arms and clenched his hands tightly, "I mean people in this madhouse don't care if you're a fairy or not, and I don't either. Whatever makes you happy as long as it doesn't hurt anyone else-"

"No, no. I get what you're trying to imply, but...seriously? _Kate_? We're just friends." Peter rolled his eyes at her, "I'm serious, Peter. She and I are just friends. We hang out together, and she even invited me to the Spider-Woman musical. Didn't have the heart to say no."

"This invite. Just the two of you, right?"

"Well...yeah?" She shrugged, "I mean who else was she gonna bring along? Dad and Jess aren't gonna go for it..." And she most certainly didn't want her dad to see how people considered her when making a damn sing-along about it...and she didn't want to see his and Jess' PDA if she could help it, "It doesn't mean anything. We just share some of the same hobbies and we hang out. No big deal."

"Hey, if you wanna keep seeing it that way then it's none of my business. God knows I've made an idiot of myself in that regard more than I care to admit." He shrugged, "...Anyway, I'll finish up this thing with Summers then meet you in front of the Parker house. Shouldn't take more than an hour."

"What are you two doing, anyway?"

"Some new scoop she's trying to go for. New drug on the street called 'Power Growth Hormone'; supposedly drives people insane and causes them to attack others. I have my doubts, but she was right on the money about Carter being two slices short of a loaf." Was that supposed to be a euphemism? Cause it didn't make much sense to her, "Suppose I owe her, so I'll help her with it wherever it goes."

"Need some help from the friendly neighborhood Spider-Woman?" She smiled, feeling a cheer she hadn't been privy to for weeks. Not everything was fixed - the Parker's reputation still being dragged through the mud came to mind - but this...it was a start.

"Right...I'm sure we can pretend to be regular customers with Spider-Woman tailing us. No, I think we're good," he replied, "Just make sure you're there at the Parker house when I get there. If those spooks try to grab me then I'm going out fighting..."

"They're not going to be. I promise." She'd need to talk to Cap, ask for her trust...it'd be a stretch, but she could do it. She knew she could, "...Can I have your number again? I mean you lost your old phone, so-"

"Not this time...at least not yet. There are some things I wanna keep at arm's reach, Gwen." He gave a small smile of his own, "Don't worry, I'll be there. Like you said, 'trust me'."

"Sure...I guess."

They said their goodbyes again; this one far better than the last by a mile. Peter left with Winters and she made her way back to her friends, excusing away her behavior with 'he's a family friend' and leaving it at that. She was pretty sure Glory, Betty and Kate didn't buy it, but the first two figured she'd tell them eventually while the latter...well, she just asked her about going to the musical again.

"So we still on for Friday night?" she asked, slight flush to her cheeks. Probably from the alcohol.

Peter's words rang in her head again. He thought Kate liked her...it seemed preposterous to think about it. The ace archer definitely could have had any guy or girl she wanted, so why her? She didn't know she was Spider-Woman and 'middling band drummer' didn't exactly scream dating prospects to someone who'd been taught to waltz when she was 10.

"Sure...why not?" She smiled. Peter was just being silly; the two of them were friends and she liked it that way. And if not...well, she could think of worst things than having the attention of a cute Superhero even if dating was the last thing on her mind right now.

* * *

Peter was there by the time she'd arrived in front of the Parker home, his posture rigid and his expression torn. His feet were placed firmly on the sidewalk, as if the idea of him walking past the picket fence to the (thankfully not vandalized) garden was somehow wrong. Gwen felt a twinge of pity at the sight of it; it was difficult for them all, him included. Even if he claimed not to feel anything for the Parkers.

"Hey, you okay?" She clapped his shoulder gently, receiving a small nod in return, "Come on...they're waiting."

"Ha...you know, I was halfway expecting to get tazed and collared by now." The smile was forced, though she was glad he was joking at least.

"It took some convincing, but I managed to keep the brigade from charging the gates." She took the first steps past the open fence and he followed reluctantly. She continued to look at him, almost afraid that he'd suddenly change his mind and leave again before they even made it to the door, "Hey, it's alright. They just...it's just gonna be talking, okay? Nothing wrong with that."

"I know that..."

"So calm down...nothing's going to happen."

She rang on the doorbell and waited, the seconds feeling like hours. Despite her words she couldn't help her heart thumping rapidly or the clamminess she felt in her palms. This was it; two months of waiting, of wondering, and they could finally start making some headway to try to end this nightmare. She gave him one last look, doing her best to keep the smile pasted on her face. At least one of them had to pretend to be calm.

The door opened to Uncle Ben's smiling face, Aunt May not too far behind him, "Gwennie, there...you..." He paused when he caught sight of Peter, his eyes wide and his grip on the doorknob quickly falling. Aunt May wasn't much better, outright dropping the pot of stew she was carrying and spilling its contents all over the floor.

Neither of them cared. Their attention was solely on Peter.

"Aunt May, Uncle Ben..." she said, "I...uh, brought him back."

Uncle Ben was the first to act, pulling the younger man into a bonecrushing hug with a relieved smile on his face. Aunt May followed suit, tears in her eyes. She felt torn; this was a good start; if not to fix thing fully then at least mitigate some of the damage.

"Welcome home..."

But the hurt in Peter's eyes...something told her this wasn't the family reunion he'd been waiting for.

* * *

 **Gwen and Noir got along better than I originally intended; the first plan was that Peter refused to talk to her and she actually tails him to the drug deal as Spider-Woman and more or less forces an ultimatum of him coming with her or she keeps following him around while in full costume, which makes his life difficult. I reneged cause this made Gwen look like a dick and Peter presumably wouldn't be in the mood to converse with the Parkers under such circumstances, so instead they hashed it out like rational adults instead and came to a compromise.**

 **Anyway, there was a pretty heavy question up above, so lets tie into something a bit more light: Gwen's narration in previous chapters along with some authors notes indicated it beforehand, but she's more or less bisexual in the current chapter of the fic with little doubt about it. Not really a big deal given today's media...and more or less a requirement for romance given the lack of decent male characters for her to get into a relationship with; Noir's a dick, Harry's a terrorist etc etc.**

 **So...should Peter follow suit? I ask because romance for him is still being considered and yet I can't help but feel his interactions with Bullseye seem much more friendly compared to his talks with Gwen. That and 616 was pretty notorious for his ho yay subtext with various characters, most notably with Human Torch, Norman Osborn, Harry Osborn and (at one point) Chameleon.**

 **Don't take this too seriously, this question's mostly for fun ;) Just give your thoughts.**

 **Review answers:**

 **Re-Wright 2390 - Whoo, long review :D Anyway, I did acknowledge he's not _as_ bad as Rorschach, but he's still pretty dickish; he's morally upright, he's just a cock in personal situations. As for wanting him to be happy, I can see that being a thing but romance isn't the only one. Finding his way back home would probably satisfy him, but I rarely see people wanting that...though that might be cause the story ends if that happens.**

 **Also, legit didn't intend the Logan comparisons...I don't even watch or follow Wolverine :/ I mean if you can find the comparison then it's okay, but again not intentional. Anyway, hope you keep reviewing :D**

 **TheOkWriter - Depends on your definition of child actor; for a lot of people I see people being called a child actor till they're 17 and a legal adult. I'm thinking he's 13-14 for the fic, which is generally the point where who's dating who becomes a thing.**

 **GTA Manic - Not sure I agree since Spider-Gwen's about as far away from 616 Gwen as you can think, but I don't agree with the Miles pairing either. Not much chemistry there.**

 **Ultimate Student - No giant epic level nasties for this story, sorry. Ghost Rider's too high end.**

 **The Spiral Hunt - I can understand the concept of opposites attract, but in this case it probably won't work given on the exact thing they're disagreeing with (to kill or not to kill). Likewise they shared two kisses so far in the fic, each of them initiating one, and it's always portrayed as awkward and something they don't like talking about afterwards.**

 **Also, I already did show Scorpion with Gwen so he's not a Noir villain unless you meant Kraven given your usage of 'hunting'. Also, life without Murdock's protection is part of the main plot, actually. Without Matt's shroud he can't afford to go on sidequests anymore...**

 **Kasuga Romio and Dr. Sugarcakes - If fuckbuddies is all you guys think is needed then it's not a thing; Noir can just hire prostitutes like Lori. Still, I somehow doubt that's what you both have in mind...**

 **Mingyu - Considering Noir's intimacy issues, I can't see a romance happening any time soon...just saying.**

 **Esquire-Man - I know Shriek, but he's more likely to murder her considering her penchance of chasing after monsters like Carnage. Also, I don't really need more female villains; out of the 4 villains Noir's killed, three of them were women. I think I have a balanced enough ratio for antagonists at this point, especially since the other big bad, SILK's leader, is female while Murdock is male. Evened out.**


	41. Seeping Doubts

**School ends next week, so I had to squeeze this update in before I did final...well, everything. Anyway, not much to say for now though I do have a narrative question: Do you guys mind the fact that for a lot of arcs Peter and Gwen don't actually have a personal stake?**

 **What I mean is that stories usually involve the protagonist and they're usually that character's story, whether directly or indirectly. However a lot of arcs feel disjointed looking back on it: Hammerhead was Noir's arc, with Gwen having no personal stake. Likewise the Lizard testing was Gwen's arc with Noir not having much care for it. This applies to other arcs as well: The family rescue arc was Castle's story, Sin Eater was basically Lana's origin, Frog-Man's little POV chapter was his etc etc.**

 **Is this okay so far? It feels kind of disjointed and lacking in connections to one another. I'll continue this in the other Authors Note.**

* * *

Dinner went about as well as he could have expected...which was to say terribly.

Peter sighed and looked up at the wooden ceiling, hands behind his head and his eyes half-closed. The guest room, the place he was staying in for the night. It was small, nothing more than a bed, some basic comforts and a window, but compared to the trench that was his apartment it felt like the ritziest place in all of Queens. Even at a glance anyone could see it was well-cared for, the artificial smell of air fresheners and polished wood hanging over the air. Clean, organized and comfortable...

Just a little too much, really.

His mouth twitched and he turned to the side, eyes resting on the curtain-covered window. This place...too clean, too organized, too...perfect. It didn't look lived in; felt more like a facsimile of what someone would think a guest room would look like. Everything was still working and there wasn't even any dust on the walls, but that just made it more glaring for him. How long had it been since someone had actually stayed here, slept under the covers and mussed up the fabrics?

He shouldn't have stayed. The dinner only showed what he already knew: Nearly everyone on that table looked at him like he was a ghost, watching every single thing he did like a hawk: Ben and May Parker acted like their son had risen from the grave, George Stacy looked halfway between relieved for his friends and suspicious of the 'brutal vigilante' (rather hypocritical, considering his daughter) and Gwen...well, honestly he couldn't read her. She'd been all smiles and jokes but it was all forced, her grins just a bit too wide and her laughs just a tad louder than what was normal.

The only one who didn't look at him like he was some kind of freak was Jones, and that was only cause she had no idea what the deal was.

It was too much. He felt...weighted by all their expectation, suffocated by how they expected he 'should' have acted. The Parker kid was shy, quiet, didn't like to draw attention...at least one thing he shared, even if it was only skin deep. In the end he craved validation, wanted to be the big hero who saved the city and got the girl like a fucking kid playing the knight in shining armor slaying the dragon and saving the princess.

He should have grown up before it got him killed.

Peter sat up and brought a hand through his face, mussing up his already messy hair even more. They'd convinced him to stay, told him that it was too late to go back to wherever it was he lived (he refused to tell them) and that he could go back the first thing in the morning. Like an idiot he'd agreed, and (much as he hated to admit it) it was mostly because of the way the two looked at him. They were still clinging to that hope that he was their son, that maybe things could still be salvageable.

He would've been lying if he said a part of him didn't want to give them what they wanted, even if he could never be the little boy they lost.

Sucking in a tired breath, he put on his socks and boots and made his way to the door. He wasn't going to go be able to get sleep, and even without having to stay in that mad scientist's house it would have been difficult. The nightmares still came, even if he'd gotten numb to them: Turning into a Lizard, wanting to 'show them all', the rage and indignation that kid felt for all those who abused him, feelings of 'betrayal' for that Osborn kid.

His love for Gwen, twisted and possessive as it was.

A soft, frustrated growl came out despite his best efforts. Sometimes it was easy and the dreams didn't wake him, but other times...it felt like he was reliving a memory that he knew wasn't his and a part of him began to wish it was. The dreams weren't all bad, but that only made it worse in the end. Dreaming of Spider-Woman beating him to death wasn't ideal, but he could deal with it. Dreaming of that kid playing in the mud with Gwen or his talks with Osborn junior? He didn't know how to deal with those.

He opened the door silently and trudged into the dark living room. Immediately he found Gwen sleeping on the couch, her mouth parted open slightly with a hint of drool seeping into the dull mattress. She'd insisted on staying, telling her dad that it'd been a while since she'd 'had a sleepover'. He didn't buy it; she was probably trying to keep an eye on him, make sure he didn't run off in the middle of the night.

To be fair he was halfway tempted to do that right now, so she wasn't exactly wrong.

Still, if she was hoping to keep an eye on him then she was doing a really poor job of it. She was out like a light, and apart from the slight twitching of her toes anyone would have mistaken her for a statue. Peter looked at her for a few more seconds before he shook his head and made his way to the front door, his steps silent. He'd always been quiet even before that night at the docks, but that bite just made it worse. He felt almost at home in the shadows, skulking around where no one could see him. And without her spider-sense he could have been running circles around her with the 'Superhero' being none the wiser.

He stopped in front of the door, hand holding onto the knob tightly. He could just leave now; everyone else was asleep and no one would be able to stop him. They didn't know where he lived, didn't have his number and he certainly wasn't in any rush to return to that night club. If he walked out right now he could leave it all behind him, pretend that none of this had happened.

He didn't...maybe he was just an idiot that way.

Letting out another sigh, he looked past Gwen to the staircase leading up to the second floor. That was where Ben and May slept...and where that little bastard's room was. Despite everything sane and rational telling him not to he found himself walking up the stairway and passing the couple's room without so much as a second glance. Every step felt...instinctive, like it was his house rather than the home of some strangers that happened to share the faces of people he knew.

The door opened with a slight creak, the sound almost deafening in the dark hallway. Peter looked back, maybe hoping that someone caught him and told him to stay out, but no one came, _'Course not...'_ Pursing his lips, he forced his way inside and closed the door behind him with an equally loud creak.

The place didn't look any different from when he saw it last; not that he was expecting any major differences, that is. Same trophies, stacked on the shelves and same books gathering dust in the table. Peter made his way across the room, bare fingertips tracing across the length of the table. He knew these things, knew the purpose of every book: The first one was for a research project, the triplets were for a personal experiment and the one with the red hardcover was...well, all for for fun. The kid liked a good read, and he couldn't blame him for that, at least.

His hand stopped at the center of the book, fingers grasping for the thin pages. He...'remembered' the exact page the kid stopped in, even knew why the reason why he did: His aunt and uncle called him downstairs to try and get him fitted for a monkey suit he could wear to the upcoming prom. He remembered the dread Parker felt as the days passed, his mind a rush thinking about Osborn and Gwen living happily ever after without him.

Kid definitely had issues...and that was before the giant Lizard.

 _"Peter, we need to get you your suit! Come down here!"_

"Not now, Aunt May. I don't even want to go..." he muttered, the words coming out slowly. At first he'd been scared of the memories, even if he didn't want to admit it. Right now it felt petty to worry so much about a few bad dreams: Between the monster poison in his blood, being hunted by God only knew who and the rest of the things that happened the past 4 months it was barely a blip in the radar. Some cigarettes, a drink or even just refusing sleep altogether solved that problem. Everything else...not so much.

He flipped the book open and blinked at the makeshift bookmark inside, "...Huh." He picked up the picture, seeing details clear as day even through the darkness. A picture of the kid and Gwen, the most recent one before he turned himself into a monster. He saw the kid struggling to smile, his eyes slightly downcast. Contrast him he saw Stacy smiling widely in an open grin, two fingers raised behind the kid's head in a mimicry of bunny ears. The last picture they took together, a week before that night at prom and the time he injected himself with that poison.

He'd seen pictures of the kid all around the house, the mementos that Ben and May refused to put down. He knew the feeling, but it didn't help in the long run: The first few weeks his Uncle Ben died he and Aunt May refused to so much as touch a single thing he owned: His clothes were still in the closet, they put out a plate for his place on the dinner table and Aunt May even left his side of the bed with the same mess he left in the morning. They thought they were honoring him, but really they just refused to let go.

After Osborn died they finally put his stuff away, allowed themselves to move on. It was what he would have wanted.

A single tear dropped onto the surface of the picture and he took a shaky breath. Looking at the picture was...he knew it wasn't his, knew that it didn't belong to him, but the frustration and sadness wasn't something he could easily dispel, "Damn it..." He sat on the bed and closed his eyes, tears continuing to leak through his closed eyelids. Being here was a bad idea; he should have told the Parkers to go peddle their delusions elsewhere and not involve him.

This was wrong. He didn't cry when he got nearly burnt alive by little miss lightning bolt, didn't bawl his eyes out when he got shrapnel through his back to protect an idiotic kid, but a picture that didn't belong to him and suddenly he was a damn 5 year old again, _'...I wanna go home.'_ He took another shaky breath which ended in a pathetic hiccup. He missed Aunt May, missed Mary Jane, missed Felicia and even Jameson. It wasn't perfect, but it was his.

The sound of something clicking jolted him out of his whimpering. Head snapping up, he caught sight of the now-open lights and May standing on the doorway, her expression troubled. Peter looked away and wiped at his eyes in frustration, but the damage was already done. He didn't want anyone to see him like this, but the people staying in this house least of all. They looked at him like he was a ghost.

He heard soft footsteps that stopped only when May stood in front him, "Peter..." She raised a hand - maybe to wipe away his tears, maybe to slap him senseless for intruding on their precious little monster's room. Either way she never got the chance, "Don't touch me..." He slapped away her hand lightly, the impact more surprising than painful. He didn't need her pity, didn't need her to play the mothering nursemaid for him.

She looked hurt, though she did her best to hide it. Without another word she sat beside him, the distance just a little too short for his licking. Peter threw a glare at her, though his red eyes and the fact that he was bawling like a damn baby probably made it seem more like a pout, 'What are you doing here?" he managed to force out, his voice slightly shaky.

"I...heard noises, came to investigate," she replied, her eyes staring down at her lap, "No one ever comes to this room anymore so I knew it had to be either you or Gwen."

"You were being careless. It could have been a burglar." He set the picture down between them and clenched his hands, his expression softening. It was pointless to try and play tough in front of her; the only thing she'd see was her dead nephew, "...This is all wrong," he mumbled, getting a worried look from the woman in return, "I shouldn't have stayed. We were deluding ourselves if we thought it would solve anything."

"I don't believe that. This...we _can_ fix this if we try."

"Solve what?" he snapped, feeling his irritation well up again, "Gwen told you the truth already. I'm not your son, I'm not even from this dimension. I lived in the time of an economic recession when we had to fight and scrounge for ever scrap we managed to keep. Not...this." He gestured slowly to the room, "Back then I could only wish about having a roof and a house like this. Of Uncle Ben not being..." he trailed off. She already knew, Gwen would have shared everything already.

"Gwen told me about what she found out, but..." She bit her lower lip and breathed in deep through her nostrils, "You say you're not our Peter, that you're just a stranger that shares the same face, but I'm not sure I can believe it." She put a hand on his shoulder. It was supposed to be comforting, but just felt like another weight this madhouse was piling on him, "Seeing your here now, it just adds more doubts that you're a stranger."

"Why? Because I have his face? Because my voice reminds you of him?" He shook off her hand, "There are a hundred people in this city alone that could fit that."

"Maybe, but those same people wouldn't cry over a picture like this." She picked up the photograph and wiped away the tears marring the surface, a sad smile on her face, "You say that you're not our Peter, but the way you act sometimes...it's enough to give me hope that-"

"That you can get your son back," he finished, his voice bitter, "I...share his memories. I don't know why, but I do know they aren't mine. Whatever hope you have it's because of a fluke none of us can explain."

Things would have been so much simpler if he'd just shot Octavius in the back of the head before he realized what was going on. But no, he had to let him know who it was that would kill him, had to play the raging idiot and give his portal gizmo a chance to trap him in this asylum. Now he'd been here for nearly 4 months and as much as he wanted to blame it all on that damn Nazi he knew the depraved scientist wouldn't have gotten this far if he didn't take his sweet time fixing this mess.

"...What do you see when you look at me?" he asked, eyes still refusing to meet hers, "Half this city thinks I'm a 'Supervillain', just another freak in a costume hurting whoever I want because I'm 'special'. The other half think I'm a 'Superhero', fighting for truth, justice and the American way like Gwen and Stars-and-Stripes. And honestly...I can't tell what's worse." Things were much simpler when everyone ignored him. Attention was something some people craved, but he wasn't one of them.

"I...I see my little boy." A hand touched the right side of his face and gently nudged him to face her, "Whatever else this city says about you, all I see is the young man Ben and I raised since his parents passed away. I...maybe you don't believe it, but I'd know Peter anywhere. Your eyes, the scar in your elbow when you fell that bike, even the way you smile...it's all him."

She gave a small smile, one he didn't share. He didn't feel any warmth from her words, only the sinking confirmation of something he already knew: Everything was skin deep, focused on the superficial similarities, "Really? You 'know' your son from anywhere?" He nudged her hand away and scoffed, "Did you also 'know' that he turned himself into a monster? That he nearly killed god knows how many people that night and that Gwen had to _beat him to death_ to stop him? That even in the end he made excuses and refused to take responsibility "

It would've been so much easier if she hated him after that, punching his lip open like Gwen did when he badmouthed their precious little monster, but she only gave him that understanding smile...it hurt more than her slapping him in the face and kicking him out of the house. That at least he could understand, and it wouldn't have been the first time Aunt May rejected him after seeing the lows he was capable of sinking to.

Instead she hugged him, the embrace light enough that he could push her off even without his enhanced strength, "I understand your anger. Whatever we believe to us it must seem like a couple of strangers expecting things that you can't give." His hands shook, but ultimately he found himself calming and his fingers stilled. He didn't hug her back, couldn't share in her sentiment, but a part of him could appreciate the gesture all the same.

They stayed that away for about a minute before she finally released him, her smile lightening, "Whatever the people in this city say about you, I want you to know that you're always welcome here, alright?" He nodded, more to keep her from thinking he was ignoring her than anything else, "And please, get along with Gwen now, okay? Even now she's carrying a burden and I see the way you look at her. These arguments have to stop."

"If you say so." He knew better than to say anything else. She was convinced he was her long lost son, convinced that he held the same infatuation for Gwen that the Parker did, and nothing he said would convince her otherwise. He wished he could say that it frustrated him, but honestly it reminded him the most of his own Aunt May more than anything else. When his Uncle Ben died she still stepped up on the soapbox, still fed the less fortunate even when they didn't have much to give. It was the one thing he admired the most about her.

She left after that, giving nothing more than a mumbled "Good night" before she closed the door again. Peter watched her leave before he let out a tired breath, practically collapsing on top of the bed. This place...it felt like he was torn in half: Part of him felt comforted, like he was at home in this house that didn't belong to him. But the other...well, it felt like he was being forced to stay here at gunpoint.

He stood up suddenly and opened the closet, seeing his reflection staring back at him in the embedded mirror. Something she said bothered him; his face was identical to the kid's, that much he knew, but everything else, "Scar in the elbow..." He took a deep breath and took off his shirt, throwing it back to the bed. The scar should have been something unique to that kid if she was so damn sure.

Peter stepped back and twisted both arms, gaze focusing on the thin, healed cut on his right elbow. Had he always had that? "I'm being paranoid..." He traced a hand through the subtle scar, feeling a sudden spasm of heat rush through him, "...She never said which elbow the kid had it." He clicked his tongue and looked back at his reflection. It was a scar; he had more than a few of them. When the Spider bit him it didn't heal any of the other marks and disfigurements he had up to that point; and he had a lot considering how often he got into street fights.

Hell he still remembered the jagged incisions when King tried to stab a broken bottle at his side. That should have-

It was gone. Peter looked down at the unblemished skin; no injury, no scar...not a single mark that he remembered, "It's nothing..." He closed his eyes and pressed his forehead against the mirror, letting the cool glass calm him. There were a million explanations for the most mundane things that happened every day, what more something like a Spider-God deciding to 'curse' him with power? Just because May Parker believed he was their long lost son didn't mean it had any merit-

"Weak...you're pathetic."

His eyes snapped open and, for a second, he saw the eyes of a monster looking back at him. The eyes that looked back were a disgusting yellow, the irises resembling more a slit than anything human, and he heard what sounded like a growl echo across the room...from his own throat.

Peter stumbled back from the mirror and blinked, but when he looked again all he saw was his shocked reflection staring back at him, "...Damn it." He sat back down on the bed and brought a hand through his face, his breaths calming. He'd always been calm under dire circumstances - had to be considering the place he lived in - but something like this...it was hard to completely ignore the fact that he was infected some kind of venom and only his powers kept him from turning into some kind of monster.

Looking back at the reflection one last time, he sighed and let himself fall back on the bed. He was guaranteed to have a nightmare at this point, but to hell with it. Just a few more hours till daybreak, then he could put all this behind...

* * *

He'd had a nightmare, as expected.

Peter sat up suddenly, his body covered in sweat and his breaths coming out in strangled gasps, "Shit..." He swung his legs over the edge of the bed and let the panic fade. After nearly 4 months it was hard to be surprised, but just because he saw the bullet coming didn't mean it didn't hurt when it tore through his gut, "God damn it..." He closed his eyes, both hands holding onto the sides of his head tightly. It would pass, he just needed to wait.

Another dream of that night at prom. He still remembered every blow Gwen gave the kid, feel the impacts of her fists even through the scaly flesh. He'd begged for her to leave him alone, but she just taunted him and said it'd be over when she decided it was...he didn't even blame her. How was she supposed to know that it was her best friend? In her place he would have assumed it was just a stalling tactic and kept fighting...which was probably why little miss lightning bolt was dead and buried. Just one thing they had in common, he guessed.

He pushed himself off the bed and made his way down the stairs. Ben and May's room was empty and he could hear the sounds of movement from the kitchen even through the sun had barely risen, _'Another day of early work for the handyman.'_ He took a second to glance at Gwen's still-sleeping figure on the couch before he opened the door to the backyard. He needed some fresh air.

The cold morning winds were a relief and he let out a satisfied breath when he felt it against his bare chest. The air in the city felt heavy and you'd never see a garden between all the office-buildings, apartment blocks and warehouses, "Guess this place is good for one thing..." He sat on the steps and pulled out the packet of cigarettes, putting one into his mouth and lighting it. It might have been rude, but he needed it after seeing a replay of that damned prom night.

Peter stayed there, just letting the sounds of the wind and early birds calm him. It was early enough that most people weren't awake, giving him a sense of quiet he hadn't felt in a long time. Back in Hell's Kitchen there were always trains running, always something to wake him up even without the dreams acting like an unwanted alarm clock. Here it was almost dead silent, almost eerily so. He half-expected Murdock to drop down in front of him with another taunt.

It wasn't Murdock, but he definitely heard footsteps from behind. Looking back he found Ben walking towards him, already changed into his handyman suit, "Hey, Peter. Morning..." He sat down next to him, eyes lingering on the cigarette on the cigarette between his lips. Peter resisted the urge to roll his eyes; you could start driving in this place when you were 16 but you had to wait 5 more years to be legally allowed to drink alcohol and smoke coffin nails? What sense did that make?

Then again, it was probably better than the law trying to mandate 'virtue' and outlawing alcohol altogether...

"Morning..." He exhaled the smoke away from the older man and gave a strained smile. He always felt calmer after taking his first drag, damn what the law tried to tell him about how 'wrong' it was to corrupt his body with nicotine, "Early day at work."

"Ha, yeah...by the way, you forgot about this," Ben tossed the discarded shirt towards him, which he caught with his free hand, "The Morrisons have a busted pipe and a broken waste disposal. Need some help and I offered em a discount cause we knew each other for a decade."

"Hm..." He took another drag of his cigarette before gesturing to his side, "You sure you should be up and about like that? Last time I saw you...you weren't feeling so well." Meaning Toomes stabbed his side with those knife-feathers of his. Sometimes Peter thought he'd died too quickly after everything he'd done, but then he reminded himself that wasn't for him to decide. Death was death, dragging it out was pointless even if he wanted to.

"This? Ah, it's nothing. Just a light cut." He gave a cheery smile, one that Peter found himself sharing. Talking with him felt much more casual, like he wasn't bearing under the collective weight they were dropping on him. He didn't expect it to last long, but he could appreciate it while it lasted. It almost made him forget that he'd seen him first after he nearly passed out in front of his surrogate son's grave.

Almost.

"...Want one?" Peter offered the pack of cigarettes to him, Ben giving him a slightly wide-eyed look in response, "I'm just asking. If you don't want one then-"

"No, no. It's fine." He took one of the offered coffin nails, Peter lighting it as soon as it was out of the box, "It's just...it's been a while since I smoked, you know? I did it occasionally, usually as a reward kind of thing or when things became really hectic. I remember smoking like a chimney when I heard about Richard's death and...yeah." And 'his' adoption; he didn't even have to say it for Peter to know what he was talking about. Unlike May he seemed more on the fence, which was a good thing for him.

"When was the last time you smoked?"

"Ah, 3 years ago when..." He took a light drag of the cigarette and let the sentence hang. Peter made no attempt to finish it for him; he didn't want another reminder, especially not after what happened last night, "Well...let's just May doesn't like me doing it. Thought it was a bad thing for a new parent to do, set a bad example, you know?" Have a slightly strained smile, "But hell, one every few years isn't so bad, right?"

"Definitely not..." Peter clapped him lightly on the shoulder.

The two of them sat there, the only sound between them the burning embers of the whittling cigarette. Eventually Peter pulled out his cellphone and checked his messages, clicking his tongue when he saw the two messages on the screen. The first one was from Winters, telling him that he needed to call her back soon on the PGH scoop or else she'd keep his dog hostage forever, _'Should've just brought dog with me...'_ He exhaled. The second message was from...

"...Hardy?" He mumbled aloud, causing Ben to look at him curiously. Ignoring the older man's questioning gaze he opened the text and scrolled through it's contents quickly, "Huh...guess she's back from her concerts." He closed the phone and stuffed it back into his pocket. She got a tip about a warehouse where carrot top was supposedly planning something and she wanted his help...honestly after everything he was tempted to say he was busy.

"Who was that?" Ben asked.

"Felicia Hardy," Peter replied, watching the old man's confusion only worsen at the sound of the name, "Supposedly some kind of bigshot singer, but I'm not really a fan. Gwen knows who she is." He shrugged. The music in this place was weird; whatever happened to smooth jazz or a good piano and chanteuse in a speakeasy? Here everything was loud and 'electric' to the point he had no idea what instrument was supposed to be playing which.

"Heh, didn't think you were friends with celebrities."

He was tempted to ask 'What about Gwen?' back as a joke, but he held it in. Now wasn't the time for wit, "Friends is overestimating it. We're using one another...her more than me, anyway. I'm mostly doing it cause I figure I owe her." The cigarette was nearly finished...maybe he should switch to a longer brand, "She said she found a place and needs my help, but between her and Summers I don't have much time anymore."

"You always did have problems with managing time, son. You should..." He paused and looked away, staring down the ground with a torn expression, "...Sorry, I know you...uh-"

"I get it. Don't worry." Least he was open to the idea that maybe things weren't as they seemed, which was more than he expected, "...Look, I'm not heartless. I know what you want and in your place I might be tempted to think the same, but fact is I'm not your son. I'm sorry if that's disappointing for you, but the closest thing I can be to you is a distant nephew. Me and your kid share the same face, but nothing else."

"So you've said..." Ben took a light drag of the cigarette and smiled wryly, "Not sure I believe that, but one thing's for sure: You believe it, and really who am I to say otherwise? I already screwed blaming Gwennie for 5 years, I don't want to make assumptions without considering the alternative again..." He sighed, "...Tell me, why do you do it? With Gwennie it was because she felt guilty, which wasn't helped by old fogeys like me not looking closer. But what about you?"

"To be honest it was cause of Uncle Ben..." Ben gave him a weird look, "Uh... _my_ Uncle Ben, I mean. He fought in the Great War - World War 1, apparently - and when he came back he was a changed man. He wanted to help people, not take lives, but sometimes the two're one and the same really. Did many of the same things you did, really: Helping out neighbors, protesting about worker's rights."

"He...sounds like a good man."

"Yeah, he was..." God, he hated thinking about how he'd ended up, "Well, someone high on the totem pole didn't like what he was doing and...well, I don't have to tell you." He waved the nearly spent cigarette through the air, "I'll spare you the details, but someone was responsible and no one was doing anything about it. When I got these powers...I thought it was my chance. Uncle Ben had a motto: If those in power can't be trusted, it's the responsibility of the people to remove them. Seemed appropriate."

"Like Gwen's. With great power there must also come great responsibility...Jameson kept screaming it out on the news so I'm not surprised she decided to take it for her own." His shoulders sagged, "So...you're doing all this because you want to make the bad men pay, but when does it end? I can respect what you're doing, son, but this...you're going to get yourself killed doing all this."

"You can say the same about Gwen or any police officer that doesn't turn the other way when offered a stack of cash," he replied, "I don't have any illusions about making a long-lasting change or a utopia, but I can do what I can even if this place drives me insane some...well, most of the time."

"You mean like with those bikers? It was all over the news." Ben looked troubled, though less so than he expected all things considered.

"That? That was a favor for Bullseye...uh, a friend of mine." He should have found the security cameras and destroyed the footage, "It was a job, actually. There was this girl being stalked by one of the head bikers by the name of Hunter. The lawyer got a restraining order put on him, but then he throws a damn tantrum and suddenly the entire chapterhouse is after this guy's head."

"Still doesn't really explain what you did...or why you decided to beat some of them with a chain."

"Intimidation, simple enough." He shrugged, a slight redness on his cheeks. Even he could admit the chain was more for showmanship than anything else, "Guys like that don't let up; when one of them gets humiliated they all gang up like a bunch of kids. So...I just beat em all down and made it clear that if they go anywhere near those two ever again the bullets wouldn't just end at their kneecaps."

That didn't seem...excessive to you?"

"Hey, trust me. Bullseye wanted to be the one who did that and he would have done worse. Besides, to hell with them." He scoffed, "They were willing to kill a lawyer for helping out an innocent person then abduct that woman so one of their members would have a little hanky panky. Far as I can tell they're all guilty of that when they decided to raid that apartment."

Whether he wanted to argue or not he didn't know. Peter's attention was drawn to the sound of rubber slapping against wood and when he craned his head around he found Gwen making her way towards them, her eyes half closed, a hand covering her mouth to muffle the yawn and her hair messy from a night spent on the couch, _'The hero of the city in all her glory...'_ He rolled his eyes. He wondered how the city would react to seeing their idolized 'Superhero' being a girl stumbling around half-asleep in a baggy shirt, sweatpants and flip-flops.

"Mornin', Gwennie." Ben greeted, taking Peter's cigarette and his own without missing a beat. Peter threw him an annoyed stare, but the old man paid it no mind, "Sleep well?"

"Mmm. Yeah, I guess..." She let out another yawn, eyes finally parting open fully, "Aunt May's in the kitchen, said she wanted to talk to you about something so..." Her gaze shifted from Ben to him and she trailed off, eyes lowering from his face to his chest. Peter gave her a flat stare back; what the hell was she looking at? "Uh...yeah, that's what she said, and..."

"Alright, alright. I'll get out of you two's hair." Ben chuckled and made his way back inside, hiding the cigarettes behind his back. Did he think Stacy didn't know he smoked? And even if she didn't did hiding it really matter considering she put on a mask and beat up thugs every day?

As soon as Ben left an awkward silence settled over the pair. Gwen sat down on where Ben had been, arms wrapped around her legs and her eyes darting at anywhere but him. Peter gave her another confused stare before shaking his head. She was acting bizarre, what else was new? Maybe he should have realized her double identity based on how spastic the 'both' of them acted.

"So...you talked with Uncle Ben?" She asked, turning to face him finally. She seemed oddly determined not to move given how rigid her neck was, "What'd you two, uh...you know?"

"Just talked...nothing much, really." He shrugged, "If you're expecting some grand revelation then you're going to be disappointed. May thinks I'm her surrogate son come back from the dead while Ben's a bit more open to other ideas. That's all..." He tilted his right arm and pressed his elbow on against his pants leg, blocking the pale scar from view, "Why? Were you expecting something?"

"No, I guess not..." Her eyes diverted down again and she coughed, "Uh...aren't you cold?"

"...Not really?" What was with her? Was she always like that in the mornings? "...Look, why are you staring at me? Did I get an injury without realizing it?" He shouldn't have been injured, at least; the last time he'd fought anyone it was those drug dealers who got suspicious of him and Winters, and that guy didn't even come close. Paranoid druggies didn't really make for the best combatants.

"No, no!" She coughed again and waved a hand through the air vaguely, "It's just...well, you're weirdly buff, dude."

"...What?" He raised an eyebrow at her before looking down at the discarded shirt. Oh, yeah... "Had a nightmare, needed to cool down. Powers help to not freeze, the same way yours does..." One leg raised on the stairway and he put his chin atop the knee, "...Why does it bother you anyway? You've seen me like this before, remember? Right after little miss lightning bolt nearly shocked me to the death."

"Yeah, but you were kinda suffering under third degree burns before. Now? Not so much." She looked away again and licked her lips nervously, "Look, can you just put your shirt back on? It's kinda distracting."

"Fine." He rolled his eyes and tugged the shirt back on, Gwen giving a not-so-subtle sigh of relief when he was fully covered up again, "...I don't see what the big deal is. We both fight criminals every day, it's expected we gain some muscle mass, isn't it? Hell, you're stronger than I am." 10 times stronger, at least...she could have knocked his jaw off in their fight a couple months ago, "You're probably more fit than I am given your abilities."

"Uh...yeah, not so much." She pulled up the sleeve of her shirt and made an exaggerated flex. Lean muscle, but still thin and definitely far lass than someone who could lift a truck with just two hands, "Not sure how your powers work, but I'm no Rhonda Rousey or She-Hulk. Guess that's just one of the perks about being bitten by a radioactive spider. Can you imagine how hard it'd be to explain to dad why I looked like a fucking amazon? I'd never been in a fight before I got my powers."

"Wear baggy clothes. It's what I did." Then again the clothes form his time were more covering in general. She was pretty sure Gwen wouldn't be allowed outside if she wore what she had last night at the club, but here it wasn't a big deal, "...Look, before we say anything else: I talked with Ben and May, so we're done here. I can't be the son they want so I think it's best if this is the last time I came here."

"Yeah, I figured." She brought a hand through her hair, further disheveling it, "Well, can't say I'm not disappointed but I'm not gonna try and force you. I know I already pushed my luck getting you to come here in the first place and stay the night." She chewed on her lower lip before continuing, "So, what are you gonna do now-"

Spider-Sense.

Peter stood up suddenly, causing the blonde to give him a look of surprise. It wasn't an attack, something else...a bit more subtle, "...Someone's at the front of the house...not a visitor," he said. Almost immediately Gwen's look of drowsiness faded, replaced by a fierce determination that he hadn't seen before. Was this how she always looked under the mask? Probably. Despite the jokes she was no less effective in a fight, even if she kept insisting they dump the criminals in this play prisons.

"Lead the way."

They found three figures standing a short distance away from the fence, all with malicious grins on their faces. He recognized them: Carl King and his cronies, Parker's tormentors in high school. He looked just like the one from his world: Same tall and wide build, same short red hair and same sadistic smile.

Beside him he saw Gwen's expression morph into a glare, clenched hands shaking. She'd defended Parker from their bullying; just another thing that fueled his feelings of inadequacy, which he doubted she knew. Better he didn't tell her.

Her anger only grew worse when they both saw what King was holding: A plastic bag full of rotten eggs and stink bombs. Juvenile tricks, but annoying nonetheless, "...They're planning to throw those at the house," he mumbled, Gwen giving a subtle nod in return, "You know...if Ben and May were here they'd tell us to leave them be. I get the feeling they don't want any trouble on their behalf."

"Yeah..."

"...You wanna kick their keisters in anyway?" he asked, getting an eager smile from the blonde. For all her complaints he couldn't help but think that a part of her enjoyed the fighting, "Fine. On your go, Stacy."

"My pleasure." Gwen stomped up to the threesome, managing to look intimidating despite the fact that she looked like she'd just gotten out of band. Peter followed behind silently, eyeing the contents of the plastic bag. They'd definitely gone to a lot of trouble to get all those, "Hey, King! Over here!" Gwen yelled, the three immediately turning to face her.

The redhead's expression was one of surprise before he split off into that damn grin again, "Woah, Stacy! Long time no see!" He laughed, his cronies joining along with him like he'd made some kind of joke, "You here to watch us tag the Lizard's nest? Always got room for a fourth."

"No, King, I'm here to tell you to get the fuck outta here before I shove that fucking egg up your ass." She shoved a finger at his chest pointedly, the teen wincing in pain and immediately trying to hide it. He wasn't fooling anyone, "

"Aww, I almost forgot: You were the Lizard's girlfriend! Shit, that's probably your love nest up there!" The two cronies high-fived each other. He'd never understand what could possess someone to follow after a bully like silent lapdogs.

Gwen looked like she was ready to throttle him then and there, but she reigned it in, "One last warning, King. Back the fuck off or-"

"Or what, Stacy? I ain't scared of you." His eyes drifted from the smaller blonde to him, "Oh, wow? You even brought backup? Or is that just your new sweetheart? I can see the resemblance to old Lizzy, but he doesn't have nearly enough scales!" He crossed his arms, "Why don't you two get out of here before you get hurt, huh? I'm just giving those two freak parents what they deserve."

 _"Run, you yellow belly! Run, you chicken!"_

"Do it!"

Before Gwen could throw a punch Peter struck first, socking the gorilla right in the gut and making him collapse right on the pavement. The two lackeys looked down in shock for a few seconds before springing into action, charging at him with fists raised.

They never got a single hit in. Gwen struck her leg out and tripped the first one, making him fall on his face with a painful thud. That done she she grabbed the second one and flipped him over, the lanky teen landing flat on his back and giving a muted cry of pain when Gwen planted a foot right on his chest to keep him from getting up, "Really, buddy, don't get up. It'll be easier on all of us." She rolled her eyes.

Anti-climactic, but considering the kinds of thugs they fought every day it was what he expected.

"Y-You two are fucking dead, you hear me!? You're-"

Peter grabbed one of the rotten eggs and shoved it into his mouth mid-rant, "Shut up." He punch his jaw upwards, the brown shell cracking and flooding the inside of his mouth with its noxious contents. King's eyes widened and he spat out the rotten fluids, choking and gagging at the no-doubt disgusting taste. Maybe a bit too much, but he considered it an eye for an eye considering what they had planned.

"Listen to me." Peter squatted down in front of the heaving teen and forced him to look up, "You go anywhere near the Parkers again and you're gonna get a lot worse than egg on your face, do you hear me?" King scowled up at him, but nodded nonetheless. Bullies never liked fighting anyone who could hit back, "Good. Now get out of here before I take Gwen's advice and shove another egg somewhere far less pleasant."

"Or don't. I'm really curious if I can pull it off," Gwen added, a smirk on her face.

Peter forced him up and shoved him down the street, his cronies following after him and nursing their bloody noses and forming bruises. King glared at them till he was finally out of sight, but he paid it no mind. Bullies always tried to get the last word in, but he wasn't fooling anyone with the rotten egg-whites dribbling down his chin.

"Well, that was long overdue," Gwen said, her smile shifting to something a bit subtler, "God, he's been the worst. Glad we finally caught him." She let out a tired breath, "...I warned Uncle Ben and Aunt May that this'd happen, you know? It would've been better if they moved somewhere else...maybe then they wouldn't get caught in my fuck-up."

"Like I said before, Gwen, there's a lot of things people can blame you for but this ain't one of em." He scoffed, "People can be idiots, it happens. You dealt with their judgmental stares for 5 years. People don't want to admit they're wrong so they just decide to put the blame on someone else."

"Maybe..." She clapped him on the shoulder, "Come on, lets get inside. Aunt May's probably got breakfast ready."

* * *

Breakfast was lavish, as she expected. Gwen eyed the stack of bacon, sandwiches and other delicacies lining the table and licked her lips, feeling herself salivating at the sight of it. Spider-enhanced strength came with spider-enhanced hunger, and with her lack of current job she'd been skimping on food for the most part. Being in the house of May Parker, Goddess of the kitchen, just reminded her of how much she'd missed.

"Take a seat, you two. The wheatcakes should be ready soon." May said, taking off her gloves and sitting down at her designated place on the table, "Hope you two don't mind, I know it's been a while."

""Wheatcakes are my favorite.""

They'd said it at the same time. She shared a look with Peter, the brunette giving her an equally incredulous stare before she broke out in a smile and sat at her own place on the table. Of course he'd like wheatcakes; some things never changed, "Come on, you goofball. Don't just stand there." She speared one of the strips of bacon and chewed on it noisily, "It's first come first serve in this place."

Breakfast was better than last night's dinner, at least in her opinion. Peter still didn't talk much and she didn't miss the awkward stares Aunt May gave him, but overall it was a vast improvement over last night's awkwardfest. Now the four of them were eating breakfast was and Uncle Ben regaled them with tales of his latest repair horror job while the news blared in the background about the weather.

If she closed her eyes she could have pretended she was 4 years younger and that her best friend was sitting next to her again.

Both Gwen and Peter were digging into the wheatcakes before Aunt May finally spoke up, "I hate to ask, but what are you two going to do now?" She looked at each of them in turn. Gwen thought she must have looked silly with her face stuffed with wheatcakes and probably covered in maple syrup.

The two of them looked at one another, waiting for the other to make the first move.

"That's..." Gwen answered first, swallowing the lumps of bread and dabbing away with a napkin, "Uh...well, I'd prefer if we talked to S.H.I.E.L.D about getting that serum out of you, Peter." The other Superhero threw her a half-hearted glare and she put her hands up, "Hey, it's just a suggestion, alright? Cap's trusting me to keep an eye on you and since I vouched for it she's holding off, but we can't do this forever. What are you so afraid of?"

"Remember how you found me last time? That agent, Maria Hill, she thinks I'm her best shot of curing everyone else who got infected by this poison. I swear, if I find the guy who did all that I'd wring his neck." She winced, trying to keep thoughts of Harry from coming back. At this point she'd made peace with the fact that she probably wasn't gonna see him again, "I'd rather not have a repeat of that."

"Look, I promise that if you come with me then I'm not gonna let that happen again," she said, "Cap's a good person, Peter, and she just wants to find a way to make sure that neither your or anyone else will turn into those...things again." She shook her head. It felt wrong discussing it in front of Uncle Ben and Aunt May, "...Why? What do _you_ want to do?"

"Honestly, I just wanna go home," he muttered, "But since I can't have that...well, back to my apartment, I guess. I've been having some problems with Murdock and I really need to solve that before I can do anything else."

"Murderdock? Haven't seen that guy in months." Her eyes narrowed, "Look, if you need my help there then I'm all for it. That fu...er, guy's been a real pain for months now." Language, damn it. She didn't want to add any more to that swear jar, "I wouldn't say no to putting that guy behind bars where he belongs." She'd like to see him defend his way out of that...

"No offense, Gwen, but I don't think dumping him in prison's gonna solve anything. He's a snake, he can just shed his skin if he has to."

"Whatever the case," Aunt May cut in before Gwen could reply, "You two need to stick together, alright? Neither Ben or I can understand this Hero and Villain business, but working together can only help, right?" She gave them both that patented smile of hers. She found it impossible to say no to the older woman whenever she did it, "You're both carrying the weight of the world on your shoulders; it's much better to share the burden."

"Poetic, but not exactly-"

"We interrupt the morning broadcast for this breaking news." All their attention was quickly drawn to the small television screen, "The Supervillain known was White Rabbit along with a whole new host of animal-themed villains are robbing the First Hope bank. We go to Alice Gleason on the scene."

What followed was about another Tuesday: White Rabbit robbing a bank and bombastically giving demands to anyone who'd listen, the hostages in the bank looking more annoyed and put-off than fearing for their lives. Still, she had to admit the new posse was new: A guy dressed like a grizzly, another dressed like a moth, a girl that was covered in tentacles (that wouldn't be memed or anything...) and a big burly dude that reminded her of a walrus.

 _'...Yup, another Tuesday.'_ She sighed and pushed the wheatcakes away. Always the worst timing, "Looks like duty calls." She gave her foster uncle and aunt an apologetic look before turning to Peter, "You coming, Spider-Man?"

"I already helped you catch her 3 times..." He rolled his eyes, "The fourth time's not gonna be any different. She'll just buy her way out again."

"Peter..." Uncle Ben gave him a somewhat stern look, the same one he used to give...well, Peter whenever he tried to weasel his way out of chores because of some kind of experiment or D and D game.

"...Fine." He sighed and crossed his arms, "...Do you have a jacket I can borrow? Black if you have it, helps blend in the dark easier."

"Got just the thing," Ben nodded with a smile, "Be right back."

"...I also need a mask-"

"Oh, if that's what you need then I think I can help." Aunt May made her way out of the kitchen and came back carrying a piece of dark cloth with both hands. It took her a second to realize it was his old mask, "I sewed it up again. After everything that happened last night I forgot all about it, but now..." She passed it towards him, Peter accepting it almost blankly, "Just be careful, alright? Both of you."

"Come on, Aunt May. The 'menagerie's' hardly the Sinister 6, and even they're pretty easy." Gwen gave her a light smile of her own, "Trust me, they're not gonna be any match for Spider-Man and Spider-Woman."

* * *

Stopping the Menagerie had been easier than she thought, and that was saying something...though it probably helped that about half of them ran the second they saw Peter, screaming something about how they didn't 'sign up to get their legs broken!' and leaving no one but White Rabbit, Grizzly Dude and Walrus Man to weather their 'combined might'.

Read: Webbing them to the bank floor without a single punch thrown.

The hard part came with what came afterwards, "Can I have your autograph?" She winced, though she did her best to hide it (the mask helped). All around her she could see the encroaching crowd, each of them carrying pens and offering photos, papers and body parts for her to sign. Peter looked at her silently and she could practically feel the judgement radiating off of him. Hey, it wasn't her fault people hadn't gotten tired of her yet!

Most of them seemed content to ignore Peter, which seemed to suit him just fine. Most of the crowd gave him a wide berth, and the few brave enough to try and ask him for an autograph were left disappointed when he completely ignored their requests. That'd get him some bad publicity, though she really doubted he cared about that sort of thing.

She was barely to her fourth photograph before the reporter and her cameraman pushed her way through the crowd, a practiced smile already ready on her face, "Alice Gleason, Fact Channel News," she recited, practically shoving the microphone to her face, "A lot of questions from a lot of people, but I think we all have the some one burning right now: Are you and Dark Spider officially working together again?"

"For now, yes." God, she hated answering questions from the press. They always found a way to interpret every single word a thousand different ways, "Oh, and for the record his name's Spider-Man, alright? Not a copyright claim or anything, he came up with that on his own." She looked towards Peter and scotted closer to him, "Uh...Spider-Man, you wanna say anything?"

He crossed his arm and glared when the reporter moved the microphone to him. Without another word he shoved the microphone away and looked back at her, "Are we done here?"

She blinked. Rude, but she'd be lying if she said she didn't want to do that herself sometimes, "Yeah, sure-"

"One more question before you go!" The reporter said, her practiced smile straining, "The most frequent question asked by many of your fans is whether there's a special someone in your life. This feels like the appropriate time to ask: Do you feel special feelings for any certain someone's?" She gave a pointed glance to Peter's direction, "Perhaps either of your partners, maybe?"

"Uh..." She'd been expecting this question for some time, but it didn't help being faced with the reality of it. Even the crowd had gone silent, expecting answers from her and staring excitedly, "Well..." She coughed, trying to regain her voice, "Uh, no, not really." She saw more than a few faces in the crowd brighten up at that and resisted the urge to roll her eyes, "Spider-Man's just a friend, that's all."

"Hm, interesting. Does he feel the same way?" The reporter turned the mike towards Peter again, "What about you, Da- Ah, Spider-Man? Do you have feelings for her?"

"...I think Hawkeye likes her."

He didn't answer her question, but it didn't matter. Gwen saw the reporter's eyes widen and she could already see the headlines: 'Superhero love triangle brewing!' or some other stupid shit. Without another word she grabbed Peter by the waist and jumped, ejecting a webline and swinging away till she was damn sure there weren't any more cameras on either of them.

She waited until they were both on a deserted roof before she let him have it, "What the fuck was that!?" She yelled. Peter gave her a nonplussed stare, "God, they're going to spread that bullshit around now! What the fuck!?"

"If you wanted to stay there playing 20 questions then that's on you, but I'm not going to waste my time with tabloid journalists. Figured the fastest way to get you out of there was giving them something they wanted to hear." He shrugged, "Besides, it wasn't a lie. Bishop likes you and if you don't see that then you're kidding yourself." He scoffed, "Stop dwelling on it, it's over."

"That's-"

Spider-sense.

She heard before she saw it: A metal sphere that reminded her of Harry's 'pumpkin bombs' rolled right between them. Before she could jump it exploded in a bright flash and she felt a sickly sweet smell forcing its way inside her nostrils, "What the..." She felt her knees buckle and she found herself collapsing on the roof, barely able to move her head to the side and keep Peter on her sight.

Peter seemed to be handling the gas better, though it didn't help much, "Gwen!" He knelt down to help her up before she saw the bright green flash from behind him.

She didn't know whether his spider-sense didn't warn him or he just didn't dodge in time, but the bright flash impacted against his back and he collapsed in a heap next to her, unconscious, "Pe...ter..." She tried to force herself to move, but the most she could manage was forcing her fingers to twitch. It wasn't a tranquilizer - she'd been hit with all sorts of paralytics and drugs before - this was something different. Something potent enough to make her feel powerless.

The soft tapping of footsteps came closer to them. Just barely she saw a figure covered in black and red kneel down and pick up Peter, draping him over his shoulder with no effort, "Specimen 6 recovered, boss...sure you don't want the other one, too?" He looked back down at her, his free hand tapping his left ear, "Right...well, you're the boss." He knelt down and took her backpack, but otherwise refused left her be, "Looks like this is your lucky day, kid. Don't waste it..."

"Let..him...go..." Again she tried to reach for him, but her body refused to cooperate. She could do nothing but watch as the figure jumped to the adjacent rooftop and her vision went black.

* * *

"...ave her. We don't need her help." Gwen stirred slightly, eyes parting open by the barest amounts. She knew that voice: Frank Castle, the worst family man this side of the city, "She'll only be a liability. I've experienced that firsthand..."

"We cannot afford to be waste potential allies, Punisher." This one she didn't recognize. Older by the sounds of him, but not much else she could make out, "She will be a boon to us. Koshnu led me to her for a reason."

"Little miss goody blue shoes? She'd arrest us as soon as she'd start working for us." Another voice she couldn't recall, "Trust me, just us five is good enough."

"I agree with the the man who has a target on his head. She's rigid, she won't help us." Lightly accented English...heard it before, too, "You gathered us all here claiming that Spider's in danger, I don't see how-"

"Hey, princess, considering I'm the only one here with any fucking powers I'm pretty sure we need all the help we can get." Another voice snapped. Young...younger than anyone else she'd heard so far, "Spider-Man's not picky with who comes to his fucking rescue, right? So stop bitching and just wake her ass up. We're wasting time here while he's probably getting a probe shoved up his ass."

Enough was enough. Mustering up her remaining energy she forced her eyes open and sat up, her breaths strained, "Where...?" She looked around her. The sun was setting...how long had she been asleep?

If the setting sun was enough to worry her, then the ragtag bunch of misfits only worsened that feeling. She saw two people she recognized right off the bat: Castle wearing a skull shirt and trenchcoat, hefting a sniper rifle over his shoulder. Not too far away she made out Felicia dressed in a leather outfit that probably rode up like a bitch every time she tried to jump.

The rest...she had no clue: A guy dressed like Owl-Man except in white, another guy with a literal bullseye tattooed on his forehead and a young, teenage girl who looked remarkably out of place considering her lack of costume or outstanding features.

All in all, it just left her feeling even more confused than before.

"You've awoken." Inverse Owl-Man said, kneeling down in front of her, "Our time is limited, so I'll keep it brief: Spider-Man has been taken and we aim to mount a rescue. We could use your help."

"Yeah...you bet." She could only give a strained nod. She didn't know what was going on, but if Peter was in danger she could save her curiosity for later. Right now she had to make sure he was alright.

* * *

 **Done.** **Anyway, to continue that line of thought from the beginning AN: A lot of the arcs feel disjointed, but more importantly the characters have little personal stake in it. This becomes rather clear in the last segment since the kidnapping by SILK is basically a joint Noir and Gwen arc, and yet the other Defenders join in when they have little personal stake.**

 **Just hope you guys don't mind. I mean the only justification so far is that Noir's been helping them out with their problems so now they're returning the favor, but for many that might seem like a weak reason to include them.**

 **Anyway, another general question: Do you guys find Noir 'badass'? I ask because I'm reading up on older issues of comics again and the 2nd Homecoming trailer and trying to gauge the scale. The measures of badassitude in comic media is strained, most notably Cyclops being called a bitch despite him once taking on the entirety of the X-Men at one point. So at what point are you considered a badass and where is that line drawn?**

 **Spider-Man especially since he's a very action-packed character, particularly his Homecoming incarnation being able to do all the stunts he did in the trailer while only 15. By contrast Noir spends more time cynically complaining about shit and when he does fight it's against low level metas at best. His worst opponents were Electro and The Russian, and even then they kicked his ass and he had to play super cheap to scrape together a victory. Contrast this to Gwen who generally beats down juggernauts like Rhino and Scorpion.**

 **Likewise, counting the end of this chapter, this is the _4th_ time someone had to bail his ass out after he got in over his head. Gwen by contrast only got in trouble once when fighting Agent 77, and even then we're given no indication she would've been totally screwed if Cap hadn't saved her. So yeah...is he okay so far as a protagonist by comic standards given these hiccups? This _is_ a guy that took 4 chapters to find one serial killer...**

 **Also, totally off-topic from that but I just saw some part of Burial at Sea again and I'm now encouraged to put the dancing scene in between Booker and Elizabeth when they visited Coen's exhibit. Feels very film noir and faux-horror which makes it the perfect introduction for Muse, though I'm not sure who Peter's partner would be: Felicia fits the best, but she has little motivation to involve herself in that. Gwen fits the best motivation-wise, but she's too strong and would shrug off the electrocution. Decisions, decisions...**

 **Review answers:**

 **Tpowe15 - They haven't had much in the way of scenes together, right? They had two: One after he robbed her, the second when she dissed his motivations for heroics. Doesn't exactly scream pairing for me.**

 **Guest - If you mean the kiss then it didn't mean anything; they even blow it off afterwards. Gwen gets more ship tease with Kate than she does with Peter.**

 **The Spiral Hunt - I already did include Banner. It's not made a big deal of, but he was the back-alley doctor helping them analyze the corpse for the drug and Noir refers to him by name multiple times. Besides, I'm more interested in tying him to Jennifer Walters: She's one of Gwen's allies and usually her transformation is because of Bruce, and yet he doesn't show any sign of being the Hulk so far. Has to be a story there.**

 **A Gwen and Noir pairing I can just see exploding from the accumulated problems. Also, 'argue, sit down and hash out' doesn't seem like a good indication of a romantic relationship if that's the structure of it.**

 **Ultimate Black Ace - Aw yeah, big review :D Anyway, yes: His feelings toward Gwen are strained right now. The fact that he was blushing after he kissed her might indicate lingering feelings, but he doesn't dwell on it and when pressed diverts to Kate Bishop's own crush on her so it's unknown as of now. If nothing else we know Gwen can seemingly find him physically attractive on a superficial level, though that's not much since you can find an utter bastard to be attractive from a purely physical standpoint.**

 **Also, what about Chapter 40 made you change your mind? And change your mind to what end, that she likes him or doesn't like him?**

 **As for the hero-sidekick thing, I argue it still holds since Gwen's the one who receives most if not all the character development while Peter gets jackshit on that front. As you said in the last half he hasn't changed his kill stance - and in fact he got more brutal - though I do feel the need to correct you by saying that he hasn't started killing everyone. Gwen mentions his targets are brutalized but alive and the organ trafficking doctor was left webbed up and crippled but still breathing. Brutal, but not as bad as Bullseye or Punisher.**

 **Lastly, looking forward to that story-wide review :D I await it with bated breath ;)**


	42. Madhouse(?)

**Alright, real talk for a second: This chapter's bound to annoy a fair share of people given all the events that's happened in the story so far. The only thing I can say for now is that I hope people will keep reading even past this chapter given the reaction certain events in the previous chapters received. And if you decide to drop the story then...well, guess it was nice having you while it lasted :)**

 **Granted I could be grossly overblowing this and no one really cares, which is actually more embarrassing than the above, but it never hurts to be cautious. A lot of Noir's actions and characterizations over the past 40 chapters are bound to raise an eyebrow after what happens here.** **Anyway, try listening to Starset- Monster on youtube for the chapter. Felt oddly appropriate, at least partially, for me.**

 **On a lighter note, I recommend reading the Spider-Gwen fic 'Your Heart in a Headlock' over on archiveofourown. Definitely lighter than this chapter and provides a pretty humorous take on a Gwen Stacy/Mary Jane Watson romance while keeping it relatively in-character. Definitely check it out ;)**

 **Oh, and I'm addicted to ME: Andromeda right now. Should give you guys enough time to read and review between updates, at least. That and I'm wondering whether I should stop here again to make that 616/Spider-Gwen oneshot. It's been a long time coming and this chapter's contents seems enough to tide people over for a bit.**

 **Side note - I read through the Osborn miniseries and I gotta admit I _love_ how they characterized Norah Winters; it takes _balls_ to backtalk Norman Osborn while you're in the middle of a secret prison with no hope for rescue. Not smart, but still ballsy. Definitely a good fit for Noir's part of the story.**

* * *

"Peter, it's time for breakfast!"

Peter's eyes fluttered open slowly, a tired groan escaping his parted lips, "Ugh..." He forced himself to rise, the movement sluggish. His limbs felt stiff and weighted; just another consequence of moving around all day trying to help his aunt run the welfare center. There were always more homeless looking for a hot meal, always more looking for shelter from the biting winter chill (or summer heat, dependent on the season). It never changed.

He didn't mind it. Some of the judgmental finks on their high horses thiught they were coddling the downtrodden, teaching them that they 'didn't have to work for a living', _'Yeah...big talk coming from high-rollers who lived in gilded cages.'_ He rubbed at his eyes tiredly. Every one of them wouldn't last a day out in the streets with their fur coats and expensive automobiles. Or actually have to work to get every single meal rather than getting fed with the silver spoon.

He shook his head and stood, trudging towards the bathroom with a yawn. The downcast sky greeted him through the windows of his bedroom, the edges of the panes covered in a thick blanket of snow. The middle of winter; probably the harshest time to be without a roof over your head, "Means a lot of work for today..." He turned on the faucet and splashed his face with the ice-cold water, jolting himself awake with a slight shiver. Better than a cup of coffee any day of the week.

"Peter!" His aunt called again, voice a tad more impatient.

"I'm coming, Aunt May!" He put on his clothes in a rush and made his way downstairs, biting back another yawn. His Aunt always insisted they start early; they couldn't provide three meals a day so the bums often came as soon as the doors opened, if only to try and get rid of the hunger pangs from a night of missing dinner and freezing their keisters off on the streets. That meant not much sleep for any of them, but he'd learned to live with it. It was a hell of a better use of his time compared to getting to street fights with Carl King or Davis Thompson.

The smell of wheatcakes and beef stew greeted him when he arrived at the dining room and his lips quirked up in a small smile. His aunt was the best cook this side of Queens, something just about every guy who came to the Welfare Center could attest to. They couldn't afford much in the way of luxuries, especially after his Uncle Ben died, but she always made sure a good meal was there for them every single day of the week. There wasn't much else he could ask for, really.

His mood soured when he saw who else was joining them on the table, however. Mary Jane sat at the table, a cheerful smile on her face; no problems there. The redhead was his best friend and seeing her never failed to brighten up his day.

It was the one she was talking to that caused him to bite back a scowl.

 _'Stacy...'_ He held back a sigh and took his place across the table, giving a mumbled 'Good morning' at MJ's greeting. Gwen Stacy, daughter of the vaunted Captain Stacy and probably the most annoying socialite in the entirety of Queens if not all of New York...and Mary Jane's (other) best friend.

"Well, look what the cat dragged in," she said, that taunting smile on her face. Peter bit back the growl already at the tip of his tongue and stared down at the table, fingers tapping in irritation. Mary Jane wanted the two of them to be friends, but he didn't see it happening any time soon. Despite the redhead's insistence that 'they had so much in common' - which he was pretty sure was a load of horsefeathers - the two never stopped hating one another for the past 6 years.

First impressions counted for a lot, and even after he apologized for getting blood on her expensive ballet shoes she never let up on reminding him. Cause apparently it was his fault he was bleeding from nearly every orifice after Davis and his cronies beat the tar out of him...

"What? Nothing to say?" she continued, that haughty voice of hers stabbing at him and only worsening his irritation.

"No. Wouldn't want to interrupt your slumming, 'Ms. Stacy'," he bit back, the blond's smile twitching ever so slightly. He knew why she came here: To convince Mary Jane that she shouldn't have wasted her time dealing with all the 'poor folk' because she was 'cut of a better cloth' or some other fanciful term. He could practically see the superiority dripping off of her from her clothes to her hair to her uncalloused hands. There was a dame who had everything handed to her on a silver platter.

"You know I don't like it when you two fight..." Mary Jane mumbled, a soft frown on her face. It was the same thing she always said, and it never really worked no matter how many times she said it. She wanted them to make peace, hold hands and get along like it was that simple. That's why they did their best to avoid one another, though it wasn't an option right now considering she was at his house and he sure as hell wasn't going to leave it cause of some blonde snob.

An uncomfortable silence settled over the trio, none of them willing to look at the other. It was the same problem every time: Mary Jane Watson, daughter of a businessman who somehow didn't lose everything in crash. This made her rich enough that all she had to do was marry some other rich stud and live the good life, but instead she was down here in the muck helping those who needed all the kindness they could get. Her father disapproved, but he let it pass for now. Gwen Stacy...was much less silent about what she thought of her behavior.

Thankfully the quiet didn't last too long before Aunt May came into the dining room, one hand holding a bowl full of stew while the other held a plate full of wheatcakes. She set them down on the table before he could move to help her, "Eat up, all of you." Aunt May smiled at them all and sat next to him, hands clasping together to perform Grace. Peter felt his stomach rumble impatiently at the smell, but he followed her lead. In this house May Parker's word was law, even Stacy was smart enough to see that.

Breakfast was...pleasant, at least as much as it could be with Stacy on the table. Aunt May's presence alone was enough to dampen any potential argument between the two teens and aside from a few subtle biting remarks from both it was remarkably peaceful; or at least as much as it could be between the two. Honestly he was just hoping that she'd leave after the meal. They had a long day ahead of them and he couldn't deal with her sniping for the entire day.

The conversations were mindless, a new topic popping up as soon as the last one ended: MJ and Stacy's ballet practices, Captain Stacy's tenure as the police chief - probably taking bribes from the crime bosses, Peter thought cynically - or even what they planned to do for the upcoming Christmas holidays. All throughout Stacy was the perfect angel, all smiles and polite words without a single act out of place; even the condescending remarks seemed sympathetic and he would've been fooled if he didn't know any better.

 _'Just calm down, Peter...'_ He poked at the thick wheatcakes with a fork, stubbornly refusing to enter the conversation again lest he insult the fourth occupant on the table once more. Aunt May was sweet on the socialite, though he supposed he shouldn't have been surprised; she was always eager to see the good in people, to believe that anyone could buckle down and help their fellow man. Maybe she thought Stacy was like Mary Jane; someone who was born with a silver spoon in their mouth but had a heart of gold regardless.

Oh well, at least when night hit he could finally...

...

Finally _what_?

A sudden headache caused him to let out a soft groan of pain. The fork dropped from his hand and landed with a loud clang on the floor. Three pairs of eyes turned towards him, though he couldn't find it in him to care at that moment. Right now he could only focus on pressing both his hands against his head and trying to stem the torrent of pain rushing against his skull.

"Peter, what's wrong?" Mary Jane asked first, reaching out a hand towards him. He ignored the gesture and stood up, trying his best to keep his breathing calm. It felt like a hammer was bashing against the back of his head. His entire body felt heavy and every breath came out more shallow and stained than the last. This wasn't the after-effects of a fight, he knew what those felt like, this was...it was something else entirely.

"Aunt May..." he forced out, his voice weak, "Where...Where's Uncle Ben's uniform?"

He didn't know why that was the first thing to come to mind, but at that very second it was the only thing he could think of. Aunt May looked at him, eyes filled with worry, but she answered regardless, "It's...It's upstairs, right where we always left it-"

He stumbled out of the kitchen, forcing himself up the stairs even as his steps grew more shaky and weighted. He'd...He'd used the uniform for something before, but right at that moment he couldn't remember _what_ it was was supposed to be, "Gotta...keep going." His hands held onto the handrails tightly before he stumbled down the hall to Uncle Ben's room. They'd kept the uniform there ever since he died, treated it like a shrine to the fallen. All he had to do was-

Impossible.

He'd expected the room to be empty when he opened it; the only one who stayed here was Aunt May, and only ever at night when she slept. But right now it was occupied by the figure of a smiling old man, his expression slightly surprised when he found him stumbling into the room like a drunk bum, "Woah there, son. Where's the fire?" he joked, the smile coming back full force after the initial shock.

Uncle Ben...he was here.

"Can't be..." Peter shut his eyes eyes tightly and tried in vain to control the dizziness that spiraled out of control, "You're...You're supposed to be _dead_." Peter forced out. He...He _remembered_ seeing his dead body mangled in that warehouse after Osborn and Toomes were done with him. It was why he and Aunt May rallied more, why they refused to back down from the threats. Why..Why he'd become Spider-Man in the first place.

And now...now he was just sitting there like nothing was wrong.

"Dead? Son, I may be old but I still got a few years left in these bones." He grinned, like it was the funniest thing in the world. Peter only stared at him silently; what could he say? That he _should_ be dead? That it was better for all of them that he was six feet under? It would've been a lie if he did. He'd spent days, weeks...months just wishing he could have changed things, that he could have protected Uncle Ben from the monsters like the older man had promised him not too long ago.

He would've given up being Spider-Man in a heartbeat if that was what it took.

"Peter...are you alright?" Uncle Ben asked, smile exchanged for a look of worry.

"Yeah...I'm fine, Uncle Ben. Thought you were gone for a second there." He forced a smile of his own and stood up straighter, the pounding in his skull dissipating slightly. He didn't know if this was all a dream or if his time as Spider-Man was all just a delusion and frankly he didn't care. Real or not the pain he felt when he saw his uncle's body mutilated down to his very core was something he never wanted to feel again, and if he was standing in front of him now then who was he to complain?

Uncle Ben stood up from the bed and made his way towards him, placing a comforting hand on his arm, "Gone? Son, I ain't going anywhere." He laughed, and Peter found his smile widening. God, it was good to hear him laugh again...at this point he didn't care if it was a dream or not; if it was then he never wanted to wake up. This was better than spending nights beating down thugs at the docks, traipsing around sewers trying to find a freak who was a literal goblin or spending days in that mad...house...

The pain flared worse than before. Peter found himself stumbling back, back hitting against the wall painfully as he let out a strained scream. It was like his entire body had been set on fire. He could feel tears escaping from closed eyelids and he was forced onto his knees. It was hard to breath, hard to resist the urge to try and knock himself unconscious just to try and distract himself from the searing agony.

"Not yours! Never yours!"

"Peter! Peter, what's wrong!?" Uncle Ben knelt in front of him, both hands grasping his shoulders tightly to steady his shaking figure. Peter grit his teeth and resisted the urge to push him away; his touch burned, and he could feel rage that didn't belong bubbling up inside. He shouldn't have felt this way, especially not towards him: He was the closest thing he had to a father, the reason he kept going through all the insanity and pain ever since he'd gotten that mask.

So why did he want nothing more than to rip his throat out at the seams?

"Peter! Talk to me, son! You can-"

A dull sound echoed throughout the small room before a stifling quiet settled over them. Peter forced his eyes open and found his uncle looking back at him in shock, his mouth parted slightly even though no words came. He wanted to ask him what was wrong before he felt the warmth pooling on his hands and something dripped between his fingers.

Looking down, Peter felt his breath catch in his throat at the sight that greeted him: Scaly hands covered in a thick blanket of blood coming from the deep gash on his uncle's stomach, "Uncle Ben...?" he muttered, the words almost unheard despite the silence between them. It was...he'd done it. He clenched his hands and grimaced when the malformed appendages moved in response. His hands...they were _his_ hands.

"I...I didn't mean to-"

His pathetic attempt at an apology was cut short by the piercing shriek that came from behind. Turning to the source of the sound, he found Aunt May and Mary Jane looking at him in horror, their eyes wide and their hands covering their gaping mouths. Behind them was Stacy and she...it wasn't fear he saw in her eyes but anger, white-hot and burning and he felt himself almost choke up in fear despite himself.

She was going to kill him. He didn't know how, but he knew she would.

He stood up quickly and stumbled back, passing through his uncle's fallen and bleeding body, _'This...This can't be happening...'_ He looked down at his hands again. He could still feel the warmth of the blood on his skin...scales, "I...I don't know what's happening," he muttered, more to himself than to them. This wasn't right. His Uncle Ben died, but not like...he didn't kill him. Everything he'd done had only ever been because of him-

 _"Are you certain of that, little man?"_

Something fell on his back, small and wriggling and incessant. Turning around once more, Peter found himself face to face with a mantle of dark webbing that covered the entirety of the room. Each and every nook and cranny of the silk was covered in a veritable horde of spiders, the wriggling mass moving in tandem like a puppet being manipulated on a string. And at the center...

A giant spider, it's skin pale and grotesque with an unnatural - _human_ \- smile that split its face wide open.

 _"I gave my gift to you. You made your choice."_ He felt a stinging sensation on his neck and his hand jumped, grabbing at the source and pulling out a pure black spider. It skittered on his palm for a moment before jumping away to join his brethren, leaving the pulsing bite at his neck to fester, _"Your choice. No one else's."_ It laughed, the spiders that surrounded it moving around in a frenzy. He heard both male and female voices chortling, the voice mixing together in an deafening legion.

He'd heard this before...the curse of power, how the bite only brought death to the wicked. He never truly understood what happened that night at the docks, and even to the day he died he was sure he never would.

 _"You are tainted. Poisoned. My Chosen...you are fragmented. Fractured. Broken."_

 _'What?'_ He shook his head. He didn't understand; how could he? The Spider-God never explained itself before after the torture he received that night at the docks, "Explain, damn you!" he screamed, ignoring the pain that came from the bite at his neck, "You know what's going on, so just tell me!"

Another bout of laughter, even more twisted and malformed than before. Peter grit his teeth and let out another enraged scream, but a sudden pull at his back caused him to fall and look up at his sudden attacker.

Spider-Woman...no, Gwen Stacy. That was who she was.

He saw a blur of white for a moment before hands encircled his neck, "Gwen...stop..." He raised a hand weakly to try and pull off her hands, but her grip remained firm. Letting out a choked cry, he parted his mouth once more to try and...and do what? Let out a plea for mercy? To curse her to his dying breath? More tears escaped his parted eyes, but her mask was blank as always. She could have been smiling or crying under the white fabric and it wouldn't have changed anything.

It only when his consciousness finally started to fade that her grip loosened. He sucked in the air greedily, though he already knew the reprieve wasn't going to last long. Already he could see her hands balling into fists, "Gwen, please..." He tried to crawl away futilely, the Spider-God's laughter echoing in his ears with every painful inch he managed to drag himself back, "Don't...Don't kill me..."

"No, no no! Leave me alone!"

Her head tilted to the side and she stepped forward. For a painful, hopeful moment he thought his pleas had gotten to her, that maybe she'd give him the mercy he searched for.

The kick at his right side and the sound of something cracking put away any thoughts of that from continuing.

"Why shouldn't I? You're a monster." She dug her foot at his side and he screamed, but even that was cut off when she ejected a line of webbing to seal his mouth shut. "And it'll be over only when I say it is."

He felt every punch, every injury and mark she left with every hit. This...it'd happened before. When he'd lost control, when he'd nearly killed innocent people because of his jealousy. If he could have he would have cried out in apology, begged for absolution even though he knew it wasn't possible. Gritting his teeth, he closed his eyes and waited for the inevitable, his only company being his attacker and his 'patron' watching it all with perverse glee.

"You don't deserve it! It should have been _mine!_ "

* * *

Peter awoke with a start, his breath coming out in strangled exhales, "What...?" He shut his tightly and pressed both hands against his face, waiting for his heartbeat to calm. He could feel the cold sweat all over his body and he bit back a wheezing gasp, "A dream...just a dream..." He groaned and tried to slow his breathing. Just another nightmare; a new one, yes, but nothing he couldn't push past if he just focused.

Lowering his hands, he looked around the small confines of the room he was trapped in and blinked. It was small, not much bigger than the trench he considered his temporary home...though it was admittedly cleaner. Apart from the bare mattress he'd been sleeping on the room contained nothing more than a sink and a toilet that stuck out of the wall, their metallic designs clean and sleek.

...Where was he?

A prison cell of some kind was his best guess. He grimaced, already feeling a headache coming on. The entire room was dark, though that was never a problem for him. The last thing he remembered was being with Gwen on that rooftop and then...

 _"Specimen 6 recovered, boss."_

A kidnapping. He'd experienced it before, though always from another view; his powers made it hard for him to be caught unawares, after all. Still, he'd gotten careless. He shouldn't have worried about Gwen so much, "This is why I hate partners..." He sighed and stood up. His jacket and shirt were gone, but they'd let him keep his pants and boots. For what reason he didn't know, but he wasn't going to complain about not having to do with his birthday suit.

He found out as soon as he took his first step, "Ah, what the...?" He grimaced and looked down at right side. A thick cut extending from his hip all the way to his ribs, "What the hell?" He touched a hand through the fresh wound and hissed. His enhanced healing usually took care of problems like this, but the crude stitches lining the split flesh stung like a constant stream of alcohol.

Peter didn't have long to focus on the wound. Opposite the bed he heard skittering and scratching, the see-through walls evidently not being soundproof just to complete the total invasion of privacy, "...Who's there?" He trudged forward slowly, one hand holding onto his side while another held onto the transparent wall. The surface was cold and seemed to be made of some sort of glass, but apart from that there was nothing odd about it.

"...Is anyone else here?" Peter narrowed his eyes. The room on the other side of the glass was messy, almost unrecognizable to the Spartan cell he was inhabiting. Besides traces of blood and filth he saw brown fecal matter smeared on the walls along with raw slabs of bloody meat strewn about messily. It looked more like an animal pen than something you put a human being in.

It was only when he looked up that he realized how accurate that assessment was.

The... _thing_ at the ceiling didn't seem human, not by a longshot. It was big, easily dwarfing him without even trying, but more than that it's features were inhuman: Dark fur that covered its entire body, an elongated snout with two buck teeth at the end, fingers and toes with sharpened nails at the end, beady red eyes...it looked more like a giant rat than any kind of human being or freak in a costume.

It looked down to meet his gaze, its beady beady red eyes unblinking. The staredown lasted for a few seconds before it let out a screech and jumped towards him, crashing onto the glass wall with a painful thud. Peter winced and stepped back; he'd faced worse, but at least the monsters he'd faced were human - Vodkalky and Man-Gorilla aside, and even then they at least seemed sane. This thing just looked like someone tried to morph a rat into a human being and forgot halfway through.

"Hey, you're finally awake."

He turned to the source of the voice and raised an eyebrow. A slant dame, young by the looks of her: Long black hair, lightly tanned skin and wearing nothing more than a patient gown that left parts of her arms and legs exposed. Chinese? Japanese? Korean? He wasn't sure; apart from Father Martin he didn't have much contact with orientals. Regardless, she looked like she was in the same boat as him and she could talk so he wouldn't be picky.

Still, there was something that caught his attention. Cuffs on her wrists, but not tied together. The metal bands circled each hand individually, but at one end of her wrist the metal spread to cover her fingertips tightly with small clamps. He narrowed his eyes; why cover even her fingertips if they weren't going to tie her wrists together? And why'd they let him off with just his shirt gone and no restraints?

"Yeah, finally..." he muttered, a hand rubbing at the back of his neck tiredly, "You got any idea what's going on?"

She regarded him for a quiet moment before she frowned. Peter made a noise at the back of his throat; she looked...hurt, almost. Though he wasn't sure why, "...That's it? That all you have to say?" She looked away and clicked tongue, her frown deepening, "Months since we've seen each other, since I busted my behind to get you out of this shithole and that's all you say? 'Any idea what's going on'?"

Peter found his lips curling into a scowl despite his best efforts. Barely five seconds and someone else was already ragging on him...and what did she mean by 'since they'd seen each other'? "Look, I think you got me mistaken for someone else." He crossed his arms, willing himself to ignore the light stinging sensation from the gash that came from the action, "I just got here, and only cause of-"

"Agent 77, though he's Jess Drew to friends and family," she interrupted, her tone impatient, "As for who you are...well, stop me if I'm wrong: Peter Benjamin Parker, dead parents, adopted by his Aunt May and Uncle Ben, infected by the original iteration of the Lizard serum. Am I warm?"

"Steaming..." He rolled his eyes. Another case of someone knowing that Parker kid? "Look, you clearly know who I am, but I got no clue who you are. So for the sake of us both lets just pretend that this is our first meeting and introduce yourself."

The silent stare came and went before she sighed, running a cuffed hand through the dark tresses of her hair, "Right...well, the name's Cindy Moon, though for everyone around here I'm subject 79." She twisted her wrist and showed him what looked like a barcode tattooed to the flesh of her right arm, "They brand every one of us every one of us. My evil twin likes to keep things organized."

"Evil twin?" He looked down at his own right arm and found a barcode on his wrist. How did he miss it before? He must've been really dazed, "What, your family did this to you...us?"

"Family? Yeah, I guess you could say that." She sighed and stepped closer to the glass dividing them, Peter following suit soon afterwards. For a moment it seemed like there was nothing between them and he could reach out to touch her, but he knew better. He wasn't gonna make a fool himself like that rat...thing, "It's a long story, but lets just say she's responsible for a lot of things...like turning poor Edward behind you into that monster. They call him 'Vermin'..." She looked down and bit her bottom lip.

"Long story? Can you just give me the short version?"

"You already know it!" she snapped, her expression turning fierce for a brief moment before she sighed again, "...Sorry, it's just...I know you're not lying, but can you imagine how frustrating it is? I went through a lot to get you out of here, lost whatever goodwill I had with that mad scientist so you could escape and now...now you don't even remember." She gave a sardonic smile, "I must seem like a rambling idiot to you."

"I've seen a lot of things since I got to this madhouse, so if you say that I know you and I just don't remember then it'd hardly be the most unbelievable thing so far..." He let out a soft breath and frowned, "...Look, you said you got me out of here. So just...just tell me how you did that."

"Right, well..." She shook her head, "First things first: I'm not from this dimension. Do you at least remember that alternate dimensions exist?" He nodded, though it was less him remembering and more finding out on his own, "Good. Alright, so my alternate dimension counterpart runs this place. She told me what the deal with her is, but that'll take days to go through. Lets just say she's evil and leave it at that."

"If you say so." He nodded again. He wasn't going to complain about leaving things out; he'd been guilty of that more than he cared to admit, "So...why are you here?"

"Long story, too. It involves a spider bite, an old bastard named Ezekiel and nearly a decade in a bunker." She chewed on her lower lip, clenched hands shaking, "Sorry. Anyway, my counterpart here opened a portal to my world and offered me a one-time deal: I go back to this world with her or I stay and rot in that hellhole. Choice seemed easy at the time. I mean Ezekiel didn't even know if I was for sure the right bait. I had powers, but any counterpart could have been 'The Bride' and-"

"Getting off topic, Moon."

"Sorry." She shook her head, "Continuing on, I went with her. Seemed like an easy choice at the time, you know? Stay in a bunker for the rest of my life cause I _might_ be a danger. Seeing another version of me that was free...well, I thought that Ezekiel was wrong. So I followed along with her and she tells me that I can have my freedom if she could just run a few tests now and then."

"And now you're trapped..." He scoffed. A big con, basically.

"Actually, no." There was that smile again. Bitter, though despite it all it still held a hint of mirth, "She let me have free reign, mostly. Who knows, maybe she was soft on me cause we shared the same face. Or maybe she thought getting me to play along as a willing lackey would be more useful than having another experiment she has to keep contained like Edward or Mac. I gotta admit it felt...good to be free after being trapped in my bunker for so long."

"What changed her mind, then? Doubt you just stole her coffee to end up here." He gestured to the cuffs and patient gown. Despite the exposed flesh on her legs and parts of her midsection his attention was drawn more to the numerous but faded scars lining the tan skin. Evidently she didn't have very good treatment, though considering she still looked human she was probably better off than ratman back there.

"You did, actually." She laughed, the sound soft and forced, "I saw the experiments she was running, but you definitely took the worst of it. Specimen 6 she called you, the last of the original specimens she had access to. 1 to 4 died and 5's...well, she's out there somewhere. A field experiment, she called it." She shrugged, "I saw her testing stuff on you day after day. The drugs, the poisons...I guess she thought that I wouldn't do anything to risk my newfound freedom, so she just let me do whatever. It gave me a chance to try and free you."

"That's...impossible." He shook his head, ignoring the slight throbbing pain he felt, "I-"

"I know what I saw," she said, lips pressed into a thin line, "Day after day I remembered you screaming, begging for her to stop and that you'd do anything if she'd just let up. I couldn't take it, so I..." She took a deep breath, "I pretended to be her. She told me she had a day off, so I came in with her labcoat and told her that I needed you for a private experiment. No one here questions her, so it was easy."

"I don't-"

 _"Oh my god..." A dame, but her voice...it was familiar in a way, but there was something off about it; too soft, too sympathetic, "What did they do to you?" He could feel warm hands cupping the sides of his face. It was hard to see her through his fading vision, his eyelids already dropping in exhaustion, but he caught a glimpse of lightly tanned skin and chestnut shaped eyes before everything went dark._

 _"I'm going to get you out of here. I promise."_

He shut his eyes tightly and took a strained breath. Another flash of memory, but...it was the truth, wasn't it? He opened his eyes again and found her looking at him worriedly, one hand touching the glass in a futile attempt to reach out for him, "...You're telling the truth," he forced out. It felt painful to admit it, that he might have been wrong about more than just Spider-Woman's secret identity, "But...this doesn't add up. I woke up in an alley with all my clothes on, and my gun...you're telling me they let me keep it on me for all that time?"

"The clothes...I made them." She scoffed at his look of disbelief, "I have powers, too. Powers like yours that came from a spider bite. Why do you think they have these on me?" She raised her restrained hands and wiggled her fingers, "With you they don't have to worry. No offense, but your webbing's pretty basic. Mine...tend to be a lot more precise and varied. Easier to manipulate."

"What, so you're telling me you made the clothes I was wearing?"

"Yep," she said bluntly, "I don't know why you wanted em, really, but I didn't question. You just told me what you wanted: Black tenchcoat, striped pants, boots, a turtleneck and a mask...admittedly that last one was pretty hard. It looked patchwork, but that was what you wanted."

He was tempted to blurt out 'you're lying' once again, but he knew better. She had no reason to trick him, and he couldn't see anything to be gained from trying to make him believe something that didn't happen; especially not after everything else he'd heard from her and her circumstances now. But...that also meant that those things, the mask he coveted so much and kept sewing up despite all the damage it took, it was...

"Just a copy..."

"Afraid so." She sighed, "I did my best, but the webs can't really replace the original. To be fair you weren't complaining when I made them, so I thought it was a good enough substitute," She shrugged and gave that forced smile again, "So yeah, we got out...though not for long."

"What do you mean?"

"Well, Evil-Me checked back in eventually and realized that something was wrong so she sent her pet after us. It didn't take long for 77 to catch us, and..." She rubbed her arms and licked her lips, "We couldn't fight him. Ezekiel taught me some self-defense, but I never actually fought any Supervillains before being sealed in the bunker and you...well, you weren't exactly all there. He kicked our butts in, and I had to distract him while you escaped. Guessing you got away since you were gone for so long, but Drew kicked my teeth in and dragged me back to my twin. She...wasn't happy." She shifted her arms and legs, emphasizing her scars.

"What do you mean I wasn't all there?" God, why couldn't he remember? Even now all he could recall was wringing Octavius' neck then having to deal with the Zorro wannabe and the limey with the koalas.

"You seemed kind of...conflicted. Is that the right word?" she said, her expression uncertain, "One second you're screaming about how you were going to get that researcher Octavius and the next you do a complete 180 and start crying about how you wanna see some girl called Gwen. To be honest I thought you were bipolar, but I figured that it was just the drugs affecting you. I mean you seem normal now, so..."

"...Gwen?" He mentioned her before? How? He never knew her till that chance meeting after the donnybrook with that blockhead, "What was I saying about her?"

"Honestly, it was kind of blur. Something about prom or whatever? I was kinda busy trying to get us both out to care too much," she said, looking at him apologetically, "Well, that's all I know. I dunno how you got that gun or ended up in that alley, but I figure you just took it from a gun store or something. Really, though, I thought I'd never see you again. I wasn't expecting you to mount a rescue or anything, and seeing you here again...kinda makes me feel like it was all pointless..."

This was...it was all wrong. He stepped back and looked down at the scar on his elbow. Why couldn't he remember? Why would he know about Gwen long before their first meeting and how could he forget the person who'd rescued him? None of it made any sense no matter how much he looked at it, _'There has to be a reason...'_ He wouldn't _not_ remember for absolutely no reason, right?

He didn't have much more time to think about it. A red light shined overhead and he just barely heard Cindy's warning before his spider-sense blared and a white gas seeped into the room, _'Damn it!'_ He covered his nose, but it was a futile effort. Already he could himself growing weak, his eyes dropping down into a forced sleep just before two dark figures open the door to the room and grabbed him.

* * *

By the time he'd woken up again he found himself strapped to a table, his hands bolted to his side while both his feet and head were stuck in place, "...Cindy?" he called out, though he knew it was futile. He was laying down and because of the restraints around his neck he was forced to look up at the blinding white light, "Ah..." He narrowed his eyes and tried to look away, though it wasn't long before he found himself choking and being forced to look up once more.

He didn't know how long he stayed there just looking up at the searing lights, but it felt like hours before he heard the sounds of a door opening followed by the clicking of heels, "Hey, sorry about the wait." Female...and familiar. He didn't need to look at her to know who she was: Moon's 'evil twin', her reflection in this world. The same way he and the Parker kid shared nearly everything from the DNA onwards.

The table moved, stopping only when he was finally 'upright' and face-to-face with his tormentor. Same chestnut eyes, same dark hair...Moon was right; they shared nearly everything. If he didn't know any better he would have assumed that she'd played a trick on him, but the little flesh he could see past her labcoat showed no signs of the scarring or other wounds his cellmate had.

"Well, look at you. All grown up." She crossed her arms and grinned. Somehow it looked out of place after seeing Moon...Cindy struggling to smile when she retold her story, "4 months does a body good, huh, Six?" A hand grabbed his upper arm and squeezed painfully, "Muscle mass has definitely improved since the last time I saw you. I mean you were nothing but skin and bones last time, but I guess playing Superhero does a body good. Had fun?"

Peter didn't say anything. She raised an eyebrow and prodded the cut at his side, earning a hiss from the quiet teen, "Well, vocal cords are working at least. Good, thought Matt did something to you with those weird rituals of his. I mean that man can run a company better than that tub of lard he calls a boss, but his reliance on that magic mumbo-jumbo's a real buzzkill. Hard to work with something that has no basis or understandable origin, you get me?"

He shouldn't have said anything, but curiosity made him open his mouth, "...You were the one Murdock was talking about." The one he was apparently 'protecting' him from besides that gang of spooks.

"Matt was talking about me?" She put on a pair of surgical gloves, "That's not like him. Guess you made an impact on him, Six-"

"My name is Peter!" he snapped, the 'scientist' looking at him blankly for a few seconds before she prodded the cut with her fingers far more harshly than before. Peter clenched his hands and bit his tongue to keep himself from screaming when the appendages pushed through the crudely stitched cut, poking and lingering for no other reason than because she wanted to make a point.

"I don't like to be interrupted, Six." She clicked her tongue and pulled her now-bloody fingers out of the wound, "God, you're just as bad as the guy you were copying, but at least Octavius dealt with him most of the time. I guess he liked having the guy who nearly killed him being on the other end of the stick."

"Octavius..." Cindy mentioned him before, and the data Stars-and-Stripes showed him made it clear was under someone else's employ. It must have been her, "Where is he...I need to-"

"Uh-uh, Six. You don't _need_ to do anything except sit your butt there and show me results." She slapped the side of his face lightly, leaving an imprint of blood where her fingers touched, "I mean, this little LARP session of yours is going a bit overboard, isn't it? First you dress up like the Peter Parker we grabbed from that depression era dimension and now you wanna see Octavius? What is with you? Did the memories linger? "

"What...?" He struggled against his bindings, but the cuffs refused to budge, "What are you...what do you mean the Peter Parker you took from another dimension?" That was him. It was all because of that gizmo Octavius had, why he was trapped in this madhouse, "I don't know what you did, but I'm going to find that nazi bastard and make him take me back if it's the last thing I do."

She stared at him silently for a painfully quiet moment, her only action being a few slow blinks before her face split open in that manic grin again and she _laughed_ , "Hahahaha! Oh my god, are you serious!?" She pretended to wipe tears from her eyes with her still-clean hand, "I knew the transference fucked it up, but you really _think_ that- pft, oh my god this is fucking rich!"

Her laughter lasted for a few more agonizing seconds before she stood up straight again, her grin fading into a self-satisfied smile, "Wow, I mean I thought Murdock's resurrection techniques were messed up, but you...it's another thing entirely! This reminds me of of a movie I watched once, can't remember the name, though...eh, I'm sure it'll come back to me eventually." She shrugged, "Still, your mind's more scrambled than I thought."

"What are you talking about?" he snarled, his face curled into a murderous glare. At this point he wanted nothing more than to reach out and wring her damn neck.

"You know what, it's better if I show you. I even preserved the body for Octavius cause he was convinced it's still useful." She pulled out a portable device from her pocket and tapped the screen, "But wow...they really got you good, huh, Six? I mean I probably shouldn't show you, but I guess I can do my good deed of the day with this. I find it helps to get closure so we can move on."

"...Where's Octavius?"

"Otto? Oh, he's in another branch. On assignment, but he was making real breakthroughs so I expect he'll be there for a while." She laughed under her breath, "What, did you think he'd be here to see you? That this would be 'your' big moment? Tut tut, Six. You've been watching too many movies. This isn't Queen of the Circlets and you're not a hobbit. Finding the one crown's going to be a lot harder than that."

"I'm going to-"

Whatever words he had were silenced when the door opened, two masked goons pushing an upright pod inside the room before leaving just as quickly as they came. The front of the storage container was covered in a sheet of metal, but the upper half was transparent and allowed anyone to see the occupant inside, "It...this is..." Peter shut his eyes tightly, willing himself to look away at the contents of the machine, but eventually his eyelids parted and he found himself staring at...

"It's..." He'd know that face anywhere; it was the same one he saw in the mirror every time he woke up. Even through the enduring wounds and the signs of aging Peter couldn't deny the resemblance.

"You...well, you from another dimension. The real one" The mad scientist chimed in, her voice amused. She walked towards the front of the container and tapped the reinforced glass, jostling the liquid inside, "He was a tough little bastard, though. Took 5 years before he finally bit the big one. We preserved his corpse, thought that maybe we could use it as a test subject at some point in the future even though the immunity was gone. We didn't have to wait long for his replacement to pop up, though." She winked at him.

"I don't...I don't understand..." He shook his head. He felt lightheaded, the urge to vomit suddenly coming back in full-force. This...it had to be a trick of some kind, "I'm...I don't belong here, I-"

"Oh for god's sake, Six. Do I have to spell it out for you?" She clicked her tongue and shook her head like a teacher disciplining an unruly student, "We dug up your corpse a few months after your funeral. Believe me we wanted to do it sooner, but thanks to Hitler-stache Jameson people treated your tombstone like it was a public memorial or something. Thankfully the craze stopped cause I didn't know how long I could have waited."

"Stop..."

"We tried to extract the serum from you, but it was impossible. Guess the formula didn't stick inside once the corpse rotted," She made an exaggerated sigh, "Still, we kept your body around. Some of our scientists were convinced they could recreate the formula from scratch by using the few traces left in your DNA. I mean I had my doubts, but you made the formula in the first place with what must have been less resources so I figured anything was possible."

"You're lying..."

"You know, I was just about to give up on you and noir over here before it happened: Your little resurrection." She tapped the glass again, her smile turning nostalgic, "I went over the security camera footage and I have to admit I still can't believe it. A spider snuck onto your containment unit and bit you, and after that...poof." She gestured towards him lazily, "I still don't know the whole story. I mean when I got here you were already trying to strangle Octavius. Guess he got too curious for his own good."

 _A kick connected to his face and pushed him on his back. Faceless goons crowded around him, their hands on his arms and legs to keep him from struggling. Just barely he saw a dame kneel down, the smile on her face reminding him of a kid that just got a new toy._

 _"Well now, isn't this interesting? I'm gonna have **fun** with you!"_

"Shut up..."

"You know we never did catch that spider," she said, "For all we know it's still skittering around here somewhere. Shame, it would have been a good find. Might give us some more insight on the immunity both you and your predecessor are gifted with." She shook her head, "Ah well, at least I got you back, right? We got a lot of catching up to do, Six. I've got four months worth of-"

"I said shut up!"

Big mistake. The words were barely out of his mouth before she tapped the screen of the device again and he felt a painful shock course through his entire body. The agonizing current of electricity ran through him for nearly a quarter of a minute before she tapped the screen again, "Again, don't like being interrupted." She pocketed the device and gave him a pitying look, "What are we gonna do with you, huh?"

"This isn't real...it can't be..." he mumbled, unwilling to look at the capsule in front of him.

"Believe me, it's real," She giggled, "I don't know how, but that spider bite transferred your counterpart's memories to you. Not perfectly, though; I mean for the first few days you were just ranting and raving about how you wanted to see Gwen again, about how you were going to 'show them all' or whatever. I wasn't paying much attention. The transference must have completed after annoying me got a case of the bleeding heart and helped you escape."

"You're-"

"Lying? You know you sound like a broken record." She slapped his face lightly again, fingers lingering on the drying blood, "But face facts, Six: You're not a superhero, you're not some rebel who's bucking the system or whatever you thought you were. All of that? That was his, not yours." She lowered her hand and picked up a scalpel from the tray at her side, "And really, the faster you move on the easier it'll be. Trust me, we've got 5 long years ahead of us. Better if you get it out of the way first."

She gave him one last smile before stabbing the scalpel to his stomach.

* * *

 **Yeah...surprise! The twist one half of you were never expecting, the other half saw coming from a mile away, and something I'm pretty sure either annoys or completely breaks the story for many. So...yeah: It was 65-Peter, Austin! It was him all along! ...Okay, bad joke, but you get the point - The character we spent the entire story with wasn't who we thought he was. The only time we see through 'original' Noir was during the intro before he was transported; after that it's been purely 65-Noir...shit, it feels weird to call him that :/**

 **There are two ways you can see this: You believe 65-Cindy and the Noir we've been running with was just 65-Peter with Noir's memories. To quote Subject 16 from Assassins Creed, 'What is a man but the sum of his memories? We are the stories we live, the tales we tell ourselves'. With 65-Peter having access to Noir's memories it's not odd his personality would radically shift and he'd act like Noir. After all, if someone doesn't have their memories are they really 'them' or another person entirely?**

 **The 'best case scenario' isn't much better, really. The only other option is that he's a body snatcher like SpOck and that he (quite possibly) murdered the 65-Peter personality given both Cindy's commenting on him wanting to see Gwen again. In this scenario it's still Noir, but now he's a freaking body snatcher running around in a resurrected corpse that was exhumed from its grave for the purposes of mad science.**

 **Either way it's not pleasant :/ That and I kinda cheated by making it so you can see it either way: Intro Noir was notably reluctant to kill Octavius and just scares thugs rather than beating them, while the later on he has no problems kneecapping people without blinking. Is it because 65-Peter's acting like how he _thinks_ Noir should be or because Noir's experiences in Earth-65 have turned him more cynical and violent? You decide.**

 **So hey, those guys who thought he merged with 65-Peter? Kinda right. Those who thought he was 65-Peter all along? Here's your long awaited vindication. Either way I'm pretty sure there's no one who actually _likes_ this swerve, so I can only hope you guys keep reading even after this and keep an open mind. **

**Also, for those hoping for a Lizard!Peter and Spider!Peter fight? Yeah, I'm kinda disappointed, too. I mean I had it all planned out with them fighting in the Parker house with the former ranting about how the latter stole his life, but then the Parker house fight got shifted to Vulture instead so bla :( I'll see what I can do, but that fight is pretty much on the wayside for now.**

 **Review Answers:**

 **Guest - Long enough of a break for you? ;) This was one week, I think. Should be enough time to come down.**

 **Dragonskyt - Thanks. Still, this arc hopefully moves the story forward more.**

 **TheOkWriter - They already know it; how else do you think Ock got those advanced prosthetics in the intro? ;)**

 **TralfamodoreUndone - Woah, long review :D Anyway, being one of the few good Marvel Noir fics isn't hard since there's like, what, 3 or 4 of them? Not a large sample size there. Also, more noir elements will definitely pop up dependent on the arcs we choose to pursue ;) As for the classics, I already watched Maltese Falcon and Sin City and read through the Garth Ennis Punisher MAX run. Right now I'm looking at 'Rock Slyde', a film noir comedy that lampoons the genre.**

 **Speaking of femme fatales, however, I gotta admit it's difficult. I have a hard time writing sexuality and romance, and reading through Spidey Noir again you'd be surprised by how _not_ a femme fatale Felicia was: She was mysterious and had her own agenda, yes, but getting together with her in no way put Peter in danger nor was she using him for his own ends like most femme fatales do.**

 **Hell she makes it clear after their one night stand where they stand - They'll never be together and he should come back when he wants to sleep with someone other than his wife. This is rather clear-cut and lacks the mystery of most femme fatales who embody temptation and mystery.**

 **A better example of femme fatale would be the female Bullseye Killer Eliza in Dardevil Noir, who Matt even admitted to falling for and loving despite figuring out the truth; like Sam Spade with Brigid at the end of Maltese Falcon. Adding to that, I doubt MJ can play the femme fatale role given how blunt she is and I can't see her trying to lead Noir on to manipulate him; if she wants help she can ask the far more powerful Gwen.**

 **Hermes Tonsils - Depends on my mood.**

 **Mingyu - Bisexual, not homosexual ;) He's clearly shown attraction to females at this point, and being attracted to the same gender doesn't require a specific set of behavior; Gwen's pretty openly bi and yet she's not obviously so given that her sexuality plays little role into her behavior. Though I'm curious: What exactly did you see in the previous chapter that convinced you that the Gwen and Noir team-up is a good idea? Cause besides them working together on King they don't seem that better than before.**

 **Also, yes, Winters is good for him...too good, really :P**


	43. Paint it Black

**Hey everyone :) New chapter out, and with that a new question that I'll place here since the bottom AN is bloated: I'm legitimately curious, before the swerve in the last chapter what did people think was up with Noir? I mean the injection with the serum, bleeding effect memory recall, lack of signs of aging etc etc weren't normal regardless of how you sliced it. What did you guys think the reason was, if you had a theory at all?**

 **Second, is everyone...cool with the plot twist? I mean it changes the tone of a lot of the story for both protagonists and calls into question Noir's continuous search for Octavius, which built up a large part of his background and motivations in the story. It's unlikely Noir will identify as 65-Peter now, but I'm wondering all the same if people still regard him as the same protagonist knowing that he wasn't who he was originally advertised as?**

 **More a side-note than anything else, but does everyone just take 65-Cindy's words at face-value or believe it's a bit more complicated than 65-Peter going through a Persona 5-esque change of heart?**

* * *

After 5 years of being Spider-Woman it was fair to say that Gwen had gotten used to strangeness. Even ignoring the fact that she got superpowers from a radioactive Spider, nowadays she usually found herself dealing with others guys and gals in costumes so much that she'd become numb to shock. After all, what was another person in a costume to her? She didn't have a monopoly on the whole costumed hero gig, so who was she to judge, right?

Still, Peter's friends - if she could even call them that - were enough to make her gape like a fish.

Now, she'd seen a lot of weird shit in the 5 years she'd been Spider-Woman, but the gathered group was enough to make the most jaded war vet choke on his food. Gwen knew about Felicia and Castle well enough. Their relationship wasn't exactly what someone would call warm and caring, but she knew them: The former wanted to avenge Murderdock killing her father while the latter was just sick in the head and wanted to kill as many people as he could even if it meant leaving his traumatized family behind.

...She didn't like him. Felicia at least she could understand even if she couldn't exactly condone her actions, but Castle was just a nutcase...who also happened to know her identity. Honestly, she was surprised he hadn't tried going to Jameson or something.

The other 3 definitely caught the lion's share of her attention. The guy wearing the leather jacket with a bullseye tattooed on his forehead seemed almost mundane compared to the guy standing next to him, _'Shit, I've heard of Owl-Man fans, but isn't he going a bit too far?'_ she thought, staring at the figure covered head to toe in white looking over the edge of the roof. She was tempted to call him a ninja, bit she couldn't think a single one of those that wore bright white that practically screamed their presence to anyone who cared to listen.

And yet, those 4 had nothing to the teenage girl who was getting into an argument with Castle, her shouts carrying across the breadth of the rooftop. She was the only one who wasn't loaded with an obvious gimmick and her disguise - if she could even call it that considering it was nothing more than a hoodie with a surgical mask plastered across her mouth - made her look terribly out of place compared to everyone else in the ragtag group.

"You should stay behind, kid. You're only going to slow us all down."

"What makes you think I can't help, asshole!? I can do a fuckton more damage compared to that paintball gun you have!"

"Exactly." Castle adjusted the place of the sniper rifle on his arms and slung it over his shoulder, his face impassive, "I can make accurate shots, but you? You're going to cause a lot of unnecessary damage. There's a reason they give soldiers rifles, not an entire pack of grenades they just throw at anything that looks at them funny."

It was an argument that sprung up only a couple of minutes ago, but for Gwen it felt like hours. Another thing she noticed about the group: While they seemed to be 'friends' with _Peter_ , they sure as hell weren't friends with _each other_. This was only the latest argument they'd had in the 20 or so minutes they were waiting for Star King or whatever his name was to scope out the so-called underground hideout with one of his drones; whoever he was, he was definitely loaded if he could afford one of those.

But hell, she couldn't deny the fact that she was getting pissed off with the constant yelling. Last time with was Target-Man making fun of Felicia for 'thinking this was an S and M convention' followed by her insulting his only gear being 'a deck of cards and some paperclips'. And before _that_ Felicia, Castle and Target-Man looked at her like she was a fungus growing into their walls. She knew why the first two didn't like her, but what the hell was the last guy's problem? She never did anything to him.

And now Castle was arguing with an underage girl about how she was useless and should have been left behind...and God help her, Gwen actually agreed with him.

So far she'd stayed out of their little pissing contests, doing her best to keep quiet even though she was severely tempted to snipe back at their not-so-mumbled insults. Besides Star King the other teen was the only one who didn't look at her like she was an unwanted tick - even vouching for her when most of them suggested they not include her in this little raid - but she couldn't help her reservations. Powers or not she didn't feel good including someone who was blatantly underage and inexperienced into this little...thing they were planning.

...She tried to ignore the voice at the back of her head reminding her she started at the same age.

Taking a deep breath, she forced her voice to steady and spoke up, "...I think Castle's right," she said. All heads (except for Star King) snapped towards her, their expressions varying: Target-Man looked surprised, Felicia and Castle looked at her with the patented scowl of theirs while Lana - that was her name, right? - looked like she'd just been sucker-punched, her mouth parting in surprise before she threw a glare her way.

"Oh, what the fuck!?" Lana threw her hands up, looking between her and Castle, "What, you two are working together now!? You didn't even want her to join in!" She gave Castle an accusatory glance, the older man giving her a distinctly unimpressed scoff in response. "Me and the white ninja over there had to convince you three assholes to take her along!"

"Look, I just don't think it's safe to bring along someone so young," Gwen said, "It's too dangerous-"

"Fuck safe!" She spat, her glare turning almost murderous, "Right now Pe- Spider-Man's down there probably getting his fucking spleen torn out and you're worried about _me_!?" Rings of light spread to cover both her hands and Gwen winced. She hadn't seen her actually destroy anything with her so-called powers yet, but she got the feeling that it would've been bad to test her, "I'm not gonna sit my ass here when I can do something!"

"Here, here!" Target-Man said, a wide grin on his face, "I've seen her in action, and she's definitely gonna be useful to this little search and rescue we got going on here. I mean she ain't the sharpest tool in the shed, but with her superpowers she doesn't have to be. All she's gotta do is point and shoot." He picked out a single card from the deck he held in his hands and flipped it between his fingers, "I'll handle the hard parts."

"Much as it pains me, I actually have to agree with Spider-Woman and Punisher," Felicia said, lips curled in an annoyed frown, "Something like this doesn't require overwhelming power. How well can she control her powers? I'm not afraid of fighting, but I don't want to look over my shoulder the entire time because a little girl lost control of her 'gifts' and catches any of us in the fallout."

"Hey, I can control my 'gifts' just fine, bitch!" Lana snapped, "I can choose who to aim at, so don't fucking tempt me-"

"Enough." Star King stood up to his full height and turned to face them all, "This arguing is pointless. We cannot save Spider-Man without aid, and right now all we can only rely on one another." He looked at each of them, his expression unreadable behind his mask, "You share no love with each other, I understand this, so focus instead on the rescue of our mutual ally. We have different reasons for wishing his freedom, but his rescue is something it all has in common. Understood?"

They looked at one another, each of their expressions (even her own) bearing the same conclusion: Suspicion and distrust. If it was possible they would have rescued Peter all on their own, Gwen herself included, but SK was right. She wanted to call S.H.I.E.L.D, but after Agent 47 took her stuff it'd have taken hours to try and find a proper facility and get Cap on the line. Time she wasn't willing to risk considering what those sick fucks did to Maxine in a day.

"Miss. Baumgartner's presence cannot be argued either," SK said, "According to what I've gathered the entrance to the base is protected with a reinforced metal barrier." He held up a hand to prevent Gwen from interrupted, "While you might be strong enough to break this barricade, it's not a risk that I would bet Spider-Man's life on. Miss. Baumgartner's willing to use her abilities to rescue him, the same as you."

"...Fine." She looked away and crossed her arms. She didn't like it, but beggars couldn't be choosers; and right now she was probably the poorest girl in a costume this side of New York. She'd just have to watch out for Lana while they did this; with any luck the S.I.L.K agents would focus all on her and the rest while ignoring the other teen, "What's the plan?"

"A frontal attack, overwhelm them before they have a chance to counter properly," he replied.

"All in, huh? I like it." Target-Man's face split into a wide grin again and he picked up 2 more cards, balancing each between his fingers. Gwen saw him eye the crude map of the 'secret hideout' the would-be ninja drew; an abandoned storage building, or at least that's what SK claimed. It reminded her way too much of S.H.I.E.L.D's own hidden field offices for comfort, "Guards shouldn't be a problem with all of us, huh?"

"This is foolish." Felicia scoffed, "Why bother attacking openly and exposing ourselves? It'd be better to find an alternative way in, sneak in without getting caught and get Spider-Man out with none of these 'Silk' _enfoir_ é _s_ any the wiser."

"The facility is underground, Black Cat." Gwen raised an eyebrow. 'Black Cat'? Felicia wasn't even trying, was she? It'd be like if she called herself 'The Mary Jane'...though she was pretty sure MJ would've loved the idea of her using her name as a Superhero alias, "To find an alternate route you'd have to find a sewer and blow a hole in the walls, at which point you would be exposed and your plan for stealth rendered useless."

"So we just go in and you want me to blow open the gate?" Lana asked, SK giving a muted nod in response, "Seems kinda stupid, but shit I can't say it didn't work before. Guess we just have to watch for tripwires so we don't get a face full of shrapnel." She stuffed her hands into her pockets and shrugged nonchalantly. Gwen wondered just how Peter met the girl with comments like that, "I'm in."

"Let's do this quickly." Castle grunted, "Sooner we finish this the sooner we never have to see each other again."

Again Gwen found herself agreeing with him, though that feeling quickly faded when she saw him prep the tripod at the end of the gun's barrel and set the rifle down on the edge of the roof, "Hey, what are you doing?" she asked, already feeling self-conscious when the other 4 looked at her like she was brain-dead. Castle didn't even bother looking up from the gun, focusing instead on adjusting the scope in lieu of answering her.

She knew exactly what he was planning and she found her fists clenching on reflex. The tattooed bald man rolled his eyes exaggeratedly and sighed, "Oh boy, here we go."

"Castle, are those filled with live rounds?"

"What do you think?" He still didn't look up. He made one last adjustment to the scope before going prone, balancing the gun against his shoulder like she'd often seen in action movies, "I'll provide covering fire then follow afterwards," he said, more to SK than to her.

"A good plan. We shall-"

"Wait, wait, wait. Hold on a second, you can't just kill them!" She looked to the others and found them looking at her in various shades of disbelief and annoyance. Even Lana raised an eyebrow at her, though she seemed marginally less put-off compared to the others, "Look, I wanna save Spider-Man just as much as of you, but we can't do it wading through a sea of fucking bodies! It's-"

"Wrong?" Castle interrupted, finally meeting her gaze, "Tell me something: What's your plan? These people have guns and they're going to shoot to kill. Are you willing to risk all our lives - the life of that kid - just because you're afraid of a few nightmares? These are terrorists, they kill innocent people every day. They don't deserve the kid gloves, and none of us are going to give it to them."

"We have to be better than that. We can't just-"

"Better? Is that your only reason for judging others for the same standards you hold yourself?" Felicia sneered, the thin mask doing little to hide the hate in her expression, "Life's not a fairy tale, Spider-Woman. Just because you believe justice catches on to everyone eventually doesn't mean that it will, or am I mistaken that Murdock's still a free man because you considered it 'wrong' to kill him in order to stop him from hurting more innocent people?"

"Plus, I kinda have to point out that S.H.I.E.L.D kills people, too," The tattooed bald man cut in, "You're their Golden Girl, you can't be so stupid to think they wouldn't put a bullet between each of these bastard's eyeballs if you call them in here...probably on most of us here except Boomgal over there, actually." He shrugged, "Just saying, these guys are dying either way. Only thing that changes is who's pulling the trigger. "

"That's not an excuse-"

"Oh my fucking god, would you all stop your fucking bitching!?" Lana screamed, "God, at this rate we're going to kill each other before we get anywhere near that place!" She stamped her foot, "Look, I don't want to kill anyone, but if it's between them or Spider-Man getting put in the ground then it's gonna be them! You can bitch us out when you're done, but I'm not gonna leave him there and I'm not getting shot in the face because I don't wanna hurt the poor little kidnappers!"

"We can avoid casualties if we can, but asking us to lay down our lives for your ideals is unreasonable," SK cut in, his voice eerily calm, "If this isn't satisfactory to you then you're free to leave. While I would regret not having your assistance, it's far better than the restrictions you wish to impose upon us."

Get bit her lower lip and looked down, her fists shaking. This was the same argument she'd had with Peter...Spider-Man, and she hated the fact that she never had a rebuttal that could convince him or deny that he had a point. It was easy for her to be the hero, to make sure that no one died because of her powers. Would she hold her dad to the same standard? Or Kate? Hell, even Cap? Despite everything they were still fully human and a bullet would kill them dead just like it would anyone here.

...Fuck.

 _'God damn it...'_ She closed her eyes and took a deep breath, "...Alright, fine. Just...try your best not to kill anyone if you can, but...if it comes down to it then...do what you all have to do."

"So glad to have your permission," Felicia said, voice dripping with sarcasm and barely hidden contempt. Gwen got the feeling it wasn't going to go away any time soon, "Come on, then. Let's get this over with."

The building wasn't too far away; just a short run down the street from the rooftop they'd gathered themselves. Gwen swung through the air quickly, the rest following her in their own ways. She didn't know if it was deliberate or a coincidence - though she was leaning on the former given everything that's happened so far - but the street was almost eerily empty, cars diverting elsewhere before even getting near the street.

The half a dozen guys in suits standing front of the building was suspicious as all hell, too. If they were trying to blend into the background then it was a pretty big fail on their part: Matching black suits, shades at nighttime and even pairs of dark gloves on each hand, _'What is this, Ex Machina? How did no one find this place before?'_ She swung on a high arc, giving a small flip before allowing herself to free-fall. The place was manned either by S.I.L.K agents or mercenaries for hire, so she didn't feel too guilty about what came next.

The first of the agents fell when she kicked him right in the jaw, landing flat on his back with a pained groan, _'One down.'_ She pivoted around and delivered another punch to the suit next to him, her fist impacting against gut and forcing him on his knees, _'Two.'_ She covered him with a burst of webbing and grimaced. She _really_ hoped SK was right about these guys being S.I.L.K agents; she didn't want another misunderstanding after barely 2 months of her name being cleared.

The third fell before she could round on him. The suited goon had barely managed to pull out a gun before a playing card embedded itself on his hand, the thin cardboard somehow cutting through the skin like a hot knife through butter, "Trying to hog all the fun?" Target-Man flicked another card at the back of the guys leg, the rent-a-thug falling on his face at the sudden injury.

 _'How the fu...'_ She shook her head. Now wasn't the time to worry about that; right now she was more glad that none of those cards went anywhere near the guy's neck...though the grin on the bald man's face and the way he was laughing didn't do much to inspire confidence.

Felicia and SK joined quickly to help mop up. The would-be ninja definitely knew how to fight; she wasn't an expert on hand-to-hand combat despite Cap's attempts to rectify that little flaw, but the way he moved was definitely a cut above most people she'd seen. Felicia also surprised her, though not by much. She knew the popstar could fight - she had to considering she lasted as long as she did against Murderdock and his ninja groupies - but the whip was definitely new. Fit the outfit, she supposed...

As soon as the last thug fell more rushed out of the entrance, each of them carrying firearms of various kinds. Gwen grimaced before she heard someone scream behind her.

"Get down!"

Gwen ducked into a crouch - along with everyone else - just before she saw a beam of light pass over her and almost the entire group of suits was engulfed in a deafening explosion. She covered her eyes briefly and let the ringing pass before she looked again, "Well...shit," she muttered. Most of the henchies were on the ground; and still alive judging by the groans of pain and complaints about their legs. It was going better than she thought.

Of course, as soon as she thought that fate decided to fuck her.

One of the men in black struggled to stand, hands groping for his radio and warning whoever it was on the other side that they were under attack. Gwen raised a hand to web his mouth shut before she saw the red laser settle on his forehead and her eyes widened.

"Wait!"

Too late. She didn't hear the sound of the gun firing, but she definitely saw the man's head snap back at the force of the impact when the bullet collided with his forehead just before he fell down, a pool of blood quickly seeping through the hole at the back of his skull.

Dead...it hadn't been the first time she'd seen a life taken right in front of her, but whoever said that people would grow numb eventually was spewing some bullshit. Even now she felt sick, wanted nothing more than to forget that very second someone had been alive and then...not. Clenching her fists, she forced herself to stand and tracked the laser's movement, watching as it moved to the other suit brave or stupid enough to try and pull a gun on them.

 _'Not again.'_ She attached a webline to his chest and pulled, knocking him out of the laser's trajectory and closer towards her. The older man stumbled before she kneed him in the stomach, webbing him to the floor and rendering him immobile, _'Better they're puking vomit than blood,'_ she thought grimly, webbing the rest of the prone thugs before they could get up and provoke Castle's next kill.

That done, she turned to Castle's direction and crossed her arms. She couldn't see him, but she knew exactly where he was, "No one else," she muttered, more for herself than for him. The laser shifted and rested at the man groaning close to her and she moved towards it, blocking him from sight till the laser rested on her own stomach. For a painful moment she thought he'd pull the trigger, even expected it considering their last meeting before that shitshow with Peter, but eventually the red light faded from sight.

"...Well, that was dramatic," Target-Man cut in, an amused chuckle escaping him, "Hey, Golden Girl, you do remember we're supposed to be _fighting_ S.I.L.K and not protecting them, yeah? You wanna stay behind, maybe patch up their boo-boos and make sure they make it back to their mommy's okay?"

"Shut up..." She let out an annoyed growl, ignoring the way he grinned in response. She didn't know how Peter met the guy, but he was definitely a pain in the ass, "Let's just get in there before I change my mind about kicking your ass."

* * *

"Peter, wake up!"

Cindy banged on the glass separating the two of them with a frustrated growl. Her hands hurt from the movement, a little 'present' from her evil twin, but that didn't matter right now. At that moment all she could focus on was the fact that Peter was lying on his side facing away from her, a pool of blood seeping onto the floor of his cell from the crudely stitched cut on his stomach.

She'd seen it before, and not just with him. She wasn't privy to the exact details of the experiments her counterpart did, but whatever they were her victims broke within days. The longest one she'd seen lasted two weeks and he'd even managed an escape, but even then it wasn't long before Mac was taken back and...'educated'. Again she didn't know what that really meant, but considering her track record she doubted it was anything good.

"God damn it, Peter, get up!" She banged on the glass again, voice growing more desperate. She wasn't going to let it end like this; she wasn't going to watch that monster who had her face break him down again till he practically begged for death. That mad scientist had hurt too many people already, "Whatever she did to you, you can't just give up again! Come on!"

She didn't know if God answered her prayers or she'd just used up all the karma she was owed for that near-decade in the bunker, but she wasn't going to complain either way. The light above her went from cool blue to bright red, the door to the front of her cell suddenly sliding open with a soft hiss.

"What the...?" She took her eyes off her fellow prisoner and made her way to the doorway, each step cautious. The lights usually signified when someone was about to be taken for experimentation, but for _all_ of them? She'd never seen that happen. That and the doors opened only after the gas was pumped to knock the occupants inside, never before, "A glitch?" Did it matter, the sensible part of her mind asked. She could get out of here.

She'd barely steeled herself to move past the doors of her cage before a line of S.I.L.K agents stomped through the entrance at the end of the hall, each of them holding a shock-stick in their hands, "Everyone back in your cells!" The one in front screamed. Cindy almost rolled her eyes; after all the torture and experiments it was doubtful most of them would even understand English, and those that did wouldn't have much motivation to listen.

 _'Gotta play this smart...'_ She walked back to her cell, stopping only when her back was pressed against the wall and her hands were up. Ezekiel trained her to use her powers and fight, but besides the old bastard himself she'd never actually gotten into fights unless someone counted her hockey shoves; it certainly didn't make her confident enough to take on a dozen armed guys when she couldn't even use her webs.

 _'Play it cool...'_ She raised her hands higher when the agent trudged into her cell, the electric tip pointed right at her chest. She winced; she was tougher than most, but a prod from that would hurt, "Wh-What's going on!?" she asked in forced panic, doing her best to make her expression fearful and meek, "A-A-Am I being taken!? Why-"

"Quiet!" He screamed, stepping closer to her. He was confident, thought he was in full control. Probably used to it after all the time he'd spent here, "Just stay in your cell till the alarm passes! We will-"

That was as far as he managed before Cindy grabbed the stick and tugged, ripping it out of his grasp and making him stumble forward. That done she twirled the baton around till the end was facing him and struck, the agent clad in green convulsing at the sudden electrical attack before he fell on his back with a soft gurgle. Cindy could only hope that he was still alive; despite everything she didn't want to kill him.

The rest of the agents didn't serve any better. A few turned to face her, their focus entirely on their fallen comrade.

Big mistake.

It only took a second of the shock-sticks being faced away from them before the occupants of the cells attacked. She saw Edward tackle the two agents guarding him to the ground, claws cutting through one while the other had his neck bitten through by the transformed man's rat-like teeth. Another two down the hall were covered by a swarm of snakes, screaming and clawing as the poisonous fangs pierced their flesh.

"Oh, god." She held in her disgust and rushed to the other cell. She couldn't worry about them now, "Peter, can you walk?" She knelt down in front of the frozen young man. He looked past her blankly, his eyes half-closed with tears that trickled down his sides, "Peter, we need to get out of here..." She looked back down at the hall. The experiments weren't on their side. She couldn't rely on them not to attack her, too.

"Peter!" She shook his shoulder, but again he said nothing. A part of her - the angry, desperate part that she wanted to ignore - screamed at her to leave him. She'd already saved him before, right? She didn't owe him anything anymore. It was because of him that she was trapped in that cage and he didn't even have the decency to remember what she'd done. She could have left him without feeling guilty.

Of course, she knew that she couldn't do that. Conscience, guilt or just plain old masochism wouldn't let her.

"Shit..." She dropped the shock-stick and picked him up in her arms, ignoring the trickling of blood at the front of her patient gown, "It's gonna be okay." She clenched her hands. She didn't believe it herself, but she figured someone had to be the Superhero and it sure as hell wasn't going to be him, "We're going to get outta here..." She took a deep breath and turned around, only to come face to face with Edward stalking into the cell with a hiss.

"Damn it..." She backed away, her grip on Peter tightening, "Edward, I don't want to hurt you..." She knew he couldn't understand her, but she couldn't stop the vain hope that maybe her words would push through, "We can all get out of here, just-"

Her third sense blared, the pounding almost deafening despite the circumstances. Moving on instinct, she ducked over his attempted lunge and let him smack against the wall with a loud thud, _'Too close!'_ She circled around and kicked him in the jaw, wincing at the feeling of blood smearing across her bare foot. She'd definitely need a bath when this hell was behind her.

"Sorry, Edward..." She gave the unconscious man a pitying look before running down the hall, giving Blanche and her snakes a wide berth. She doubted the deranged woman even cared about leaving; she'd stopped caring about anything save 'feeding her babies' months ago. The rest of the prisoners here were so out of it that they cared more about attacking anything in front of them than trying to escape.

She crashed through the door at the end of the hall and looked around her. She knew this place; her memory wasn't the best after all the drugs, but she remembered enough to know what went where, "Exit's to the right..." The hallways were a maze, but if she remembered right she could make her way to the exit. As soon as they were past that they were home free...well, besides the fact that she was trapped in an alternate dimension that is, but what else was new?

Cindy took only a few steps to the right before she looked back. Her corridor wasn't the only one that contained cells; they were segregated by designation, but the newbies - fresh blood, her evil twin called them - were placed away from the other subjects. Hadn't been 'broken in yet', she'd said. It made her sick, but she was too much of a coward to do anything before. She'd taken Peter because he was just one person, but how many fresh subjects would be there in the other room? She always told herself she'd come back for them, but...

"...Damn it." She groaned and turned back, adjusting Peter's place in her arms before she crashed through the door shoulder-first.

The cage was 'communal', not like the separated arrangements she and Peter had. She saw at least 8 people huddled together in the wide cell, 2 S.I.L.K agents with shock-sticks barking orders at them stay put. Cindy felt her blood boil at the sight of it and she charged, jumping onto one of their backs and smashing him to the ground with a painful dropkick, almost forgetting to rein in her strength in her anger.

"What the-"

"She's not going to hurt anyone else!" She kicked the next one right in the head, a dull crack resounding through the room before he joined his buddy on the ground. She probably broke his jaw, but screw it; he'd live, and it was better than he deserved after working for that harpy.

"Is everyone alright?" She looked down at the mass of people, feeling a stab of pain in her chest when they looked up at her in fear. Did they see the similarities with her and her evil twin or were they just scared of what she'd done? She shook her head; it didn't matter, she had to help them, "It's alright, I'm here to help you..." She smiled, doing her best to inject some cheer into gesture despite having to carry Peter's bleeding body in her arms, "I know the way out of here. Follow me."

All of them looked at one another in uncertainty before one of them stood and gave her a shaky nod. The girl looked no older than 11 or 12, and again Cindy felt her blood boil at the thought that any version of her could honestly consider hurting an innocent person. She wouldn't have said no to getting some payback, but not like this. She could come back when she wasn't shackled and dragging 9 innocent people who needed her.

The hallways were a maze, as expected. They ran into a few S.I.L.K agents, but besides that the halls were mostly empty, "Is someone doing a raid?" she asked aloud. The doors wouldn't have opened normally, right? Someone had to have been here, but for what? A rival organization? Maybe S.H.I.E.L.D, considering how much her evil twin griped about them ruining her plans? She hoped it was the latter. She didn't fancy getting out of one cage only to get stuck in another...again.

"We're almost there." She looked back at the group. Scared, but at least they didn't look like they'd been experimented on. She'd take what she could get, "It's just past here..." She pressed her eye against the retinal scanner and let out a sigh of relief when the door opened; guess her twin couldn't counteract against that, "Once we're out we can call the police, maybe-"

Her third sense rang.

"Look out!" she screamed, the crowd not even getting a chance to scream before the wall next to them broke down with a loud crash. Cindy closed her eyes and pressed Peter closer to her, shielding him from the dust, debris and broken glass, "Ah..." She clenched her hands and focused on the collapsed wall. Her instincts were screaming at her to jump and run, but she couldn't leave these people. Couldn't just let them die to some-

"Mac!?"

Cindy gaped as the dust settled and she saw the large figure standing at the center. Mac Gargan, the only one besides that Maxine girl who escaped; and he'd managed it on his own, unlike her. She didn't know how exactly he'd done it, and to be honest she didn't care. He'd managed to escape and gave her evil twin a black eye, she was happy for him no matter how he did it.

Still, seeing him now she felt all that relief fade. His eyes were blank, eyelids parted wide unnaturally while his mouth was practically frothing like a rabid dog, "Mac! Mac, can you hear me!?" she yelled, voice desperate. She didn't know what her twin did to him, but he'd lasted the longest among all her victims. If anyone could break through whatever experiment she did it would have been him, right?

She got the distinct feeling her faith was misplaced when his tail came right for her, the stinger piercing through where her neck would have been if she hadn't dodged in time.

"Everyone, run!" She tossed Peter aside - it was the lesser of two evils - and delivered a punch to the older man's armored stomach, wincing at the pain that met her knuckles, _'Damn cuffs!'_ She ducked under his swipe and delivered a kick to his side before running to the other side of the open room. She couldn't win, she knew that, but she could give everyone else a chance to make it out of here. She'd already done it before.

"Peter, get out of here! Go!"

* * *

This was chaos.

Gwen ducked under the agent's clumsy punch and twirled, smashing her foot to the back of his head and forcing him onto the ground before webbing him down. How many did this make now? She'd lost count past the entrance. Whoever owned this place definitely wasn't shy about throwing disposable goons at them, that was for damn sure; S.H.I.E.L.D was going to make a _lot_ of arrests before the night was done.

Her attention shifted to her two remaining 'teammates'. Star King and Felicia were fighting their own share of rent-a-goons, and despite first impressions they were definitely doing better than she expected; and they weren't as crazed as Castle or Target-Man about killing or crippling the opposition. She could only hope Lana was alright; the two were separated from the rest of the group in the chaos earlier.

She wasn't sure if freeing all the prisoners was such a good idea, but what choice did they have? They had no idea what cell Peter was in and the people had to have been innocent, right? Still, she could only hope that all of them played nice. She didn't want another repeat of what happened with Maxine, especially with Castle and that damn rifle of his around.

"Door's closing!"

Gwen's head snapped to the end of the room and she grimaced at the sight of the metal door slowly lowering down. She didn't know if the doors in this place were made of fucking Vibranium or something, but lifting the damn things were a pain her ass. Granted she could still do it, but it definitely took a lot more effort than she expected. She hated to admit it, but SK was right about bringing Lana with them. Definitely helpful.

She shook her head; Lana wasn't here now, she was. Giving one last look at the two other vigilantes, she rushed towards the door and held onto the bottom, groaning at the sudden weight pushing down on her arms, "Hey, guys! Hurry up!" she grit out. The barricade was nearly closed by the time she'd gotten to it and any longer and the only way they were getting out of it was after they were pancakes.

Thankfully the pair got the memo. SK and Felicia rushed past her and slid down the slowly narrowing gap without so much as a thank you, _'Right, my turn...'_ She took a deep breath and-

Spider-Sense.

 _'Shit!'_ She rolled to the side and barely avoided the green blast of energy, "We gotta stop meeting like this." She stood up and balled her hands into fists, glaring daggers at the red-suited agent standing a fair distance away. He was the one who took Peter, the one who tried to attack her after she helped Mac. She would've been lying if she said she wasn't looking forward to some payback.

"Sorry, kid. You've become more trouble than you're worth, even the boss says so." She could practically see the cocky smirk on his face when he stepped forward, "Orders are dead or alive, which in her words pretty much means dead." He shook his head and clicked his tongue, "Just so you know, it's nothing personal. You just didn't know when to leave well enough alone."

His next move surprised her: Not an attack or one of his annoying as hell energy blasts. No, instead he clicked one of the metallic balls at the end of his holster before suddenly tossing it at her direction, "Here, catch!"

She saw the gas and held in her breath, but it was no use. He rushed her and delivered an overhead punch; an attack she ducked easily enough, but she found herself breathing in the toxic fumes when her face made contact with it.

Immediately she felt a weakness overtake her, her eyes turning woozy despite the adrenaline rushing through her, "You won't..." She raised a hand to punch him, an attack he blocked easily followed by a patronizing click of the tongue, "What did you..."

"Gas developed by my boss. Coded to your DNA specifically, Ms. Stacy. You could say she's an expert on you." She blocked her second attempt at a punch and shook his head, "Won't drain your powers completely, but it should be enough to soften you up."

He tightened his grip on her arms and threw her. Gwen flew through the air for an almost familiar moment before her back smashed against the wall and she landed with a pained groan, "Ah..." She grit her teeth and resisted to urge to let out a loud cry. It _hurt_ ; far more than she was used to ever since she'd gotten bitten. Nowadays landing on a car from 20 feet up would've just been a bruise, not... _this_.

 _'Come on! Move!'_ She tried to force herself to sit up, but her body refused to cooperate. Just barely she managed to see Agent 47 walking towards her, taking his sweet fucking time to finish her off, _'He's playing with you...'_ Her head was spinning, and she felt her vision fading to almost nothing. If he killed her now would she even feel it? Was he waiting around because he was trying to be 'merciful' and not have her feel it?

"Sorry again, kid. But you chose the wrong side."

What happened next was hard to describe. The last of her vision finally faded and she thought that just maybe she'd finally passed out, but if so why did she feel like she was suffocating? ' _What...the fuck's going on?'_ She blinked - and she definitely felt her eyelids moving - but the overwhelming darkness persisted, _'Can't...need to breath...'_ She was beginning to feel lightheaded. Was he choking her? No, it felt different than that.

Breath suddenly returned to her, followed by a sense of overbearing warmth. Gwen felt as if she'd been covered under a hundred blankets, the heat spreading from her feet up to her head in a sudden rush. It was unbearable at first, like being baked inside an oven at max temperature, but eventually settled into an almost comforting warmth and feeling return to her body.

"Let go of me! It's taking control of you!"

Her sight came back all at once. She was standing again, definitely not what she'd been doing last, and in front of her...

Agent 47 hanging in the air with what looked like black tendrils wrapped around his neck, arms and legs, _'What the hell...?'_ Her eyes followed the tendrils down to their source and her breath caught in her throat when she saw the black substance latched onto her right arm, _'Uh...that's not normal...'_ She twisted her hands, the tentacles following her command and tilting the struggling agent with almost pathetic ease.

She felt...weird. _Good_ , actually; more than herself. It reminded her of the first time she'd been bitten and when she first discovered her powers, the first thrill when she realized she could casually break the law of physics into tiny little pieces every time she jumped or clung to a wall.

Gwen flicked her hand to the right, the tentacles obeying her command and smashing 47 against the wall with a painful crash, "...He's done." She let out a soft breath and looked down at the tentacles' origin point. Her costume was different, a weird shade of blue-black. Part of...whatever the hell this thing was? No clue, but she wasn't going to look a gift horse in the mouth.

"Uh...retract?" She spoke aloud. The new appendages still held onto the unconscious agent, "Er...come on, how do you control this? New powers, right?" She clenched her hand, the tentacles' grip growing tighter, "Alright, I think I got this..." She took a deep breath and relaxed her mind. She could... _feel_ the tentacles calming as well, the wriggling appendages releasing their death grip on him and coming back to merge with her new costume.

"Well...that's new." She pointed her arm at the agent and retracted her middle and ring finger. Rather than expected string of white webbing she saw dark colored cables cover his prone form, "... _Definitely_ new." What the hell happened? One moment she was about to be killed and the next... _this_. Part of her powers was it one of the experiments that got loose? She honestly didn't know...

And why did she get the feeling the next few days weren't going to be sunshine and rainbows? "No time for that now." Gwen shook her head. She had to find Peter and the rest...or maybe find her phone so she could call Cap for some backup or something. Something told her Peter's 'friends' weren't going to react very well when they saw her now, but she could worry about that later.

"Alright...whatever you are. Time we got outta this hellhole."

* * *

They were going to die here.

"Peter, get out of here! Go!"

Peter watched through half-empty eyes as Cindy struggled against the mutated man...monster. She wouldn't be able to fight him, not in her state - She was strong, she was cursed with power like Gwen and himself, but that monster...it would kill her if she didn't run, didn't stop fighting. And she knew that; she was distracting it, trying to save those people, trying to save him.

 _Again._

His fingers twitched. Just barely he could see it: A large black spider crawling through the floor, the arachnid almost disturbingly calm despite the carnage going on around it. Peter heard the screams of the innocents as they ran, leaving each other behind in their panic. He heard Cindy urging them to not look back, for Peter to get up and for any one of them to take them with him because he couldn't walk.

 _'She's going to die...'_ He blinked, the action slow and languid. He felt the blood on his stomach, the tears that continued to escape through parted eyes. Why was he crying? From the pain? No, not that. He'd gotten numb to hurt months ago...or did he? It could have been someone else, and he was just a idiotic kid who turned himself into a monster all for the sake of petty jealousy and wanting to be admired.

The spider skittered onto his palm, legs digging into the raw flesh. It was the same one; the same one that bit him, that...what did it do? Transfer his memories? His soul? Give him a copy of recollections and thoughts that didn't belong to him? He didn't know...and that, more than anything, hurt him. The doubt, the uncertainty that everything he'd done for the past 4 months was nothing more than a lie. A facsimile of someone else's life.

 _Will you lie there and watch her die_?

His fingers twitched again. He could feel the spider's legs digging harshly onto his right palm, feeling slowly returning to the limb, "...I can't do anything," he muttered, voice almost unheard in the cacophany of screams. If that scientists was right, if he really was nothing more than a copy that deluded itself into thinking it was him, then...then what? It was never really his, "Who...am I?"

 _Does it matter?_

Of course it did. If it didn't then...what was the point of it all? Trying to find Octavius, wanting to go back home and leave this madhouse behind him...was it nothing more than a delusion? Trying to find his way back a place where the one who really deserved it was long dead and he was here just trying to fill in his shoes? Would the May Parker of that world even want him back? Would Mary Jane?

"...Tell me who I am."

 _You are my Chosen._

He almost laughed. Almost. Hollow platitudes and words of encouragement; he'd heard it all before. So he was 'chosen' now? He doubted it. That night at the docks was a fluke, nothing more than random chance. If Urich hadn't been high off of heroin he would've been the one there, would've been the one who was 'cursed with power'...or maybe it would have killed him like it did with Fancy Dan. Who knew?

 _If you wish to die here, then so be it. I can find another._

He didn't want to die. He didn't know who he was, or what he would do after this nightmare, but he wasn't going to lay down and die, "I'm not dying here..." The spider skittered to his wrist, its mouth hovering over the vein.

 _So be it._

The next bite hurt, but not in the way he expected. Peter felt a cold chill run through him, as if his entire body had been dipped in frozen water, "What's happening...?" He took quick, shallow breaths to try and stave off the cold, but it didn't help. He saw Cindy's eyes widen, screaming something at him that he couldn't make out just before the monster threw her aside and knocked her unconscious.

"Cindy..." He struggled to stand, the spider jumping from his palm back onto the shadow where it came. He couldn't let her die here, not like this; not after everything she'd done to try and save him before. Wisps of smoke passed through the side of his vision, almost engulfing what little of his body he could still make out through his fading vision. He looked down at his hands and-

...He couldn't see his hands...or any part of his body.

Peter clenched his hands, fingers curling inward and the nails digging into the skin of his palm. He could still feel his body, knew where everything was, but he couldn't see them, "...Another one of your gifts?" he asked, getting nothing in response. It was about what he expected, though right now he didn't have time to question it. It would help, that was all he needed to know.

He knelt down and picked up two large shards of glass, the pair disappearing as soon as he made contact with them, _'Can't fight him head on. Need to take him apart piece by piece...'_ He narrowed his eyes and tightened his grip on the shards. Cindy couldn't take him down, but he saw the chips and dents from where she managed to do some damage and expose the bloody flesh underneath

Peter rushed towards him, jumping onto his back and jamming the glass through the small gap in the plates Cindy managed to make. He heard the mutated man roar, hands reaching for his back to try and grab for him.

 _'Move.'_ He jumped off the nearest pillar and landed in a crouch, one hand still holding onto the shard of glass while another pressed against the floor to keep himself upright. He could feel the chill growing worse, a sudden pain spreading across his skull. Peter grit his teeth and picked up another shard of broken glass, trying to ignore the feelings of discomfort. He needed to make this quick.

The next few seconds passed by in a haze. Peter's body moved on instinct, stabbing the glass to whatever flesh he could reach as he tried to pry the carapace that served as the monster's armor. It couldn't see him, and the more he fought the more it's movements seemed to slow; almost as if he was wading through a sea of cement. Again, he didn't question it; couldn't afford to.

He'd lost count of how many times he'd stabbed the makeshift knives through its body, but by the time the chill was becoming unbearable and the headache almost debilitating the behemoth finally fell, its mid-section covered in innumerable gashes and wounds along with glass that had been embedded inside.

"...I did it." Peter fell onto his knees, finally catching sight of his limbs again. He felt the biting chill rush through him worse than before, the pain in his head making it hard to stay conscious, "Cindy...?" He tried to stand, but quickly found himself falling onto his side as the pain and exhaustion worsened. Everyone else was gone, ran for the exits as soon as they could. He didn't blame them; it was what he expected them to do.

The door behind him opened with a loud crash. Footsteps...a lot of them, if he heard it right. Peter forced his head up and saw hazy figures make his way towards both him and Cindy, one of them kneeling down in front of him. Even through the haze he saw the stylized eagle logo on their shoulders; Gwen's spook friends, here to save the day...if only they'd gotten here earlier.

Peter closed his eyes and let himself fall into the lull of sleep.

 _You're mine now._

* * *

 **So...second surprise: I gave them both power-ups! One for each theme: Gwen being sci-fi with the symbiote while Noir has his totemic connection with The Pariah deepened. Before we go anywhere here's a list of all of them, which is slightly spoilery since they don't use all of them in the chapter:**

 **Peter Parker/Spider-Man - The Pariah:**  
 **New powers:**  
 **\- Invisibility/Stealth Camouflage. Can't be picked up even via thermal goggles.**  
 **\- Hyper Senses/Super Awareness. Able to pick out weaknesses and subtle movements.**  
 **\- Bullet time.**  
 **\- Enhanced Spider-Sense. Almost akin to Murdock's radar sense.**  
 **\- High resistance to outright immunity to mind control, hallucinations and pheromonal manipulation.**  
 **\- Enhanced Speed. Noted to be faster than Gwen, Matt Murdock and Cindy Moon.  
\- Energy Draining/Paralytic Webbing. Needs contact with flesh to work.**

 **Weaknesses:**  
 **\- Invisibility drains body heat, leaving him freezing if sustained for too long.**  
 **\- Bullet time and Hyper Senses can induce feedback and leave him with crippling headaches if constantly used without cooldown.  
**

 **Gwen Stacy/Spider-Woman - Gwenom:**  
 **New Powers:**  
 **\- 25 ton strength. Can reach 70 if sufficiently motivated and enraged.**  
 **\- Even stronger durability. Can take a barrage of high caliber bullets and attacks from Metas with super strength while only getting light injuries.**  
 **\- Organic Webbing.**  
 **\- Limited shapeshifting abilities.**  
 **\- Stronger Healing Factor.**  
 **\- Matter Generation.  
\- Costume and Clothing Manipulation. Can alter appearance dependent on Gwen's choice.  
** **\- (eventually) Poisonous Claws and Fangs.**

 **Weaknesses:**  
 **\- Weakness to fire.**  
 **\- Weakness to sonics.**  
 **\- (Possibly) Enhanced aggression.**  
 **\- Increased hunger. Murder on her food bills. Worst weakness of all.**

 **Yeah...Gwen definitely feels like she got the better end of the stick, though they're both good in different ways: Gwen's new powers are passive and by themselves they hold no penalties while Peter's are activated and specialized, albeit at the cost of not being able to use them as much since he can't instantly heal from the sapped body warmth and migraine-like headaches.**

 **And of course the practicality of these powers are questionable, especially Gwen given that 25 ton strength is an active liability against human targets when trying to avoid killing them...not to mention weaknesses to sonics is reallyshitty when you're a drummer in a band. Still, I hope I didn't make them too strong now. Gwen sort of went from 'kinda overpowered' to 'hilariously overpowered' in one go while Noir goes from 'trying to be like Batman' to 'Basically Batman without having to get training'.**

 **That and I'm not sure if I'm going to have them keep these new toys. Venom being rejected and turning evil as a result is practically tradition now and The Pariah's words about Noir being 'theirs' now is also rather eyebrow-raising given what we know of stuff like 'The Other'...though maybe he'll luck out and his totem will be benign like Silk and 'The Bride'. We'll see where it goes.**

 **Review answers:**

 **NeverendingZero - Depends if you believe 65-Cindy fully or not. It could be a body transfer. Anyway, the uncertainty's going to be plaguing him a lot in the coming chapters.**

 **TheOkWriter - No other Spider-Men, as for the Cindy who helped him? Who knows. Inheritors aren't banging down their door, so either Spider-Verse passed off-screen or she's another Cindy. Let's just designate her 12131-Cindy and call it a day.**

 **Mingyu - To be fair, Peter did try not to say anything at first but Gwen insisted on answering that love life question rather than leaving it be and just swinging away :/ Next time when he says they should leave she should probably realize that he means they should leave before he says anything to start more rumors and fanclubs for her.**

 **TralfamadoreUndone - Another chapter? We're past 40 chapters at this point, I think it's safe to say I spaced it out long enough ;) As for Noir 'dying', again that depends on whether you believe 65-Cindy fully or consider it might have been a bodyjacking. Also, Noir's world _doesn't_ need him: As Spider-Verse indicates he actually retired since the age of super big crime gangs ended in his world and he was reduced to stopping drug store robberies. **

**As for how he deals with it, it's probably not going to be as simple as choosing one path and sticking to it; particularly with the Lizard's split personality manifesting and The Pariah gaining more control like Koshnu over Moon Knight. That and his relationship with Gwen...yeah, it's all a mess. Though the Spider-God isn't a Big Bad; it's more an apathetic neutral figure, as with most deities. Good, Evil, Selfish, Selfless...it's all up to the host to decide for the most part.**

 **Crieger - So I shouldn't have updated? Cure my poor timing! :P Anyway, still looking forward to that review. And I didn't plan this twist from the beginning, FYI. Just in case you thought I masterminded this since Chapter 1, because I didn't.**

 **KasugaRomio - New and Innovative? Eh...not really. This is a pretty generic plot twist. Still, I hope you keep reading and reviewing :)**


	44. Shattered Dimensions

His head was pounding.

Peter closed his eyes tightly and took a deep, strangled breath. His wounds still hurt, the cuts at his stomach and side flaring with pain from every single breath he took. He was dimly aware that they'd been closed properly, the crude stitches replaced with sutures that held far more finesse, but right now it did little to help. The painkillers ran out long ago, and he got the distinct feeling asking for more wouldn't have gotten him anything but suspicious looks.

He moved his hands, the sound of the clinking chains reaching his ears again, "This seems familiar..." He opened his eyes and grimaced at the searing bright light that came overhead. There was never a time in his life that he liked attention; always felt he was a deer in the headlights every time strangers looked at him. He didn't know why, didn't really care to. He didn't like getting stared at, that wasn't anything rare.

Then again, it might not have been how _he_ always was.

Peter adjusted his place on the chair with a low growl, the cuffs digging into his skin uncomfortably. Vibranium, one of the miracle metals of this madhouse(?) that no one could break out of. The scientist in him - one thing they both had in common, he noted with no small amount of annoyance - was curious if that really held up to scrutiny, but now wasn't the time to test it. All he knew was that someone like Gwen couldn't break out of it, meaning he had no chance of doing it himself.

How long had he been here? Even after the drugs wore off everything was still hazy, time passing by in a painful blur. He remembered someone stitching up his wounds while he lied on a bed that smelled of alcohol, remembered being forced into a long-sleeved shirt that covered the tight bandages wrapped around his mid-section, but beyond that the strongest thing that came to mind was the exceeding urge to vomit...and maybe smoke a coffin nail. Whichever came first.

Still, they didn't beat him; he recalled that much, at least. They'd tried to numb his pain with morphine before sewing him up and he distinctly remembered someone yelling to check his vitals and making sure he didn't expire. It wasn't much, but it was a hell of an improvement over Moon's little butcher shop...though, he was pretty sure that the cuffs meant they didn't trust him. He couldn't even muster enough effort to be angry; in their place he would have taken precautions as well, and he always thought that a healthy amount of paranoia was needed no matter what.

...Or at least, it might have been what _he_ thought. Peter himself? Wasn't sure.

The teen clicked his tongue and looked down at the table with another growl. He did his best not to think about it, but even now Moon's words rang at the back of his head. That body he'd seen...it was his...or maybe the one that belonged to his predecessor. His spider-sense hadn't rang when she'd told him her hypothesis, but it wasn't conclusive. If someone honestly believed something that they thought it was the truth then what was his sixth sense going to say? It only warned him of deliberate lies, when someone tried to claim something as truth even if they knew it wasn't.

But what had transferred over? Memories? Personality? Soul? Didn't know...and it infuriated and plagued his mind to no end.

He tried to move his arms again, more out of habit than any belief in escape. Even if he could get out what then? He didn't know where he was and given the state he was in he didn't like his chances of getting out of here without ending up with a few extra holes running through him.

Peter took a deep breath to calm himself and relaxed his hands. He felt...weird; more than the pain and the uncertainty of his identity. He stared at his hands and focused, almost immediately feeling the telltale chill on his flesh. It was instant: Wisps of smoke covered the pale skin, the hands and the cuffs covering them disappearing in the time it took him to blink. Peter raised an eyebrow and moved his hands again, wincing when the cuffs pulled him back down.

 _'Right, invisibility doesn't equal intangibility.'_ He let out a soft breath and scooted closer to the table, hands surging back with another wisp of smoke. It wasn't just the invisibility, though that was the most obvious. Even now he could hear people outside; every footstep, every tap of the wall on the one-way mirror to his left, even the din of voices that blended into one another in some ungodly cacophany. He was pretty damn sure that wasn't intentional, letting their prisoners hear everything they did like the walls were made of cardboard. Another thing he could thank his 'patron' for.

Thankfully he didn't have to wait much longer. He heard the clicking of boots from behind long before the door open with a soft hiss, the voices in front of the one-way glass instantly quieting, "...Nice to see you again." He didn't bother turning his head; he knew who it was by the sound of her voice from earlier.

Maria Hill stopped only when she was next to him on the table and Peter gave her a sidewards glance. She didn't look any different from when he'd seen her last save some dark rings under her eyes; the telltale sign of someone who hadn't gotten enough sleep. She was irritated, though the annoyed frown on her face made that obvious. Honestly he was expecting her to deck him right in the face just for his smarmy remark.

Which made her uncuffing him without a single word all the more surprising.

"...Gotta admit, that wasn't what I was expecting." He rubbed his wrists and watched her sit in the chair across from him. The table wasn't very large, and apart from the occupied chairs the room was barren. It didn't take a genius to figure this was an interrogation room of some sort, and a gang of spooks was worse than the police from back home(?); they didn't even have to pretend they had to follow the rules.

"If you're thinking of attempting an escape, there's no point." She put a folder on the table, keeping its contents covered, "There are-"

"3 agents looking from that mirror, 2 more on the door outside and probably another watching that camera in the corner." He nudged his head to the security camera bolted on the wall, "All of them are probably armed and they'll kill me if I take a single step out of this room." His eyes flicked to her empty shoulder holster, "You're not carrying, though. I'm gonna assume that's to avoid me possibly taking your weapon and shooting my way out."

"Very astute, and a justified response given your behavior." She pressed her lips into a thin line. Not angry, more impatient at the show he'd put on, "You've been very difficult to search for, Mr. Parker. In the two months you've separated from Wilson's protege you've made no attempt to hide your presence, and yet despite this every attempt at finding you ended with no success. It was as if you were a ghost."

"You can thank Murdock for that. Apparently he has enough clout to pull the wool over your eyes." She narrowed her eyes at him and he shrugged, "Wasn't like I asked for his 'protection'. He wanted me for his little cabal and I said no; that was enough for him to redact what 'support' he gave. It's probably how Moon's Frankenstein club found me..." He rubbed the cuts at his mid-section gingerly.

"Matt Murdock...yes, I suppose that would explain it." She tapped a finger on the table and sighed, "This entire night's been a mess, and we have you and your team to thank for it."

"Team?" he asked back, "Dunno what you're talking about, unless you mean Cindy...speaking of which, where is she?"

"If you're talking about Ms. Moon then she's with Agent Wilson and Spider-Woman under questioning." She pinched the bridge of her nose and let out a frustrated breath, "Intel we pulled from the site indicates that the leader of S.I.L.K as a whole is Cindy Moon. I'd like to detain the one who was with you, but she claims to be from another dimension and Agent Wilson believes her. "

"Why wouldn't Stars-and-Stripes buy it? You think she nearly got herself killed by that monster for fun?"

"That 'monster', as you call him, is just one of many that managed to escape given the crude course of action your rescuers took." She clicked her tongue, "Thankfully your attacks didn't kill him, albeit he's in critical condition. Perhaps he can tell us more about the experiments that went on in that place," she said, "But besides that, Ms. Moon will be staying here for a thorough questioning. I'm uncertain of her claims and Agent Wilson's belief doesn't reassure me. After all, she isn't the first one to _claim_ to originate from another world."

Ah, there it was. He knew they'd get to that topic sooner or later, "I take it you don't believe me, then?"

"I believe in facts, Mr. Parker. And the files we pulled from the site did a lot to contradict your claims." They shared a silent look, neither willing to look away or blink first before she spoke up again, "I suppose we should have seen it given the facts we had access to: Infection of the original iteration serum, the corpse exhumed without anyone being any the wiser; in all honesty it should have been clear just from those two facts."

"What? That I came back from the dead?" He scoffed. He wasn't sure if he could ever believe it himself. The only one who came back from being buried 6 feet under was the messiah if you trusted the good book, and he sure as hell wasn't going to get crucified for mankind's sins, "You honestly believe that?"

"I don't know what to believe, Mr. Parker, but as I said I follow the facts. Your...revival is unorthodox; many would say impossible, but couldn't you say the same of an exact copy appearing from an alternate dimension?" she asked. Peter didn't answer, "S.I.L.K's leader seems to believe you underwent some sort of memory transference, though the method eluded her. I've seen recipients of such things before under different methods; hypnosis, drugs...and those are only the most pleasant ones. It's certainly within the ream of possibility that-"

"I'm still me..." He looked away with a scowl. The way she said it, so clinical and clipped, annoyed him. Normally he would have appreciated detached behavior like it, but she talked about him like he was a subject...or victim.

"Of course. Rest assured, Mr. Parker, I don't care about your identity. At the end of the day you're here now and the circumstances surrounding you haven't changed," she said, "Which brings us back to our main point: Those individuals who came to your aid and the Lizard serum that still courses through your veins. Despite being the former iteration of it shares many similarities to its successor and your antibodies still hold the key to curing it."

"Or controlling it...isn't that right?"

A pregnant silence settled over the room; even the voices outside quieted down, though whether it was because they'd overheard him or his new 'gifts' finally decided to turn off he didn't know. Either way it lasted for a few more seconds before she sighed and pulled out a packet of cigarettes from her pocket, offering one to him with an almost pitying look that he definitely didn't appreciate.

He took one and let her light it, even if he was sure it'd taste worse than Lori's brand. Better than the ringing headache.

They sat in silence for another minute, both of them nursing the coffin nails, before she finally spoke again, "Despite the poor first impression I made, Mr. Parker, S.H.I.E.L.D is not some sort of bogeyman." Peter rolled his eyes and took a light drag. He was right; it tasted horrible, "What I told you beforehand was the truth: In you holds the closest thing we have to a cure for innocent people suffering from the effects of the serum 'you' made."

"Trying to guilt trip me won't work, Agent." He tapped the cancer stick on the table, ash spilling on the clear surface, "But go ahead, try. Just answer me one thing first: You get this cure every trace of this serum is wiped off the face of the earth?"

"Would you believe me if I told you yes?" she asked rhetorically. Peter didn't bother giving her an answer, "I won't deny that the serum has applications that would interest many, ourselves included." She ignored his scoff, "We're not looking to turn our agents into monsters, Mr. Parker. Nor do we wish to use it to create super soldiers or shock troopers like S.I.L.K had intended."

"What do you plan to do with it then? Cure cancer?" he asked sarcastically.

"If the research heads that way, then yes." She nodded. His spider-sense was eerily silent, "Of course that's an ambitious undertaking, but the possibility exists. I won't lie to you and say there aren't risks, but we won't experiment on people."

"Except me, you mean?" He smiled wryly.

"The dosage wasn't enough to transform you and I wasn't aware the version of the serum you were given was wrong." She didn't sound defensive; that would have indicated she might have felt guilty. Right now she sounded more like she was stating facts, "We investigated the site of your altercation with The Hand's ninjas. What we found on the scene was telling."

She looked down at his right hand and his mouth twitched. The head of that pajama brigade cut it off, and what came afterwards..., _'It's still mine.'_ He clenched his hands tightly, fingers digging into his palm. He could still feel, still move his fingers like nothing was wrong even if he was sure his 'real' hand was decomposing in some alley somewhere buried under a ton of snow and bodies.

"What'd you find, then?"

"Nearly nothing, which is more telling than a pile of corpses." She gave a slow exhale, the smoke instantly disappearing into the vents above them, "Everyone in the city knows about what you did because of that amatuer video, but by the time anyone really got there to investigate all the bodies had been taken and your no-doubt severed hand was missing from the scene. Many discounted the video as something made in a green screen, but we have our doubts."

"What's your point? You want your agents to be covered with scales like I was?" He took another cigarette from the packet. It tasted foul, but he preferred to have nicotine in his system rather than without, "Not seeing the draw here."

"Your hand was severed, and it grew back with no long-lasting adverse effects. I can only assume that it's because of the immunity granted by your abilities, however you came upon them." She lit the end of the cigarette with almost practiced ease. Was it common for her to offer cigarettes during interrogation? "If we can isolate the regenerative capabilities then the benefits would be outstanding not just for our agents but also for anyone that's ever lost a limb or an organ."

"So...you want to try and save the world." He smiled down at the table sardonically. She was telling the truth, at least as far as he could tell. And he couldn't deny that the scientist in him found the idea intriguing. Science was always meant to advance and help mankind; wouldn't a cure for every lost limb or deformity count? He knew more than a few war veterans from back home(?) that could've used an extra arm or eyeball.

"Nothing as grand as that. In the end it'll be medicine or tool, the same way a painkiller or the Dyne particles are." Her features softened, however slightly, "I don't expect you to trust me, Mr. Parker. I won't apologize for what I've done, only the methods with how I tried to accomplish it."

"...What's with the good cop act?" He gave her a suspicious look. The older woman didn't so much as twitch, "You already got me chained a few minutes ago, why not just beat me and inject me like you did last time?"

"Agent Wilson ensured that I handle this with a 'gentle touch', as she called it. And I'm pragmatic enough to see when a previous method has failed," she said, "Right now my aim is to ensure your cooperation, and if I can't do so in the quickest manner possible then I'm willing to compromise. The potential in your immunity and the serum at large is more than I can fathom, really. I doubt I'll live long enough to see it come to fruition, but as long as I know it'll benefit eventually I don't care."

"Compelling argument, agent," he said sarcastically. He took a couple more breaths of the cancer stick before he continued, "...Same deal as last time?"

"We'll need to put you in the containment unit again, but besides that there will be changes: Lower dosages, only one injection every week and you're free to leave provided you agree to these terms."

"Sounds reasonable. Suppose the alternative's being detained and experimented on like a guinea pig, right?" She pursed her lips and didn't answer. She didn't need to; the silence was more damning than anything else, "...Fine, I guess I don't have much of a choice either way." He leaned back in his seat and crossed his legs, "Guessing we start as soon as I'm out of this room?"

"Not exactly." Her features softened again, an almost-smile coming and going. It didn't give him any relief, "Your injuries and the experiments you went through while under S.I.L.K's hold still bear investigating and recovery. We already took blood samples and scans while you were unconscious, but it's better to err on the side of caution. We'll contact you again when it's needed."

"Great..." He sighed. It wasn't ideal, but it was better than antagonizing the spooks now that Murdock and this 'Silk' group was gunning for him. "...Is that all?" He couldn't wait to leave this place. After the night he had a pack of (good) cigarettes and some whiskey wouldn't be amiss, and he really needed to get his dog back from Winters before she got it in her head that the babysitting gig was a permanent thing.

"Not exactly."

Hill tapped something on her pocket. Almost immediately the one-way glass was covered in a thick sheet of metal before she made her way to the camera and turged it off with a flick of the switch. Peter raised an eyebrow and kept his mouth shut. It wasn't what he'd call normal, but he doubted she'd try to kill him now that the lights were off; no gun, and she seemed smart enough to know he could snap her neck without her realizing.

"This next part's off the record." She sat back down and crossed her arms, her face stony, "Mr. Parker, the serum isn't the only reason for S.H.I.E.L.D's interest in you. While your antibodies are no doubt valuable, your other abilities bear mentioning-"

"Get to the point. I don't want to hear another sales pitch..."

"We want you to work for us." He waited, mostly for the 'I'm joking' he was sure would come next.

It never did.

"...That's new," he mumbled in lieu of anything else to say. He knew Spi- Gwen was working for this gang of spooks; 'Shield's golden girl', Bullseye called her with no small amount of distaste. Peter didn't hold it against her; even if they didn't really help her at the very least looking like she was being supported kept people from asking questions. It was why so many police officers had an easy time being worse criminals than the ones without badges.

"While I'm personally averse to the idea of recruiting an uncontrolled asset, your abilities are potent. Close to Spider-Woman, even if not as powerful. However, you have one thing she doesn't: You're certainly not afraid to take a life."

"That supposed be a compliment?"

"A statement of a fact. Spider-Woman's abilities are limited by her own personal restraints. While I'd normally commend controlled behavior, it's a liability if someone wants to put a threat down," She slid the folder forward by a slight margin, "I don't know who you truly are, Mr. Parker, and in all honesty I don't care. Your abilities and your lack of hesitation when using them are useful, and that more than anything is enough to garner S.H.I.E.L.D's interest."

"And what makes you think I've got any interest being your attack dog?" he asked back, an eyebrow raised. Still, a voice at the back of his head was already chiding him; what was the point of playing hardball? He'd already spent the past 4 months in this madhouse(?) playing errand boy for everyone - Castle, Spector, Bullseye, Hardy...in the end he was playing into their games no matter how much he complained about it.

"It's an offer, Mr. Parker. Unlike the treatment of the serum in your system this deal is negotiable; both for you and your team."

"My...'team'?" It was the second time she'd said that, and frankly he still didn't get it. Did he have spiderlings like Toomes did while he wasn't looking? Or did the Spider-God decide he needed a helper to help him hobble along.

She opened the folder with a quick flip. Peter looked down at the contents and narrowed his eyes at the assorted pictures, "Felicia Hardy, Marc Spector, Frank Castle, Lana Baumgartner and former agent Lester Crest; though I suppose you know him as Bullseye." She put each picture in a row. Some of them looked far blurrier than the others, "By all accounts none of these 5 are related to one another, and yet when went to secure the facility all of them were present in addition to Spider-Woman. Do you know why that is?"

"Hell if I know..." He shrugged, though he already had a feeling of what she was implying. Still, it wasn't like he believed it; most of them were so self-centered they'd never mount a rescue.

"You, Mr. Parker." She looked him in the eyes, her gaze steely, "Each of them raided a heavily fortified base with only yourself as the common connection. All of them admitted to this, even such individuals as Frank Castle and Lester Crest. Given their personalities it's unlikely they collaborated to shift blame towards you, and I can only take their words at face value. All of them came to rescue you, many of them risking capture either by S.I.L.K or ourselves to do so."

"...So what?" He looked away with a slight scowl. Was she trying to make him feel guilty? Overwhelmed with gratitude? "They came to rescue me, you think that means I control them? That I'm their leader?"

"No, but it does indicate that regardless of their reasons your well-being is a priority for them all." She tapped Lana's picture. Probably her school photo since he doubted she had a mugshot handy, "Ms. Baumgartner is of particular note given her sudden appearance. Spider-Woman aside she's the only one in the group who has metahuman abilities and yet the only information we've gotten of her are mumbled rumors on the streets about a pimp that was supposedly killed by a little girl who 'had grenades for hands'."

"Shouldn't trust rumors. I killed Walsh myself; Lana wasn't happy about not getting the chance to." He didn't need Lana getting a murder charge on her head; they'd wrap it around her neck like a noose. 'Sides, it was easy to believe he'd done it instead of her given his 'record', "What do you want with her, anyway?"

"Myself? Nothing. I'd prefer if she was more under control, and I believe you're the closest thing she has to a guardian with her mother in the hospital and her grandmother neglectful, but beyond that I have little interest. S.H.I.E.L.D isn't in the habit of recruiting children." His spider-sense tingled. A half lie? Not a surprise. She probably wanted her like an attack dog like everyone else, "Frank Castle's also out of my control. Ostensibly he has a previous working relationship with Director Carter and they're no doubt making a deal already."

"So this is all pointless?"

"Not quite." She pushed Moon Knight's and Hardy's pictures forward, "These two are of particular interest. When we found them them the pair had successfully taken down one of the experiments set loose in the facility; they're clearly skilled, even with their lack of abilities. I can make no assumptions about the relationship you three share, but they both mentioned favors owed. If you work for us then their aid can be guaranteed, I'm sure."

"...And Bullseye?" He looked down at his picture. It was odd; it was still the same man, but everything else was different: A focused glare instead of a smile, a prim and proper uniform instead of a leather jacket and a bare forehead instead of his tattoo. Like looking at a different person wearing the same face (bad thoughts...). He had to admit a part of him always doubted his story even if his spider-sense never blared, but seeing the picture put all doubts to rest.

"He's a fugitive, as I'm sure he's told you. Wasn't able to see the wider picture." She pinched the bridge of her nose and sighed, "None of us here enjoy making deals with the necessary evils, but we all stomach it for the greater good. Crest couldn't see that, could only focus on the things he'd done rather than the fallout of what were to happen if a regime toppled overnight."

"Make a deal with the devil and it'll always come back to haunt you." He looked down at the picture again before giving a frustrated sigh of his own, "...How will this 'contract' work? Do I get a shiny new badge and codename?"

"Nothing so formal." She smiled. It looked more like she wanted to shoot him in the face with her non-existent sidearm, "We give you tasks, and you do them. Some bad news first: Unlike Spider-Woman you won't get official support and sanction; as far as anyone outside this room's aware of you're in no way connected to us in any capacity other than for the serum in your blood. We'll give you discreet assistance as needed, but other than that you're on your own. If you get caught you will be disavowed and denied."

"...Where's the bad news?"

"Very funny." She pursed her lips and clenched her hands. Guess she didn't have to play nice without the camera putting a bead on them, "In exchange you'll be given money and required equipment. You'll also be given a fake identity; it won't change your fingerprints, but you'll have proper records and will no longer be a ghost as far as the system's concerned. It should lower any red flags."

"I don't need money, I can get that some other way. I want two favors instead." She looked at him skeptically but nodded in the end, "First, I want the Parkers protected. Murdock and Moon knew - or at least they think they know - who I am. I don't want them getting caught in this."

"That's already been arranged ever since the fault of the serum was disclosed to the public on Spider-Woman's insistence. The only reason we didn't capture you when you visited the house yesterday was on Agent Wilson's orders." Her lips curled in a frown, "What's your second favor?"

"I want Bullseye released."

To her credit she didn't immediately try to punch him in the face;not that she could have with her every twitch being as subtle as a landslide. She looked at him like he'd grown a second head before letting out a slow breath, "And why, may I ask, do you want us to do that?"

"He risked capture to try and get me out. I'm not just going to leave him." He still couldn't believe they'd come for him, but Hill wasn't lying and what would be the point of fibbing? Even if Cindy was the one who nearly got him and those other people out he couldn't deny that they tried to come for him even if none of them were exactly friends. Maybe they just saw him as a useful tool, but there was a definite honesty in that.

"You understand that you're asking me to release a known fugitive that S.H.I.E.L.D's been searching for a long time now?"

"Oh, please." He rolled his eyes, ignoring the subtle glare she gave him, "He's a guy with a target on his forehead who's well known in the New York underbelly. If you really wanted to find him you would've been banging on his doorstep within a day." He crossed his arms, "You don't really care about him. He messed up your deal with that Latverian tyrant, but I doubt you're really shedding tears."

"Be that as it may, he's still a criminal. Do you honestly think I'd do this?"

"If he's not released then we have nothing else to talk about." He shrugged, "You believed I had some sort of control over them, so I guess it's time to put it to the test: Release Bullseye and I'll make sure he doesn't interfere with whatever it is your little gang of spooks have planned. If he tries to kill an innocent person or one of your agents then I'll shoot him myself. You know I'll do it if I have to..."

"You're insane, Mr. Parker."

"Maybe, but I don't have much left to lose. I could try to walk out of here; I succeed and I'm a free man, I fail and I'm dead. Either way you lose an asset and the closest thing you have to a miracle cure." He took a final coffin nail and lit it with a quick flick, "You've made deals with bad guys before. Just consider me one of them. Bullseye's released under probation or you get nothing from me."

He was honestly expecting her to pull a knife from her boot and shiv him in the throat. Instead she gave an open scowl before slamming a fancy cellphone on the table with much more force than necessary, "Keep this on you at all times. If you or Crest leave New York then your deal is invalidated, is that clear?" She waited for him to nod before she leaned forward, her voice lowered into a harsh whisper, "I'm warning you, Mr. Parker. _Don't_ test my patience on this."

"Never dream of it." He took the phone from the table and tapped the screen. Two names on the screen: Gabriel Reyes and someone named Daisy Johnson, "...Do I even have to ask?"

"Reyes has been looking for you, and it seems he's made a friend of Amadeus; one of our younger agents. His pleas have been forwarded to us more times than I care to count," She stood up and took the folder, "Agent Johnson will be your handler. Any tasks that we require will be given to her and she'll be the one to brief you on the details. I expect that you afford her proper respect."

"Right..." Well, a new phone. Probably more complicated than the last and had a tracking chip to boot...what else was new?"

He followed her outside the room, halfway surprised she hadn't cuffed him again. The spooks looked at him as they passed, most of them whispering words they thought he couldn't make out, _'Wish I couldn't, either...'_ His fingers twitched at the another mumbled accusation of 'freak' being thrown his way. Most of the people here probably thought he was one of 'Silk's' escaped experiments.

The room Hill led him to before going off to God only knew where was definitely a surprise. As soon as the door opened all 4 heads snapped to him, their expressions mixed. Lana, Hardy, Spector and Castle...his 'team', if you trusted Hill (he didn't). He took another look around the small room and frowned when he didn't catch sight of Bullseye; probably still in a jail cell somewhere or something. Cindy and Gwen weren't there either, though he was less worried for them; Stars-and-Stripes was probably giving them the spa treatment.

Castle was the first to speak, "Finally." He let out a tired breath and walked past him without another word. Peter looked at his retreating form and rolled his eyes. Typical Castle; the less said the better as far as he was concerned. He was surprised that the reticent bastard even bothered to show up or wait to make sure he was still breathing; there were at least 2 dozen assorted scumbags he could have been killing in all that time.

"It is good to see you well, Spider-Man," Moon Knight said. He had to admit it was odd seeing him without his telltale mask; usually when he was unmasked with was Grant talking, but his behavior was all Spector, "I trust your wounds are not severe enough to impede your physical capabilities? I'm in need of your aid for a task in the coming week and your new gifts would be useful."

"Business already? Can't say I'm surprised." Peter did his best to keep his voice neutral. Spector knew about his new 'gifts'? He wasn't surprised; Koshnu or whatever its name was probably told him, "Fine, I'll be there."

"I hope you're not thinking of ignoring me, Spider," Felica cut in, her tone light. Peter turned his gaze towards her and frowned at the sight of the bruise on her left eye. She caught where he was looking and let out a soft breath, "Calm down, shades and make-up will cover it for the most part. It'll be more troublesome to explain this away to my manager. Speaking of which." Her lips widened into a smirk, "You owe me, Spider. No excuses."

Moon Knight followed Castle's example and left as well, ' _Thanks for nothing,'_ he thought, looking Felicia straight in the eyes, "Make an appointment." He scoffed. The spooks, then Moon Knight and now her. He'd never been this busy back home(?), and he was pretty sure this wasn't the end of it either. Finding Octavius was looking more and more like a pipe dream by the second.

"I said no excuses," she said, her gaze lingering on his face a little too much for comfort.

"...Something wrong, Hardy?"

"No, it's nothing. You're simply different from what I expected under the mask, that's all." Her voice was guarded again. Trying to mask her surprise, but what was the point? Neither of them were wearing their disguises now, "Forgive the cliche, but I can't help but think you look familiar somehow. Have we met before?" She looked at him like he was a curiosity, a piece at a museum to be examined. He hated it.

 _"Is this your plus 1, Stacy? What a surprise."_

"Not that I can remember." He crossed his arms and bit back a frown. The kid (he?) met her a few times during concerts, though he never had the guts to say anything; content to just be Gwen's silent fan like a lovesick little puppy. Honestly, Peter was surprised that the kid's (his?) face even registered in her mind for him to be considered familiar. Before that night at prom he wasn't exactly attention-grabbing.

"Hmm, suppose not." She shook her head and clapped his shoulder. The gesture was friendlier than he expected, "Warehouse in a few days, Spider. Don't forget."

And with that Felicia was gone too. Peter watched her go before turning his attention to the other remaining occupant in the room. Lana sat on the floor, knees tucked to her chest and a hood pulled over her head. He couldn't see any injuries on her, the band-aid on her cheek seemingly more precautionary than anything else. She wasn't looking at him, content to trace circles on the floor with her pointer finger.

He sat next to her without a word, letting the seconds tick by slowly. She wasn't talking; that was more telling than anything else. He hadn't known her for long, but he did catch on that the kid liked to get the last (curse) word in whenever possible. Which made the awkward silence all the more notable.

Eventually she sighed and punched the wall behind her lightly, "...You okay?" she asked.

"Feel like I should be asking you that." He gave her a small smile; the first genuine one since he'd been dragged to this spook base, "...You know, I gotta admit I wasn't expecting you to be here." She gave him a confused look and he shrugged, "Look, I know why the others did it. Castle figures this makes us even for his whole family business while Spector and Hardy didn't want to lose their new errand boy. But what about you? This just payback for that thing with Carter?"

"No...well, yeah. Kinda." She let out a frustrated breath and pulled down her hood, mussing up her hair in the process, "Look, I'm not gonna say my debt's fucking paid or that you owe me for anything, okay? I came because I didn't want you to die and, well..." She bit her lower lip before taking a deep breath, "I dunno, I guess I thought we were friends. I mean you're buddies that crazy bald dude and I figure why the fuck not."

"Friends..." He let out a wry laugh. Honestly the idea of it was silly even though he could appreciate the gesture. They'd met in a fight club, he'd nearly let her mom die and did his damndest to ditch her while he was looking for Carter. If that was her standard for friendship then she must've been desperate, "You got a weird view of friends, Lana. Do you usually meet your pals hunting for serial killers?"

"Only on Wednesdays." She clicked her tongue and gave a small smile of her own, "Hey, trust me; if that bald dude can say he's doing this cause you're his best friend then I think I got a pretty good chance to be in the running." She scooted closer till their shoulders were touching. He found the gesture oddly comforting, "But hey, the next time you get kidnapped by terrorists can you have someone else besides Moon Guy ask for help? My grandma nearly got a heart attack."

"No promises."

"Hey...you know Captain America talked to me." She looked up at the ceiling and tapped her knees with both hands, "Warned me about the danger of doing vigilante work and that my powers means I have to be responsible. All that bullshit," She let out an exaggerated breath, "Then she tells me that if I still want to use my powers to help people when I turn 18 that I should join S.H.I.E.L.D."

"They only think it's wrong when someone else does it," he replied, "You thinking of accepting?"

"Hell if I know. I mean it's 3 years away, and I wanna talk to my mom about it first. She still hasn't woken up, and I've got a hell of a story to tell." Her smile faltered, "...Hey, if they offered you a deal like that - joining Captain America's group with Spider-Woman - would you take it?"

"You saw how busy how I was. I don't need another collar on my neck." She didn't need to know about his deal with Hill. Best case scenario only Bullseye would have to know, "Go be a superhero if you want, but it's not my thing."

"Says you." She laughed under her breath, "Well, if you haven't changed your mind in 3 years then I guess that's my answer, too. You haven't steered me wrong so far..."

3 years...did she really expect he'd be here for that long? His search for Octavius was slow, but 3 years seemed...he didn't want to think about it. Bad enough Moon made him confused, he didn't need to think about the future he couldn't affect.

"Yeah...sure thing, kid."

"Don't call me that."

* * *

Well...this was awkward.

Gwen rubbed her arms and looked around the brightly lit hall she was walking down on. The last few hours were a blur: Wrangling some of the escaped experiments, answering S.H.I.E.L.D's questions, Cap's little Q and A session on how much she remembered on what happened and why she didn't call them sooner and bla bla bla. Honestly it was all mixing together and she couldn't really focus too much on a specific thing.

It didn't help that she felt hungry enough that she could eat a horse.

Her eyes drifted to the quiet teen(?) walking next to her. It wasn't the first time she'd seen her, but she hadn't said much to Gwen besides her name in the two hours they spent waiting inside the room Cap designated for them. She mostly talked with Cap, and even then it concerned the experiments that she apparently had a lot of knowledge about. The most Gwen could remember was that her name was Cindy Moon and she was one of S.I.L.K's victims.

Oh, and she was a dimensional counterpart of their leader. Cause why the fuck not? Apparently her world was a combo platter or something.

She eyed the young woman warily. Cindy didn't look much older than her, and her clothes seemed to only emphasize how out of place she looked. Compared to Cap's costume and her own new...thing the other girl was wearing a dull gray turtleneck, a pair of oversized jeans and some sneakers. S.H.I.E.L.D definitely needed to change out their 'loaned clothes for victims' bin or something.

She knew from experience that dimensional counterparts could be nothing like one another, but she couldn't stop the slight feeling of suspicion that lingered. She couldn't tell liars like Peter, so for all she knew this was just some long con and she was planning her dastardly trap of doom. Then of course Gwen felt awful cause Cindy looked like a kicked puppy with that slight limp of hers and she was right back at the beginning.

Still, if she really was planning a trap of some kind then she liked to think she was better prepared for it with this...whatever it was attached to her.

Gwen stared at her right hand and wiggled her fingers. Apart from the fact that she was going to eat her way through her backlogged salary - which she didn't even know was a thing till Cap told her a couple of hours ago - she felt great. Her limbs felt lighter, and even every step had far more balance to it than she normally had. Honestly she knew she should've been more paranoid, but right now she couldn't see anything to be jumpy about...except maybe the tentacles. Those would be a problem once the rest of her friends found out.

Cap told her to be careful, and that someone would be casing her apartment even after the testing they did later. According to her she'd seen something similar back when she was doing the dimension hopping thing. Sometimes it was an alien monster hellbent on destruction, other times it was the cure for cancer and just about any disease left on the planet. Which version she got was honestly a crapshoot, but considering she wanted to eat chocolate more than someone's foot she put the 'cannibal monster' choice out.

 _'...Wonder where my costume went?'_ She looked down at her chest and tugged on the 'fabric'. It didn't feel like the usual suit she wore; matter of fact it felt almost like a second skin instead of a costume right now, _'...This thing better not have fucking **ate** my webshooters. Janet's gonna be pissed if it did.' _ She sighed and stuffed her hands into her pockets (she had those now...though they disappeared when her hands weren't in pocket-stuffing distance) as she continued to walk.

It didn't take them long to reach the place Cap called them out to. Gwen stared at the metal door with a hint of hesitation, a sudden warmth flooding her stomach. She rarely got nervous whenever she put on her mask, especially now that there was a possible alien that might have been the cure for cancer on top of it, but the mumbled arguments that she heard behind the doorway was enough to cause her to pause.

"...I'm not the only one who hears that, right?" Cindy looked at her worriedly, "I really don't want to get into another fight again. I just wanna collapse and fall asleep for the next week."

"We gotta face the music sometime, right?" Gwen did her best to give a reassuring smile (that she couldn't see cause of the mask...) and pushed the door open.

She had to say, even after all the surprises she'd gotten used to seeing, the sight of Peter and Captain America looking like they were about to get into a fistfight was definitely something new, _'...Uh-oh.'_ Peter looked a hair's breath away from decking her in the face while Cap...well, she'd seen her angry before, but it never stopped being scary considering how calm the older woman usually was.

So she did the first thing that came to mind.

"Hey, are we crashing the party?"

Make stupid jokes and hope everyone forgot why the fuck they were so mad.

It seemed to work...at least as much as they stopped glaring at each other and gave the dead-eye to her instead, "Woah, hold the fire. Really not liking the glare-off." She raised her hands awkwardly, the warmth in her stomach growing hotter. She found it oddly comforting, "Look, Cap, you call us and Cindy over here for...something, so I'd really appreciate not looking like party crasher to steals all the dip."

Cap let out her telltale 'heh' and Gwen found herself calming. It wasn't a guffaw, but she was going to get there one day, damn it! "Sorry about that, Spider-Woman. Just...having a talk with Mr. Parker here." She gestured to Peter, who muttered something under his breath that she couldn't make out, "We...found some information in S.I.L.K's databases that was worrying."

"She's just gonna take it the wrong way..." Peter mumbled. Before she could ask what he meant he walked towards Cindy and tapped her on the arm lightly, "Cindy, are you okay? Did they think you were-"

He was interrupted when she pulled him into a sudden hug, the contact lasting for only few seconds before she separated from him with an awkward laugh, "Um...yeah, I'm fine. They just asked a lot of questions, but the Captain there believed me. Said something about being experienced with this sort of thing? She gave a confused shrug, "Honestly, I'm just glad they didn't think I was my evil twin. Got way too much of that already."

"You and me both. I'm glad that you-"

Gwen coughed loudly, "Nice to see you too, Pete. You know, me, Gwen..." She tried to ignore the bubbling annoyance she felt. She knew their relationship wasn't the best, but really? Not even a 'Hi, thanks for rescuing me. Hey, what happened with your costume?' or anything?

"I...heard you helped to rescue me. Thanks..." He rubbed the back of his head and looked away. Gwen raised an eyebrow; that was definitely _not_ normal. Normally he'd have a biting insult ready, or at the very least he'd scoff and tell her that her jokes weren't funny. Now he looked almost...nervous? She'd never seen Peter nervous- well, at least not him. Her best friend could stutter worse than a guy high on cocaine sometimes.

"Given her involvement, she deserves to know," Cap cut in, her tone insistent, "I understand your hesitation, but you can't just hide the truth-"

"What is the truth? Huh?" he snapped back. She saw his fists shaking, his voice slowly growing louder, "How do you even know what that bitch said has any grain of truth to it? She could have just been deluded."

"Or maybe she had a point. Either way we gain nothing from keeping Gwen in the dark."

He muttered another curse under his breath and looked away again, "Fine, do what you want. Not like you were ever going to listen to me anyway."

"I don't listen because-"

"Alright, to nip this in the bud before we get into a slap fight," she interrupted quickly, "Whatever it is you have to tell me, just...just say it, okay? I mean after everything that's happened I can fucking deal with it, okay?" She looked at them both in turn, hoping that they could tell her expression from under the new mask, "So just...you know, hit me with your best shot and let's see what-"

"We have reason to believe he's really the Peter Parker of this world."

... _What_?

She looked at Peter. This was the point where he'd given some snarky rebuttal or call her deluded for believing that he had anything in common with 'that mad scientist'. Instead there was...nothing. Nothing but the utter silence and a scowl so deep it looked like it was etched on his face He still refused to look at her, and Cindy just looked between them like she wasn't sure what she should do.

"Cap...h-how did you-"

"We opened up a cache of files. Your raid was unexpected enough that Ms. Moon - the other one - wasn't able to delete everything. Safehouses and operations were wiped, but some files on the experiments remained." She gave a meaningful glance to Peter, "Ms. Moon had been conducting experiments on the original Spider-Man that was taken over and then..." She took a deep breath, "Then he expired months ago."

"Expired? Wh-What do you mean 'expired'!? He's right there! He's-"

"Not the same one. We found the original one in a capsule..." Cap shook her head, "I told you before that this world's Peter's body was exhumed, and...he's standing right in front of you now." She pinched the bridge of her nose. She sounded like she couldn't believe what she was saying either, "Even Moon herself was confused, but she noted that it was memory transference. Someone or something...reanimated his body and implanted the memories of his predecessor to him. It would explain his lack of aging and why his memories are blending together. The new memories aren't mixing well with the ones that are truly his."

"S-So you mean he's-"

"She's making guesswork." Peter growled, "Moon didn't understand the process. She thought it was a science experiment, that everything can be explained away eventually. But there's no way you can scientifically explain someone coming back from _death_ , Gwen. Just because she and Stars-and-Stripes think that's what happened doesn't mean it's the truth."

"What's the other option, kid? That you're a body snatcher? That you stole that body or that spider bite transferred your _soul_ over? I've seen a lot of things, but we have to be rational; or as close as we can be in this situation." Cap clicked her tongue, "Look, I'm just following the facts and given your presence here, the blend of memories and the dead body frozen in that capsule we can safely rule out that you're from another dimension. Your memories might say so, but they don't change the hard facts."

The pair were arguing again, but she couldn't hear them. She took shaky steps towards the nearby chair and practically collapsed on top of it, her breathing shaky. Months she'd thought - hoped - that he was her best friend, that her mistake could be undone. After months of separation she'd finally accepted that maybe he was right, that it was wrong for him to put all her expectations on him just because she wanted to make up for what she did.

Now...she was _right_. Shouldn't she have been happy? Peter was there. He was different, he might never have been the same again, but he was _alive_. Wasn't that...wasn't it worth it, then? All the trouble, all the arguments and fights they'd had? He was alive, even if...

"...Could you two leave us alone for a bit? Peter and I need to talk," she mumbled, voice so soft that it was a miracle anyone heard her.

"Of course..." Cap gave her a solemn nod and gestured for Cindy to follow. The young woman looked at Peter for a moment, her expression uncertain, before he eventually nodded and offered her a strained smile.

She waited until both of them were gone before she stood in front of him. Peter refused to turn away, but his glare lacked the usual bite it normally had, _'It's really him...isn't it?'_ She reached a hand out and touched his cheek, Peter flinching away from the contact with a soft hiss like he'd been burned, "..Is...I can't believe this is real. It's really you, like Cap said?"

"Or his body...we don't know what that spider did." He closed his eyes and took a deep breath, forcing her hand down gently before he continued, "...You know this doesn't change anything. I'm still-"

"What do you mean this doesn't change anything!?" She took off her mask with a quick tug and looked him in the eyes, "Peter, do you know what this means!? It means you belong in this dimension! That this is your home! That you're not an outsider or that-"

"Everything I knew was a lie? That the 4 months I spent trying to find a way home was pointless? I'm not seeing the bright side here, Gwen..." He let out a shaky breath and crossed his arms, his lips quivering, "Imagine finding out that everything you knew might never have been true. Imagine if one day you woke up and you suddenly found out you weren't Gwen Stacy, that you're just someone who deluded herself into thinking she was?"

"Peter..."

"I can't be happy about this, Gwen. Maybe you think this a miracle, that somehow this erases your worst mistake, but I can't. All I know now is that I might have been fooling myself..." He wiped away a few leaking tears stubbornly and coughed, "...I'm sorry if you hoped this was going to be the heartwarming reunion, but I can't be the kid who followed after you like a little puppy or Ben and May's precious little boy."

"I'm not asking you to be that..." As soon as the words were out of her mouth she felt like she'd spewed out a pile of bullshit. She did want her best friend back..., "...What happens now?"

"I don't know. I need some time to think..." He sighed, "This isn't goodbye, not like last time. I'll still be around, but...you can't tell Ben and May. It's bad enough that they're clinging to the hope that I'm their precious little Peter, but finding out who I am...what they're little boy turned into...it'll break them. Promise me you won't tell them, Gwen."

"I...I ca-"

" _Promise_ me." He grabbed both her hands, his expression desperate. She'd seen him like that before, right when...she shook her head. She didn't want to think about it.

"...Alright, I won't." She saw his face sag in relief, a forced laugh escaping him. She wished she could say she felt the same, but now...now all she saw was her best friend. Close enough to touch, close enough to see every single tear that he stubbornly ignored, but changed so much that he might as well have been a stranger to her.

She leaned forward and kissed him. Peter's eyes widened, but he made no effort to pull back or push her away. Gwen closed her eyes and...focused. The gesture was awkward and stiff for both of them, and his grip on her shoulders was so light that if she moved even slightly she would have knocked his hands away. Eventually she clenched her hands and stepped back, her breath shaky.

"...What was that for?"

"I dunno...guess maybe I thought it'd do something. My entire life feels like a fucking comic book, I thought that..." That what? That a kiss could magically solve all their problems even if they didn't care that way about one another? That maybe he felt the same way he did before all this mess began and she wanted to take advantage of that? She didn't know...

"I'm not Snow White." He gave her a sardonic smile, "Sorry, Gwen...we don't get happy endings."

"Yeah...guess not." She gave him a bitter smile of her own. Her best friend in front of her, and he might as well have been another guy on the street for all the good it did her.

Sometimes she wondered if life just wanted to fuck with her.

* * *

 **Whoo, this chapter was long than usual considering nothing really happened :/ Anyway, remember why I asked if you considered the characters still human? Yeah, as of the latest chapter Noir's a reanimated zombie while Gwen's bonded with some kind of freak-suit. So...still fully human? You be the judge, I guess.**

 **Anyway, that arc's done. Back to the usual structure; choose which new arc you prefer among the two and I'll write which one:**

 **1\. The 'Storm Killer' arc - Tragedy strikes when child stars Susan and Franklin Storm are targeted by a deranged supervillain obsessed with the idea of ending their lives! It's up to Gwen and Peter to find the mysterious PaperDoll before two innocent lives are lost to her madness! Primarily Gwen POV - which has been rather lacking in the past chapters - and features more of a lighthearted tone to contrast the extremely grim Sin Eater and S.I.L.K arc. Could also feature the long-awaited appearance of Howard the Duck.**

 **2\. The 'PGH' arc - Peter's investigation into a seemingly harmless drug escalates when he finds out just how deep the rabbit hole goes and what people are willing to do for even a taste of power; how far are he and Gwen willing to go to stop it? Primarily Noir POV and continues the cynical tone of the previous arcs, and features more film noir narration as seen in the previous Sin Eater conflict. Also features a figure from Gwen's past who's trying to make amends for his mistakes.**

 **Just pick your poison, I guess, though the PGH arc is a tad more related to the main story while the Storm Killer arc is more of a lighthearted romp with the stakes not being as ultra grim as last time.**

 **Review Answers:**

 **ImACheesyPanda123 - Heh, new reader :) Alright, hope you keep reviewing even after this.**

 **KasugaRomio - Well to be fair there are like, what, 6 Spider-Gwen fics? It's not a hard bar to jump. Anyway, I did actually consider that; the original explanation was that Earth-90214 underwent an Incrusion and he and Octavius slipped into Earth-65 like the Web Warriors in Battleworld. May or may not have made more sense than what we got...**

 **HardcoreHamsta - Know it, don't play it.**

 **\- Gwen's a generic aspect, same as 616, Ultimate and other mainline Spideys. If anyone's possibly a totem then it's 12131-Cindy, but given that the Inheritors aren't banging down their door either Spider-Verse happened off-screen or she's not 'The Bride'.**

 **Esquire-Man - Ezekiel posits that the spider that bit 616 was actually a magical one and that the radiation, rather than gifting it with powers, killed it. He further claims that the spider saw Peter's suffering and bit him as a result. Why it looked for suffering is beyond me, but in canon the Spider-God seemed to look for a 'non-wicked' soul and found it in Peter. Maybe all it wants is for him to stay on good behavior?**


	45. Back to 'Normal'

**So...my main laptop broke halfway through writing this, which made finishing the chapter a real fucking pain in the ass. Anyway, I did my best to make the chapter lighthearted, but there's an angsty part near the end before we swerve back to silly. I blame familial troubles coloring my outlook, playing through Planescape Torment enhanced edition and the aforementioned broken laptop possibly souring my mood. Couple that with writing the entire chapter in a day and my humor was shot.**

 **Anyway, I read up on the bio for the Mary Janes band and my God: It's no surprise the relationship between the four is vitriolic given how they started - Glory and Mary Jane met when they both got mutual detention and passed the time by making nonsensical pop-songs, Gwen only got involved because Glory asked her to and Betty was an impromptu member because she hijacked the school PA system to play Swedish Death metal.**

 **That and a lot of their concerts end badly - First gig ended with the Lizard appearing, Rhino attacked Gwen's dad in their second gig, Gwen flaked out on the third gig, they were attacked by ninjas being Felicia's opening act and in the Christmas chapter a thief tried to steal their donation box...yeesh, these 4 have _really_ shitty luck. **

**Couple that with the band disbanding after 65-Peter's death and only reforming when Mary Jane signed them up for a gig _without the other members knowing_ and it's no surprise they argue and piss on each other a lot. On the bright side Gwenom's gonna appear in the next Spider-Gwen chapter, so maybe I can get some inspiration. Wish me luck. **

* * *

Sometimes Gwen looked back and marveled at how much things had changed.

When she first got bit she never thought superpowers were ever gonna be a thing. She'd read comics before; Captain America was a favorite of her dad - the only nerdy thing she could say about the man - but even that had a certain niche about it. Cap got her powers by choice, not because the injection fell on her wrist or something. She'd watched up on She-Hulk, of course, but even that she _kinda_ got. The procedure might have had accidental results, but her cousin Dr. Banner was using experimental tech or whatever (she wasn't sure of the specifics, so sue her).

Still, a radioactive spider that just happened to give her with the proportionate strength, speed, agility and whatever the fuck else of an arachnid? She never would've dreamed of it, though she also found herself lucky she wasn't running with 4 pairs of arms and ejecting webs out of her ass; no, she didn't care if Betty would've found it cool.

But hell, 5 years...it felt like a lifetime, to use that cliche. Here she was barely about to turn 20 - still a year from legal drinking, though if her dad had his way she'd be dry as a desert till she was 65 - and it was hard to believe how much had changed. From regular girl to celebrity to murderer to S.H.I.E.L.D sanctioned hero. Call her egotistical, but it seemed a hell of a lot more eventful than some celebrities entire careers.

Of course it never hurt to think back on how it all started. She was sure that on her deathbed at the ripe young age of 120 her biography would mention how effortless it all was, how she was destined for greatness and that the whole 'accused of murdering her best friend' clusterfuck was just a little rough patch that she took with unerring dignity and grace...and she wouldn't mention the nights she spent crying herself to sleep and hyperventilating.

But yeah, back to her humble beginnings...

"Bodega Bandit, you are the _worst_!" she said, more out of habit than any actual irritation. She had no idea how the phrase got started, but it was practically anyone's mantra as soon as a certain someone showed for one of his daily annoyance sprees. Today's 'loot haul' didn't even make any sense: Wheeling an entire galaxy smashers arcade machine? Where the hell was he planning to put it? He lived in a dumpster! Last she checked those didn't come with electrical sockets!

"Yeah...well, so are you!" he snapped back, causing her to roll her eyes. In all the years she'd known him his repertoire of insults never really moved beyond 'No, you!' no matter how nonsensical it was, "And get me outta this thing! This is cruelty, damn it! I got rights, so does Bandito II!" He struggled against the black webbing, pulling at it with his remaining free arm while Pine Cone - no, she wasn't gonna call him Bandito II - nibbled a treat on his shoulder without a single fuck given. Getting him away from Murderface really helped his mood.

Bodega Bandit...one of the first criminals she'd ever caught, really. Again, call her egotistical but nowadays she looked back on that time with a certain fondness. Back then it was so simple; make celebrity appearances, play drums upside down or make a show of her powers, then do a little community service on the side like taking out a few purse snatchers or taking El Bodega Bandito to his penalty box.

It was odd. After all the Supervillains like Hippo and Fishbowl or even all that S.I.L.K bullshit, webbing BB to the wall for his requisite 20 minutes in the time-out corner felt almost relaxing...and yes, she was very well aware how fucked up it made her look, thank you very much. She still remembered the first time she met him - A rainy day when he'd tried to mug Peter for his spare subway pocket change.

Back then she'd honestly thought that he was a threat, and she'd rushed in there uncaring about the fact that Peter might have recognized her voice (he didn't). It was after the 4th time or so that she caught on that the guy couldn't threaten his way out a cardboard box and that his 'threats' to her best friend amounted to showing off his non-existent abs and threatening to send his 'fierce attack pug' to maybe annoy Peter with a few ineffectual nibbles to his shin before he 'caved to the danger'.

"Yeah, yeah. Tell it to the judge." She rolled her eyes again and pulled out a chocolate bar from her 'pocket', _'I swear this thing's gonna eat through all of my backpay...'_ She pulled up her mask to her nose and took a big bite out of the treat. She was sure those peanut butter cups would have lasted her, but it only took half an hour for her stomach to start gurgling again. At this rate most of her body weight would've been made up of chocolate and she'd be dead of diabetes before her birthday hit.

She still felt odd receiving a salary at all. It felt...wrong somehow. She did this to help people, not because she got a wad of cash with more zeroes that she expected at the end of the month. Cap managed to convince her in the end, though - Her dad received a paycheck (which he used to buy her first drum set...) and it wasn't wrong for him to get it for doing his job to protect the city from bastards like Wilson Fisk, so why would she feel guilty for getting one? It wasn't like she'd stop if she didn't get money, so it was more like a bonus...right?

"Oh yeah, rub it in, why don't ya!" he said, looking at the chocolate bar hungrily. Despite herself she found it hard not to feel sorry, even just a little bit. She'd called the cops over, but she was pretty sure it'd be a while before they came to pick him up. Sometimes he was out of prison before the day was done, so he was about as high on the priority list as the school that constantly pulled the fire alarm.

Gwen sighed and fished out another one from a separate pocket before handing it to him, "Here. Don't say I never gave you anything." He took it without so much as a 'thank you' and bit into it greedily, pausing only to offer some to Pine Cone before she yanked his arm back, "Chocolate's a no go for hamsters. I didn't give you him just so you could kill your partner in crime."

"Sh-Shut up," he muttered, a slight flush on his barely covered cheeks. Gwen smirked; probably hated getting caught flat-footed after getting his ass kicked so many times, "...Hey, what's the deal with you, anyway? New costume?"

Gwen raised an eyebrow. Friendly conversation now? Unexpected, but hell it wasn't as if her days weren't weird enough already, "You could say that. Think of it like an upgrade." Not that she asked for it, but who was she to complain? So far it didn't make her want to eat Betty or Murderface and she certainly didn't _feel_ any different, so maybe she lucked out (for once...) and got the cure for cancer version of this thing.

If nothing else it was really damn convenient not having to bring her backpack everywhere ever since she got these 'pockets'. Granted she had no fucking clue where Webster was putting her things, but she wasn't going to question it. Given her luck the second she started asking she'd accidentally shit her stuff out and she got enough crap from MJ as it was. She didn't another thing for the redhead to rag her over with.

"...Suppose it's too much to hope that you finally learned your lesson?" she asked conversationally.

"Pfft, you wish! Just you wait, I'll get that thing back!" he said, looking at the inactive machine the same way she looked at her history homework. Gwen finished the last of her bar and pinched the bridge of her nose. It would've been really convenient if he had a legit change of heart like Frog-Man, but she supposed she shouldn't have been surprised by how stubborn he was. 5 years and he was still going strong; it took a certain amount of determination, if nothing else.

"What's the point of all this? I mean is it really fun, just stealing things every damn day?" She was very well-aware that she was veering into 'lecture mode', as Glory called it (rather ironic coming from the mother hen of the group). Still, she really couldn't help it. Bad enough that he was stealing every day, but now his crimes didn't even make any fucking sense. At this point she was expecting him to break into a store just to leave shit and have the owners chase him to give it back.

"Why do you care?" He turned away and...was he _pouting_? The fuck? "Not like you're gonna stop me again. You're a big celebrity now, rubbing shoulders with Captain America and She-Hulk. You don't got time for us small people down here."

"Bandit...are you lonely-"

"Wha- No!" His even redder cheeks and sputtering coughs didn't do much to prove his point, "I don't care what you do! Hell, it'll be easier for me to strike now that you're not constantly foiling my plans!" Foiling his plans? Was that what he called it? "So just...just go be the big hero and ignore me! I don't care!"

 _'Oh, you gotta be fucking kidding me.'_ She shook her head and resisted the urge to voice her thoughts out loud. Honestly she had no idea if she wanted to laugh or try to reassure him that he was still important. Did he misconstrue the relationship? She thought it was pretty simple: He stole something, she knocked him flat on his ass and then ran away before the police tried to arrest them both...okay, less the last part ever since 2 months ago, but you got the point. It was a simple thing, and she liked it that way.

"Alright, listen, Hamburglar." She pointedly ignored his cry of 'It's Bodega Bandit!', "Just cause I'm sanctioned by S.H.I.E.L.D doesn't mean I'm gonna stop kicking your ass when you try to steal...whatever it is that you think is funny that day." God, was she honestly doing this? Making a speech to her...well, was 'arch-nemesis' the right word? He was definitely her most re-occurring Supervillain, even if she was sure the only thing super about him was his determination to keep making an ass of himself no matter how many times he fell on his face.

"Really? You mean it?" he asked, expression oddly hopeful.

 _'That's not supposed to make you happy...'_ God, she really didn't need this. It wasn't an exaggeration to say that the amount of stupid crimes she dealt with increased as soon as her name was cleared. It literally took about a day before she was catching muggers who asked for her autograph before she handed them over to the police. Really fucking weird...although oddly flattering, in that weird 'crazy fan with too much time on their hands' sense.

Thankfully she didn't have to wallow in the awkwardness for long. Gwen snapped her head to the sound of screeching tires and saw a limo speeding down the streets with a loud thrum before it disappeared past another building as quick as it came, _'Oh thank god,'_ she breathed a sigh of relief and jumped into a swing, "Stay and wait for the police! And don't litter, you're in enough trouble as it is!"

She didn't hear his reply, and to be honest she didn't really want to considering how awkward the last 2 minutes had been. She focused instead on the runaway limo, watching as it careened down the street like something out of Motor Vehicle Theft game, _'Someone's had a bit too much to drink...'_ She quickened her swings, mentally thanking Webster for the slight boost in speed. Stopping runaway vehicles wasn't exactly her strong suit, but she'd deal.

She just had to make sure the damn thing didn't up-end and explode like the last time she'd tried it...

At least the driver had enough sense to not start a rampage on the sidewalks, though that probably had more to do with the fact that limos weren't exactly known for their breakneck speeds and turns, "Seriously, what the fuck?" she muttered. People turned to look towards the speeding vehicle, some even screaming obscenities that she was pretty sure they just needed an excuse to yell out. She should know; she'd been on the other end of that trick more times than she cared to count.

Gwen shook her head and made on final swing, jumping ahead of the car slightly before she ejected another line of webbing to pull herself to the front seat. She knew from experience that trying to web up the wheels was a _really_ bad idea, so the next best thing was trying to convince the driver to pull over or else she'd kick his ass and do it herself...which was a lot harder than it looked, so she was really banking on the former.

"Okay..." She landed on the roof and leaned over the edge, knocking on the black-tinted window with her left hand, "Come on, open up..." She held on to the roof tighter when the limo suddenly shook and she heard screams coming from the backseat, "Alright, that's it. No more Ms. Nice Spider." She needed to do this quick: Smash the windows, push the driver aside then hammer the break harder than her drums at band practice.

Of course, that would've been easier if the driver didn't look like fucking Willow Man.

Gwen felt her heart spike up in shock before she felt the comforting warmth in her stomach again, "What the fuck!?" she hissed. The driver looked... _flat_. No, that wasn't the proper word for it; he looked like he'd been turned into a large piece of paper, more drawing than man. She could see his arms still wrapped around the wheel loosely, but his head flapped with every shift and breeze that came into the car.

Definitely not normal.

"Let go of them!" She turned to the source of the voice and heard muffled grunts and screams coming from the backseat. She looked between the front and backseats and grimaced; which one? Stop the car or stop what was going on in the back seat? "I said step back before I-" The voice swerved to a sudden scream and she found herself webbing the the driver's foot to the breaks before jumping to the backseat. Hopefully it was enough to stop them from crashing into a horrific, fiery death...

Gwen smashed her hand through the window and jumped inside, "You're all going to wake the neighbors!" she said, the quip coming out more or less automatically. She knew that cause the sight in front of her would have stopped any kind of joking when she saw it.

Two teenagers huddled together in the back corner, the girl hiding the smaller blonde behind her in a vice-grip. At the floor of the limo she saw an older dark haired man in a suit lying on his back, his mouth twisted into a pained grimace even through he tried to muffle his screams. Even through her place next to the door she could see him clutching his left leg, the limb unnaturally thin like the poor driver up front.

Still, all of that paled to the figure draped in blue kneeling over him. A woman, she could tell that much, but the rest of her features were masked. Her outfit looked like something she'd see out of an Assassin's Oath game, and what little he could see of her hands exposed pale gray skin that she was pretty sure wasn't natural even in a world where radiation turned someone into a green-skinned amazon.

"Don't interfere!" she cried, head snapping towards her with a snarl. Gwen blinked at the sight of the unnaturally yellow, bloodshot eyes barely hidden underneath the thick hood, "They have to go! They have to!" She turned back to the two teens, stepping over the man grabbing at her leg to try and stop her, "They're a burden to him, he'll thank me when I'm done!"

"L-Leave us alone!" The girl cried, tears streaming down her cheeks.

"Hey, Enzio, look at me, not them!" She ejected a line of webbing at her shoulder and pulled, but the crazed assassin managed to keep her balance and look back at her with those chilling eyes again, _'Holy shit that's creepy...'_ She shivered and thanked small blessings that the car had at least slowed considerably, "Whatever problem you have I'm pretty sure that-"

"What do you know!?" she hissed, voice judgmental and manic. Definitely a crazy person, "You'll never understand! I _have_ to do this!" She looked at the driver's seat and her mouth split in a massive grin, "You can't stop me."

Her body flattered, the webs slipping from her shoulders onto the floor with a dull thwack. Gwen's eyes widened and she ejected another line of webbing, but she slipped through the gaps and practically jumped through the window of the front seat before she completely reformed, "What are you-"

Gwen got her answer when she slammed her foot on the ignition, pulling out the webs holding the breaks down with an almost casual tug, _'Shit!'_ They were picking up speed, fast. The woman in blue turned around and gave them one last manic grin before she turned the wheel to the left and sent them on a collision course to the side of a building.

She moved on instinct. Before she could think twice about how crazy her plan was she grabbed the older man by the collar and dragged him towards the two teens. mentally apologizing for the pained grunts he gave at the rough treatment, "Hold on to me and stick close!" She wrapped her arms around them and concentrated. She fucked this up and she'd have 3 dead people on her conscience.

Gwen felt the familiar warmth cover her entire body before they were surrounded by what looked like a thick blanket of black. All noise disappeared, though the quiet lasted for only a brief moment before she felt powerful rumblings and the sound of bending and crunching metal pierced through the makeshift barrier, _'Fuck, that smarts!'_ She held onto the three of them tighter and bit her tongue to keep from screaming.

The din of twisting metal lasted for only a few seconds, but the screams of the two teens made it feel like hours. Gwen waited for a few more precious seconds before she separated from the three, the teens holding her arms and shoulders tightly even as their screaming died down, "It's alright. We're safe." She left out the 'I think' she was really tempted to say and sucked in a deep breath instead. Play it cool, act confident and just maybe they'd buy that she had any idea what the fuck she was doing.

She collapsed the barrier and winced at the the remains of the crushed limousine around them, _'Shit, that was close...'_ She mussed up her hood and let out a soft breath. Whoever that crazy bitch was she was gone, but a crowd was gathering around the crash site and boxing them in, _'Please tell me no one got crushed...'_ She looked to the front with wary eyes and relaxed slightly at the lack of blood on the concrete. Well...no one died in the crash, she'd take that as a victory.

Though now she wondered where the flattened driver was. Did she take him with her? Not a pleasant thought;

"...Are you two-"

"You saved us!" She let out a muted 'oof' when the the younger of the siblings - or at least she assumed the two were siblings - all but tackled her in a sudden embrace, "Th-That was amazing! I always wanted to meet you, but I didn't think it'd be like this-"

"Johnny, not now." The older teen pulled her brother off with firm hand, her voice lowered in a forced calm. If Gwen had to guess then she was probably the voice of reason, "Victor's hurt, we need to get him to a hospital."

"Right..." Gwen knelt down and looked at his flattened leg. It was odd; it didn't look injured, but the way it was compressed was unnatural. It was like someone turned his leg into dough and crushed it flat with a roller, "Are you alright? We need to take you to the hospital." Granted she had no clue what the fuck they were supposed to do about a villain turning people into gingerbread men, but she figured it was better than leaving it overnight with a bag of ice.

"Of course..." He took her offered hand and she slung his arm around her shoulder. He was obviously in pain, but he was making a heroic effort to hide it, "I...I'll be fine, but these two..." He looked to the elder sibling and gave a soft smile, "Susan, you need to hide. This woman's obviously crazed and I don't want you or Johnny getting hurt."

"B-But what about you?" she asked back.

"She was after you. I was only...collateral damage." He scowled down at his now useless leg before looking up to face Gwen, "I can make it to a hospital on my own, but these two...without someone to protect them that crazed killer's going to come back to try and finish the job."

"Yeah, I figured." She stood up straighter. The crowd was taking photos, but she couldn't find it in herself to care right at that moment, "I'll take them to the police station-"

"No!" he hissed, face morphing into a pained scowl before he quickly calmed, "You...You saw what that woman was capable of. If you put them in a place everyone knows then she'll find them and then she'll..." He trailed off and licked his lips, letting out a soft groan before he shook his head, "Find a place no one knows about and keep them there. Tell no one, not even me. That way if she tries to interrogate me I can't tell her."

"Victor, this isn't-"

"Don't argue with me, Susan. Not now." There was that smile again, "Just...Just drop me off nearby, I'll get to the hospital."

"If you're sure..." She waited for him to give a last nod before she looked at the two teens. They looked familiar, though she couldn't quite place it right at that second, "...I know a place." She adjusted his arm's place and pulled out her phone from another 'pocket'. The closest place here that didn't need government level access was..., _'He's gonna be pissed...'_ She sighed and tapped the speed dial.

This was gonna make one hell of a reunion.

* * *

Peter, as expected, wasn't happy.

"What made you think bringing them here was a good idea?" Peter asked, arms crossed and his glare obvious even underneath the new mask Cindy made him. She didn't know if it was her idea or his (though she was betting on the latter) to make the thing look like something out of a Plastic Cog game, but if he was trying to scare people then it was definitely working given the way Susan hid behind her, a vice-grip on Johnny's wrist.

...Oh yeah, and there was the little thing with her having _Susan and Johnny Storm_ being chased by some deranged stalker. Cause that was a thing she was dealing with right now.

"I couldn't find anywhere else to take them." She sighed, voice soft. 3 days since they'd last seen one another and she _really_ didn't want this to be the way they met up again after the clusterfuck their last face to face talk was, "Look, they're being chased by a stalker who can...I dunno, turn herself to paper? I didn't get a good look. Either way they're in danger and I can't just leave them."

"Why not take them to a police station? One of your 'Shield' facilities? Hell, even your apartment?" he countered, arms crossed tightly, "Why my place?"

"A police station won't work. These two are celebrities, someone's gonna blab and then they're gonna end up like that driver." She shuddered, ignoring the warmth in her stomach trying to calm her down, "S.H.I.E.L.D facilities are hard to get access to since I'm more a sanctioned hero than an actual employee and for my apartment...well, my roommate's out and unless you think Murderface can take on a Supervillain there's no way that's gonna work..."

"And what do you expect me to do?" His looked past her to the two siblings. Susan did her best to stand straight, though Gwen didn't miss the way her hands shook. Johnny seemed to take her best friend's attention much better; inasmuch as completely ignoring Peter was 'better'. The way he looked around the downtrodden apartment and wrinkled his nose made it clear where his thoughts were.

"Well...I was kinda hoping you'd stay and watch-"

"Not happening."

"-Over them or something." She paused and gave Peter an unreadable look, one that he didn't care about given the not-so-subtle scoff he gave, _'...Shit.'_ She took a deep breath and steeled herself. This would be painful, "Come on, Pe- Spider-Man!...Please?" She clasped her hands together in a begging gesture. She _hated_ begging, but she could whine and grovel with the best of them if she had to. If she could grovel to MJ about skipping practice because she needed more chocolate - _thanks, Webster_ \- then Pete should have been a walk in the park.

Sadly, he seemed to not give a single fuck.

"Forget it. You have friends with that organization of yours, use them." He clicked his tongue and looked away, "I'm busy enough as it is, I can't just drop it to play babysitter for a couple of kids."

"Look, Spider-Man, I know we left off on a piss poor note last time, but these kids are in real danger. I wouldn't have come here if I didn't _need_ your help." She winced, though she did her best to hide it. Technically not true: She could have tried a few other contacts, but she couldn't deny that it was easier to talk to him with a justifiable reason. Despite his claims about not saying goodbye he was practically a ghost for the past 3 days and she got the feeling that if she didn't talk to him he'd be like that for the next 3 years.

Thankfully(?) he didn't get to answer before the door behind her opened, Lana's voice cutting through the awkward silence, "Hey, Pete, finished walking your dog! Did you know he _really_ doesn't like...uh, what the fuck?" She stopped a couple of steps past the doorway, the puppy at her side - Cute! ...Er, focus - looking up at her worriedly with its tongue hanging out.

"This is...unexpected," Susan muttered, her shaking lessening at the sight of another girl the same age as her...wait, how old was she again? Johnny looked about 13 or 14 and she knew his sister was about a year or two older than him, but she wasn't sure. She usually watched their shows only when she was with the rest of her friends; she wasn't much of a fan of sitcoms unlike MJ and Glory's guilty little pleasures.

Which made the little guy asking her out 3 times in the 6 minutes it took for them to get here using lines from the show both depressing and funny. But hell, she figured it was better than him being a traumatized mess after what happened so she'd take all his 'You're my missing number' pick-up lines like a champ.

"Tell me about it. This place smells like a can of tuna." Johnny rubbed his nose and looked at Peter questioningly, "Hey, ain't you a Superhero? Why's your place so crappy-"

"Johnny!"

"What, it's true!" He shrugged, ignoring his sister's reproachful glare.

"Uh...I dunno what the fuck's going on, but something tells me I'm not gonna like it. So..." She nudged the pup forward with her foot and took a not-so-subtle step back, "I'm just gonna be visiting my friends till this is done. Good luck with...whatever the fuck this shit is-"

"Wait...actually, your timing's perfect." Peter finally uncrossed his arms and let out a soft breath, "Something tells me Spider-Woman's not gonna let up on this little side-project of hers, so I need you to watch over these two while I'm gone."

"What!? Why me!?" she snapped back, "Why don't you get that Bullseye guy to do it!?"

"I haven't talked to Bullseye since we left that facility, you know that-"

"Yeah, yeah. Cause he told you he loves you and and wants to have your babies and bla bla bla." Gwen raised an eyebrow. _That_ was certainly new...and more than tad annoying, "Dude, you got him out of fucking Supermax, of course he's gonna say stupid shit. Just talk to him, cause I swear watching you two dance around each other is worse than the last season of Fantastic 4."

"Hey!" Johnny cried, though everyone ignored him.

"I'll talk to him, but do this for me first, would you? All you have to do is stay here, and it's not like you have school. Or did I miss something and you have to go on the weekends?"

"Fine, you ass." She rolled her eyes and frowned, "But you owe me _big_ for this. I could've been out with Chat and Kamala, instead I gotta fucking babysit a couple of whiny kids cause...uh, why again?"

"Being chased by a deranged stalker who can turn people to Willow Man..." Gwen answered. It sort of scared her how... _normal_ something like that sounded. Granted 'normal' stopped making sense for years now, and that was before her best friend came back to life. Now she had what was possibly an alien attached to her and she honestly couldn't muster enough of a fuck to worry given that Cap's tests were proving jack fucking shit apart from the fact that Webster was a chocolate hound who didn't take no for an answer.

"I'm the same age you are, you know..." Susan mumbled, though Lana just gave the blonde another roll of the eyes, "Look, I appreciate your helping us with this, Spider-Woman, but if we're being a bother-"

"No, of course not. We're happy to help," she said, completely ignoring the way both Peter and Lana glared at her, "Look, I called my friend already and she put me in touch with a friend of hers. A private investigator that specializes in stuff like this, or so she says." She really fucking hoped Jessica wasn't just trying to find an excuse to get rid of her and get some alone time with her dad now that Kate was off in L.A doing some family thing...

"Great, then you don't need me," Peter said, "Just meet this guy of yours and-"

"Actually, I do." Gwen grabbed his collar and pulled before he could move past her, "You're the investigator here, Spider-Man, not me. I mean I can lure a pack of Lizards out no prob, but something tells me stalker chick's not gonna be lured by a bunch of corndogs. So I'm gonna need your help to..." She trailed off and look down when she felt something pawing at her right leg. It didn't take her long to catch sight of the pug scratching at her shin, its teeth bared in an (adorable) growl.

Honestly, she might have felt more intimidated if the thing wasn't just barely bigger than her foot with the high pitched whine of a chihuahua.

"...Looks like someone's taking offense." He knelt down and scratched at its chin, the little guy immediately calming at the contact and nudging his nose to Peter's gloved palm, "It's alright, boy. I won't let the big bad Spider-Woman get me."

"Not funny." She rolled her eyes, though she could already see Lana and Johnny snickering, "Look, just help me out with this, would you? I don't need anything big, but your P.I skills are better than mine and Jess is kinda busy so..."

"Yeah, I get it." He sighed and stood up, "Come on, lets go visit your friend."

The walk down the hall was painfully quiet, broken only by the noises coming from inside the various rooms lining the hall...and most of them were some variation of 'oh god!' that she was pretty sure weren't coming from prayers, _'This is where he lives?'_ She figured it'd be bad and Cap warned her when she gave her the address, but this was...well, she wasn't gonna mince words; this place was a shithole and made her small-ass apartment look like the Taj Mahal.

God, she couldn't take the silence. Maybe some conversation would make the walk faster.

"So Bullseye's in love with you?"

...Why did she hate herself? Why?

He glared at her for a few seconds before he let out a sigh, "No, I'm pretty sure he was just grateful I got him out of the hands of your spook friends. He's been running from them for years, so I'm not surprised he was excited when he realized he didn't have to run anymore." He stuffed his hands into the pockets of his cargo pants, "I'll talk to him soon, clear this all up."

"And if...it wasn't a misunderstanding?"

"Guess that's for me to know and you to keep your nose out of." He trudged down the stairs, completely ignoring the frustrated yell she made. Sometimes she wondered if he was always a jerk or he went out of his way to be an asshole just for her, "...Speaking of questions, I got one of my own; what the hell is that thing on you? You've had it since we left that butcher shop."

"What...thing?" Yes, play dumb. That would solve the problem (sarcasm), "If you're talking about my costume then it's nothing. Just thought I needed a change of pace, you know? I mean you make the all-black look work so I figured-"

"I saw that thing moving when we talked in the apartment. It's alive."

"Um..." Yeah...she had nothing. Gwen took a deep breath and quickened her pace so they were walking shoulder to shoulder, "Look, Peter, I got no clue what this is. I got it when we raided the S.I.L.K base and I would've gotten killed if it didn't bail my ass out. I mean so far all it's made me do is get me addicted to chocolate, and if its evil plan is to kill me with diabetes then I think I can manage."

"They always said not to look a gift horse in the mouth, but after what happened to us both blindly accepting seems no better." He clenched his right hand and let out a frustrated exhale, "Just be careful with that thing. I've got enough trouble as it is without you piling on top of it."

"Aww, you do care." She pinched his cheeks through the mask. Considering he didn't swat her hand away or snarl she considered it a marked improvement from last time, "Trust me, Cap's doing tests and we're being careful with monitoring. If Webster's gonna go crazy then they're on top of it, 100 percent." She stretched her hands above her head, "Till then it's useful and I'm not gonna say no to a free power up."

"Webster...what, does it drive your limo, too?"

 _"She totally needs ninja stars shaped like spiders, right?_

 _"Mmm...nah, sounds dangerous."_

 _"Okay, how about a little spider butler named Webster? To drive her limo."_

 _"Yeah. I don't know, Peter. I doubt Spider-Woman can afford a limo driver."_

"You remember-"

"Parker's memories, not mine," he interrupted, stubbornly refusing to face her, "...Look, I didn't mean to bring it up, alright? It just...came out, so lets just drop it."

"Why are you so scared to talk to me?" She stopped and grabbed his shoulder, "Look, whatever this is you can't just bottle it up, okay? Whether you like it or not this involves all of us, so we need to work together. We both want the same thing-"

"Do we?" He shrugged off her shoulder and turned to face her properly, "You want your best friend back, the little kid who turned into a monster because people bullied him, because he had a crush on you and Osborn threatened that. He and I aren't the same no matter how many times you pray for a miracle from God. He's gone...and you're not getting him back."

"Fine, then do one thing for me." She stood up straighter and did her best to keep her voice level, "Look me in the eyes and tell me that this place doesn't feel even a little like home. That you don't feel anything and only see a stranger when you look at me. Just tell me that and I'll drop it."

The silence lasted for a few painful, lingering seconds before he finally spoke up, "...Come on, lets meet that friend of yours." He trudged down the hall, pointedly ignoring the increasingly louder moans and cries that came from above them.

...Somehow it didn't feel like she won that.

* * *

"So...what can I do for you two?"

A talking duck...she was looking at a talking duck.

Gwen's mouth parted open, nothing but choked words coming out in strangled gasps at the sight in front of her. She thought being bonded to a possible alien and her best friend coming back from the dead was the weirdest thing she'd dealt with, seeing an anthropomorphic duck sitting behind a desk with a stack of papers on one hand and a cigar on the other caused her to nearly double over in shock.

She looked to Peter and gestured to the duck frantically, hands moving through the air in a chaotic buzz. Peter just looked back at her and shrugged, not saying a single word or even indicating that he cared at all about the bizarre sight in front of him.

"Uh...hello, you two just gonna stand there?" The duck - Howard, she reminded herself - took a lazy drag of the cigar and gave them both a pointed look, "Jones called on ahead, said something about a couple of heroes coming to visit, but she was kinda light on the details. So I'd really appreciate it if you two-"

"You're a talking duck!"

An awkward quiet settled over the room, broken only when the talking duck in question - Howard, she had to remember that! - took a long drag of the cigar (how did he do that with a beak!?) and looked at her like she was the crazy one.

"...Yeah, and you two are Spider people. Your point?" He lowered the stack of papers and walked in front of them...he was really short, though she supposed she should have seen that coming, "Look, Jones pulled a favor and said you two needed help. Didn't ask what it was cause I figured she was good for it, but if one of you's just going to make fun of me and the other's gonna stand still like a statue I ain't buying it."

"No...no, we do need your help." Gwen coughed, "Jess told us you were an expert on...odd cases, and we really need your help with this woman who turns herself flat and kills people by turning em into paper. I mean, I know this sounds crazy, but-"

"Ah geez, her again?" He let out a 'waauugh!' that definitely didn't sound natural, "That crazy broad's been making hell for some of my clients. Never managed to catch the twist, so I'll do this one for free." He picked up his fedora and fastened it on his head. Gwen had to admit it looked oddly flattering, "I'm curious, though; what's a couple of Superheroes care about some stalker? Don't you two got bigger fish to try?"

"I do, but Spider-Woman was insistent on wanting a 'partner' with her." Peter put a hand on his chin and made a noise at the back of his throat, "...You're not from here, are you?"

"Figure that out all on your own, Einstein?" Howard rolled his eyes and pulled out another cigar from...somewhere, "No, came through here on a 'dimensional nexus' or whatever you wanna call it. My world doesn't have hairless apes running around telling everyone else what to do, and I sure as hell ain't the president back where I came from."

"Wait minute..." Gwen looked back the plaque on the door, "Howard T. Duck...are you saying you're the dimensional counterpart of the _president_!?"

"Ding ding ding, we have a winner!" he replied sarcastically, "Yeah, I came to this place and the version a' me in this world is the president. Who knew?" He gave a sardonic smile...again, how he did that with a beak she had no fucking clue, "All I know is I'm trapped in this mudhole and I can't get out. Surprised I haven't gone crazy like the rest of the hairless apes in this madhouse."

She swore she heard Peter suck in a deep gasp, but when she looked he was standing as still as he always was. Before she could ask him what the deal was he pulled his hands out of his pockets and offered his right hand towards the small duck, "While you tell us the details about how you know this crazy dame, want me to buy you a drink? I could use one right about now."

"Spider-Man, what are you-"

"Hey, I won't say no to free drinks." Howard shook Peter's hand firmly before putting on his coat, "Huh...you know it's pretty rare to see someone who doesn't freak out about my downy good looks. You should see the rest of this little asylum; most of em think I'm a midget in a duck costume and a few tried to eat me. Nice to see someone who doesn't belong in a padded cell."

"Duck...I get the feeling you and I are gonna get along great."

Gwen watched the two go, completely ignoring her standing slack-jawed in the middle of the small detective agency, "...Did that just happen?" she asked aloud, getting no answer as expected. Right now only one thing was going through her mind.

What the fuck was going on?

* * *

 **Done. Hopefully it was light enough for everyone, but if not then apologies since I don't have a good sense of humor; probably why I find writing Noir's segments easier. Anyway, the choices between the 2 arcs were actually pretty close, but Storm Killer surged up by a wide margin in the 2nd or 3rd day so this is what we get.**

 **Here's a question that I'm sure most people won't answer: I've seen people comment that they wanted PGH because they enjoyed Noir's character or his more cynical tone, so I wonder if you guys would have liked the fic as much if I didn't make Noir ultra cynical and much more grounded like, say, his Shattered Dimensions counterpart or used another Spidey altogether.**

 **Likewise, what about Gwen? If I made a pure Spider-Gwen fic would you guys have read it? What about a pure Noir fic? One of the main points of the fic is the interaction between the two leads, but I wonder if they're strong enough to carry a fic all on their own or they need each other to play foil and keep things from going stagnant. What do you guys think?**

 **For a more lighthearted question: Anyone have any suggestions for the name of Noir's dog? Calling it 'dog' made sense at first since it showed how lazy Noir was, but I can't see Lana not pushing him to give it a name or something. Any opinions? Anything but Webster works since Gwen took it for Venom...**

 **Review answers:**

 **Vaughnilla - Not sure if 'mending' is the right word given how they interact in this chapter. Gwen wants to talk it through while Noir just wants to ignore it; contradicting heavily there.**

 **The Spiral Hunt - I still have my doubts on the twist, but thanks ;) As for Moon Knight, if you believe the current series by his latest writers then Spector had his disorder even as a child and Khoshnu just took advantage of it to use him. Anyway, not PGH, sorry. Votes won out in favor or Gwen lightheartedness.**

 **Esquire-Man - Minor spoilers, but the Pariah name is literal: Noir's totem is a rogue aspect of Khosnu. According to a guy in another forum, The Bride (Cindy's Totem) is supposed to decide who gets powers and then the Gatekeeper judges them as worthy or not; morality isn't considered at all and 616 was chosen because of his latent ferocity.**

 **This makes Noir's totem an odd man out since in canon it judged him purely on morality and even appeared to him itself, which is pretty unheard of. So for the purposes of the fic it's a rogue totem, hence why its powers are a way weaker hodge-podge compared to the other Totems. Given this I think it's safe to say Noir's not allied to any totems.**

 **Mingyu -The Pariah pretty specifically looks for non-wicked people to gift them powers, so evil seems like a no-no all things considered. Doesn't mean it's good, but evil? Probably not. As for the team, it's not really official: Hill believes it is, but the only ones who help him out of trust and loyalty are Bullseye and Lana with the others not really caring about him other than as a tool to use.**

 **Cloudstrel - What other figure from Gwen's past wants redemption? :P The interaction between the 3 would have made up the bulk of the arc, but since Storm Killer came first we'll just focus on Peter's growing bromance with Howard.**

 **Jajo Camello - For Peter, it depends on how much you believe transferred over. If it was just memories then he's not really Noir for a lot of people, but if it transferred his soul? Then that's basically taking the engine and putting it in a new chassis, to use your metaphor. Which is true is up to you since the story gives hints for both.**

 **Cyclopz - The amount of abuse Noir takes is definitely excessive - especially given he's not as strong as Gwen - but it's a staple of film noir for the protagonists to suffer and narrate said suffering.**


	46. Weird is the new Normal

**Laptop was fixed :D Anyway, I read through the two Venom series again and I have to say: I find myself sympathizing heavily with the symbiote in the current chapter. I mean iirc Spider-Man _knows_ Klyntar's been cured of his bloodlust since it told him so during Civil War II, but he still goes along with a plan to trap it via taking advantage of its desires to rejoin him. **

**Makes its hatred of him more justified now more than ever, especially if you remember that the first time he removed it in canon it didn't actually do anything wrong that couldn't have been solved by talking it out.**

 **Also, I read up on Jack-o-Lantern during the Agent Venom run and wow...this guy's even worse than I remembered :/ It'll be a doozy writing him while still trying to keep to the T rating for the fic.**

 **Lets see if we can pass the 400 review mark with this :D**

* * *

What the fuck was happening with her life?

Those were the words that ran through Gwen Stacy's mind as she examined her current situation. The past 4 months had been hectic - more than it had any right to be, in all honesty - but she'd always managed to find a way through it all. Best friend come back to life? Tough, but she'd managed. Having to work together with Frank Castle? Not on her top 10 list, but fuck it she'd done worse. Outing Peter as the Lizard to save her own ass? Not her brightest moment, but it happened and she sucked it up...

...Going to an old-style diner/bar in Hell's Kitchen with Spider-Man and _a talking duck_ while in full costume? That...That was right up there, most definitely.

She looked across the booth at probably the weirdest pair she'd seen since Jess and her dad, _'...This is way too fucking weird.'_ She sunk into the seat and sighed, poking at the bacon and eggs on her plate lazily. She was keenly aware of the fact that just about everyone on the diner was staring at them, most of them not even trying to be subtle with their pictures, tweets and videos, but she paid it no mind. Couldn't be any weirder than...whatever the fuck this was.

"You know, I like this place," Howard said, taking a big gulp of the beer he held in his hands. Gwen supposed she shouldn't have been surprised the talking duck had opposable thumbs, but fuck it she definitely was. Why the fuck did a duck have human hands!? "I mean everybody's looking at us like we're all freaks, but what else is new, huh?" He gave them both a wry smile. Gwen was in no way weirded out by the fact that a beak somehow managed to smile, no siree...

"Probably just curious about what the big-shot celebrity's doing with a couple of jokers like us." Peter gestured to her with a subtle move of the hands, making no move to touch his own breakfast plate or the half a dozen bottles of beer on his side of the table.

"You know I can both hear you, right?" She rolled her eyes, because what else was she gonna do? Her best friend was sitting next to a talking duck like it was no big deal...and to make it worse Jess knew the guy. How she managed to get in touch with a talking duck - and more importantly why she'd never said anything beforehand - she had no fucking clue, but she couldn't exactly swing over to ask. She and dad were already on a case and she didn't exactly feel comfortable leaving Peter behind all on his own with the Ronald Duck wannabe.

She spooned some of the soggy eggs to her mouth and sighed. Going a diner/bar while wearing her (new) full costume wouldn't exactly have been her idea of a typical Saturday morning, but one thing she learned ever since she got bit was that she had to know to deal, _'Could be worse...'_ she thought, though how exactly it could have gotten any worse she had no fucking clue at this point.

Off to the side she could see a couple of guys probably a few years older than her striding towards the table, their poses the same kind of confident she'd often see on people being sentenced to death row, _'Probably not asking for autographs.'_ She took a sip of her orange juice. They were looking right at her; they weren't even pretending not to, _'Do they want something?'_

Whatever it was she wasn't going to find out. They'd barely managed two steps before their eyes diverted to Peter and they froze up; one of them immediately turned around back to the table he came from while the other lasted a few more seconds before he bolted after his partner in crime, the rest of his (drunk) friends calling all manner of insults she didn't feel comfortable repeating considering how much it involved cats.

Peter didn't even look at them. She doubted he even noticed the show considering how much he was focusing on the duck.

Gwen eyed the two silently. The duck was rambling something about how his best friend 'Bev' left him and that Jess was lording favors over his head over an incident with someone named 'Dr. Bong'...yeah, at this point she was pretty sure he was pulling more than eggs out of his ass, _'Why the fuck would Jess think he could help us...'?_ She bit into the bacon moodily. When the day was done the two of them were gonna have words.

"So how'd you get into the P.I gig?" Peter asked.

 _'Seriously?'_ She sighed, the two once again ignoring her. Most of the time she could barely get 2 words out of him, but now here he was being a blabbermouth like the time Betty made the mistake of asking him about his D and D campaign. It was probably the first and last time she'd seen the brunette gape like a fish and make an excuse to avoid having to listen to her best friend ramble about his character's fictional backstory.

"Eh, you know. Figured it was an easy gig. If Jones could do it then so could I, right?" He took a drag of his cigar - how did a talking duck afford those? - and shrugged, "Let me tell ya, kid; it ain't glamorous. Everyone watches Vice City and figures it's about criminal conspiracies, sexy dames and snappy suits. Truth is you spend most of your time looking for randy husbands wetting their pecker where it don't belong or some schmucks who think they can fake a seizure to get some insurance pay."

"I imagine..." He smiled slightly - the fuck? - and leaned back on the seat, "Guess there are some things that haven't changed even in this Madhouse." He laughed... _laughed_! What the hell was happening!? "Listen, you need any help with your cases then just call me. I'm busy a lot of the time nowadays, but it'll be good to do something to unwind every now and then. Think about it."

"Help? Last time I got that Jones' been holding it over my head ever since." He let out a smoky breath, "But hell, I guess I can't afford to turn away help, can I? Sure, I need something I'll give Spider-Man a call. Matter of fact there's actually been this rash of senior citizens mugging people and-"

"Alright, I'm gonna have to cut in here," Gwen said, "Look, as _fascinating_ as all this is, we do have a problem we're dealing with now. So..." She set aside her plate and cleared some desperately needed room, "Jess told us to go after you for a reason, so do you actually know anything about this weirdo stalker chick or do we have to go somewhere else?"

"Yeah, yeah. Keep your spandex on." Howard adjusted his place on the seat and pulled out the folder from...somewhere. Did he just store things up his ass or something? She had a possible alien on her, so that at least made sense...well, no it didn't, but whatever, "So, let me just make sure I've got this right: This dame you're after. Blue suit, gray skin, beady yellow eyes and ranting something about how she just 'had to do it' because of whatever?"

"...More or less." She raised an eyebrow. That was oddly specific considering she hadn't given much details yet, "You mentioned getting involved with her before, right?"

"Yeah...involved." He opened the folder and tapped a disturbingly human finger at a blurry picture, "Ran into this crazy doll before. A client of mine, old star from the 90's, she said she was being stalked by someone. Vague on details, so I followed her around and to see if she was telling the truth. Out-stalk the stalker, if you catch my drift." He rubbed the cigar on the ashtray, "It...didn't go so well."

"She died?" Peter asked.

"Not exactly." He sighed, "Got paranoid as all hell. Says that the dame - called her 'a paper doll' - was everywhere. She wakes up and she's there, goes to work and she's writing her messages and threats...it was too much for her. She paid my fee and told me she was leaving the country, going somewhere that she wouldn't be followed." He looked down at the picture again, "Guess she succeeded if the blue doll's still here."

"A stalker, yeah, but not a murderer." She shuddered at the memory of the completely flat driver, "Did she show you the threats? What they said?"

"Nah, think she was too scared to do that or she probably would've called the police." He pulled out a sheet of paper from the stack and handed it to her, "I tried to investigate the case myself, but I got a dead end. Found her family, or at least I think they're her family, but I never got anything out of em. Parents kept mum, said their daughter was dead and that they weren't gonna tell me nothing."

"You believe that?" she asked, looking down at the paper. The information was bare-bones and the handwriting was atrocious, but she got the gist of it: Piper Dali, born to Jason and Liza Dali. Nothing outstanding about her, which made it easy for no one to look or care when their daughter died under 'mysterious circumstances' with no funeral or family coming to visit. Months ago she would have dismissed it as coincidence, but after what happened with Maxine she'd learned not to be so careless.

"Nah, but what was I gonna do? I was out a client and a 3 foot duck ain't exactly intimidating. Maybe you two heroes will have better luck." He shrugged and looked at them both in turn, "Look, you two look like you can handle this just fine. I ain't gonna be much help to either of you's, but if you need another nudge in the right direction then you know where I'll be." He stepped off the booth and put on his hat again, "...Thanks for the drinks."

"You're welcome." Peter watched the duck go with a nod before looking down at the folder, "...Address isn't far from here. We could probably make it there before noon if we hurry up."

"Yeah, I guess so..." She licked both lips and sighed, lowering her mask to cover the bottom half of her face again, "Something doesn't add up. Howard mentioned that woman was stalked, but she wasn't killed. When I met this 'PaperDoll' she killed that driver and she was trying to kill the Storms. That's a far cry from stalking someone, right? There has to be something we're missing."

"Not always." He pulled up his own mouth-flap and re-attached it with a deft click, "Killing ain't easy, I'll give you that, but you'd be surprised how quickly some people can cross that line. Just look at me..."

"Spider-Man..." God, she hated thinking about it. Her best friend, his memories warped beyond imagining, and now he didn't even blink at the thought of shooting someone between the eyes. The worst part of it was a part of couldn't help but think this was better. Better than the angry young man who'd turned himself into a giant Lizard just for the sake of revenge, better than the friend who secretly despised Harry for reasons she couldn't really understand.

Sometimes she wondered if things would've been better or worse if he kept his memories or not...

"I don't wanna go into another debate, Spider-Woman. We have to deal with this Paper Doll dame first." He pulled out a stack of bills and placed them near the plates, "Come on, let's go. This place is giving me a headache."

Unfortunately things were never simple. The pair were only halfway through the entrance before the same two guys from last time blocked their way, their postures shaky, _'Oh, lord...'_ She eyed their cheering friends and frowned. She knew what was coming; a group of drunken friends dared the most gullible in the group to do something stupid now that they all had a little liquid courage. She'd been on both ends of more than a few embarrassing dares herself.

"H-Hey!" The first one said. Tall, well-built and tan; most people would have called him handsome, but the way he was shaking only reminded her of a giant pair of marracas, "We...uh, I mean me and my friends..." He looked back at his friend and shook his head in a panic, "Fuck, dude, I can't do this! She's a damn Superhero!" He whispered...or at least she thought he might have been whispering. It sounded like he was screaming it out for the entire diner/bar to hear.

"Y-You can do this, man!" His friend - shorter, stockier and just as shaky - clapped him on the back encouragingly, "You fucking got this!"

"Uh..." Gwen looked at Peter, but he only shook his head and let out a scoff. It wasn't very helpful, "Could we...help you two-"

"Will you go out with me!?"

A stifling silence settled over the entire room. All around them Gwen saw the assorted crowds of people lose any sense of subtlety in favor of openly staring, some of them even gaping openly like they had something stuck in their throat. For her part Gwen just looked at the shaky young man, an eyebrow raised. Months ago she would have counted herself lucky not to get spat at when she rescued someone from certain death, but now everyone was singing her praises like she was Justin Bieber in front of a horde of his fangirls. It was both flattering and creepy.

That of course came with a lot of people confessing love on the internet. She'd seen it enough times not to be shocked, but a part of her was still surprised to be on the end of the praise rather than just a spectator. Still, this was probably the first time someone had done it when all attention was focused on them; usually it was a crowd of people, all their voices mixing into one another and making it hard to understand them. Other times it was anonymous declarations on the net; which Betty and MJ had no problem screencapping to make fun of her with, the little harpies.

"Um..." she mumbled intelligently, because that was the only thing that came to mind right then and there. Usually this would've been her cue to swing away with some half-assed excuse about Bodega Bandit robbing the Bucky Barnes or something, but the two were blocking the way to the entrance and between them and the dead fucking quiet crowd any excuses she had died on her lips.

Thankfully(?) Peter decided to talk for her, "We don't have time for games, kid." He clicked his tongue. Gwen declined to comment on the fact that Peter was about half a decade younger and at least a few inches shorter than the 'kid' in question, "Go back to your friends and-"

"H-Hey, back off, gramps! She ain't your girlfriend or anything!" The portly wingman spoke up; likely more to the alcohol than any genuine bravado on his part.

The quiet went from awkward to tense. Gwen heard more than a few gasps and scared mutters from the other customers, a few of them bolting to the exits outright in a panic. Even the wingman's eyes widened and he raised up both hands in a calming gesture, "Gramps...?" Peter muttered, his voice hard to make out even through the painful silence. Despite (or because of) that, though, he saw more than a few people's breath hitch.

"I-I didn't m-mean a-a-anything by it." The wingman stuttered, "L-Look, let's all calm down...okay?"

She knew about Peter's reputation. She didn't like it, but like her a few months ago the city was torn about him: One half saw him as the 'hero the city needed', a 'dark avenger' or some other bullshit that did the things the other heroes and vigilantes refused to do. The other half...well, all she could say was that 'murderer' was probably one of the more polite things they called him. He didn't have the years of built up goodwill, and it didn't help that he seemed to find no problem shoving a gun to someone's kneecaps and pulling the trigger.

Gwen didn't know what to expect. A part of her thought he'd start a bar brawl by decking the guy in the face, and really that at least she would have understood; he didn't seem to hesitate to do what he thought was the quickest way to get out of a situation.

She definitely wasn't expecting him to laugh under his breath like he'd been told a joke.

"Gramps...heh, I like it." He stuffed his hands to his pockets and turned to her, "You know what, I'll go on ahead to Dali's place. Meet up with me when you get done with your new boyfriend."

"Spider-Man, don't you-" Too late. The words were barely out of her mouth before he stepped past the pair and disappeared past the entrance...and she meant that last part literally; she lost sight of him as soon as he stepped into the crowd of people gathered outside the diner, wisps of dark smoke coming and going before he disappeared completely from her sight.

That...was new.

Unfortunately she didn't get the chance to question it further. Without Peter at her side all attention was drawn to her now, her would-be admirer even looking like he was a hair's breath away from getting onto one knee and pulling a rose out of his ass, "S-So..." He licked his lips nervously and stepped forward, hands wringing together so tightly he looked like he was trying to snap his fingers off, "What do you say...?"

Peter was gonna pay for this. _Hard_.

* * *

Sitting on her ass watching a couple of teenyboppers... _really_ not how she wanted to spend her Saturday.

Lana sighed and brought a hand through her face, doing her best to ignore the rising sense of irritation she felt. She could've been out there right now with her friends, maybe taking care of strays with Chat or trying to tempt Kamala with bacon, but instead she was sitting on her ass in Pete's crappy-ass apartment watching a couple of child stars and making sure some stalker didn't get them because...well, because it was the right thing to do, she guessed.

And she could get behind that, totally, but if she ever thought about taking the vigilante gig - which was more and more tempting by the day, really - she definitely would have preferred taking down pimps, rapists and killers over watching a couple of America's golden children like a fucking babysitter.

 _'You fucking owe me for this, Pete.'_ She leaned back on the chair and watched little miss perfect. The blonde was sitting at the couch, Spider-Pug - Pete wouldn't have called it that, but fuck it she wasn't going to call it 'dog' like he was - sitting on her lap half-asleep. She hadn't said anything ever since Pete and Spider-Woman left aside from a few mumbled coos to dog (which didn't really count), but it suited Lana just fine. She didn't really wanna deal with her crying...

It wasn't that she was unsympathetic - she knew what it was like to be on the receiving end of a madman's crosshairs - but she didn't see what the big deal was. She and her mom couldn't call the police, they wouldn't have given a shit about a prostitute and her bastard daughter, but a couple of stars on one of America's most popular sitcoms? Shit, they'd get a fucking SWAT team just for the two of them with a snap of the finger.

"Something wrong, Lana? Want to talk to me about it?"

Oh yeah, there was another reason she was pissed off: Johnny Storm had the libido of a horny old man even though she was pretty fucking sure he was, what, 14?

"My mom says I'm a good listener, I could-"

"Back the fuck off or I'll blow away with little pubes you have." She pointed a glowing hand at the younger teen. The gesture was hollow - they all knew she wouldn't risk blowing his nuts off just for being annoying - but the annoyed growl in her voice was enough to make him back off...at least for the next 7 minutes or so. This was the 4th time in the past hour he'd tried to offer her a massage to 'get those stressed knots out of her shoulders' or some other bullshit.

 _'Kill me now...'_ She groaned and covered her face with both hands. She'd dealt with horny assholes before; some of them even younger than Storm was, if one could believe it, but at least then she wasn't trying to make sure they _didn't_ get hurt. Usually anyone who tried to cop a feel because they thought she was like her mom got a kick to a balls or a fist to their nose. That made them back off right fucking quick.

"Sorry about Johnny." Susan said as soon as the younger Storm was out of the room. He'd be back in a few minutes, but she'd relish the time he was gone, "I know he can be...difficult." Lana rolled her eyes. It wasn't the word she would have used, but Susan was a hell of a lot less annoying than her little brother so she'd pretend there was a swear jar or something, "He's just trying not to be scared in his own way."

"Yeah, well I'd appreciate if 'his own way' didn't involve trying to look at my tits." Well...so much for the swear jar. Susan blinked twice before she gave a _dainty_ fucking cough and looked away with a slight blush. How sheltered was this chick? "...Look, I'm sure it'll be fine. Pe- er, Spider-Man and Spider-Woman will catch this stalker, kick her ass and then you'll be back on your fancy filmset making the next shitty season of Fantastic 4."

Susan looked down at Spider-Pug and bit her lower lip before she said, "Lana...do you not like me? Did I do something to make you mad?"

"No, it's not you." She rolled her eyes and slouched on the seat, "I'm just pissed off at Spider-Man giving me the babysitting detail. I mean he tells me over and over again he doesn't want a partner and that he doesn't need any help with the vigilante gig, but the second he needs someone to play the fucking nanny suddenly he needs my help? Gimme a fucking break." She clicked her tongue, "So yeah, don't worry about it, you're not the one I'm pissed at."

"I see..."

The silence lasted for a few more precious minutes before Lana let out a frustrated sigh. Pete didn't have a tv; well, actually he did, but he didn't pay the cable cause he didn't care about it. That meant sitting on her ass with nothing to do for god only knew how long, _'Fuck. my. life...'_ She grabbed the arms of the chair tightly and looked up at the ceiling. It was better than being flirted with by Johnny, but not by a huge margin.

...She needed a smoke.

Lana stood and made her way to what counted for a kitchen, opening the third drawer and pulling out the pack of cigarettes and a spare lighter. Technically she'd never asked permission from him, but she was pretty sure he noticed that a couple of sticks went missing since her last visit or the fact that her breath smelled like cigarette smoke. Most likely he didn't care; getting him to care about her killing someone was like pulling teeth out of a 5 year old, so her smoking shouldn't have even been a blip.

She trudged back to the couch and placed the two cigarettes at her lap, lighting the first one and immediately grimacing at the taste of it on her tongue. Things still tasted like someone took a shit in her mouth, but it helped her calm down all the same so fuck it, _'If only mom could see me now...'_ Her mom smoked just fine, but if she found out her daughter was doing it? She'd spank her ass till the skin was black and blue, she had no doubt about that.

"Are you...smoking?" Susan asked. Lana gave her a sideways glance and found the blonde looking at her in shock.

"Yeah. What's it to you, princess?" She took the other cigarette and offered it to her, "Why, you want one?"

"No thanks, I don't smoke." Probably didn't do a lot of things, Lana thought to herself. Susan looked down at the offered cancer stick with a grimace and scooted farther on the couch, "Um...does Spider-Man know you...do that?" She was still trying to be polite, though her face was anything but. She looked like she was tempted to gag, "It's hardly appropriate behavior from someone so young."

 _'If you only knew...'_ Everyone, herself included up until a while ago, thought Pete was an old man. The way he acted didn't help put that thought out of her mind, "He's not my fucking dad. He can't tell me what not to do," she replied. Not that he ever tried. He wasn't exactly someone Lana would've called affectionate, but she liked him just fine that way.

Better than some smothering mother hen, and it was what she was used to. Her mom loved her, but she'd been pretty hands-off on the parenting front aside from the fact that she didn't like her hanging out with Poey and his friends while her grandma - her new legal guardian - spent most of the day asleep that Lana half-expected the old bat to be dead every time she woke up in the morning.

"I...see." Susan coughed and held onto Spider-Pug tighter, the puppy giving her a comforting lick on her fingers in response. How the damn thing was so well-trained considering Pete wasn't exactly owner material she had no idea, but screw it she wasn't going to complain. Better than getting bit and contracting rabies, "Well...I'll go see if Johnny's alright. He's been quiet ever since he went to Spider-Man's room."

Lana waved her off lazily and sunk into the couch, just letting her mind wander. Her mom still hadn't woken up, but her condition was stable. After she regained consciousness then...well, then what? She wasn't going to be making a living off her back with those new scars on her, and frankly she didn't want her to. She didn't care if she had to drop out of school and hire herself out to S.H.I.E.L.D; if they paid her then she'd take that fucking deal with a smile on her face, even if she would've preferred it if Pete was there with her.

Her thoughts were interrupted when Susan came out of the room in a panic, Spider-Pug chasing after her in a hurry, her eyes wide and her breath shaky, "Johnny's gone!"

The cigarette dropped from her hand and she stood up, face morphed into a scowl, "The fuck do you mean he's _gone_!?"

 _"_ I mean he's _not here_!" she snapped back, her voice surprisingly fierce, "I checked the room and the window was open! He must've...I think he went out the fire escape!" She grabbed her jacket from the couch and put it on quickly, "Listen, we need to find him _now_!"

"Oh yeah, we'll just search all of Hell's Kitchen for him! Easy fucking peasy!" Despite her words Lana grabbed her own jacket and was already pulling the hood up, "God, that little fucking turd's gonna get it when I find him! I'm gonna wring his fucking neck!"

"We can decide who does what to him later! For now we need to find him!"

Perfect...just fucking perfect. Her first 'official' gig with Spider-Man and she'd lost the 14 year old she was supposed to be babysitting. She could only hope that Pete was having better luck on his end, cause she had no fucking clue if she wouldn't just put Johnny down herself once she got her hands on him.

* * *

"You suck. So hard."

Gwen glared at Peter with the fury of a thousand suns, but sadly he didn't have a single fuck to give, "Price of fame, Gwen. You wanted it, enjoy the benefits." He stopped leaning against the building and crossed his arms in front of his chest, "Besides, isn't this what you wanted when you outed that damn kid? Love to hate to love again; it's like a damn wheel in this place."

A wheel was right. She definitely didn't expect that guy to look like he was going to start crying when she said no, and given all those pics his humiliation would be immortalized on tweeter and quickpic. A shame, but she had more important things to worry about.

"I didn't think people would get so...rabid." MJ and the others warned her, of course, but she thought they were exaggerating. People knew her for 5 years now, surely the novelty would have worn off, right? Apparently not judging by how many people still wanted her autograph, attention or hand in marriage. It was the kind of fame someone like MJ would have found awesome, but right now she was just tired, "And I didn't do it for fame...not with what's happening to Uncle Ben and Aunt May."

"Either way you set the record straight, so stop blaming yourself for what's happening to the Parkers. It's that kid's fault, not yours." 'That kid'...he still refused to even consider the idea that they were one and the same. Frustrating, but she understood why...at least to a certain extent, "Come on, we have to check Dali's place. Maybe we'll get lucky and we can end this before the day's done. I still have other things to do."

"What? Going on a date?" she joked, joining him up the stairs of the nondescript house. Thankfully the neighborhood seemed mostly abandoned save a few stragglers, most of whom seemed to be too busy with their own thing to pay attention to them.

"If you count going with Hardy to visit one of Murdock's warehouses a date, then we're definitely stepping out." He knocked on the door roughly, "After that I have to help Moon Knight gather info on some cult of Khoshnu and help Summers with that drug she's searching for. She's sure that she has a scoop like she did with 'Sin Eater', and I figure I owe her after the help she gave me."

"Wow...and here I was thinking of inviting you to our next gig."

"Wouldn't go even if I was free. The music made my head hurt and I'm surprised no one got a seizure from all the damn lights. The only reason I went last time was because..." He coughed and looked away. He was blushing, she was sure, but she couldn't see it from behind his new mask, "Because I had that stupid crush on you..."

"Are you saying you don't anymore?" She did her best to keep her tone light, but already she felt her inner voice asking what the fuck was wrong with her. It was a sensitive issue, and yet here she was poking fun like it wasn't a big fucking deal, _'You're not in high school any more, Gwen...'_ she chastised herself mentally. It felt kind of silly telling herself that when she was wearing spandex that might have secretly been an alien, but what could you do?

"Depends. If that kid told you he loved you that night at prom, would you have accepted?"

"Uh..." She blinked, nothing but a few strangled words escaping her mouth. How was she supposed to answer _that_? She expected him to clam up, or hell deny it right off the bat with a roll of the eyes. It wouldn't exactly have been pleasant, but she knew how to deal with that at least, "Well...you were my best friend, but the thought of dating never really crossed my mind, you know? I mean-"

"Parents are here."

She barely managed out a 'what'?' before the door suddenly opened, an older man with dark rings under his eyes and an unshaven stubble peeking his head out, "Y-Yes, can I help-" His eyes widened at the sight of them both, but Peter was faster and pushed the door open before he could close it, "P-Please, don't hurt us!" He stumbled back, almost tripping over himself as he stepped away from the door, "W-We didn't do anything!"

"We're not here to hurt you." Gwen put up both hands in a calming gesture, her voice soft. Sometimes it felt like playing the good cop was all she did every time she hung out with Peter, "Look, we just want to ask you some questions about your daughter-"

"You know where our daughter is now!?" another voice cut in. Gwen's head snapped to kitchen and she found who she presumed to be the man's wife stepping out, looking just as haggard as her husband. Her eyes were bloodshot from crying (she knew from experience) and and clothes were a mess, hanging off her thin frame loosely, "P-Please, if you know where Piper is then please tell us! We just want to say we're sorry-"

"That's enough, Liza!" The husband - Jason Dali, if she remembered correctly - snapped, his voice rough, "Our daughter is dead...there's nothing more we can do about her."

"...He's lying, but I'm sure you don't need me to tell you that," Peter said, his eyes never leaving the couple, "Look, your little angel's going around stalking film stars and trying to kill em. You don't help us and _when_ we catch her I'm sure the coppers are gonna be real interested why you told everyone she was dead. She's already killed someone, how many years you think you'll get for being accomplices?"

"We're not-"

"Okay, Spider-Man, might wanna tone down the bad cop routine for a bit!" She stood between him and Mr. Dali before the latter could throw a punch, "Look, I understand you're scared, but right now Piper's a danger to herself and to others. If you tell us all you know then we can help her, but if not then she's going to try and kill again. Please, we just want your cooperation and we'll be on our way."

Mr. Dali's eyes shifted between the two of them rapidly before he gave a hesitant nod, "Alright...we'll tell you."

They found themselves sitting at the dining room table. Gwen idly noted the state of the house, _'This place looks like its seen better days...'_ she thought. The entire place screamed upper middle-class, but the chipping paint and thick coat of dust said a lot of other things; most of them unpleasant, "So..." She took a sip of the offered coffee and suppressed a frown. It tasted like cardboard, "Your daughter?"

"Y-Yes, Piper..." Mrs. Dali dabbed at her eyes and sniffled, "She, um...she was always withdrawn. Preferred to stay in her room, didn't have many friends. Sh-She wasn't bullied at school or anything, but she just didn't like talking with others. Not even us..." She looked down and bit her bottom lip, "T-Then one day she woke up and she was...she'd turned into a-"

"A freak...no offense." Mr. Dali looked down at his own cup of coffee bitterly, "She was...she looked liked she'd been turned into paper and strung around the room, we...we didn't know what to do. She...She hadn't gotten into an accident or anything. She came back from school, went to her room and the next day..." He took a shaky breath, "It happened. We didn't know what to do. We tried our best to help her, but-"

"Stop lying," Peter interrupted, giving the older man a glare she felt even through his mask, "Look, we're not here to play the pity party. Tell us what you did to your daughter and pray that we stop her before she manages to kill anyone else. I don't want to hear any more sob stories about how you did your best or that you gave her tender loving care."

"Spider-Man-"

"He's right..." Mrs. Dali interrupted, her voice hollow, "Piper...when she first got her 'powers', she begged us for help. But we...we were scared..." She cried, making no effort to dab at the leaking tears, "We locked the door, tried to pretend she didn't exist and everything was normal. We could...she scratched at the door, but we just ignored it. Called her school, told them she was sick and she needed a few days off. I guess...we thought that she'd get better at some point on her own."

"Why didn't you call the police...?" Gwen asked. She didn't know how to feel: Anger for the parents that abandoned their daughter or sympathy for them now that they were in grief and dealing with it in their own way?

"And tell them what? That our daughter's some kind of...of mutant!? That she belonged in a padded cell!?" Mr. Dali shut his eyes tightly and shook his head, "We tried to take care of her. We fed her, gave her all the films she liked...it wasn't ideal, and I understand we could've done more, but admitting we screwed up won't help us now. It was better than losing her..."

"Locking your daughter in a room with a few treats isn't how you solve a problem," Peter muttered. Before she could say anything to cut off his callous words he suddenly stood up, "Show us her room. Maybe we can find a clue that'll help us find her."

Piper Dali's room was worse than she expected. The rest of the house looked messy and unkempt, which she at least understood. The room on the other looked...broken: Scattered DVD's all over the floor, a bed with the blankets and mattress sliced haphazardly, and scratches at the door that she had a sinking feeling came from fingers trying to claw at the wood like a cornered animal.

Peter closed the door and knelt down, "There's a slot here...probably where they gave her all this stuff and the food." He pushed open the flap and sighed, "They treated her like an animal...no wonder she went insane."

"Yeah..." She wanted to sympathize with them, but she was finding it increasingly hard to with the evidence piling up. Her dad had been hired to hunt her down like she was a common criminal, but when he saw who it was behind the mask he'd relented. He didn't accept it at first, and she spent the first few days wondering if she'd lost any trust he had in her completely, but he still did his best. He didn't lock her in her room and pretend she didn't exist.

They searched around the plade in uncomfortable silence, each of them taking one half of the room, "Lot's of movies here..." She picked up one of the DVD's and raised an eyebrow. Far be it for her to tell someone what they could and couldn't like, but she didn't even know what most of these were, _'Rise of the Underminer? The hell?'_ She put down the CD and sighed. This wasn't getting her anywhere.

Peter seemed to have better luck, at least, "Scratch marks here..." He traced a hand through the floor and looked at the cabinet, "...Something's hidden behind there. A secret compartment, maybe?"

"Let's find out." She picked up the cabinet with one hand and set it down gently on the other side of the room. The wall behind it looked no different than the rest of the room, "Uh...I don't see anything."

"I do..." He traced two fingers through the peeling wallpaper till she heard a click and a small square of the wall popped open with a dull thump, "A hidden safe...teenagers in this madhouse are pretty damn paranoid." She rolled her eyes. Yeah, like _he_ was one to talk about paranoia, "...No diary, but there's a scrapbook. Think we'll be able to tell anything from her art projects?"

"Can't hurt." She shrugged and sat on the bed, "Lets take a look."

The pages were filled with pictures of the Storm family...all of them were, actually, _'Fuck, how long's she been collecting these?'_ She narrowed her eyes. If she remembered right the sitcom started a few years ago, and given how old Susan and Johnny looked in the pictures it was probably shortly after they got started. Was she really so obsessed with the twins that she'd take their photos for years?

"Someone's got a one-track mind..." Peter muttered.

"Yeah. I wonder if her parents knew?" Or cared, a bitter voice asked at the back of her head. She shook her head and turned a few pages ahead, raising an eyebrow at what she saw, "...She's cutting out parts of the pictures." She tapped one of the newer photos. Susan and Johnny posing in front of a statue, the edge awkwardly cut off and leaving a lot of empty space.

"Here, too. Look..." He gestured to another photo on the page. Mary Storm, a fashion model in charge of her own fashion line if she remembered correctly. The picture had her smiling, a pair of arms wrapped around her shoulders suddenly stopping with half the photo gone, "Their mother...their dad keeps getting cut off, though. Has to be a reason for that."

"Maybe..." She turned back to the earlier photos, her eyes narrowed, "Both of their parents were part of the show when they were kids, but now they kinda branched off. The later pictures don't look like set photos, so..." She licked her lips, "When I fought her in the limo she mentioned something about having to do it 'for him'. We know she's obsessed, so you think that maybe she thinks that-"

"Getting rid of the kids and the wife'll get her the grieving husband? I'd say you were reaching, but I dealt with a case like that back home." Or at least what he thought was his home, Gwen thought, "You'd be surprised by how often they think it works."

"Well, I guess we know something now..." She mussed up her hood and sighed. It wasn't good, but it was something, "Call Lana, make sure Susan and Johnny are alright. I'll...clean up here, I guess."

"Right..."

She picked up the scrapbook and stuffed it back into the safe, taking one last glance around the room as she did. Escaping into movies, trying to pretend that nothing was wrong...she couldn't fault her for that, but after what she did she'd gone too far. They had to stop her now, pity be damned, "Just hope it's not too late..." She sighed again. Hopefully this wouldn't have a bad ending.

"Well...bad news," Peter said, stuffing the phone back into his pocket with a click of the tongue, "Lana lost the kid. The younger one that was hitting on you."

"What!?" she screamed, "What do you mean she _lost_ him!?"

"I mean he crawled out of the fire escape while they weren't looking and he's around Hell's Kitchen now." He scoffed, "That's not the worst of it. Their mom's going back to New York City in a few hours for some kind of fancy party. Either she didn't get the memo about her kids or she's not letting it stop her." He stood up, muttering a curse under his breath, "We need to get on this. Now."

"What about Johnny? We need to-"

"This stalker already lost sight of him when you brought him to my place, but we _know_ where Mrs. Storm's gonna be. Party's probably all over the news, and Dollhead's going to be looking for her there. We don't got time to do both." He let out a frustrated breath, "We need to get to that party. Lana can handle looking for Storm on her own. She knows the streets like the back of her hand."

"Are you sure? What if-"

"I trust her. Maybe that's not good enough for you, but it is for me."

"Right..." She wanted so hard to argue, but they didn't have time to waste. She supposed she'd just have to trust his gut that Baumgartner could handle searching for him, "...Any chance we can just crash the party?"

"Invite only. We go there in costume and we'll cause a panic, and something tells me that'll only help Dollhead." He clicked his tongue, "We're gonna need to get an invitation and find a way to warn her without tipping Dollhead off. Maybe we can catch her in the act, even..."

"Yeah...I may have S.H.I.E.L.D sanction, but that doesn't come with invites to fancy parties." She shook her head. All those rumors about her dining on caviar looked really silly right now, "Don't suppose you have a couple of high class invites lying around?"

"Not on me, no, but I know where to get some." He muttered a curse under his breath, "Hardy's already on my case for trying to rescue me from that 'Silk' base, so this is going to cost me. Nothing for it, I guess."

"I'll pay you back-"

"How? She doesn't want your help. Something about you punching her right in the jaw?" He gave her a critical look and she could only laugh awkwardly in response. Not one of her brightest moments, even if she didn't really regret it, "Forget it, let's just go. Hardy's penthouse, I'll meet you there."

"We should go toge-"

He was gone again. Gwen let out a frustrated breath and resisted the urge to yell a curse after him; she didn't need the Dali's thinking she was crazy, "Just great..." She sucked in a deep inhale. Now they had to ask Felicia for a favor, to blend in with the high society types then somehow find a way to warn Mary Storm that someone out there was planning to kill her because she wanted her husband.

Oh, and she was making absolutely no headway on the whole deal with Peter. Could this day get any worse?

... **Worried about him.**

"Yeah, you and me both-"

...

Who the fuck said that?

"Uh...hello?" She looked around the empty room, finding it devoid of life as expected. She furrowed her brows; was she hearing things? Maybe the chocolate was finally getting to her, "Need to cut back on all those peanut butter cups..."

 **Don't. Need to feed.**

Okay, now she was sure she wasn't imagining things!

 **Not imagining. Here. With you.**

She was about to ask what the fuck 'here' meant before she felt the familiar, comforting warmth at her stomach, "Um..." Oh god, was this really happening? "Webster...is...is that you?" Please god let her be wrong. Let her just be hallucinating; maybe it was a chocolate-induced diabetes dream...yes, she was very well-aware that wasn't a thing, but i made a lot more sense than...whatever this was!

 **Scared. Don't be. Won't hurt you.**

"Web-"

 **Don't need to talk out loud. Can hear your thoughts.**

Her thoughts? What the _fuck_ was happening...? _'Yeah...that's_ _not really comforting right now.'_ She took a shaky breath and looked down at the suit, pulling at the material experimentally. Still felt the same as before, _'Uh...this is fucking weird. Are you really talking to me right now?'_

 **Yes. Something wrong?**

 _'Wouldn't exactly know how to describe this..._ _'_ She resisted the urge to pull of her mask and did her best to keep her breathing level, _'Look, can we, uh, deal with this later? Kinda busy right now.'_ What did it say about her life that the talking alien that she was wearing like spandex wasn't the weirdest thing she'd seen this day? Granted it was up there, but the dimensionally displaced duck was still on her mind.

 **Know that. Will help if you want?**

That was sweet...and kind of creepy, _'Uh...sure, I guess. You've already been doing it since I got you and all...'_ She shook her head and opened the window, breaking out into a powerful swing. They had to go undercover at a party and, oh yeah, _her suit could talk_! This day was just a barrel full of fucking laughs...

* * *

 **Well, that's it; both protagonists of the fic are basically schizos :/ (apologies for anyone taking offense, it's a joke). Anyway, yeah...Gwen has a weirdly friendly Venom in her head while Peter has a raging jackass Lizard in his. At the very least Gwen seems to be getting along, but I somehow can't see the Lizard sitting down for tea and crumpets any time soon.**

 **Alright, so a couple of questions that are more for narrative than anything else:**

 **A. Hypothetically, what would you guys' reaction to me pairing Noir and Gwen together? I'm not asking if you think it's feasible - though I'd be interested in hearing your thoughts on that as well, if you wish - but rather if you think it's a good idea, bad idea, not important etc etc. As an author I'm torn: I can't see this ending well or lasting long, but meta-wise the potential for drama's definitely there and I've seen worse pairings in comics; *coughGwenandMilescough*.**

 **That and characters in-universe would have pretty funny reactions to it. I mean I can't imagine George Stacy being cool with daughter going out with someone as violent and anti-heroic as Noir, while I can't see most of Noir's allies being very approving of him going out with someone who'd arrest about half of them if given the chance.**

 **B. Even if I only have a flimsy excuse, is it just generally accepted that heroes aren't expected to meddle in each other's villain fights? I mean Noir fights Jack-o-Lantern multiple times and Gwen's never there for any of them. This doesn't break suspension of disbelief, right? I mean the meta reason is because he's one of Noir's personal enemies, but is this okay to the audience reading? I'll try to come up with justifications, of course, but it'll be hit or miss.**

 **Review answers:**

 **JTD3 - Yeah, this guy's last appearance was a one-word cameo in Miles' comic when he and Gwen were dimension hopping :/ He really needs his own ongoing again.**

 **Cloudstrel - Curious, but what exactly do you find unrealistic about Noir and Gwen? I mean their angst is pretty justified all things considered given all the crap they go through.**

 **Dragonskyt - He also accepts 'asylum' and 'this crazy place' :P**

 **Vaughnilla - Gwen's part of the problem now. Her narration and dialogue more or less makes it clear that she considers Noir to be 65-Peter, no ifs, ands or buts about about it. While she might be justified in thinking that, it's bound to cause problems for them if she continues down this route without considering the other solutions.**

 **Jajo Camello - This is an argument we can't get into because the soul is a proven thing in canon Marvel. In real life, sure you can argue, but this is a world here Ghost Rider came about from a deal with Mephisto and Noir was _resurrected by a magical spider at the behest of an Ararchnid Deity._ At this point we can't really argue about the existence of the soul and supernatural, it's right there and it's not going away. The only thing we can argue is whether the Pariah shifted all of Noir to keep his avatar going or just his memories to create a memetic clone. **

**Cyclopz- Other than Marvel? The only Superhero media that comes to mind right now is Miraculous Ladybug, and something tells me Marinette and Adrien wouldn't be cool with Peter kneecapping the Akuma. It'd be like putting Rorschach in My Little Pony...granted that was actually a fic, but you get what I mean.**


	47. Parker-Stacy Luck

**Well, I just read reviews and I gotta say: I'm surprised about how many people think it's a good idea to pair the two protags together. I mean I don't deny that they've had their bonding moments, but I would've thought the _disagreements_ and constant arguments on methodology would be enough for people to think it's a terrible idea to pair them together. I mean granted there are a couple that do, but the overwhelming majority seem to think its dandy despite their problems.**

 **One thing I'm curious about, though; Was this influenced by Noir possibly being 65-Peter? Cause I kinda thought it would discourage it even more considering what we know about his character, that being he was kinda of an obsessive and angry ass who put down even his friends to make himself feel better.**

 **Anyway, I read up on the Toxin miniseries and I gotta say the idea of a childish symbiote is oddly appealing to me. Particularly when Toxin questions its host Patrick Mulligan about morality or the laptop incident where Toxin sees Pat called it a monster, breaks the laptop in a rage and then immediately goes 'Oh shit!' and steals an entire stack of laptops to replace it before Spider-Man catches him. I could do the same thing for Gwenom rather than the cliche 'rip suit away' plotline.**

 **On a brighter note I was running a fever and had 3 hours of sleep when I wrote most of this, so hopefully it's still good.**

* * *

Felicia wasn't happy to see her. Not at all.

"Well now, Spider." Felicia reclined back on the fancy couch, right leg crossing over the left, "When you told me you needed a favor, I wasn't expecting you to bring a guest." She crossed her arms and pursed her lips, the gesture coming across far more hostile than it appeared, "Tell me, Spider; are you trying to play a joke? You know my...feelings on Spider-Woman, but you bring her here anyway. I can't help but think you're sending some kind of message."

Gwen resisted the urge to turn around and walk away from Felicia's not-so-subtle glare. Instead she stood stock still, arms folded behind her back like a student that was being punished by the teacher. She had her reservations coming here, but screw it; Spider-Woman could definitely get a couple of invites, but she might as well have been swinging in there with a neon sign over her head if she did that.

"You're paranoid, Hardy," Peter said, a hint of annoyance seeping into his tone, "Like I said, we need your help. Invitations to a party, can you do it?"

"I _could_ ," she said, dragging the word out unnecessarily, "But I'm wondering why I should. Last I checked Spider-Woman has more than enough people eating out of the palm of her hand; she could get invitations easily by simply asking for them. Especially from someone like Mary Storm." She tapped a manicured nail on expensive cushion, her gaze never leaving Peter's, "So tell me why, Spider. Why the runaround?"

"Look, we're trying to do this undercover," Gwen said. Felicia's lips curled into a frown as she turned to face her, "A Supervillain's targeting the Storms and we have good reason to believe Mary Storm's next. If you can help us then that'd be great, but if not then me and Spider-Man are leaving." She crossed her arms. She didn't want to play hard-ass - that was usually Peter's schtick - but if Felicia was going to put an innocent person at risk over her grudge then she didn't have to sit here and take it.

Felicia's eyes narrowed, the fingers on her right hand twitching before she finally let out restrained scoff, "You have a bizarre way of asking for help." She shook her head and gave them both a sardonic smile, "Fine. I suppose if the great Spider-Woman's asking, then I can't say no." She stood up and pulled out a phone from her pocket, "Before I dial, though, I need to talk to you. Alone."

"Hey-"

"That's fine," Peter interrupted, throwing her a sideways glance and a discreet shake of the head. Gwen bit her lip and watched them go to the fancy bedroom, leaving her alone in the living room...well, 'alone' with maybe a dozen cats all looking at her like she was the new scratching post, _'Right...that's not creepy or anything.'_ Gwen could only hope they weren't planning to pounce on her; she _really_ didn't want animal cruelty on her conscience.

 **'Does not like you.'**

 _'That's kinda obvious...'_ She sighed. Being here felt odd; it reminded her of 3 years ago when people thought she was a murderer. Felicia at least tried to be more subtle about it, but the judgement she was radiating would've been obvious even to a blind man. Granted she'd expected that after what happened between them, but even now a part of her was tempted to swing away and just call Peter back with the hope that he managed to get the 'Black Cat' to pony up the invites.

 **'Bad guy? ...Supervillain?'**

 _'No, not really...'_ She understood why Felicia tried to do what she did, why she hated Spider-Woman for stopping it. Gwen couldn't agree - there had to have been another way than just killing Murderdock, as tempting as it would have been. Still, she got why she wouldn't have considered it; he'd killed her father in front of her, anyone in her place would have considered doing what she tried to do...maybe even herself if Vulture just did things a little differently when he attacked her house.

 **'Other okay?'**

 _'Yeah...just fine, Webster.'_ She sighed again. Was it a good sign or a really fucking weird one that she wasn't freaking out more about her suit being able to talk? Already the shock was making its way for numbness with every minute that passed. She really needed to get him...her...it(?) checked out soon with either Cap or Janet, though. She wasn't going to take chances with a possible alien latched onto her.

 _'...Do you have a name?'_ She sat down on one of the leather chairs, doing her best to ignore the cats staring at her with their creepy little eyes. She had nothing against them on principle - Murderface could attest to that - but it was like Felicia trained hers to be really fucking creepy.

 **'Yes. No...not exactly.'** She felt the suit shift slightly, a small burst of warmth covering her forearms, **'Designation. Codename. Specimen 49. Project Venom.'**

 _'Venom? That doesn't sound good...'_ She squirmed slightly on the seat, looking at the closed door to Felicia's room with a bit more impatience than before. What the hell was taking him so long? Were the two fucking or something? _'Uh...you're not gonna poison me, right?'_

 **'Not poisonous. Will not hurt Other.** It paused, and she felt the warmth at her wrists dissipate, **'Other calls me Webster. New name.'**

 _'Guess that works...'_ She tapped her fingers on the armrests and closed her eyes for a bit. It was odd; she didn't feel any different, even if she was pretty sure she should have on account of the whole sentient talking suit thing. Instead she felt the same as ever, weird cravings for chocolate aside, _'...What's with the chocolate thing, anyway? I know that's you, by the way. I wasn't much of a sweet tooth before.'_

 **'Hunger. Need to feed. Keeper called it Phenethylamine.'**

 _'Yeah...Peter's more of a science whiz than I am.'_ Gwen shook her head. She supposed she couldn't complain _too_ much - A massive boost in her powers in exchange for munching on chocolate? Seemed fair to her. Hell it took out a lot of the hesitation she felt on using her 'salary'; at least she was using it to help with the Superhero thing. Hardly selfish, right?

...She just hoped Webster was able to stop diabetes or they were gonna have words.

 _'...You know, now I'm curious. Are you a boy? A girl?'_ Did sentient alien suits even have genders? She didn't think to ask Cap when she'd first pointed it out.

 **'Neither. Not like Other or Other's partner. Not called male or female.'** Huh...well, she guessed that would've been the thing. The voice it was using sounded weird; almost like hers, but a tad distorted. Still, calling it 'her' probably wouldn't have been correct considering the circumstances.

Her 'conversation' was cut short when the door to Felicia's room opened with a flourish, the woman herself walking out with the same barely restrained annoyance as before. Peter followed behind her a short distance away, hands stuffed into his pockets and what she could almost feel was a frown on his face. An argument? She still had no idea what the deal between the two was, but Felicia was willing to raid a S.I.L.K base for him so it had to have been at least sort of friendly...right?

"We're in." He turned to Felicia and nudged his head back to her room, "I'll meet you for our little rendezvous as soon as I can."

"If your owner lets you, you mean?" She gave her a pointed look. Gwen pursed her lips and resisted the urge to snap back a curse-filled retort; Felicia was trying to needle her, get under her skin...granted it was fucking working, but she wasn't going to give the popstar the satisfaction of making that obvious, "Remember, Spider; some secrets are best kept between us. I hope you don't forget that."

"I know how to keep my mouth shut, Hardy." He turned back to Gwen, "Come on, lets go."

They left the penthouse with a stifling silence hanging over them. Gwen waited until they were a fair distance away before she landed on a nearby rooftop, releasing her hold on Peter's side as soon as their feet touched the ground, "Well...that went well," she said sarcastically. Peter scoffed and pulled out his phone, tapping the screen quickly before turning back to her, "...Get anything good?"

"Just a message from Lana...apparently Storm got himself kidnapped by a couple of gangbangers."

"He what!?" she screamed. God, this was going worse than she thought; it was like fate decided to take a shit on her today...well, it did that a lot of the time she put on the costume, but usually it was only her that got the crappy end of the stick, "Alright, that tears it. We need to go get him-"

"Relax. She's already got him out." He stuffed the phone back into his pocket and clicked his tongue, "Kid's fine, but he's declaring Lana as his soulmate after she pulled his keister out of the fire. I'm more worried about Lana blowing his head off than anything else..." He sighed, "Come on, we need to focus. A place like this is going to be where the socialites and high rollers spend time looking down at all the little people. We can't exactly go there dressed like a couple of jazz club rejects."

"Which means a dress, suit and tie." She mussed up her hood and let out a tired breath. She wasn't exactly against dressing up for a party, but usually she didn't have to worry about Superhero business when she did it, "Well...don't suppose you have a suit?" she asked. Peter only gave her a flat look in response, " ...Right, didn't think so." She sighed, "Come on, I know where we can get some duds for both of us."

They found themselves back at her home in Queens. It took her more than a few minutes of convincing to make Peter believe that she wasn't dragging him back to the Parker house to share the 'good news' - granted she was _really_ tempted - and that it wasn't some sort of trap. Still, taking the train (he refused to let her swing them all the way over there) in full costume was definitely a first for her. She could only hope MJ and Betty didn't catch wind of it; they'd never let her live it down.

Her house was abandoned, as expected, _'Dad's probably out with Jessica.'_ Gwen jumped through the window to her room, Peter following after her quietly before they both took off their masks, _'Been a bit since I've been here...'_ She looked around the room for a few seconds before she shook her head and made her way outside. Despite her teasing her dad never touched a single thing; even her Trek Wars blanket was untouched despite his very loud proclamations about getting rid of the 'black and white nightmare'.

"Up here." She pulled down the stairs to the attic and climbed up, wrinkling her nose at the dust that wafted up her face, "Shit, when was the last time we cleaned this place?" She turned back and found Peter covering the lower half of his face with a gloved hand, his eyes narrowed, "...This place seem familiar to you?" she asked subtly...well, as subtly she could given the topic.

"You know the answer to that." He coughed and looked past her to the assorted boxes, "...What are we doing here, Gwen?"

"We need to get dressed up. And since Kate's out of town I can't exactly ask her, so..." She knelt down and pulled out one of the boxes from the pile and handed it to him, "I left my prom dress up here, we just have to find it. Dad's also got a suit you can use..." She looked him up and down, "Uh...we'll probably have to fold the sleeves and pants, but it should be fine. Besides, some people think loose and large is fashionable."

"This is the same madhouse that considers spandex fashionable, so I can't say I'm surprised." He opened the box and frowned at the assorted knick-knacks inside, "...We're going to be here a while."

They spent the next hour just sorting through boxes without a word being exchanged, _'Well...this is awkward.'_ She pulled down another box and sighed when she saw nothing but a few dusty plates, _'Wish I kept better track of it...'_ Of course, she knew the reason why she didn't; she wanted every trace of that night at prom gone, and her dress was the first one that went into the pile.

Despite her best efforts she found her attention focusing back on Peter. He was pawing through a cabinet and muttering something under his breath that sounded distinctly like 'applesauce', but apart from that he was almost eerily silent. Back when they were younger she couldn't stop him from blabbing if she wanted to; he always hated quiet, trying to fill in silence with white noise. She didn't know why, but she appreciated it all the same.

 **'Not needed. Can turn into dress for Other.'**

 _'I'd rather keep you secret for now.'_ She placed another box at her side and picked up the next one. Granted she had no clue how much of it was a secret considering Peter knew Webster was alive, but fuck it there was an analogy about putting all her cards on the table in there somewhere, _'Keeping secrets like always...'_ She sighed and opened the small container. There weren't many left she could go through.

Gwen paused when she saw the contents inside. A thick album with a nondescript cover; she knew exactly what it was, _'What are the fucking odds...'_ She should have ignored it, but like an idiot she found herself picking it up and opening the pages.

Pictures...most of them with her, her dad and the Parkers. She and her dad weren't like Uncle Ben and Aunt May; they kept everything - every trace of Peter - where they always were. They were different; when her mom died they'd packed up her stuff and either sold it or gave it away and even put most of her pictures up here to try and avoid reminders. It was what she would've wanted: Move on and keep going.

"...That your mom?"

She nearly jumped when she saw Peter looking her shoulder, his expression somber. She took a deep breath to calm herself - Webster helped - before she nodded, "Yeah...she died a long time ago." Which he already knew...she shook her head. No need to be resentful, "Dad was devastated, but Uncle Ben and Aunt May helped..." And so did he, though she kept that to herself. She didn't want to push her luck.

"She's pretty...looks just like you." Gwen blinked. Was that an attempt at flirting or did he just not notice how it sounded? Probably the latter knowing him, "...What did she die from, anyway?"

"Cancer. Nothing dramatic like a criminal seeking revenge on the police chief." She forced a smile that he didn't return, "...We're getting distracted." She closed the album with a snap and stuffed it back to the box with a shake of the head, "So...any luck?"

"I guess." He gestured to the suit hanging over a chair, "Probably needs some dusting, but we got a couple of hours before the party starts so it should be fine. Your dad's, right?"

"Yep. His wedding tuxedo; thing's older than both of us." She let out a soft laugh and picked up the last box on the pile, heaving a sigh of relief at the sight of the blue dress inside, "Ah, ol' reliable. We meet again." She picked up the fabric with both hands and held it up to the light, "Should still fit." She didn't gain that much weight, right? If those peanut butter cups went right to her ass she and Webster were gonna have words.

"...Your prom dress?" He looked at her questioningly, "Sure that'll fit in with all those silver spoon celebrities?"

"Hey, it's either this or my mom's wedding gown; and considering you're wearing my dad's tux I'm pretty sure that'll give the wrong idea." She rolled her eyes playfully and picked up the white boots with her free hand, "Now come on, lets get fancy. Sooner we get this done the sooner we can go get some pizza."

"Right..." He let out a soft breath and turned around, taking off his spray-painted jacket and shirt without warning before picking up the white dress-shirt. Gwen blinked and stared at his back for a moment before she shook her head and made her way down the stairs. The last thing either of them needed was being naked in the same fucking room; her dad would never let her hear the end of it if he found out.

 _'Well...here's hoping this goes well.'_

* * *

The party was just as fancy as she expected. Gwen looked around the wide room, idly taking note of the fancy chandeliers and the smell of perfume hanging in the air, _'Well...this is new.'_ Usually all the parties she went to involved a lot more music, screaming and some underage drinking. The last fancy get-together she'd been to was a police dinner, and considering most of it was old guys congratulating themselves on upholding the police code she couldn't say she felt too guilty making her dad go alone the next time he'd asked.

At her side she saw Peter looking down with a frown, deftly avoiding making contact with every single person that got so much as a few feet near them, "...Something wrong, Ben?" The names they were registered under weren't their real ones, though that was obvious. Peter used the tried and tested 'Ben Reilly' while she was 'Mary Jane Watson'...she couldn't tell if that meant Felicia found out and was taunting her or she just loved messing with MJ that much. Probably the latter knowing her.

"No, of course not." They stopped at one of the corners, Peter leaning with his back against the wall with his arms crossed while she did her best to stand fancy, "We're in a gilded cage surrounded by socialites that have silverspoons welded into their mouths. I'm just peachy."

"Alright, 'Noir'." She rolled her eyes and picked up two drinks from a passing waiter, giving one to him without missing a beat, "Look, this is a charity dinner. Give some money, have a few drinks and then you feel good about yourself. Everyone's happy." She swirled the alcohol in her cup, mostly for show; considering she got hammered on 3 bottles of beer she wasn't gonna risk drinking scotch.

 **Alcohol tastes bad.**

 _'Yeah, yeah...'_ She rolled her eyes. Webster had a worse sweet tooth than Betty.

He took a sip of the scotch and frowned, "Local celebrities. Rich parasites with delusions of humanity; the kind of people who end up in glossy magazines or body bags depending on their luck, according to what I've seen so far." Gwen rolled her eyes again; did he practice that angsty narration in front of a mirror or something? No way he just pulled that out of his ass right then and there.

"Cheer up. Have another drink." She took his half empty glass and placed it at a passing tray, replacing it with the untouched one she was holding, "Look, would it kill you to smile? We're supposed to be two young friends out for a night on the town." Not that she was having fun herself, but at least she could pretend that this was her kind of place and that she didn't desperately want to get out of these damn boots.

"I'll smile when we find Dollhead and stop her." He finished the entire glass in one gulp and handed it to another passing waiter, "Mary Storm here yet?"

"No, I think she's being fashionably late..." She scanned the crowd once again. There were a few celebrities she recognized, but no one she really wanted to meet face to face. She didn't have a weirdly film noir dislike of them like Peter did, but she just wasn't into the hype. Maybe it had something to do with getting burnt out after signing two months worth of autographs and getting declarations of love and marriage every couple of days.

"Maybe we should've followed her lead..." He crossed his arms. It still amazed her how quickly he'd managed to sew the sleeves and pants to avoid them looking oversized...then again he made a Spider-Woman hoodie a few years ago, so it probably wasn't that shocking.

That and he pulled it off a lot better than she thought he would, even if it did feel weird looking at him without his typical trenchcoats, jackets and cargo pants, _'I bet both of us look weird.'_ She pulled at the fabric of her skirt. It wasn't very fancy - she could tell by the way the doorman looked at her - but screw it. Kate could pull off a strapless dress like nobody's business, but she sure as hell couldn't.

It felt weird being disguised like this. She was used to putting on a mask with a kickass hood every day, but the face underneath was always untouched. Now she'd dyed her hair brown and clipped on her extensions that felt...unnatural attached to her scalp (she said while having Webster bolted to her hip..). Peter seemed to share her sentiments given the way he constantly mussed over his slicked back, black-dyed hair. The soon they both got out of these things the better.

"...Looks like the head of the party's made his arrival." Peter gestured subtly to the well groomed older man surrounded by a crowd of people. Judging by the jewelry and the giggling young blonde latched onto his arm who looked about a a third of his age, Gwen figured he was flaunting the fact that he had a bigger dick than everyone else in the room, "...What do you think, that his wife or his daughter?"

"Wife, definitely. Probably his fifth one if I got my info right," she replied, "I recognize him: Roderick Kingsley, some big fashion name like Tom Ford and Gabriel Agreste. His work is pretty well-known internationally." Peter gave her an odd look and she gave him a look of mock offense back, "Hey, just cause I'm a kick-ass Superhero doesn't mean I don't have hobbies."

" _You_ read fashion magazines? Somehow I can't see that."

"I could surprise you, Ben. Beneath this awesome and badass exterior beats the heart of a soft and gentle young woman..." Now he looked at her like she was insane. Gwen kept her face passive for a few more seconds before she broke into a fit of giggles, "Alright, alright, you caught me." She held up her hands in mock surrender, "Betty's into this kind of thing, but don't tell her I told you. She likes to keep it under wraps, thinks it'll damage her cred or something."

"Noted..." He scanned the crowd once more before nodded, "I'll blend in with the crowd, try to gather information. You stay here and keep watch."

"Right-o." She gave him a mock salute before she made her way to the buffet table; hey, lurking in the corner by herself wouldn't have been very stealthy, now would it? _'I'm starving.'_ She looked over the spread and frowned. Most of the entrees looked like they could barely fill out even a quarter of her tongue, and that was being generous. The main course looked even smaller and unsatisfying, even if it was the first time she'd seen caviar in her life.

Still, there was one thing that caught her attention: A chocolate fountain bigger than she was that looked like it was made out of gold.

"Well...someone has a lot of money to throw away." Gwen felt her stomach rumble, her mouth salivating at the sight of the light brown torrent of chocolate the poured down the 'gold' (it couldn't have been real gold, right?) fountain, _'...One bite can't hurt, right?'_ She gave the crowd one last once over. Peter was nowhere to be seen, but that was about what she expected by now.

She dipped a marshmallow into the brown wave and practically moaned when she tasted the chocolate on her tongue. She'd never passed up a good chocolate bar in her time, but ever since Webster latched onto her it was practically overdrive. Mary Jane and Glory gave her more than a few worried looks and even wondered if she was pregnant or something...she didn't like thinking about the fact that it seemed weirdly accurate to her situation now.

 _'Gotta focus...'_ She took one last bite out of a strawberry and wiped her mouth with a napkin like a proper lady, _'Guess those high school etiquette classes finally came in handy.'_ She gave one last longing glance to the sweet confection in front her before forcing herself to turn away with a deep breath. She could gorge on chocolate after everything was said and done, not before.

Sadly Mary Storm seemed to take being fashionably late to an absurd extreme, _'Where the fuck is she?'_ PaperDoll couldn't have gotten to her, right? According to that blog she'd read the fashion designer always came on high-rise parties in one of her private choppers...and she wasn't the only one judging by the amount of choppers that had come and gone on the private helipad outside.

 **'Other, eat more.'**

 _'No, Webster.'_ She ignored the slight rumbling of her stomach and focused on the crowd. If she looked closely she almost saw Peter passing in-between groups of chatting partygoers, but he was gone by the time she blinked, _'This waiting's fucking killing me...'_ Gwen frowned. She was never one for wait and see, something her father took issue with. Another thing she got from her mom; sitting on her ass never helped anyone, why should she do it?

 **'...Hungry.'**

 _'I ate a whole stack of peanut butter cups before we left. You can deal,'_ she chided mentally. More and more she found herself feeling less threatened by it's presence on her. Considering it mostly just asked questions and demanded chocolate like diabeto it was about on par with White Rabbit or Bodega Bandit. She could only hope that the chocolate wasn't going to lead to diabetes or having to roll herself everywhere.

Still, all this waiting was-

...

Why did she taste chocolate?

She looked back and nearly had a heart attack when the saw the tendril extending from her hip to the chocolate fountain, the dark appendage lapping at the chocolate greedily like a puppy and its doggy bowl, "No, Webster! Bad!" she whispered harshly, slapping at her side and momentarily forgetting that she didn't need to talk out loud for it to hear her, "You get back here right now, do you hear me!?"

 **'Other not eat. Do it instead.'**

Great, now it was back-talking! What next, dating someone she didn't approve of!? _'Someone's gonna see you!'_ Gwen looked around in a panic. Thankfully most of the party-goers were too focused on some kind of speech Kingsley was giving to pay attention to the alien tentacle jutting out of her fucking hip. Still, she didn't expect that to last forever, _'I'm not fucking kidding, young...whatever you are! Get back in here now or you're gonna be really sorry!'_

 **'...Okay.'**

It took one last sip of the chocolate before it retracted, the appendage slipping back to her dress and going...wherever the hell it went, _'God, never fucking do that again!'_ She pinched the bridge of her nose and counted to 10. She didn't want to yell; she'd look like a damn schizo, _'...Look, I know you're hungry, but you need to wait. I'll get some chocolate when we go back home, alright? Until then you have to be patient.'_

 **'Do what Other says. Sorry.'**

 _'It's fine.'_ Gwen sighed. Why did she feel so damn guilty? It wasn't like she was wrong - seeing a guest with a fucking tentacle jutting out of her hip would've caused more of a panic than Spider-Woman and Spider-Man just swinging in - but it suddenly felt like she'd kicked a damn puppy or something with the way it sounded...which was more than a little freaky since she was pretty damn sure it was using a copy of her voice.

15 more minutes passed and still no sign of the person they were supposed to protect, _'...PaperDoll can't fly, right? That's not a thing?'_ She sighed and crossed her arms, eyes never leaving the helipad. Susan was pretty clear when she'd asked before they left: Mary's private jet would land on a personal hangar before she transferred to her private copter. No one but the pilots and the kids themselves knew where it was, so unless PD was fucking psychic this would have been the only place she could show up.

Another 10 minutes passed and already she was reconsidering the point of dressing themselves up to sneak in. What the fuck was the point if their bodyguardee (was that a word? It felt like a word) didn't even show up?

Thankfully her musing didn't last much longer before another small(ish) helicopter popped into view, _'...Looks like that's her.'_ She narrowed her eyes and stared at the see-through cockpit. Even with her advanced eyesight it was somewhat difficult to see, but that was definitely Mary Storm: A magazine-worthy hairstyle, a dress that looked like it cost more than ten years worth of allowance and a resemblance to both her kids that definitely couldn't be denied.

Peter was at her side immediately, his expression impassive, "Took her a while to get here..." he muttered, "...How do you wanna do this?"

"Doubt she'll believe us if we just tell her." A couple of strangers telling her that her life was in danger? Yeah, that wouldn't fly...but, maybe her own daughter would work, "Alright, here's the plan: We talk to her when she gets inside and you call Lana and tell her to put Susan on the phone. She'll tell her mom what the deal is and we can get her outta here without causing a panic."

"And then what? Stash them at my place again? That ain't a solution." He frowned, "Look, unpleasant as it is it might be better if we wait for Dollhead to show herself. We can catch her in the act and put her in prison for maybe about a week before she busts out again."

"Very funny." She rolled her eyes, "Seriously, though; we're not using her as fucking bait. Too risky. We're going with my plan." They could find Piper some other way without risking an innocent woman's life.

"Whatever you say, chief."

Of course, the best laid plans had a habit of being screwed over, as the saying went. Mary was barely to the entrance before Gwen saw a disturbing slip of movement behind her as a flat, discolored figure rose out of the ground without so much as a sound, "Shit!" She rushed ahead, but Peter was faster, disappearing in a wisp of smoke before anyone else could see him, _'He's not gonna be fast enough!'_

Gwen did the only thing she could think of.

"Is that a Supervillain!?" she screamed, pointing behind Mary and making sure her voice carried throughout the entirety of the large room.

It did the trick. The crowd of people turned to where she pointed and found PD looming over the still-oblivious Mary and one of them screamed, the sound spreading throughout a large chunk of the crowd. Both the stalker and the Storm matriarch paused when they heard the shouts, the former looking around in a sudden panic as people pointed and yelled panicked cries at her.

Peter made the most of it. Before the assassin wannabe could recover from the shock of being discovered Gwen saw Mary tackled to the ground before she also disappeared in a wisp of smoke, _'Well, that's definitely new.'_ She looked around frantically and ducked into the closest side-room. Much as she wanted to rush out there right now she didn't exactly fancy fighting in her prom dress and a pair of boots.

 **'Can help Other.'**

She didn't even have to pull her suit out from one of her 'pockets'. As soon as the words were out of Webster's 'mouth' she felt the familiar warmth cover her entire body and a few seconds later she was looking down at the sleeves of her new costume again, _'Thanks, Webster!'_ She rushed out of the door and found most of the crowd pushing past one another to get to the doors, _'Well, that makes things less complicated.'_

Now they just had to deal with Dali.

"Where are you!?" PD screamed, scratching and clawing at the ground in frustration. Gwen looked up at her flat body and grimaced; was punching that a really good idea? She'd never really punched someone who looked flatter than Willow Woman before, "You! You're here again!?" Piper gave her a venomous look, teeth bared and jutting out unnaturally, "Why don't you just leave me alone!? I only want-"

"You're sick, Piper. You need help." Gwen held up both hands and stepped closer, vaguely aware of the inconsistent ringing at the back of her head. She could only hope Pete was using his time wisely, "Look, we talked to your parents. We know what they did to you and _I'm sorry_ , but you can't do this."

Despite her words, Gwen already knew it would've been pointless. Her powers didn't turn her mad, or at least they weren't the only reason. The obsession she had, the length of the scrapbook...she had to have thoughts about this even before she got her 'gifts'. Getting them and the way her parents treated her just gave her the chance and excuse to do something about it, to try and get the 'man of her dreams' no matter who she had to hurt.

"You're _sorry_!? You think that helps!?" She screamed back, tears in her eyes. Gwen would've been lying if she said she didn't feel even a smidge of pity for her, "If you're sorry, then stop getting in my way! I can-"

Both their attentions snapped to the helicopter when they heard the whirring of rotors. Gwen saw Peter - his only disguise being his mask and a pair of gloves thrown on loosely - all but throw Mary to the spare seat before screaming to the pilot, "Go! Now!" He slammed the door and webbed it shut.

"No! You're not getting away!"

Piper _slithered_ towards them, her movements erratic and alien. Gwen grit her teeth and ejecting a line of webbing, but it landed harmlessly on her back before falling to the floor with a dull splat, _'That's...not how I wanted it to go.'_ Well, at least her theory was right; whatever powers she had, punching her out wasn't going to solve the problem. They'd need something else to solve this problem.

The blue-skinned stalker tried to jump on the heli, stopping only when Peter tackled her. It was...different than he probably expected, "Don't get in my way!" She tried to slip past him, curving her body past his arms and only succeeding in tangling themselves together when Peter grabbed hold tightly, "I don't want to kill you! I don't want to kill anyone unless I have to!"

"Your words don't match what you're doing, Piper!" Gwen jumped and clung to her back, both palms pressed against the flat, slippery surface of her 'robe', "Look, we can help you! S.H.I.E.L.D has psychologists, people who can help you with your condition! If you'll just-"

"She's not listening, Spider-Woman! We need to put her down!"

She'd been in bad situations before, but fighting PD was like trying to wrangle a snake with her bare hands. Ever time Gwen tried to grab her she slithered out of reach, arms, legs and whatever part of her body Gwen could reach tangling with hers as Piper tried to fight her way to the slowly rising chopper, _'God fucking damn it, it's like fighting someone made out of silly putty!'_

The stalemate lasted for only a few more seconds before the chopper rose, Piper struggling against them even more as it slowly disappeared into the sky, "No, no, no! Not again!" She screamed, voice desperate. Gwen saw Peter deliver a punch to her stomach, but she didn't even notice judging by the increasingly futile grabs she made for the helicopter's rungs, "She doesn't deserve him! I do! She-"

"Would you you shut up?" Peter released a burst of webbing at her face, the dark silk only muffling her voice for a second before it fell on the floor like her own biocables.

Unfortunately, all it seemed to do was piss her off, "This is your fault! You kept her from me!" She wrapped both arms around his left one and _squeezed,_ "I would've made it painless!" She screamed, Peter giving a pained growl of his own when his arm crumpled flat, thinning to look just like Piper's entire body, "You only have yourself to blame! Both of you!"

Enough was enough. Gwen clambered up the snake-woman's back and delivered a kick to her head, doing little to restrain her strength, "Let go of him!" She delivered another punch to her elongated neck, more out of desperation and anger than anything else.

It seemed to work, however slightly. She saw Dali's face morph in pain and she stumbled back, nearly falling over the edge of the helipad and dragging them along with her, "Pe- Spider-Man, hang on!" She grabbed Piper's arms and pulled, the elongated limbs stubbornly clinging to the now flattened limb despite her efforts, "It's gonna be alright, I can-"

"Enough!"

Her spider-sense rang, but it was too little to late. Gwen felt sharpened fingers stabbing into her back, but it was almost a scratch compared to the sight of Peter being flung off the edge of the helipad to the unforgiving streets below, "No!" She ejected a line of webbing to catch him, but Dali cut the string with her sharpened fingers, "Peter!" she screamed. She had to something, follow him down or-

 **'Throw!'**

She felt a metal weight on her palm and she moved on instinct, tossing what she realized was her webshooter down at him just before Dali pulled her arm back in a tight hold, _'Please get it, Peter...'_ She looked back at Piper and fought against the blade-like appendages scratching at her. There had to be something she could do, something that could take her down for at least a little bit.

Gwen felt the familiar warmth again, the temperature almost burning hot around her mouth before she felt a heavy weight on the lower half of her face, _'Wh-What the...'_ She had a mouth. Filled with fangs, _'No time to panic now.'_ Again she moved automatically, opening her new 'mouth' wide and feeling cold hair rush through her before she bit down on Dali's wrist when she came down for another swipe.

It seemed to do the trick. Piper screamed and back away, a dark substance seeping out of the numerous holes that lined her blue skin. Gwen watched through narrowed eyes as she stumbled slightly before she fell on her back, her eyes closing and her breaths shallow.

"Peter...!" Gwen turned back breathed a sigh of relief at the sight of her best friend pulling himself over the edge of the helipad, a line of white webbing held tightly in his right hand while his left flapped around uselessly against the buffeting winds, "Thank God you're alright!" She pulled him up and held him in a tight embrace before she heard a soft cry of pain, "Shit, sorry!" She backed away and held her hands up, "You okay?"

"I'll live..." He looked down at his flattened arm and sighed, "How's Dollhead?"

She reached a hand up to the lower half of her face, but all she felt was the smooth surface of her mask, _'Guess it wasn't permanent.'_ She walked closer to Piper and knelt down. Apart from the pinpricks she seemed unharmed...well, as unharmed as she could be considering she was still flat and splayed out across the helipad like the shed skin of a snake, _'...Please tell me she's not dead.'_

 **'Not dead. Sleeping. Pain will pass.'**

 _'Oh, good...'_ She turned back to him and flashed him a thumbs up, Peter giving her a nod in return, "She's fine. Probably gonna be out for a while, though." She mussed up her hood and looked back at the hall. Mostly empty as expected, but a few stayed behind to gape and stare. She couldn't blame them; even by her standards this was pretty fucking weird, "I'm gonna call S.H.I.E.L.D, they can deal with her better. Give Lana a call to tell Susan and Johnny it's safe, too."

"And then...?"

"Then..." She found herself smiling, "We go get that pizza. My treat."

* * *

"How's the arm?" She set the pizza and assorted drinks between them on the edge of the rooftop, sitting down on the other side with a sigh. While she was never one for rejecting free stuff, the pizzeria manager offering her one of everything just because she was Spider-Woman was more than a little unnerving. Still, it was better than getting spat at by about 80% of the city, even if she had to practically force the guy to accept payment.

Peter shrugged, the gesture more comfortable now that he was back in his normal costume - Where did he get it, she wondered. Did Cindy make it for him? It made the most sense, "Getting some feeling back..." he answered softly, moving the limb experimentally. It wasn't flat anymore, but they'd slung it up in a web-sling all the same; better not to risk it, after all, "...You know, Stacy, the next time you invite me out to a party remind me to say no."

"Hey, trust me. Any parties I go to are a lot more fun than that place." She opened the box and inhaled the smell of melted cheese and hot meat appreciatively. After having to stuff herself full of chocolate it was nice to get something meaty in her system for a change, "Besides, we did good. S.H.I.E.L.D's gonna keep Piper in a facility to get the help she needs, the Storms are safe and those guys at the party are practically in love with you after you saved Mary."

"I don't need their attention." He detached the lower half of his mask and took a slice of pizza with his free hand, Gwen taking one of her own, "I hope this was worth it. Felicia got on my case about you influencing me too much."

"She's just jealous she can't get you to go to fancy parties with her." She pulled up her own mask halfway and took a big bite of the slice, Peter giving a subtle smile before he followed her lead, "...Oh, hey, before I forget." She tossed her other webshooter at his lap, "I don't actually need them any more. Webster gives me all the webs I need, and they saved your ass already so I figured you could use them better."

"Maybe, but I can't exactly use both. I need my own webs, and these things block my wrists," He tossed it back to her and she caught it with her free hand, "I'll keep one of them on me, should be useful, but you can keep the other." He looked down at the webshooter hidden under his right wrist, "...Thanks for the save, by the way. I'd have been a smear on the pavement if not for you."

"Hey, that's what best friends do." She clamped it down at her left wrist, her costume immediately covering it completely. She doubted she needed to use it again with Webster attached to her, but better safe than sorry...besides, there was probably some symbolism there with both of them having the other half and it would've killed the mood if she didn't play along.

They ate in silence, a comfortable one this time. For the first time in days she felt pretty good: She and Peter were talking again, 3 innocent people were safe and a dangerous Supervillain was behind bars. All in all it was a victory, even if she was pretty sure there'd be another crazy guy or girl in a costume before the day was done. She'd learned to relish the small moments she could get.

"...You know, this takes me back," she said. Peter paused mid-bite to look at her, "When you first met me without a mask...well, besides the time you got caught by Maxine and...yeah." What point was she trying to make again?

"Don't remind me. I've got a craving for pizza thanks to you." He bit into his slice again before continuing, "Besides, it wasn't all fun and games, remember? You still-"

"Lied to you. I know." She sighed. It wasn't like she forgot, but being reminded of it was never pleasant, "Look, I'm sorry about that, alright? I'll say sorry every day if that's what it takes, but I think we both know it's not gonna change shit."

"Point." He gave a sigh of his own, "Look, I'm not gonna pretend it doesn't still sting that I got the wool pulled over my eyes, but I've moved past it for the most part. Besides, I have bigger problems to worry about now."

"You mean about..." She trailed off, but the frown on his face made it clear they both knew what she was talking about, "Peter, why are you so scared to consider that you belong here? That this is your home?"

"Because I don't want to think that everything I knew was a lie..." He looked over the edge, mouth pressed into a thin line, "Gwen, I _remember_ growing up in the streets. I remember the Depression, Uncle Ben coming back from the Great War...all of it. It doesn't feel like a lie to me. You understand that, right? Imagine finding out you're not Gwen Stacy, that your dad, your friends...not yours. Wouldn't it scare you?"

"It would, but...I'd be lying if I said I knew what you were going through. Finding out your entire life was a lie is...I can't even imagine..." She bit her lower lip. She wanted her best friend back, wanted Uncle Ben and Aunt May to get their son back, but it wasn't so simple, was it? It was easy for her to detach because she didn't see and feel what he did, "...What's your plan, though? Are you planning to go back?"

"...I don't know." He raised a knee and put his slung hand over it, "I talked with Stars-and-Stripes. Time passes constantly no matter the dimensions. I've been here for 5 years, and this body..." He looked down his left arm with a scowl, "Even if I do go back, will they even recognize me? They've probably moved on already. Mary Jane's probably gotten married to some respectable businessman and Aunt May...I don't even know if she's still alive. Losing Uncle Ben was hard enough, but losing us both...if it was me I might have lost it."

"Peter..."

"And despite all that I'm still here wasting my time. Every day that passes is another one that I'm not home, but here I am still doing it. I can't tell if I'm suicidal or just a plain moron..." He laughed bitterly, "Hell, maybe I'm just like Howard. After everything I've seen and done, would home still feel like home? Without my friends and family it's not even worth it, is it?"

"I can't make the choice for you, Peter. But...you do have friends here." She set the pizza box aside and put her hand atop his, "Lana obviously cares about you; you made friends with a talking Duck, even if I think that's fucking weird; and...well, there's me." She gave him a strained smile, "I know we've had our ups and downs, but I like to think we're friends regardless of who you really are."

"Yeah, you're like a fungus. Hard to get rid of." He laughed softly. She couldn't tell if it was happy or not, "...Look, we've had our disagreements, but I can respect what you're doing. You don't have to go out and save people, you don't owe them anything. You're innocent now, you could bank on that like that green-skinned amazon on tv, but instead you keep going."

"So do you," she pointed out, "I...don't always agree with your methods, but it was unfair of me to put you up to the same standards I had. I guess I was just paranoid that you'd slip up again, and I wanted a second chance for what happened that night at prom. I don't think I'll ever fully agree with how you do things, but that's my problem, not yours." After talking with Cap and her dad, it was hard to keep to her ideals. She didn't know if she liked that or not, "You still try your best to not resort to it. I can accept that."

"You didn't see me the two months we didn't talk." He made a wry smile, "...I don't like killing people, Gwen, but I don't cry about it either. It's just...it was always down to the hard facts. One monster dies, a dozen innocents live. I'm not gonna kill them if they can be punished, but if not...well, it's an obvious draw."

"Kinda like my dad...well, different words, but same meaning." She leaned back and looked up at the setting sun. Hard to believe it'd only been one day; it felt a hell of a lot longer, "...Hey, if you do decide to stay here, what do you plan to do?"

"Hell if I know." He shrugged, "Right now I'm elbow-deep in other things. Besides my 'team' - as Hill calls them - Murdock's put a target on my head and the researchers over at 'Shield' seem to think that I have the secret to curing cancer or helping old war vets get their limbs back. Truth be told it feels like I'm so far down the tunnel that I can't see the light at the end of it."

"How poetic," she teased, "Hmm...if you want I could probably pull some favors and make you a sanctioned S.H.I.E.L.D hero like I am. You know, do things by the book...well, as by the book as we can be all things considered."

"Something tells me Bullseye's gonna take issue with that, but Lana'll be happy, at least..."

They smiled at one another, the gesture warmer and more sincere than anything they shared in months. Almost unconsciously she found herself scooting closer, her free hand moving to hold the side of his face. She saw him flinch slightly, but he didn't pull back or push her away.

The next kiss wasn't like the last two they shared. At first it was like she was kissing a statue - even though she was pretty sure they both initiated this time - but eventually he reciprocated wholeheartedly, pulling her close with his free hand and holding onto her waist tightly. It was definitely...odd, definitely different from the the last times they'd tried it. Less awkward, more sure of themselves.

He wasn't gentle, though to be fair neither was she. Gwen wrapped her arms around his neck and held him close, mouth, teeth and tongues crashing against one another and trying to push for just a little bit more. At the back of her head the rational part of her mind reminded her that what she was doing wasn't the smart play and she should break off...

...But then Peter bit her lip with an almost desperate growl and she ignored it.

She didn't know how long they stayed that way, but eventually she felt a buzzing at her thigh and Webster's voice in her head, **'Phone.'** A 'pocket' at her side opened up and it placed the buzzing phone next to her head with it's tentacle.

She wanted to ignore it, but eventually the buzzing got to her and she separated from him reluctantly, "Sorry, phone call..." She snatched it from the tentacle with a huff and answered before she could even see who it was, "Yeah, who is-"

"Gwen, are you near a bigscreen right now?" MJ's voice asked from the other end of the line. Gwen's brows furrowed; she sounded panicked and...amused? The hell?

"No, why-"

"Go find a bigscreen, you're gonna want to see what's on."

The call cut off before she could ask what the hell she meant, "...MJ said we should go to a bigscreen, said it was important." She stood up and pulled down her mask, Peter joining her and clipping his own mask in place after giving an awkward cough, "So...wanna follow up?"

"Which one? What we just did or Watson's tip?"

"Yes."

The two of them found a big-screen not too far from the building they were sitting in...and she immediately wished they hadn't. Gwen felt her breath catch in her throat when she saw the contents of the sudden news report, "...What the _fuck_!?" She screamed, Peter looking up at it in painful silence. Still, even through it all she heard his shaky breaths, saw the way his fingers twitched. She couldn't blame him.

After all, their kiss was plastered all over the bigscreens like it was the winning shot at the fucking superbowl!

"How...that's..." She mumbled, unable to find the words. Cause really, what the _fuck_!?

"...Someone must have recorded us. We weren't exactly being subtle sitting up on a roof in the middle of town..." Peter muttered before he took a deep, tired breath, "...This is going to make things...difficult."

"Yeah, you fucking think!?" She snapped back. Already she could see the crowds at the street below looking up at them and pointing: Some with smiles, others with frowns and more than a few seemed to be throwing glares at the both of them, "Oh god, that thing's probably getting circulated everywhere! Everyone I know's gonna see it!" Her friends and...oh fuck, her dad! He was going to fucking explode!

Right on cue her phone buzzed, her dad's number appearing on top of the screen. Peter was in the same boat, his phone vibrating incessantly with Felicia's name spelled out in deep, condemning letters.

The two of them shared a pained look. This was going to _suck_.

* * *

 **Well...that happened :/ Something tells me neither Peter or Gwen's friends are going to be happy with what just happened, especially considering how it was outted. Anyway, to get to the point: Does this mean the two are together? ...Eh. Depends on how long they can keep up their 'I accept you for who you are' feelgood kumbaya BS and whether they actually agree to enter a relationship. Given their track record I'm kinda doubtful.**

 **Anyway, one thing I noticed about the arcs is that they almost have nothing to do with the villains :X I mean sure they're _there_ , but they have little depth and the segments are usually more about the heroes interacting - In this arc it's Noir and Gwen patching things together and Gwen establishing a rapport with Venom. Hopefully this is okay for everyone, but since people disagreed with Villain POV's for the most part there's little I can do. **

**So...question for the next chapter: Show the fallout of what happened here with its own dedicated chapter or just skip ahead to the PGH arc and have them deal with it in-between the investigation bits like they dealt with the aftermath of 'Madhouse(?)' during this arc? I'm partial to either, though if you pick the former it's probably gonna be similar to what happened last time: Gwen talks with her friends/dad while Noir goes fight-clubbing to distract himself while getting needled by Lana and Bullseye.**

 **Review Answers:**

 **Newworlds - Really? Even the time she busted his lip open or he nearly shot her?**

 **Jajo Camello - Funnily enough a joke comic implied Venom could cure anything _but_ diabetes, but considering it cured cancer I'm disregarding that. Also, as indicated before it needs ****Phenethylamine, which is found in large quantities either in human brains...or chocolate. So long as Gwen can keep feeding it she's good.**

 **As for Venom/Lizard...yeah, that's messed up. No sugarcoating, that's freaking weird.**

 **Red Rain 117 - Venom never really cared before about its hosts entering romantic relationships so long as it's not separated from said host, so no 'lust rampage' here. Also, when Janet van Dyne gave Gwen the webshooters and costume Gwen _wasn't_ fighting crime; she was essentially a celebrity who did some minor good deeds on the side...granted _why_ Janet would build these things for a random celeb - even one with powers - I have no clue. Maybe she just wanted to do her good deed for the day.**

 **JohnnyTravelDoe - Hey, I still have my doubts it can work. Relationships have crashed and failed for less, after all.**

 **Cloudstrel - Yeah, the strict adherence to morals like Thou shalt not Kill and/or the aging bugs me. Gwen even comments on it during the PGH arc: In 5 years time Gwen went from middling band drummer to New York's official Superhero, Peter went from bullied nerd to film noir vigilante, and Harry went from outcast rich kid to a would-be terrorist turned anti-hero...and the oldest is Harry at _20_ cause he has an early birthday. Gwen's 19 and Noir's 18, and yet they go through the wringer in the story as well.**

 **As for Khonshu, it's a spelling error. In-universe you can justify it as Peter mispronouncing the name.**

 **Dragonskyt - Curious, what character development comes to mind immediately for you? I mean they spend a large chunk of the story arguing and getting on each other's case about their methods, after all.**

 **Persin - Just out of curiosity, what other pairing did you have in mind?**

 **Guest - Guess we'll see if they can move past it or they crash and burn ;)**


	48. Romance is not my Forte

**Relatively long chapter ahead. Anyway, I just finished Planescape: Torment enhanced edition, so I'm now in the proper mood to write the upcoming PGH arc since it's back to Noir again.**

 **On a more on-topic note, I just read through the new Ben Reilly: Scarlet Spider. Pretty good and hilarious :P I mean what else can you say about a guy who steals his new supersuit from some poor cosplayer (leaving him naked in his hotel room), disarms a mugger and _kneecaps him with his own gun_ , asks for payment when the woman he saved ****(though not before asking her name's Mary Jane or Gwen Stacy)** **asks if he needs anything and then _gives her said gun_ despite her protestations both as a subtle threat and because she just got mugged and needs protection.**

 **Who knows, maybe I can crib some ideas off of it :)**

* * *

How was this her life?

Gwen let out an annoyed breath as she swung through the air, her spider-sense silent like it almost always was. Right now it would've been the perfect time to find some damsel (or dude, she wasn't picky) in distress, a building on fire with people to save...hell, even Bodega Bandit robbing some corner store! She would've taken _anything_ at this point, and she wouldn't even complain!

But no, it was perfectly peaceful. People passed by one another on the streets with polite waves, no one cut each other off in traffic and even the dark alleys were perfectly civil without a single thug or purse-snatcher in sight...

Oh, and the bigscreens were _still showing the kiss, why the fuck were they still showing it_!?

 _'Isn't there anything else on? Some robbery at a drug store? Maybe Murderdock stroking his evil mustache? **Anything**?'_ she thought, desperately trying to ignore the various screens that she passed. It'd only been a couple of hours and night was beginning fall on the town, but the news was spreading like wildfire in Australia. Everyone - Fact Channel, Channel 8, The New York Gazzette and god only knew who else - was tripping over one another to try and get an interview or figure out what the deal was.

It would've been easier if _she_ had any fucking clue what the deal was...

She shook her head and propelled herself into a higher swing, Webster oddly silent despite the fact that it'd been a while since she last ate something resembling chocolate. It would pass soon enough; the 'incident' (god it sounded pretentious calling it that) was fresh and right now it was the new scoop. Tomorrow there'd be some new thing to pay attention to - maybe a Kardashian doing something stupid or a new Werewolf romance flick - and no one would care, but right now...right now she might as well have made her entire suit a giant red target.

Her phone was off, which she didn't count on helping her for long. Her dad was a former police detective; even if she didn't go back to her apartment he'd find some way to track her down so they could have the 'talk'. All she was doing was delaying the inevitable.

A distraction came in the form of someone screaming not too far away below her, "Help, please! He took my purse!" someone screamed. Gwen blinked and adjusted her swing to the right. A part of her felt bad about wanting some crime to stop, but at least it was better than constantly thinking about what she and Peter...she shook her head. No, no, none of that. She'd just save this woman and put the guy in the penalty box so he could learn his lesson, that'd be the end of it.

Sadly, life decided it wasn't done screwing her just yet. She'd barely landed before she saw an older woman dressed in a gray pantsuit with a guy who most definitely didn't look like a mugger standing next to her, "Uh...you two saw anyone needing help? Something about a purse?" she asked, though the realization was already halfway done by the time the woman pulled out a recorder and thrust it towards her.

"No crime here, sorry," she said, giving a not-at-all sorry smile, "Just needed to get your attention." She nodded to the guy and he raised a small digital camera at them both, "We just wanted to question you about the events of a couple of hours ago."

 _'Are you fucking kidding me?'_ Her right eye twitched and her mouth curled into a frown, though the mask hid it well enough. Good for both of them; if anyone saw it she was sure it'd be up on the papers and someone would reporting about how she was mentally unstable, _'Just...calm down, Gwen. Don't lose your cool and yell at them; you'll just give them what they want...'_ She took a deep breath and clenched her hands.

"Now, we have a lot of questions to start with, but the one everyone's curious about is whether you and the Dark Spider are in a relationship and if this means you condone his actions-

"Bye." Gwen released a line of webbing and pulled herself into a high swing. The woman's look of abject shock was almost worth the scathing headline she'd get tomorrow morning. She could see it now: 'Hero snob to local populace! Thinks she's better than everyone else!' or some other bullshit. At this point she didn't have a single crap to give; she was already proven innocent for murder, getting some rumors couldn't be any worse, right? Hell she'd seen some of the posts on the forums that Betty kept bringing up; labeling her a snob would've probably been one of the more polite things she could've been called.

Not everyone was a fan of Spider-Woman, after all.

Gwen sighed, _'No point in trying to patrol...'_ She clicked her tongue. She'd separated from Pete a couple of hours earlier, and really she should have just changed out of her costume then and there. But no, her conscience started blasting her: It was still light out, people still needed help, maybe a Supervillain would break out of prison and people would pay attention to _that_ instead of things they really had no damn business sticking their noses in.

She found herself going on autopilot, swinging through the same route back to her apartment. At this point all she wanted to do was go home, eat an entire tub of chocolate and ice cream (and not just cause of Webster) then maybe crash for the next week to give people time to move on and stop treating a kiss like it was the end of the world. Then maybe things would get back to normal...

Her lips curled up in a wry smile. Yeah, right...normal left a _long_ fucking time ago.

Of course she'd taken maybe two steps past the window before the ol' Stacy luck hit yet again and she found herself face to face with her friends, "Uh..."Gwen stopped, hands awkwardly holding onto her freshly removed mask, as Glory, Betty and MJ stared at her from the assorted seats in the living room with varying expressions, "Ahaha...hey you three...wassup?" She tossed her mask behind her carelessly and gave them all a toothy grin.

Her response was total silence. Betty, at least, looked non-plussed, just staring at her the same way she did when she didn't completely know how to take something. MJ had a single eyebrow raised and drummed her fingers on the couch's armrest, but apart from that it was the same as ever. Granted Gwen didn't know what that meant, but she'd take a little uncertainty over a definite middle finger.

Glory was the worst: Lips curled into a slight frown, brows knotted together and her eyes narrowed. She knew what it was; the worried glare of judgement and concern. She used it whenever she was deciding on whether she was worried about your well-being or pissed off about whatever it was you did. Gwen knew from experience that the latter was a shitton less scary than the former.

"So...how about those... _things_ , huh?" She laughed awkwardly. No one joined her, "...Hey, uh...where's Murderface? I think he'd love-"

"We saw the news, Gwen." Glory interrupted, her tone clipped. Gwen cringed; oh god, she was using her mom voice. Now she was _really_ in for it, "Look, far be it for me or any of us to tell you what to do-"

"But you're gonna do it anyway, right?" she interruoted, her voice taking on an irritated edge. Before Glory could let out another word she trudged to the refrigerator and took out a large tub of chocolate chip ice cream, "Look, I know you're gonna go on a lecture, but can I eat while we're doing it? I'm kinda eating for two at this point." She took out a spoon and made her way back to the lone unoccupied chair, looking over her friends worriedly when they gave each other unreadable stares, "Uh...something wrong?"

"Eating for two...?" Betty mumbled, "Gwen...you pregnant?"

"Wha- no!" she countered, cheeks heating up slightly when they all gave her skeptical looks, "When I said that I mean...you know what, long fucking story, but trust me: I'm _not_ pregnant." She stabbed the spoon into the frozen treat and resisted the urge to fling it at MJ when she raised another eyebrow, "Look, whatever you think is going on, it's not, alright? Trust me, it's-"

"You were kissing Spider-Man on the bigscreen," Betty said, "That happened, right?"

"...Yeah." She winced. Couldn't really deny that, "But look, that's-"

"That was mutual, right? Not like the last time it happened?" MJ asked, ignoring Glory's look and the startled 'this happened before?' she gave.

"...Pretty mutual, yeah." She winced harder. She was just digging her grave at this point, right? Wasn't this usually a trap only guys fell for? "Alright, look- No, don't you fucking interrupt me again!" She yelled, causing Betty to close her mouth with a pout, "Good...now, as I was saying: Yes, we kissed. Yes, it got recorded. No, we didn't plan on it. And no, we didn't fuck and he didn't get me pregnant. Happy?"

A moment of silence passed before Glory spoke up, mom voice intact, "Gwen...are you and him-"

"In a relationship?" she finished, causing Glory to nod, "I...I dunno." She raised the spoon and shoved it in her mouth, letting the ice cream calm her, "We just...like I said, it wasn't planned. One minute we were just talking and eating pizza (which we totally left behind, by the way), and the next we were..."

"Sucking face?" MJ said, a slight smirk on her face.

"Yes...thanks, MJ." Gwen rolled her eyes. MJ was enjoying this; she'd have to find some way to take some petty revenge later. Maybe some webbing in her hair when she fell asleep, "But, that's all we did. MJ actually called us and told us to check out the bigscreen...by the way, you coulda just _told_ us what the deal us. Would've saved us a lot of trouble."

"Maybe, but I doubt you would've believed me." The redhead shrugged, "Anyway, continuing on?"

"There's nothing to continue." She took another spoonful of ice cream, "You called us, we checked out the bigscreens, then we went our seperate ways. Figured we weren't gonna get anything down after the shit that just happened..." Not that she got much done on her own, but screw it. At least she tried, "...Look, is this all just because I kissed someone? You guys didn't say anything when I went out with Randy or when Betty said she was going out with Falcon."

"World of difference," Glory said, "Randy's our manager and the worst thing he could do is give someone a bad gig. That Falcon dude? Don't trust him, but he's working for Captain freaking America so I figure he's okay." Gwen resisted the urge to roll her eyes. Yeah, if by 'okay' she meant constantly asking Cap if he could shoot people cause he was bored, "But Dark Spider? Eh..." She sucked in a breath through her teeth, "He's dangerous Gwen. Hate to sound like a broken record, but it's the truth."

"Hey, in case you forgot I'm not slouch myself. Spider-Woman, remember?" Gwen pulled back her middle and ring finger and made a self-satisfied 'thwip', "Webs, super strength, wall-crawling, any of this ringing a bell?"

"Don't be an ass." Glory scoffed, "You know what I mean. You have superpowers, but that doesn't mean you're invincible or that we're going to stop worrying. Get me?" She looked to the others two, both Betty and MJ giving oddly withdrawn nods, "I'm just saying, are you sure you know what you're doing here? I don't believe everything on the news - I know for a fact half of the bullshit they say about you is a lie - but the things he's done and the battered people he's left behind...it doesn't give me a good feeling."

"Look, Glory, I appreciate it." Gwen sighed, pausing to consider her words. Her friends were worried about her, she couldn't be mad at them for that, "But me and Pe- Spider-Man? Totally cool, I mean it. He's...not the easiest person to get along with - trust me, I fucking know - but he's a good person. He's doing good, even if I don't always agree with how he does it. Do _you_ get me?"

"Yeah..." She took a slow, deep breath, "Yeah, I get you."

A few seconds of silence settled over them before Betty suddenly clapped her hands, nearly causing them all to jump, "Right, guess the drama's done." She gave them all a lopsided grin and pulled up her cellphone, "Now that mom's done giving you the third degree, you gotta check some of the shit they're posting online. You can taste the salt from the fanboy's tears from here."

"Betty...don't." Gwen set the tub of ice cream aside and massaged her temples with both fingers. Both Betty and MJ followed along on the forums and fanclubs, completely ignoring her perfectly reasonable request to block the websites from everything they owned and to never talk about it within 50 miles of her. Hey, she was fine with the idea of people liking her after 3 years of scorn, but some of those comments...well, let's just say she had a growing appreciation for celebrities who _only_ punched paparazzi whenever they tried to pull off some assholish stunt.

"Come on, it can't be that bad- woah." MJ leaned over the edge of the couch and widened her eyes comically at the contents, "Shit, Gwencent, you should see this. Some people are threatening to go pitchfork's and torches on Pet- Spider-Man's ass. There's even pictures." She swiped the phone and turned the screen over to Gwen. The blonde winced at the sight of a roided out guy with a shotgun scowling at the screen, "Think that's legit or it's a Giigle pic?"

"I don't know, MJ. I don't care," she muttered tiredly. Great, now they went from being worried to making fun. She couldn't tell which was worse, "Dude, I'm pretty sure it's just some armchair general talking big. I mean how many of those guys kept saying they had Superpowers and they just didn't want to show it cause they'd put their friends and family in danger?"

"About a couple dozen last I checked," Glory said, "Hey, I liked the guy who said he could turn into a Vampire-Wolf hybrid during a solar eclipse."

"Nah, the guy who said he could turn invisible when no one's looking is better." MJ scrolled down the screen and whistled, "Damn, these guy's are having a fucking meltdown. Listen to some of these comments: 'That 'Spider-Man' is a murderer and a thief, he doesn't deserve a great hero like Spider-Woman as a friend let alone a girlfriend!'; 'You know, I heard he's some kind of man-spider or a spy from H.Y.D.R.A.'; 'I dunno how he forced her to kiss him, but-'

"Woah, woah, woah! He did not _force_ me!" she snapped. God, what the shit was with this? First people started rumors that she had a torture cellar or that she made deals with the Supervillains to catch them for attention, now this! What next, were they gonna decide what she was and wasn't allowed to do? "Look, we might have gotten caught up in the heat of the moment, but we both did it."

"Hey, you're preaching to the choir, Gwencent." MJ put her hands up, "But your fanclub's going fucking ballistic. They think you're 'too good' for Spider-Man or that he's secretly blackmailing you with something. You know how rabid fans can be." She rolled her eyes and gave the phone back to Betty, "Just giving you a heads up. Might want to tell Tiger that he should watch his back next time he goes out."

"Yeah, thanks..." Gwen brought hand a through her face and let out a long, frustrated breath. She shouldn't have gotten so worked up - Crazy fanboys who talked tough because they were hidden behind a screen? She'd seen those types long before she put on her costume; they were freaking everywhere. Now she had some of her own, so what? She could just make like Taylor Swift and completely ignore them.

"Look at some of these other guys." Betty gestured to the screen, both MJ and Glory (traitor!) leaning over to look, "They think it's creepy cause Dark Spider's old enough to be your grandpa. Something about him being a manther; think they're calling him a cougar."

"For fuck's sake, he's younger than I am!" She threw her hands in the air before scowling. She wasn't ashamed to admit that she was getting tired of people assuming, always thinking they 'knew her' or some other bullshit. How many times had she seen people claiming to know things like how her relationship with her dad was (apparently going really badly since some self-styled psychiatrists claimed her Superheroing was a sign of outspoken rebellion) or what her favorite color was (last she checked orangiler wasn't a thing)?

"Actually, there's one thing I am curious about," Glory said, looking at Gwen and MJ both, "Look, it doesn't take a genius to figure out both of you know who Dark Spider is. So I have to ask: Is that why you made out with him? Who is he behind that thing?"

Gwen bit her lip and shared a look with MJ. Should she tell them? She'd asked Peter before and he said he didn't care if she did. 'If Castle and Bullseye know, I can't see how dangerous it'd be if you bandmates did', were his exact words. Still, a part of her felt reluctant and honestly she didn't know how to explain it. Her best friend back from the dead with warped memories? Yeah, _so_ simple (sarcasm).

A few more seconds of silence passed before she took a deep breath, "Alright, you wanna know what the deal is?" MJ gave her an 'are you sure?' look and she nodded. She had to do this, "Alright...the reason I got involved with him so much in the first place is cause...well, he's Peter...Peter Parker."

As soon as the words left her mouth everything in the apartment stopped dead fucking still. It was so quiet Gwen could've heard a pin drop, and the looks her friends gave her weren't helping: MJ was supportive (which was scary); Betty looked the same as always, but the fact that she'd dropped her phone without a single word spoke volumes; and Glory...well, she couldn't tell if that gaping wide-eyed look was shock or her thinking Gwen had finally gone crazy. Maybe both.

Betty was the first to speak, picking up her phone clumsily, "Um...alright, I got nothing." She turned to MJ and Glory, "...You two got anything? I kinda want to tell her she's crazy, but I'm scared she'll web me up and lay eggs in me or something."

"I'm not crazy!" she snapped, because that totally wasn't what a crazy person would say, "I just- Look, after everything we've seen and all the shit that's happened, is this really that unbelievable? That-"

"That your best friend came back from the dead and turned into a Superhero/Supervillain? Kinda, yeah..." Glory crossed her arms and pursed her lips, "Look, Gwen...I love you, I do, but you know this sounds fucking crazy, right? Peter's dead, we were all there at his funeral. I heard you and Harry give a speech and then he was buried, end of story. You having Superpowers and someone coming back from the dead are two different things entirely."

"Well, when you put it like that..." Gwen chewed on her lower lip and considered her next words, "...Look, we met him in the club. He was with Norah, remember?"

"Alright, I'll admit there was a resemblance," Glory said, "But seriously? There's millions of people in this city, at least one of em's probably his clone without even really trying. Sure he's not just a cousin?"

"Yeah, I'm sure..." Gwen muttered, "Look, MJ'll back me up. He's Peter. It's a...long story, but I'll tell you 3 if you promise to just stay quiet and save any questions till I finish. Alright?" They all nodded, some more reluctantly than others, but nodded all the same. She'd take it, "Alright, well...I guess it starts at prom."

Everything came out in a rush: The night at prom, Peter turning himself into the Lizard, the 3 years that came after, meeting with him again in that alley...everything. She didn't know how long it took, but judging by the fact that the ice cream had all but melted into an unrecognizable goop she'd have to say it was a lot. And through it all her friends just listened, none of them interrupting or calling bullshit no matter what she said.

"This is just..." Glory said after a minue of silence, taking a deep breath to calm herself, "I mean, let me see if I got this straight: Your best friend turned into a _giant lizard - which is still hard to believe even after 2 months, by the way -_ you accidentally _killed_ him, and now he's back 3 years later with new _spider powers_...am I getting all this right?"

"Hey, don't forget the whole acting like he's out of Vice City thing," Betty added, annoyingly blase now that the initial shock had passed, "Speaking of which, the whole coming back from the dead thing...how?"

"Not completely sure." Gwen sucked in a breath through her teeth, "Details are kinda confusing, but at the very least I know it's his body. How much of it is him is a bit of a sore point. I think he's still himself, but his memories are...well, scrambled eggs. Truth be told sometimes I'm not sure what to believe, but it's better than him being dead, so..."

"Right..." Glory brought a hand through her face, "Look, I was leery enough before without knowing all of...this..." She made a vague gesture through the air, "But Gwen...you know how this looks, right? The Midtown Lizard - Peter - was...after everything that's happened-"

"I _know_ what happened, Glory." She took a deep breath, "God, I know. I'll never forget it as long as I live, but...I'm not saying Peter's perfect now or that he doesn't have his issues, but now he's trying to help people. I'm just..." Trying to help him? Control him? Put him on a leash like Felicia implied? She couldn't deny that it might have seemed that way to someone outside looking in... "It's complicated."

"Seems like it," Betty said, "Still can't believe that he's Parker. I still remember him getting stuffed into lockers or getting swirlied in the bathroom. He really going around beating down biker gang's with a chain?"

"That was one time and he said it was for intimidation." Why exactly was she defending him now? Ugh, how was this her life? "Look, I know it's...fucking weird, okay? But it's the truth. I mean, why would I bullshit about something like this? You all know what Peter meant...means to me." She looked down and frowned. Past tense, present tense; which one was 'right'? "Look, it's-"

"Where is he now?" Glory interrupted, an eyebrow raised skeptically, "I think I'd like a talk with him...Peter."

"Glory, please, going mama bear really isn't going to help here." Gwen cringed. _That_ was not a conversation she wanted to see, "As for Peter...well, after seeing the bigscreen we figured it'd be better if we went our separate ways till the heat died down, you know? He mentioned something about going to a fight club-"

"A fight club?" Glory interrupted again, her voice suspicious, "Right, that's totally normal behavior. Going to a fight club."

"Hey, Gwencent puts on tights and beats up Supervillains. Don't think Tiger's any different on that front." MJ shrugged, "Anyway, lets get down to the meat of it before we go anywhere else. Gwen, you did know that Peter was in love with you before, right?"

"Yeah..." Granted she only knew 3 years after the fact, but they didn't need to know that. Besides, did Spider-Man...Peter still have the same feelings? She didn't know. It wasn't like she could just ask him exactly how much he remembered of his life before this giant clusterfuck, "Why, what does that have to do with anything?"

"Gwen." Glory took a deep breath and Gwen frowned. There was that mom voice again, "Look, you're not an idiot, but when it comes to your friends you can be kind of...well, I don't have to say it." She tapped the cushion next to her nervously, considering her next words, "Alright, I'm just gonna say it straight out: Is the only reason you did what you did because of what happened with Peter 3 years ago? Because you feel guilty?"

She wanted to snap something back, but something kept her mouth shut. If he wasn't Peter - if it was someone else, a stranger, under the mask - would she have let herself be so open? What about him? If he didn't have memories of the time they spent together and he really was just an unrelated person from another dimension, would he have reciprocated? She couldn't say she was 100% sure...

"Hey, let Gwen do what she does. She can deal with it," Betty piped up, giving her a light grin, "Maybe I'm just talking out of my ass here, but she really doesn't seem like the type to sleep with some dude just cause he felt guilty. She didn't get together with Osborn or Gayle, so why's Pete any different? If he's an asshole then she'll kick his ass, end of story." She waved a hand through the air, "Simple, right?"

"Uh...yeah." Gwen found herself nodding in lieu of anything else. Was it really that simple? Not really. But she didn't exactly feel like going through this now with them, "Well...to change the topic, have I told you guys about the new alien/cancer cure I've got attached to me?" Glory and MJ gave her a pure 'WTF?' look while Betty suddenly looked far more interested than she had any right to be, "...What?"

"Really? Now I _know_ you're talking bullshit," Glory rolled her eyes, "And don't try to change the subject."

"I'm not lying. See this new costume? That's it." She raised her hand and flexed her fingers, the surface of the suit moving in a dull rhythm in response, "It's...well, I got it when I was rescuing Peter with some other guys from these terrorists called S.I.L.K. Saved my ass, and it's been helping me out for a while now. Come on, Webster. Say hi."

 **'If Other is sure.'**

Glory and MJ's eyes widened when a tentacle sprouted from her knuckles and made its way towards them leisurely, stopping when it was at front of them both. Betty looked up from her place on the floor with a shocked grin, muttering 'holy shit' under her breath excitedly, "Girls, meet Webster. Webster, meet the girls. I...guess this is the point where we all shake hands and make friends?"

Betty was the first to stand, grabbing the end of the tentacle and the firm grip and shaking it excitedly. Gwen heard Webster almost humming at the back of her head, **'Happy. Excited. Not scared.'** The tentacle morphed into the shape of a hand - Betty's hand - and continued to shake properly, Betty giving an impressed whistle in response.

After a few more seconds of shaking it turned towards MJ and Betty again, the redhead staring at the offered 'hand' before she shook her head, "Uh...no thanks." She stood up and made her way to the back of the couch, "No offense to your...friend, Gwencent, but I've read enough of my sister's fanfics to know where this is going, I'd rather keep as far away from any tentacles as I can, thank you."

"Y-Yeah, me too..." Glory mumbled, staring at the black appendage completely blank-eyed, "Just...make sure you keep 'Webster' on a tight leash, get me?"

"Yeah, don't worry." She retracted the tentacle back (though not before making it pet MJ in the head and getting a satisfying squeal and promises of revenge) and stood up, "It's pretty well-behaved, but he's pretty much the reason I've been stuffing myself with chocolate like Juava the Hatt for the past few days. He's a hungry little bastard..." She stared at the melted ice cream longingly, "...Look, whatever happened I just told you? None of it leaves this room. I still need time to explain things to dad and the Parkers, and it'd be better if I had some time to deal with this."

"Um...yeah, about that." Glory coughed...why did she cough? "I...kinda told your dad you were here in the middle of your story. He was asking about you and I figured-"

"You what!?" Gwen screamed, glaring at Glory with the white-hot intensity of a thousand suns, "What- how the- what made you think that's-"

Before Gwen could finish her (completely justified) rant the door opened with a slam and... "Oh, _fuck_..." Gwen winced at the sight of her father standing in the doorway, his expression not at all amused. She knew that face; it was the 'I'm gonna give you a lecture but it's for your own good and you're gonna like it' face. She rarely saw him like that. The last time was when he'd found out she was the 'masked menace' Spider-Woman, and even then Vulture put a kibosh to that.

And now here they were again without a Supervillain in sight.

Her dad took two steps into the apartment, both of them deafening, "Ladies, I'd like some privacy with my daughter." He coughed, giving them all a pointed look, "Now."

None of them stayed (traitors!) and only MJ turned back to give her a sympathetic look before her dad practically slammed the door behind him, his lips pursed in that 'not a scowl, but totally a scowl' way. The last time she'd seen _that_ was when she'd snuck over to the Parker house for an impromptu sleepover and- oh, right.

"Look, dad, before we-"

"I saw you on the news, Gwendolyne." She flinched. Ouch, full name? That was reserved for the worst offenses, "Can you just...could you imagine what that was like? Looking up at the bigscreens and seeing your daughter... _cavorting_ with a dangerous vigilante?"

"We weren't...cavorting, dad." She crossed her arms and looked away, her cheeks heated red. She suddenly felt like a kid again, arguing with her dad about her wanting a drumset instead of something more 'sensible', "And hey, you don't see me making (too much of a) big fuss with you screwing Jess. Don't I get the same benefit?" she asked, making sure to add a little judgement in her tone.

Judging by her dad's unimpressed stare it didn't work. Well, that wasn't a surprise; 30 years on the force and 20 being a dad tended to do that, "That's not the same thing, Gwendolyne, and you know it," he said. It was the same tone every parent used whenever they went for 'because I say so', "Jess isn't out there risking her life or doing even half the things Spider-Man is. How well do you know him, really?"

"You know who he is, dad. He's Peter...you know, my best friend?" Her voice had taken on a harder edge despite her best efforts. She hated arguing with him, especially cause she almost never won.

"Is he?" He countered, "I remember a lot of things about Peter, but they certainly don't involve Spider-Man or half the things he gets up to."

"Don't believe everything you see on the news, pops. You already fucked up like that before." A painful silence settled over them at her words and Gwen gave a pained look. She'd gone too far, "...Look, I didn't mean it like that. It's just..." She sighed, "God, I know Peter's not perfect, but fuck neither am I, right? I'm not some fragile doll you guys have to watch out for, you know?"

"I...I know that, Gwennie." He let out a tired breath. At least he wasn't using her full name anymore, that was something, "But this...you getting into a relationship with someone like him, as your dad I don't have to tell you why I'm not exactly happy, do I?"

"No, dad." She mussed up her hair and clicked her tongue, "Look, if it makes you happy me and Peter...we don't exactly know where we stand just yet, alright? I mean we kissed and all, but we were having a moment and...well, it's not as simple as 'yes or no' given everything that's happened. I promise I'll give you a heads up if anything happens, but just let me deal with this, alright?"

"...I guess." He sighed, "...You know, I'm getting too old for this nonsense. Superpowers and people coming back from the dead, all beyond my time."

"Yeah, I'll believe that as soon as you do." She gave him a quick embrace, the gesture doing a lot to relax her, "...Look, I'm sure you and Jess still have a case, so I'll see you later, alright? We can go to a cafe or something later, but right now I just need to crash and...think."

The two of them said their goodbyes before Gwen trudged to her shared room with Betty, practically crashing on top of the bed and jolting Murderface out of his place on the blanket, "Sorry, kit-cat." She turned around and stared at the ceiling, Murderface stalking over to her side before settling back asleep. Like PineCone he didn't have a single fuck to give at the best of times.

The tired Superhero pulled out her phone and stared at the speed-dial. They'd both agreed not to call one another at least until tomorrow, but damn it she didn't know if she could wait that long, "...Hope you're having better luck than I am, Pete." She turned to the side and closed her eyes, letting Murderface's purring lull her into an uneasy sleep.

* * *

Fighting in a cage for the amusement of others. Sometimes Peter wondered what was wrong with him if this was his idea of downtime.

Most of the fighting rings around the city had a sense of rules and regulation, if only for the sake of pragmatism. It was hard to keep a low-profile when people died and getting rid of bodies was annoying and complicated with the new cameras planted everywhere. That and a beaten man came back for more, either to regain his pride or to try and get back some of the money he'd lost. Dead men weren't good for anything except causing a stench.

Not this place, though.

"Kill 'im! Stab 'is foocking eye out!" An Irishman from the crowd screamed, the people around him screaming and cheering in agreement.

The name of the club was Underworld, or at least that's what it was the last time he'd checked. The owner tended to change the name as soon as she was bored or the cops started sniffing too much. The fighting ring in the back was probably the worst in the city: No rules, no standards and the only definition for a win was making sure you were the last one standing. Didn't matter how you did it, though at the very least guns weren't allowed; couldn't even pretend to be fair if you had that, after all.

Peter was on the Deathwish list: 5-on-1 odds, any weapons allowed, and the crowd had free reign to make fun of his mother. Apparently he'd been the first to take the damn thing in months. Only for the best or the stupidest, the bookie'd said. Right now he couldn't tell which he was.

The thin Negro with the shiv came at him first, his swings erratic and wide. A junkie by the looks of him; his eyes were bloodshot and his veins were practically pulsing out of his skin with every move and arc he made. Signed up for some easy money most likely, "Not today, pally." Peter grabbed his outstretched arm and twisted, the junkie giving a pained scream before he slammed him to the floor hard enough to knock him unconscious.

He eyed the weapons on the rest of the contestants: A broken bottle, two crowbars and a folding chair. Not exactly the best, but it wasn't like anyone came here to be rich, "Who's next?" He spat out a small amount of blood and waited for them to come closer.

They all looked at one another before they all suddenly charged, some a bit faster than others, _'Gotta make a show of it...'_ He dodged the crowbars easily enough, but the edges of the jagged bottle slashed across his bare chest before he felt the chair smack onto his left shoulder, _'Should've picked the other arm, pal.'_ He ran up the wall to put some distance between them before he jumped, smashing his fist against the chair-using punk's face with a dull crack as he landed.

That's what this all was: A show, an attempt to 'relax' because he couldn't just go for a drink or spend time with friends like a normal person. A part of him liked to think it was training, that maybe one day it'd help him if he ever got into a tussle if and when the Spider-God decided it wanted to stop being his patron, but he knew it was a white lie. Maybe he was just insane...

The two with the crowbars fell, leaving the Chinaman with the bottle for last. It only took him a second to decide to forgo the makeshift weapon altogether and jump at him, latching onto his back like a damn tick. Peter grimaced and grabbed his wiry arms; powers or no the bastard had a tight grip, and it was enough to make him wonder if he might have lost if he didn't end it soon.

Peter backed up and slammed him against the wall of the cage, the linked metals rattling with every hit. Once, twice, three times...his grip finally loosened when he hit the cage a fourth time, _'Finally.'_ Peter turned around and smashed the smaller man's head against the chains, leaving a trail of blood and snot on the way down. He didn't expect him to last past the second hit.

 _'Ah...damn it...'_ He traced a hand through the cuts on his chest and he grimaced. The wounds were deliberate, but that wasn't much relief for the parts of his body that had to suffer for it. He pressed his both arms and his head against the cage and panted. The place smelled repugnant; a mix of blood, sweat, vomit and the alcohol they sprayed everywhere pathetically to try and mask it all. It didn't help.

And when he closed his eyes he heard every voice in the crowd: Every cheer, every boo, every insult and curse. Another one of his new gifts from the Spider-God, one he'd had mixed luck trying to turn off. It made sleeping without noise-cancelling headphones a nightmare, especially in a place like Hell's Kitchen.

"...Who else wants to try their luck?" He yelled, voice barely carrying through the crowd. Already the 5 unconscious bodies were being dragged out, money exchanging hands either with the bookie or with one another in the crowd. This was his fourth run, and at this point even the skeptics were starting to regret placing their bets on the quantity over quality. 20 people down and he was still standing...like the start of a bad penny dreadful.

He'd never been here before, at least not as a competitor. He'd scoped the place out already, checked to see if the place was on the up-and-up as far as street standards went. It wasn't, not by a longshot, but shutting it down was pointless. Near as he could tell there weren't any slaves here; everyone that got into the ring did it because they wanted to. If they were going in the grave then they'd dug their own hole, and he wasn't going to go out of his way to stop them. They'd just find some other way to kill themselves if if he did.

Surprisingly, the people in the crowd seemed to have finally caught some sense. The cheering had stopped and most of them looked at one another, goading their neighbor to try the luck and getting their jaw smashed against the cage.

No one did.

 _'...That's it?'_ He scoffed and made his way to his discarded shirt. He'd expected more from a place even Bullseye told him he should watch his back for, but he shouldn't have been surprised - The gutters were the gutters, little matter how much someone tried to dress it up as being worse than the others. Oh well, at least Father Martin would be happy; he'd earned a good purse from 4 consecutive matches-

"I'll try it."

...He knew that voice.

Turning around, Peter scowled at the sight of the silver haired singer entering the ring, her face bare save a thin black mask that did little to hide her features, "Hardy..." He tossed the shirt back and wiped away the last traces of blood on his lips. The popstar stuck out like a sore thumb in her designer jacket and leather pants, and the heels of her fancy boots were distinct to the other stomps and hoofs of everyone else in the crowd. All in all she couldn't have looked more out of place if she tried, but the confident smile on her face was definitely sincere.

No words were exchanged. No hello's, no explanations or a 'how the hell did you find me?'. Instead she charged forward and delivered a wide sweeping kick aimed for his head that he blocked with his uninjured hand, _'She gave me that one.'_ He stepped back and shook his arm, the cheering of the crowd and the exchange of money starting up again. A new challenger on the ring, another chance for him to lose his new spot.

The next two punches were fast, though not enough for him to avoid grabbing her outstretched arm and twist it behind her back, "How did you find me?" He whispered into her ear, voice rough. Her only response was another cocky smile before he slammed her into the walls of the cage, "Did you come here just to pick a fight, Hardy?" He could hear more people in the crowd booing, rooting for the new underdog, "I'm not in the mood."

"You never are, Spider." His spider-sense rung right before she swung her head back and hit him right in the nose. Peter stumbled back while Felicia ran up the wall, flipping over him gracefully before landing on his shoulders, her legs wrapped around his neck in a vice-grip, "It took some effort to find you, but you're not as subtle as you think when people know what to look for." She tightened her stranglehold on his throat, "Next time, answer your phone."

"I was busy..." He backed up and slammed her against the cage, Hardy giving a grunt of pain before she jumped off, "And last I checked, we weren't supposed to meet for at least a couple more days..." Peter rubbed his neck and winced. He definitely needed to stop taking hits near his head.

"What can I say, I got worried after your little show with you-know-who." She rose up to her full height and goaded him forward with two fingers, "Any explanation for that, by the by?"

He didn't answer. Instead he focused on the fight, on countering her blows and giving some of his own. Powers or no Hardy wasn't an easy opponent to fight against:Every move was graceful and measured, so much so that he almost forgot she'd taught herself how to fight rather than studying under someone more experienced. Revenge was as good a motivator as any, he supposed, and the results spoke for themselves.

And that was before she pulled out the whip.

Peter grabbed onto the tight leather coiled around his neck and grit his teeth, falling on his knees while Felicia said something behind him that he couldn't make out. He heard a few more vulgar cheers from the crowd about horse riding, but he ignored it. At least the thing wasn't made of fiber wire like it usually was, _'Enough's enough.'_ He was done playing games.

Sucking in a pained breath, he grabbed at the main body of the whip and pulled, ripping it out of Felicia's grip. Without missing a beat he untangled the whip from his neck before he twisted it around and smacked the handle against the side of her jaw, "...Ow." She glared up at him, but it quickly turned into a smile even when he all but tackled her to the ground, one hand around her neck while the other was raised into a fist.

They stared at one another in silence - or at least as much as they could with the cheers and boos of the crowd made - before she raised her hands and laughed, "...Alright, Spider, you win."

"...Right."

Some of the crowd cheered, most of them booed, but the Bookie was practically grinning when he handed the fat envelope full of bills to him along with an invitation to come back whenever he wanted...yeah, like he'd ever come back to this place. He had no idea what the hell he was thinking going to a place like this for, especially given that someone like Hardy could find him so easily.

They were out of the building and in the alley before she spoke, "...For a second I thought you were going to kill me back there," she said, her voice teasing.

"I don't kill people for being annoying." He took out five painkillers and swallowed them whole, Felicia giving the drugs a skeptical look before she shook her head, "...Look, why are you here? You obviously went through a lot of trouble to find me, and you even put on a show back there entering the ring. What was the point of that?" He took out two cigarettes and offered one to her.

"I could ask you the same, Spider." She took the offered coffin nail and let him light it with a quick flick of the lighter, "Those people inside, you could have taken them down easily and yet you go on a charade and let yourself get hurt. Those wounds..." She traced a hand through his long-sleeved shirt, fingertips grazing the fresh cuts lightly, "Not even a bandage. Are you a masochist or something?"

"Not even in your dreams, Hardy." He slapped her hand away lightly and leaned against the wall, "Look, you came here for something. Spill it."

"Alright, if you insist." She took a slight inhale of the coffin nail and blew it upwards, her movements precise, "Spider, anyone with a pair of eyes and ears knows about what happened a few hours ago. You and Spider-Woman...people are calling out for your blood, you know. Jealousy or spite, I can only assume."

"Half this city already hates me, what's your point?"

"Alright, to continue then: What's the deal with you two? And don't tell me 'it's complicated' or I'll shove that entire pack of cigarettes down your throat." She smiled sweetly at him.

"...It's complicated." He gave her a wry smile of his own and took another drag of the cigarette, "Look, we kissed. It wasn't like we declared our love for one another or made wedding vows. Pretty soon no one but the tabloids are gonna care about a couple of freaks in masks swapping cash." She gave him a raised eyebrow and he sighed, "Means exchanging kisses." God, what was with the language in this place?

"I'm less interested in _what_ you did as to _why_ you did it." She threw away the half-spent cigarette and ground it under her boot, "I insinuated before, but how much control does Spider-Woman have over you? Does she-"

"She doesn't know about our plans for the warehouse and for Murdock. Trust me, no amount of favors would make her agree to kill someone in anything other than self-defense." He sighed, the plume of smoke coming out in a thick wave, "If that's all you're worried about, then you don't have to stay up at night. My lips are sealed, trust me." He traced a hand across his mouth and mimicked a zipping motion, "Capisce?"

"Understood..." She looked down with a slight smirk before looking up again, "So...do you love her?"

...He shouldn't have shared that cigarette with her.

"Why? Jealous?" He gave her a strained smile, but the smirk on her face only widened. She had him and she knew it.

"Just curious is all," she said, shrugging her shoulders in exaggerated casualness, "Last I checked you were trying to court Stacy, and now you're 'swapping cash' with Spider-Woman. What happened to the two of you, by the way? Did it not work out? A shame if it didn't, I quite like her."

"Not exactly..." He took a final drag of the cigarette before following her example and crushing it underfoot, "We're still friends, but a relationship's off the table." Keeping up the lie was annoying, though maybe it was because he wasn't wearing his own mask to compensate, "As for Spider-Woman...like I said, it was just a kiss. We didn't exactly have time to talk considering what happened afterwards..."

"...You know who she is, don't you?" It wasn't a question, not really. Peter narrowed his eyes at her, but she continued on without a care, "You know, I'm curious: Is she as self-righteous without the mask or is she different without it to hide behind?"

"There a point to this, Hardy?" Peter glared. He didn't agree with Gwen about everything - and God knew they'd had their share of arguments - but he wasn't going to take Hardy's bait, "You don't like her, I'm pretty sure the feeling's mutual on her end."

"How I feel about her doesn't matter right now." She scoffed. A half-lie, though that was obvious even without his spider-sense, "I'm more worried about you, Spider. She's changing you." He opened his mouth to give a rebuttal, but she put her hand up to stop him, "I'm not imagining it. You play the part, but if push comes to shove can you still pull that trigger? Can you end someone's life if it means disappointing her?"

"...You're worried I'm going to stop you from killing Murdock because of Spider-Woman." She didn't do anything but tighten her smile, but it was obvious enough that she might as well have been screaming, "Look, Hardy: Ever since I got here Murdock's been using me as a pawn in a chessboard, and I haven't exactly forgotten his pajama brigade cutting my damn hand off. So no, when we find him if you don't wanna kill him then I'll put a bullet in him myself. Are we clear?"

She regarded him quietly before finally letting out a soft laugh, "Fine then. We're clear." She pushed herself off the wall and stuffed her hands into her jacket, "But a word of advice, Spider: Don't let her in too close. She makes a show of caring about everyone, but as soon as she finds something that doesn't fit in her fairytale view of the world she'll turn on you faster than you can blink. Remember that."

"Thanks for the advice, Hardy." He scoffed and pulled out another cigarette, "I'll see you in a couple of days."

"Count on it."

Finding his way back home was almost weirdly simple and undisturbed, though the same couldn't be said for his cellphone. As soon as he'd turned it on he was bombarded by a wave of messages: Bullseye wanting to talk and ask what the hell was going on, Winters badgering him if he could ask 'his pal Spider-Man' for an interview for a special journalist friend of his...and even a single message from Castle that contained nothing but a single phrase: 'You better know what you're doing, kid.'

 _'Why does everyone care so much...?'_ He trudged up the steps to the apartment with a sigh. Did he know what he did with absolute certainty? Definitely not. He'd gotten caught in the heat of the moment, but those kinds of things happened. Now everyone was on his case and acting like the two were bolted at the damn hip or something. They were still themselves, this wasn't a damn fairy tale where true love's kiss changed the world - Crime was still happening, Peter was still Spider-Man, Gwen was still Spider-Woman and nothing changed...

 _"I love Gwen, Harry! How could you do this to me!?"_

"Shut up..." He opened the door to his apartment and wasn't even surprised to find Lana sleeping on the couch, arms and legs splayed about while she snored softly, "Least the Storms are gone..." He grabbed a blanket from the cabinet and draped it over her, causing her to snort and blink her eyes open blearily.

"...Huh? Wuzza...Pete?" At his nod she sat up, rubbing her eyes lazily before looking up at him, eyelids half-closed, "Hey...didn't think you'd be back..." Her gaze drifted from to the dried blood and slowly forming bruise at the right side of his lip, "Shit, that looks nasty."

"Worse than it looks." He sat down next to her with a sigh, looking up at the ceiling blankly, "So...you saw the news?" Maybe he'd be lucky and she was asleep the entire afternoon or something.

"You mean you and your girlfriend making out on in the middle of town? No, of course not. Totally didn't see it." She grinned up at him, completely ignoring the annoyed glare he gave her, "Trust me, it was the highlight of the day. Taking down two gangbangers holding some celebrity hostage isn't as interesting as you'd think; shit, I think those guys were going to pay us to take him back cause Johnny was so annoying."

"So he's alright?"

"Yeah, yeah. Took the two teenyboppers to the hospital and gave em back to their manager. They're in safe hands." She waved a hand through the air lazily, "Sue even exchanged numbers. Dunno, guess the Princess thinks this makes us friends or something."

"Considering how we met, that's par for the course..." He let out a soft laugh, "So...not gonna ask? Everyone else has been getting on my case lately. Hell, I half expect Moon Knight to barge in here screaming something about a prophesied joining of two totems or whatever."

"Nah." She punched him in the shoulder lightly and whistled, "Always figured you two were together and you were just denying it cause everyone else you know except Moon Knight hates her guts." She shrugged, "Me? I'm cool with it. I mean she's not exactly my 'favorite Superhero evar!' like just about everyone else in this fucking city, but I can't help but think she'll be good for you, you know? Maybe he'll make you less of an ass."

"That's something you need more than me, Lana." He rolled his eyes. Maybe Gwen should go out with her instead; maybe she could do something about that potty mouth of hers...then again given Gwen's own lack of a filter, maybe not, "Anyway, we're not going out."

"Yeah, sure you're not." '

"She and I kissed, Lana. Last I checked that didn't mean much, or was I mistaken and the one you gave me means we're now engaged?"

"Don't be an ass." She slapped his shoulder lightly, a slight tinge of red in her cheeks coming and going, "Look, Pete, I'm telling you as your friend: Don't fuck this up, you hear me? Trust me, I went out with someone once and that shit cuts fucking deep. First breakups are hard."

"What makes you think I haven't been in a relationship before?" Thoughts of Felicia from back home came and went before he shook his head. That wasn't a relationship; that was sex, pure and simple.

"You saying you have?" She curled her lips in a wide smirk and leaned back on the seat when he didn't answer, "So yeah, don't fuck this up. Cause I don't want to come here and see you crying in your bed and listening to Linkin Park while cutting your wrists...trust me, I've seen friends go through that and it's not as funny as those movies make you think. Mostly it's kind of sad, then it gets annoying."

"...You just want something to hold over me, don't you?"

"Oh yeah, no doubt." She laughed shamelessly and spread her arms on the cushion, "Trust me, I'm already thinking of ways I can use this. Here's one: You walked right into her parlor, huh?"

"...Go to sleep, Lana. I'll see you in the morning." He stood up and ruffled her hair - she hated it when he did that - and walked into his room, not even surprised to find Dog (he really needed to come up with a name for the guy) curled close to his pillow, "God, it's been a long day. " He shucked off his boots and practically collapsed on top of the bed, looking at the cellphone one last time. He and Gwen had agreed not to call one another until at least tomorrow, but he was halfway expecting her to break that rule.

"Hope you're having better luck than I am, Gwen..." He placed the phone on the table and lied on his side, letting Dog's soft breaths lull him into an uneasy sleep.

* * *

 **And done. Nothing much happened - particularly on Noir's end - but whatever: At least we can get to the PGH arc now - I was tempted to split it in two, but I didn't want to extend this beyond the minimum. So yeah, both of the Spiders are mostly unsure and have no clue on what to do, especially with everyone around them being a judgmental hardass and telling them that the other's no good for them.**

 **Anyway, this chapter went through some changes: Gwen's segments are pretty much the same, but Noir's went through some shifts - We got Felicia instead of Bullseye, Peter was actually supposed to fight Matt Murdock in the fight club (took out for possible later use) and - probably the biggest one - I considered the idea that Noir kissed Gwen to deceive her and keep her in the dark about his plans with Felicia and the others. I took that out because I can't see Noir being that big of a wad, even if he does have his arguments with Gwen, so now they're both equally conflicted.**

 **Questions:**

 **So I'm curious, how many of you guys think this pairing can actually work and not end in a hilariously dramatic break-up meltdown? I have my doubts, but considering I never thought I'd write a chapter like this in the fic it shows how much I know...**

 **A more serious query: Similar to the question on 616 Peter, do you guys think this story would've been better with the actual canon Noir? By that I mean none of this memory seep bleeding effect BS, so he'd just be purely Spider-Man Noir and have absolutely no ties to Earth-65: No memories, no Lizard serum infection, nothing at all related to Earth-65 besides sharing the same face and genetic structure; you know, the same dead 65-Gwen deals with whenever she jumps to 616.**

 **Review answers:**

 **Dragonskyt - As you can see in this chapter, Captain Stacy is not cool with Peter making out with his daughter :P Also, Felicia's not jealous; she's just justifiably wary about what Gwen will do if she catches on that they're planning to kill Murdock. Lastly, for the Love/Hate being two sides of the same coin? Good in theory, not so much execution, unless Noir also secretly loves Matt and Octavius. We'll see where it does.**

 **Nerdman3000 - There's nothing she can do. Even at their absolute thinnest the webshooters would still block where he ejects the biological webbing, so unless she can modify it to shoot from the fingers like Silk's own organic webbing there's no going for him having both. Besides, I don't want him web-swinging too much.**

 **Persin - She's still 28. LG-Cindy mentions spending 'nearly a decade' in the bunker, and add up the months she spent captured and kept prisoner and she should be about her canon age now. So yeah, still awkward considering Noir's 18 and about a decade younger than she is.**

 **Orik's Gaming - Good to see another SG comic reader, and I'm happy I influenced you even a little to checking it out sooner ;) With regards to 65-Peter, yeah, he's definitely an ass, but I gotta ask: What made you ship the two leads together? I mean they've had their moments, but I can't be the only one who remembers when Gwen lost her temper and busted Peter's lip open or when he admits he would've shot her but he was out of bullets. Wouldn't those seem like dealbreakers?**

 **Cloudstrel - There will be a few that get fleshed out, but many villains are just arc-based. As for the pairing, I think they'd still have character development regardless given that they're still protagonists no matter what happens.**

 **Highlord (Hope you get this somehow) - Long review, nice :) Anyway, I've actually seen that argument for the Marvel Cinematic Universe: The Avengers were shown high up in a glitzy tower having a fancy party while DD's down in the streets getting dirty, meaning he was _more_ a hero. I can see the argument here, but I would have to at least partially disagree: The Avengers affect things on the wide scale while DD and Luke Cage do so on a small scale, both are important in their own way. **

**Same deal here. Cap may be an agent of SHIELD, but she's saving lives and nations in her own way while Noir and Gwen do their own thing. Is a soldier somehow less important than a police officer? Different roles, but they play their roles their own way; saving those slaves won't matter much if Red Skull nukes New York. And while I can agree that Gwen's blind adherence to the system is bullshit, I also blame mostly the system for that for being unable to keep the criminals they're supposed to contain locked up.**

 **As for the canon Marvel heroes - Spidey especially - not always. While some heroes are squeaky clean advertisements, 616 suffers so much needless abuse by the people he's trying to save that I don't think he's doing it to favor anyone. Probably the worst case is when Electro - a _mass murderer_ \- makes some cliche occupy Wall Street speeches and the populace side with him over Spider-Man, to the point that they _attack_ Peter even though he's trying his best to help them. The Marvel citizens are such dicks that I applaud the heroes for continuing to save their ungrateful asses, rich or poor. **

**Vaughnilla - As the chapter indicates, neither of them are sure what the kiss means and they're unlikely to find an answer for that soon.**

 **The Spiral Hunt - Whether he bodysnatched or not is dependent on how you see the transference. As for the resemblance? Just claim to be a cousin or something. Ben and May would back them up and people's rationality - because people normally don't come back from the dead - will do the rest. Though Glory's watching him now...**


	49. Lizards and Spiders and Goblins, Oh My

**This took a bit longer than usual, but I've been on a Star Wars binge. The old KOTOR games, the Force Unleashed duology and a planned subscription to the Old Republic when I can scrounge the cash. While I don't like the simplistic black and white morality and cheap redemption, I can't deny there's something cathartic in a nerdy way about swinging dual lightsabers like a boss :P**

 **Also, read through Spider-Gwen issue 19 and wow: A _lot_ of things happened, and some things confirmed that I liked: Norman Osborn is a flawed but ultimately well-meaning man who sincerely _begs_ Gwen to help his son; Harry's still infected; Eddie Brock is now _Elsa_ Brock, a female scientist who helped create the Venom symbiote; 65-Cindy's reasearch was the catalyst of Connors and 65-Peter managing to create the serum, and (most interestingly) Venom's apparently made out of a mixture of of the radiation Gwen got and the Lizard serum 65-Peter infected himself with. Brock even comments that Venom would kill anyone else but leave Gwen intact and the relationship would be symbiotic due to her unique circumstances.**

 **All in a _really_ solid chapter and with plot points I'm definitely planning to include in this arc and the next. Especially since this means that Noir, Harry _and_ Gwen are technically infected with the serum, and the possibility that Venom might be capable of symbiosis with any three of them given the radiation treatment if push came to shove. Also like the idea that the Lizard serum is tightly tied into Gwen's own spider powers (Cindy Moon created both, technically), which I could definitely use for the fic as well given how tied the two protags are to one another. **

* * *

4 more days and nothing changed. Story of his life at this point...

Peter turned around on the bed and stared up at the ceiling blankly. The sun still wasn't out, though it shouldn't have been much longer at this point. At his side he heard Dog breathing softly, the pug's body lying nearly still close to the pillow, _'Surprised he hasn't gone back to its owner yet...'_ He petted his fur softly. He wasn't an idiot; Dog was too well-trained, too used to civilized living for a stray from the streets.

The raid at the warehouse went badly. Murdock was expecting them; his ninjas weren't there, only a busload of gangsters and ex-cons doing some heavy lifting for a few smuggled drugs. It was small-time: LSD, a few painkillers, nothing you couldn't get out of the back of a pawnshop. Either they made a mistake or - more likely - Murdock moved the real shipments and left it there was a consolation prize. The police arriving just when they'd knocked out every two-bit hood was also more than a little convenient.

Felicia was in a bad mood, as expected. She blamed him, he could tell; though it was more out of lack of anything else to do than any genuine thought that he'd betrayed her. Either way they'd made plans to find something else to do now that this plan was down the gutters.

The phone vibrating on the table jolted out of his thoughts, _'What now?'_ He sat up and picked up the mobile device, his annoyance dissipating at the sight of Cindy's name on the screen. The two of them kept in contact ever since they'd been taken by the spooks, though it was fragmented at best given their schedules. He was busy doing whatever it was the others needed at the time while she was 'training' with them; apparently she'd gotten an invite from Stars-and-Stripes to join their little charity group and she'd accepted.

He didn't blame her. Better to have someone watching your back than being blind and deaf; even he'd taken that deal from him, after all. Smiling to himself wryly, he tapped the screen and placed the phone next to his ear, "Yeah, Supergirl?"

"Hey, Pete," Cindy said, a slight hint of annoyance at the nickname. Peter could hear what sounded like hits against a punching bag in the background, "What's up? ...Didn't wake you, did I?"

"Nah, I never sleep, you know that." He swung his legs over the edge of the bed and stood, Dog stirring from his sleep behind him, "What's going on? Why the sudden call? Something happen?" There never was any time he asked, but it never hurt to be cautious. The spooks might have been housing him, but he was paying rent. They sure as hell weren't doing it out of the goodness of their hearts.

"Yes, the same that's happened the last 5 times you asked: I'm freaking bored." She let out a long, drawn out sigh. She always had a flair for the dramatic, at least from what he'd seen of her so far, "Every day it's training, training and guess what? More training!" She groaned and she heard the sound of something being smacked, "Even now. The guys here are obsessed with testing the 'upper limits of my strength threshold', which pretty much means I get to punch sandbags and lift weights all day. What was that saying about knuckles bleeding?"

"Dunno. I'm not from here, remember?" He grabbed a pair of cargo pants from the closet followed by a pair of boots, "And hey, you were the one who wanted to be a Superhero. There's a reason I'm not in that facility with you."

"You're just jealous you didn't get an invite," she teased, causing Peter to roll his eyes. She'd definitely been cheerier ever since they'd gotten out of that facility, "But man, it's _boring_ here. There's no TV, the food sucks and most of the instructors keep trying to one-up me cause the regular exercises don't really do anything. It reminds me of being back in my bunker." A hint of bitterness seeped into her tone before she brushed it off with a laugh, "Nah, nevermind. Least I had DVD's down there. Here I got nothin' 'cept the PA announcements. I swear I hear em in my sleep."

"Buck up, Supergirl. It'll all be worth it." Absolute horsefeathers, but let it never be said he couldn't lie to be supportive. Who knew, maybe she'd find some satisfaction in staying in this Madhouse(?); he certainly hoped she got a better go of it than he did.

That and since she didn't have television she was probably one of the few people he knew that didn't know about what happened with Gwen 4 days ago. Made talking with her much simpler, at least.

"Yeah, thanks..." He heard a soft breath and a mumbled word he could barely make out that sounded like words of encouragement to herself, "Hey, Pete?" The sounds of the sandbag being hit abruptly stopped and another soft breath followed, "I...well, I'd like to ask a favor."

"Go ahead." He adjusted the phone's place on his ear as he put on the dark shirt. Whatever it was she wanted it wasn't like he could say no - She'd saved him twice now; if she asked him to rip off his arm it would've been rude of him to say no...besides, he'd probably get it back given the poison in his system.

"Well, I'll be out of here in a few days. The testing's gonna be done soon and they gave me leave to do whatever I want for the most part, so.." She clicked her tongue and muttered another encouragement under her breath, "Well, I thought about visting my family in this world. You know...mom, dad, little brother?"

"...Your family?" One hand paused midway through the long sleeves, "Cindy..."

"I know they're _not_ my family, not really. It's just..." She paused, trying to find the words, "Look, I asked around. My evil twin, she...well, she abandoned them. Years ago she just stopped talking to them - Screened their calls, didn't reply to their letters, the works. They have no clue she's a terrorist leader, and well...I figured that I could at least talk to them. I can't take her place, but it's...it's something."

"What are you looking for here, Cin?" He finished putting on the shirt and sat back down on the bed. Peter didn't like the hopefulness in her tone; too easy to smack down and crush underfoot. He knew that the hard way, "Look, I'm in the same boat you are, but they're...are you sure you wanna do this? I'll be with you if you want me to be, but what if it doesn't go the way you wanted? What if-"

"I can't waste time with what-if's," she said, her voice taking on a harder edge, "Look, I get what you're saying. Maybe I'm just fooling myself, maybe it's gonna go badly, but I want to at least _try_ , you know? Nearly a decade in that bunker and all I could think about was mom, dad and Albert. My evil twin left them, but I wanna...fuck, I'm not good with this emotional crap, you know?"

"Don't worry...I get it." He traced a hand through his covered right elbow, fingertips grazing the scar that didn't belong to him, "Like I said, I'll be there. Don't know how much help I'll be, but I guess we'll see, huh?"

"Thanks, Pete." She let out a relieved breath and the sounds of smacking continued, "Well, that's all I needed. Gotta get back to training; Bobby's giving me the stink-eye and I don't want to mess with S.H.I.E.L.D's very own Mockingjay, you know? See ya around."

"Yeah..." He lowered the phone and stared at the now-blank screen. It wasn't that he didn't understand what Cindy felt, but this...what was it that she wanted? Despite her words he couldn't help but think that finding replacements was exactly what she was trying to do; finding a way to make up for the decade she'd spent trapped in that bunker because of that old man Ezekiel.

Did she even want to go home? Did he?

Shaking his head, Peter stood up and made his way to the living room. Lana was asleep on the couch as expected, her head peeking through the blankets, _'She spends too much time here...'_ Peter looked at the clock and made his way to the stove. School wouldn't start for another hour or two, but he didn't want her to go hungry. Some eggs and slices of toast would suffice, right?

He cracked the eggs over the pan and let the sound of the sizzling relax him. Lana'd been staying over for the past few...well, she'd been doing it for a while now, actually. At first he thought she was doing it to try and spend some time with someone who understood what she'd been through. After all, how could she tell her (practically narcoleptic, according to her) grandmother or her friends about what happened to Carter? They'd think she was insane.

Still, it was getting beyond that. She never talked about what happened with Carter, and whenever they did she'd quickly change the subject for one reason or another. Nowadays she seemed to vent on everything but what happened: Her friends asking questions about where she went after school, struggles in dealing with other students, the insults or (even worse) false sympathy she got when people heard her mother was in the hospital ostensibly cause she got beaten by one of her Johns...

Either way, it didn't look good having a kid like her stay so much in a place like this, especially with someone like him living here: Someone who came back every night covered in blood and smelling like he'd been through the trenches...

 _'Then again, it's not anything she hasn't seen before...'_ Peter looked back at her with a slight frown. She was stirring, likely smelling the food; it was pretty much the only thing here that didn't smell like rust and grime, _'...I shouldn't be taking care of a kid.'_ He put two slices of bread on the toaster and sighed. She'd probably complain to high hell if he even implied that he was looking after her in any way, but either way it wasn't healthy for someone like her to ditch her home in favor of sleeping on a grungy couch every night.

He was so mired in his thoughts that even his new gifts almost missed the soft padding of bare feet from behind him.

"...Get a plate if you wanna eat, kid." He bit back a smile at the soft growl she made, both because she'd (once again) failed to surprise him and because he called her by the nickname she hated. He had to admit, it was oddly humorous seeing her pout and glare at the same time.

He picked up the assorted food and turned back to her. She was sitting on the table half-asleep, one of his shirts and a pair of shorts draped over her loosely. It didn't surprise him any more; it wasn't like she brought a change of clothes over, so wearing some of his clothes was the simplest solution. Still, he couldn't deny how odd it was how quickly they'd settled into a routine or how it was common for him to find her raiding his laundry for (non-bloody) clothes to get her through the night.

"...Pete, you're staring. Something up?" Lana asked, looking up at him worriedly.

"Nah...just got morning jitters, is all." He split the omelette in two and gave her half, sitting on the other side of the small table with an exhausted breath. Felicia was still in a bad mood, Gwen hadn't called (though to be fair he hadn't either...), Bullseye seemed to be avoiding him, Castle was being a passive-aggressive ass and Spector...well, he hadn't changed at all, really. One sign of relief in this hellish week.

They dug into their food (mostly) quietly, Lana making the occasional comment and him giving an automatic response. Same topics as before: School problems, her mom's condition (no change...) and whatever else came to mind. He had to admit it was comforting, all the white noise. With Aunt May and Mary Jane back home they didn't know about his nighttime activities and the only one who did, Felicia, didn't want to see him again after that mess with Ellis Island. And even before that she wasn't exactly much for conversation.

 _"Now, what's the other reason you came here?"_

 _"No reason..."_

 _" **Liar**."_

Peter shook his head and bit back a growl. Even now he had no idea why she did that - Was it just random, all for the sake of slaking the need for sex? It couldn't have been, right? She was the proprietress of the Black Cat; men would've been falling over themselves to have even one night with her if she so much as offered. So why him? Why the 'kid' who was 'Urich's punk'?

And hell, to think he'd deluded himself to thinking it might have been for love...

"...You should get going soon. You need to get ready for school." He looked at the clock. At least an hour left till school started, but she'd need to scoot over to her grandma's place and to get a proper change of clothes and a bath, "...Also, don't forget your homework. I never see you doing any while you're here and it's pretty damn unlikely your school's not passing em out."

"Yeah. Thanks, dad." She rolled her eyes, the gesture not holding any annoyance despite how she made it seem, "It's a pain in the ass having to go back to that old bat's place every morning. It'd probably be better if I just bring my clothes here or something..."

Peter didn't stop chewing, didn't give any indication that her words were anything different from their usual banter. He also did his best not to take note at the almost probing, hopeful way she'd said the words. It was none of his business, "You sure that's a good idea? You're still on thin ice after what happened with your mom..." He didn't look at her. Better he didn't see the frown she tried to hide, "'Sides, I wouldn't want to give your grandmother any ideas. Doesn't she already wonder what you're doing?"

"Probably thinks I'm sleeping over at my boyfriend's place or something. She doesn't exactly have a high opinion of me considering what my mom got up to.." She shrugged, though he didn't miss the slight resentment in her tone. Was it for him or her grandmother? Probably both knowing his luck, "...Ah, you're right. Stupid idea." She picked at her eggs glumly, shoulders and head sagging.

Peter did his best to ignore it.

They finished their meals in an uncomfortable silence and said their goodbyes soon after. Peter watched her go for a few seconds before closing the door with a sigh. Things were too complicated. Back home it was simple; everyone at arm's reach, partnerships were temporary, and _no one_ saw him behind the mask. It wasn't exciting or enjoyable, but it worked. Now he couldn't go more than an hour before someone was calling his phone asking inane questions or - as was more likely - demanding a favor and wanting to use his 'gifts' for their own agenda.

Speaking of which.

"You can come out now. I heard you a while ago."

At first there was nothing, and to anyone else looking in it might have seemed like he'd finally gone insane. Eventually, though, she heard a muffled laugh and a woman came out of his room with her hands held up halfway, "...Alright, I'll bite. How'd you find me?" she asked, a slight smile to her face. Peter took note of her features: Dark hair up to her neck, slightly curved eyes (probably part Slant), slightly pale skin and black jacket, sneakers and pair of jeans.

Still, he didn't miss the heft of the gun holstered at the back of her pants. One of those futuristic lightshow weapons, "You're not as quiet as you think." He pressed his back against the door and crossed his arms. She was young, but he didn't let that curb his suspicion. After all, he just had to look in a mirror to see how ineffective age was when someone was determined to kill themselves, "That and the window creaks. You might as well have just walked in on the front door."

"I considered it, but I didn't want to explain myself to your landlord. Or with your girlfriend there." He didn't reply to her goading. She was trying to lighten the mood, but she was doing a piss-poor job of it, "Right, anyway. I'm pretty sure you already know, but I'm the handler Agent Hill assigned. Daisy Johnson, nice to meet you." She stuck her hand out, the friendly smile still on her face.

Peter looked down at the offered hand before walking past her, grabbing a packet of cigarettes from the cabinet, "So...what's Hill want me to do?" He lit the coffin nail with a flick of the lighter and pocketed the pack. Something told him he'd need it for later.

"Wow, all business, huh?" Guess I was warned." She gave an awkward laugh and stuffed her hands into her pockets, sitting on the couch with her legs crossed, "Alright, let's get down to it: I understand you're investigating a drug called PGH?"

"Investigating's a bit of an overestimation." He opened the window and exhaled a smoky breath, "It's been one of the things on the backburner. Me and a journalist, Norah Winters, we've been trying to figure search on what's up with the thing. So far we've come up with blanks." He clicked his tongue, "Most of the junkies are too addled to do anything or they think it's a myth. Why, what's your gang of spooks want with it?"

"We have reason to believe that PGH - Power Growth Hormone - is actually a derivative of the Lizard Serum." He raised an eyebrow, but kept silent all the same. It didn't change anything as far as he was concerned, "We don't know who exactly's distributing, though. All the digging we've found points to a guy who calls himself 'Lord Ogre', but that's not much to go on. Not sure if it's even legit or everyone's just played too much Continent of Conflict."

"Why do you need me? Sounds like you've got this down pat."

"S.H.I.E.L.D has a lot of things, but connections with junkies and drug pushers isn't one of them. Normally it's below our jurisdiction, and we can't exactly have agents stomping down the streets in full uniform asking addicts if they know anything." She brought a hand through her hair, "That's where you come in. From what I've gathered this is more your forte, and you're already investigating it. Couple that with your immunity and you're perfect fit. We're just here to urge you to bump it up your list of priorities."

"Urge? Why don't you tell it like it is, Sister. You've already got the collar around my neck." He threw the cigarette out the window with a frown.

"Wow, sensing a lot of hostility there." She sighed and stood up, walking till she was right in front of him, "Look, I don't much know what kind of deal you made with agent Hill, but we don't have to at each other's throats, alright? I've seen you on the news; you're not a bad guy, just rough around the edges. I think this'll work better if we cooperate, and I don't mean you any harm." She offered her hand again, "So, what do you say? Friends?"

...She wasn't lying, but the paranoid voice digging into his head didn't let up, "Nice gesture, but I'd prefer to keep things as they are." He ignored her hand against and took out another cigarette, "Nothing against you personally - I can tell you're being genuine - but that branch you're offering is from a pretty tainted tree. Be better if I didn't get involved too much, no offense."

"Tainted tree? You've been waiting to use that one, haven't you?" Despite his words her joking demeanor seemed to be genuine, at least as far as his Spider-Sense is concerned, "Alright, guess I'll put it off for now. Workmates it is," She rummaged through her jacket pocket and pulled out a syringe, "I know you're immune, but you might wanna take a suppresant just in case. Never hurts to be prepared, right?"

"Guess so." He pocketed the syringe, trying to ignore the weight of it on his pocket, "I'll call you if anything comes up."

* * *

He hated nightclubs.

Peter had nothing against them in theory: They reminded him of the speakeasies from back home; a place for people to let their hair down and unwind after a day of stress and hard work. Even before prohibition officially ended he never saw the point of trying to enforce 'virtue' by banning alcohol. There were a lot of other things that the government could've been watching out more for - Murder came to mind almost immediately...

Still, the nightclubs in this madhouse(?) were enough to give him a headache: Strobing lights that would give anyone a seizure, loud, repetitive music that screamed out the same lyrics over and over, and of course the partygoers that couldn't keep their hands to themselves. Even now he could see guys and gals bumping and grinding against one another in the technicolor floor, hands and hips running in tandem like it was some kind of contest. Whatever happened to some smooth jazz and a chanteuse singing on stage? Was this really what got people riled up nowadays?

His 'date' wasn't helping matters.

Sighing, Peter looked across the table and caught Winters' piercing stare, her mouth curled into an incredulous smile at the fact that, yes, he was sitting in a nightclub in full costume with a gun and pair of knives he'd managed to sneak through the bouncer. Staying out in the open dressed as Spider-Man wasn't exactly his preference, but given how popular dressing up like Superheroes were it blended in better than trying to come here without a mask. Even now he could see a huge chunk of the crowd dressed like idiots in bondage...and he counted at least 5 Spider-Women with varying degress of accuracy.

"Gotta say, Mr. Spider-Man, you clean up good." She put a hand on her chin and made a show of looking him up and down, though Peter paid it no mind. She was always like that - Coy and teasing, rare to take anything seriously unless she was dragged kicking and screaming into it. He wouldn't have come here like this if he could help it, but she'd been egging 'Ben Reilly' about needing his help and after what Johnson told him he figured it was the lesser of two evils.

"...What's the plan?" he said, pointedly ignoring her put-off pout. They were a mismatched pair, anyone could see that: A guy dressed like someone who half the city considered some kind of Supervillain and a dame with a dress that blended into the other half of the nightclub; the sane half that didn't pretend to be freaks who could eject webs from their wrists.

"Spoilsport." She leaned across the table, flashing a conspiratorial wink before she grinned, "Alright, well I did some digging on what you said. 'Lord Ogre'; I mean for a second I thought you were playing too much CoC, but I actually got a hit." She pulled out a picture and slid it across to him, "No real name, but he definitely exists. Kind of a mysterious guy, though. No pictures of the man himself, but he has a lot of 'representatives' doing his dirty work."

Peter looked down at the picture and narrowed his eyes. The image was somewhat blurry, but he could definitely make out an older man in a fancy blue suit and far too many rings to be considered practical, "I assume this is one of his 'employees'?"

"Yep. Davik Stern; fancies himself a businessman, but he's more a pimp and general scumbag. You know the type," She took the picture back and stuffed it back into the purse, "Anyway, a little more digging and I found that Mr. Stern here runs this club." She gestured to the dance floor, "Makes sense. Most of the people gyrating their hips there are young, dumb and full of cum. Perfect kind of gullible to offer a high like no other."

"Yeah, well, it's pretty unlikely Stern keeps incriminating papers here. He can't be _that_ stupid." He took a sip of the drink Winters ordered and grimaced. Too sweet, as always. What was with this place and candy alcohol? "So what's your plan? Threaten to bash his face in till he tells us where his boss is hiding?"

"Tempting, but I'll have to pass. I'd rather not get someone comatose, thanks." She leaned back on the chair and crossed one leg over the other, "Look, I checked out the floor plan of this place and the schedules. Stern's out of his office now - probably going to an orgy or something - and his office is up there." She gestured past two suited mooks standing on both sides of a door, "We sneak past and we're gold."

"Right, I'm sure they'll just let us pass if we ask nicely," He said, already noting the positioning of the two. 6 feet apart easily, and the 'door' was nothing more than an arch. Overconfident or just certain that no one would try to move past? Either way it didn't matter.

"Already got that covered." She gestured to the crowd again, "You mingle with the crowd, act drunk and pick a fight. Those two'll be distracted and I can-"

"No."

"Sneak in and look around- Whaddaya mean 'no'?" She looked at him in shock, mouth open and gaping. Always with the dramatics, "No, look, it'll work, trust me! I've done this like a million times. All you gotta do is-"

"Act like an idiot and get tossed outta here. Not happening." He pushed the drink away and clipped the lower half of his mask back on, "Besides, how do you plan to get back down when you're done? Unless you can find the info you need in a minute we're just gonna be wasting our time."

"I got that covered." She winked and tapped the side of her bag, "Got a length of rope here. I'll just go out the window and swing my way down like you and Spider-Woman do. We can meet up back at my place, no sweat." He gave her a silent look and her shoulders sagged, "Come on, just put a little faith, Spidey! Ben trusts me, and you bet your ass he'd do this if I asked."

"I know for a fact he wouldn't." He rolled his eyes. For a journalist she sure couldn't catch on...he tried his best to ignore the little trick Gwen pulled on him a couple of months ago, "I got a better idea. Meet me in the bathrooms, I can get us past them if you keep your mouth shut."

"...Is that some kind of clumsy come-on?" she asked, an eyebrow raised.

"You wish." He scoffed, ignoring her cheeky 'how'd you know!?' as he stood, "Like I said, keep quiet so I can get us past those two bozos...and watch your step."

One trip to the restrooms and a burst of invisibility later and they were walking stiffly between the two bouncers, holding onto one another for dear life. He didn't know the exact mechanics of his new gifts, not all of them, anyway. For all he knew using the damn things shaved a year off his life every time, but if it did then the Spider-God had a lot of explaining to do.

He waited till they were safely up the stairs and the music had shifted to dull thrums through the floor before they separated from one another, "Damn it..." Peter scowled, curling in on himself as his body shivered. In the heat of a fight he might've been able to keep pushing and ignore the feeling of being dipped into the arctic ocean, but right now, standing in the middle of an air-conditioned nightclub, there was little to get his blood pumping and his heart racing.

Winters was no better. Already she was curled near the opposite end of the hall, her teeth clacking from the unnatural cold and throwing him a half-hearted glare, "You know, if you gave me a heads up I would've brought a jacket or something." She brought her hands in front of her face and breathed into her palms, "I mean, holy shit, I just turned invisible. Cool as all hell, but why the fuck does it come with a 'freezing your butt off' condition?"

"Dunno. Ask the one who gave it to me." He stuffed his hands into his pockets, his breaths finally calming. The chill was biting, but they never lasted long. Either that or he'd gotten used to it, "Come on, we don't have time to waste."

"Yeah, yeah...keep your undies on. Just need to get feeling back in my fingers..."

"For God's sake..." He took off his jacket and draped it across her shoulders, "Come on. Don't think we have to worry about noise with all the racket downstairs, but I don't fancy explaining myself to the owner when he comes back."

Winters continued shivering for another minute or so before she finally managed to stand, putting on the oversized jacket like it was a lifeline, "You know what? When we have to leave we're using the rope. I don't give a shit if it's slow, I'm _not_ going through Spider-Man's winter fucking wonderland again if I don't have to." She breathed into her palms again, her shivering lessening with every second that passed, "Deal?"

"Not really."

Stern's room was about what he expected from a nightclub owner: Fancy lights in every color but white, a large aquarium that took up one side of the room, striped tiger rugs on the floor and furniture that looked like it belonged out of a gaudy magazine, "Someone's got a taste for the fancier things in life." Peter raised his head and sniffed, grimacing at the smell of sperm and blood in the air. The two combinations didn't spell good things, especially not with the lavish bed taking up one corner of the room.

"I'll say." Winters approached the bed and touched the fur blankets curiously, eyes widening when a clear substance clung to her fingers as soon as she made contact, "Uh...please tell me that's not-"

"It's semen."

"...You know, a little white lie never hurt anyone." She wiped her hands on a clean part of the bed in disgust and backed away, doing her best to ignore the fancy furniture, "Shit, guess we know why the door was locked." She stuck out her tongue and made a gagging noise at the back of her throat, "So, you take the left side of the room and I take the right? Documents, pictures...anything should be good."

"Right..." He looked around the room and overturned one of the portraits, exposing the safe beneath the painting, "Talk about obvious..." Too big for him to brute force, but at least his new gifts could be good for something. Now all he needed was to-

"So...any chance for an interview when this is done?"Peter looked back at Winters with a slight glare. She was hacking into the computer at the desk, her hands covered by a pair of latex gloves to avoid leaving fingerprints. Still, he didn't miss the slight smile on her face as she continued to type, "Hey, it was just a question," she said, not looking up from the screen, "I'm curious about a few things."

"...Fine. Just don't ask about what happened a few days ago and I don't see a problem."

"Oh, come on!" She finally looked up, fingers stopping mid-type. He could only hope that it didn't interrupt whatever in the hell she was trying to do, "You know that's what I was edging towards!"

"Too bad. Ask Spider-Woman if you want a step-by-step." He pressed one ear against the surface of the safe and concentrated. Now if only he could just-

"People tried, trust me, but she's been really mum on the details." She sighed, "'Sides, I'm with the DB. After all the shit they put her through cause of Jameson's hate boner d'you really think she'd get even 50 feet of me? I might as well be carrying a plague sign around my neck. If I want details then you're my best shot, though a paired interview would be better..." Her voice had taken a more prodding tone.

"...Why do people care so much?" he asked, voice lowering into a snarl despite his best efforts, "Two people kissed, get over it. It's been days already, why haven't people moved on?"

"Can't tell if you're being serious or what, but alright, I'll play ball." She looked back the screen and resumed her typing, "Look outside, Spidey: People _love_ to pry into each other's shit. I do it cause I want to air out all the dirty little secrets people do to their fellow man, others want to see which Karadashian is doing who or if it's true Emma Stone's gonna play the lead in the upcoming Spider-Woman movie. No matter what it is, we just can't mind our own business. Hell, look what we're doing now."

"You mean trying to stop a drug pusher from turning people insane?" He rolled his eyes, "Yeah, big similarity. I'm sure everyone out there wants to do what we're doing right now."

"We're stealing secrets." Her smile widened before she pressed 'Enter' on the keyboard, "And with you two? Just about everyone wants to know what the deal is. I mean people throw riots when some teen heartthrob changes his hairstyle, what more a budding romance between two legit Superheroes? That'll get people salivating for _weeks_ , especially since you and Spider-Woman have been so mum on the details. Everyone's coming up with their own theories."

"Perfect..." It wasn't like he didn't understand the idea of being curious about famous people. Even back home people gossiped about the Hollywood stars and the big names in Broadway, about who was stepping out with who or whether someone was being sabotaged or not. Still, the fervor the people had here bordered on fanaticism. He'd seen religious folk who weren't as determined...

"Doesn't help that you two have a bit of a star-crossed lovers Romeo and Juliet thing going." She clicked on the mouse and frowned at the junk mail, "Think about it: You have the Superhero who most of the city admires, the unsung heroine who kept doing good even when people thought she was guilty. Then we have you, the mysterious and dark vigilante who half the city considers a Supervillain because he runs around with a gun and a pair of knives beating down biker gangs with a chain; some people just eat that shit up. Any wonder why others are curious?"

"...Let's just keep searching."

A simple plan, but sadly Stern seemed a cut above the normal idiots and morons who kept documents locked for anyone to steal. The safe he'd broken into was filled with fake cash and a few passports, but nothing useful that could connect him to being some kind of drug dealer or pawn for a would-be mythological monster. A paranoid man...Peter would've considered it commendable if he wasn't using it for this.

Even the computer Winters hacked to was blank, and the few emails there was were filled with so much double-meaning they would have made those gang of spooks proud: Talks of (non-timed) business meetings, products being taken to the 'designated location' and more letters so vague he might as well have been reading them through a damn fog.

"Well...that's a bust." Winters sighed, removing the gloves with a frown and throwing them back in her purse, "This guy does more doublespeak than George Orwell, and even if I forward everything here that's not going to get me anything. This was was a waste of time..." She stood up and walked next to him with a sigh, looking at the window in frustration, "Come on, let's get out of here before Mr. Stern comes back and-"

"Quiet."

Winters looked at him questioningly, but he ignored her. Something was wrong; the music stopped, and in its place he could hear...growling? "...Something's wrong." He took one of his concealed knives, Winters following his lead and pulling out the stun gun with a surprisingly steady grip, "Something happened downstairs. We need to-"

Spider-sense.

Peter grit his teeth and held onto his forehead with both hands, nearly cutting into his skin with the exposed blade. He could feel Winters holding onto his left shoulder tightly, her words coming in one ear and out the other. He'd been overwhelmed by his Spider-Sense before, but this was...he couldn't describe it. It felt like something was trying to claw it's way out of his skull with a jackhammer.

"It's mine, not yours!"

Just barely he heard the stomping footsteps through the haze, the sounds of growling almost deafening before the wooden door splintered with a powerful crash. Peter saw it coming: A giant lizard, its gaping maw parted open and showing off its jagged teeth. It's must've been what caused the common downstairs, but he didn't have time to dwell on it now. He had to move.

Moving on instinct, he pushed Winters away just before the the lizard barreled into him, smashing them both through the window and down into the alley below. Peter grit his teeth at the feeling of jagged glass rushing through his back, but it was nothing compared to the impact of his body smashing against the unforgiving ground with a 7 foot tall reptile practically straddling him.

His spider-sense blared again and he struggled, dodging the clumsy claw it tried to run through his head before he stabbed the knife at it's eye, _'...Think that just made it angry.'_ He kicked it away with a pained grunt and stood up shakily, his grip on the knife weak. He was losing blood, and his vision was fading, _'Gotta get Winters and get outta this hellhole...'_

He'd barely taken the first two steps into a run before he heard more growling. Three more Lizards emerged at the end of the alley, their mouths covered in a mix of blood and saliva, "...Applesauce." He looked back and found the first monster already recovering, stalking towards him and completely ignoring its bloody eye in favoring of glaring at him, "...Perfect. Just what I needed."

He didn't know if God was looking out for him or he had the luck of the Irish, but a miracle happened. Just when the 4 monstrosities were nearly on him he heard a voice scream out, "Get down!" He didn't have time to question. He fell on his stomach, and not too soon he heard what sounded like a hiss coming from above before the the Lizards surrounding him let out pained growls.

An unnatural quiet settled over the alley before he finally looked up. The lizards were gone, men and women in tattered clothes lying unconscious on the alley in their stead; all of them with syringes digging into their skin,"...That's new." He stood up and hissed at the cuts, holding onto the alley wall for support. Much as he wanted to relax, Winters was still up there with God only knew what else. He had to-

"I'd take it easy if I were you." The same voice from before. Peter looked back and found a hooded young man walking towards him, both hands raised in the air in a calming gesture. He couldn't help but feel a sense of nostalgia at what little he could see of his face from under the gray hoodie, "You fell from the 3rd floor window. It's a miracle you're still standing."

"Thanks for the help, but I need to-"

"Your friend's alright, and so's the rest of the club." He put his hands in the pockets of his jacket, "I tampered with the ventilation system when I saw the Lizards going rampant, and I got got your pal to sit tight." He looked back down at the unconscious people, "They're cured, at least for now; the needle grenade's nasty, but it's nothing permanent." He let out a strained laugh, "Thankfully PGH is so diluted it doesn't bond permanently like the thing it's based on."

"The Lizard serum, you mean." His mystery savior raised an eyebrow, "I'm...familiar with it. You?"

"Same...in all the wrong ways." He shook his head and looked up at him again, "...I think I recognize the mask, or at least the style. You're the Dark Spider, aren't you? The new hero on the block?"

"You could say that." He was tempted to go find Winters again, but whoever the mystery man was he wasn't lying about her and the rest of the club being safe...in fact, he seemed to have a better idea of what was going on compared to him and Norah, "You got a name, stranger?"

He lowered his hood and Peter immediately felt a burst of emotions running through him: Relief, anger, joy, jealousy, resentment and everything in-between. His rescuer took no notice, offering him a hand with a friendly smile on his face.

"Harry Osborn. Nice to meet you."

* * *

Harry was back.

Gwen swung through the night sky in a rush, her thoughts going a mile a minute. Their gig had barely finished before she'd gotten a call from an unknown number and Harry's voice came out of the other end, "Go to the The Supernova. I need your help," he'd said, and precisely fuck all else before he'd cut the call. She distinctly remembered gaping at her phone like a fish before taking off, not even bothering to say anything more than a 'gotta go' to the rest of the band.

Hey, at least she didn't skip out in the _middle_ of the gig this time...

 **'Other seems anxious.** **Is something wrong? Does the Other need help?** **'** Webster asked. She noticed that it was getting better at language, though it still refused to stop calling her 'Other'.

 _'It's nothing dangerous, Webster._ ' Or at least she hoped it wasn't. The last time she and Harry met it wasn't under the best of circumstances, and truth be told even after that she'd lost hope of ever seeing Harry again after the third month of no contact. She still thought about him, still hoped that he was alright and that things would get better, but after everything that happened and the fuckload of problems with Peter...

She shook her head. None of it mattered now. He was back...or someone was tricking her to lure her into a trap. She hoped it was the former.

She found the club easily enough, though it wasn't what she expected. Even now she could see people running through the exits, most of them jabbing at their phones frantically or huddled into groups, "Shit, looks like something happened." She ducked into the alley before anyone could see her and clicked her tongue. Was it a trap? Did someone try to lure her here? Maybe she should have-

"...Gw- Spider-Woman?"

-waited before jumping to conclusions.

Turning around to the source of the voice, Gwen felt butterflies exploding on her stomach at the sight of Harry standing behind her, an uncertain smile on his face like there was nothing wrong, "...Harry?" Her hands balled into fists. He looked...healthy, though his clothes were kind of shabby looking. Still, he was alive and standing right in front of her. She didn't know whether to pull him into a tight embrace or punch his lights out for not contacting her for nearly half a year.

She settled on doing both.

Harry barely took two steps towards her before she punched him right in the jaw, making him stumble back before she pulled him into a tight hug, "You...have a _lot_ of explaining to do, you bastard." She shook her head and took a shaky breath, Harry awkwardly reciprocating the embrace and wrapping his arms around her back with an uncomfortable laugh, "Nearly 6 months, Harry. Nearly 6 months before you-"

"I know." He separated from her, a pained look on his face, "Look, everything that's happened...it's a fucking mess, alright? I've been trying to fix things, but..." He sighed, "I wanted to call sooner, but after what happened last time I kept putting it off. I mean, what was I supposed to say, you know? I thought-"

"As touching as this is, not all of us know what's going on."

Gwen jumped and raised her fists before she saw it was Peter doing his usual creeper routine, his arms crossed and leaning with his back pressed against the wall, "...You're...You're here, too?" She looked between them, any further words refusing to come out. She'd gotten used to a lot of bullshit, but seeing both of her best friends skulking in some dark alley after god knows what happened in the club was really stretching her breaking point, "How the fu-"

"Yeah, I ran into Dark Spider in the middle of...all of this," Harry said,

"You mean another new outbreak of Lizards." Peter scoffed, "Osborn here seems to know more about it than either of us and who you are under the mask." He stepped off the wall and walked closer to them, "You trust him?" He gave Harry a look, the suspicious glare obvious even through the dark cloth covering his face.

She looked at Harry and made a stiff smile under her mask, "...With my life." Cliche, but it got her point across.

"...Good enough for me."

Right at that moment she wanted to take her words back, if only to prevent what happened next. Without warning Peter pulled his mask back and exposed his face. His hair was messy and matted with blood, a few cuts on his cheeks, but right at that moment she couldn't find it in herself to worry about that. Gwen's attention snapped to Harry and she found him looking at Peter with a wide-eyed gaze, his mouth parted open in shock.

"...Are you-"

"That remains to be seen, though if you trust Gwen I apparently came back from the dead." He gave them both a wry smile and let out a soft breath, "Look, I wanted to get this out of the way because I didn't want you finding out later and making things awkward. Gwen thinks I'm that Parker kid, and maybe you do, too. I don't really care." He shrugged, "Thing is, whoever this 'Lord Ogre' is we need to work together. So save your questions for later."

"But-"

"Harry, just...just let it go." Gwen sighed. This wasn't how she wanted things to go, but fuck it. Life didn't give her any breaks before, why should it start now? "Look, all of this is...it's complicated. I know I sound like a broken fucking record, but if this is really about the Lizard then we have to focus, okay?" She looked at them both pleadingly, "Just...please, I'll explain as best I can later."

"I..." Harry looked at Peter, his expression torn, "I-I have no clue what's going on, but I trust you. Let's just...we need a place to talk. The police'll be here soon, and I don't think they're gonna buy my explanation." He put his hood up again, his gaze lingering on Peter.

"Agreed." Peter put his mask back on, "I gotta go talk to Winters first, but after that we need to work together. Osborn knows more about the serum and you've had experience fighting the Lizards before. I don't like my chances fighting an army of these things on own..."

"Yeah..." Gwen gave one last look at them both and let out a frustrated breath. Just when she thought things might have finally settled down...

* * *

 **This was less dark than I originally intended, but I guess that's a good thing. Either way Gwen's POV next chapter is probably gonna be pretty angsty: While Harry's presence is a noted relief, her issues with Peter are still there. That and she's probably going to angst about how much things have changed between the three of them: They went from being a wimpy nerd (Peter), pampered rich kid (Harry) and middling band drummer (Gwen) to a film noir vigilante (Peter), a fugitive/former terrorist (Harry) and a SHIELD-sanctioned Superhero (Gwen).**

 **Regardless on whether you consider it positive or not, it's hard to deny that they're borderline unrecognizable to how they were just 5 years ago; even in the best case scenario 65-Peter died as himself only to have his corpse snatched by some dimension hopper. That and the relationship between the group's kind of strained, especially after Harry finds out what the two did a few days ago...**

 **Questions:**

 **1\. You know, there's something I'm curious about: Timing. Is there a specific amount of time for something to considered dramatic/realistic? A lot of the arcs take place over maybe 2-3 days at most; is this enough to get a sense of tension or is it too fast and escalates things too quickly? I also have to question this with Peter and Gwen's relationship since they only knew each other for about 4 months, and they spent 2 of those months completely avoiding one another :/ Chemistry and/or lack of it aside, isn't this a bit soon for readers?**

 **2\. For those who know - or at least listened to my rants - how do you guys perceive Harry? The story seems to paint him as a young man who made a mistake and Gwen even lets him go to try and gain redemption (which he's trying in the fic), but he permanently infected 6 innocent people to the serum, so...yeah.**

 **What do you think? Redeemable or not? I mean I've been getting deep into Star Wars and I'm kind of curious now about how people view atonement, especially since both Peter and Gwen are likely to have...disagreements on Gwen letting Harry go and whether Peter's any better for working with people like Frank Castle who tried to murder Gwen, her dad and (indirectly, at least) put May Parker in danger.**

 **Review answers:**

 **Vaughnilla - That wrap-up arc kind of banks on Noir choosing to stay in Earth-65 rather than staying in Earth-90214 to give people closure. We do see that he seems to have problems letting people from Earth-65 get too close, and he doesn't like talking about what happened with Gwen. Mayhaps he knows if he did it'd be harder to resist staying.**

 **OriksGaming - I guess the problem is while those relationships do have drama and whatnot, there's not much in the way of a long-term future for it. Could you see Spider-Man and Black Cat settling into a normal relationship, getting married, the works? Peter broke up with her precisely because Felicia was only thrill-seeking and didn't care about who he was behind the mask. While Spider-Gwen and Noir don't have that specific problem, their contrasting methods and beliefs will chafe at some point, right?**

 **Bagration - Technically no tongue till the 'Parker/Stacy Luck' chapter. Noir gave her a kiss in Ch. 26, but it was pretty low-key. Gwen kissed him twice, once out of relief in the nightclub and the second time after she found out who he was out of desperation. They mutually kissed in the later chapters before they got caught; so Gwen kissed him 1 more time, but 2 of those cases weren't due to attraction but rather other things.**

 **WanderingReader10 - Really? The mutual guilt would be crippling for both if 616 was used, I think, whereas Noir at least seems more held-together when taking about 90214-Gwen Stacy. You have a point about Noir's killing being a real chafing factor, though as Gwen points out he doesn't do it willy nilly and does try for other options first.**

 **Cloudstrel - Yeah, I got your PM. Still deciding on dog name :) As for the relationship, hit or miss as always. I certainly didn't intend to write this with romance in mind, especially given that Noir's one of the more out-there and anti-heroic Spider-Men. Hell, it was a toss-up between him, Kaine and SpOck for protagonist while the deuteragonist was going to be either Spider-Gwen or Miles. Story changed as I wrote it, though...**

 **Tpowe15 - Problem is that if he has no ties to Earth-65 there's nothing really compelling him to stick around or stay with Gwen; without the ties he'd probably avoid her and the story would have sparse interactions between the two.**

 **Jajo Camello - Eh, I like Scarlet Spider well enough, but I preferred Kaine in Houston since it was funnier and I like him more as a character.**

 **Mingyu - Hey, been a while since I saw you ;) Anyway, nothing much to say since you didn't have much in the way of questions, but appreciate the effort you went to writing everything down.**

 **KasugaRomio - Dwight? Eh...Noir doesn't seem like the type to fall for someone like Ava Lord or Gail. Anyway, you weren't the only one who suggested an unplanned pregnancy, but honestly I'd be scared for the kid: The dad's a reanimated corpse infected with Lizard serum while the mom's radioactive and latched onto an alien amoeba. This kid would be so _fucked_...**


	50. Best Friends(?)

**Hmm...apparently the last chapter didn't get an update notification :[ I mean it still got a decent amount of reviews, but hopefully I don't get screwed twice in a row here. Damn site errors...**

 **Anyway, just reading up on the latest Spider-Gwen again and I gotta say I liked how they showed two contrasting police officers: Officer 1 tries to arrest Spider-Woman and gets lambasted by his partner Officer 2 for being a glory hound who should've shot first rather than making a big spectacle arrest while the former defends himself as catching a criminal. Later on when Gwen passes by these two as a civilian and Murdock seemingly drags her against her will Officer 2 tries to help while Officer 1 stops him. Why? Cause Murdock's the Kingpin of crime.**

 **This does show rather blatant contrast and hypocrisy, and it's something I can tackle for Noir's segments and a possible 'Spider-Man: No More' arc if/when Noir finally gets tired of the constant crap he gets from Marvel's citizens. Also, Gwen _still_ refuses to out 65-Peter as the Lizard. She's taking this martyr thing to a whole new level. **

**On a lighter note, I just rewatched 22 Jump Street and now there's a scene I definitely have to put in to the fic given recent events. Here's a tip: Peter kissed the Captain's daughter! Peter kissed the Captain's daughter! :D ...Alright I'm not being totally serious, but I am considering it. Just need to figure out the Jenko for this scenario...any tips? Oh, and meeting the parents...or in this case, Captain Stacy and Jessica Jones.**

 **Also, check out the Defenders Trailer :D I'm definitely cribbing ideas from that, possibly even for this arc or near upcoming ones. So far I'm thinking either the four psychos - Frank, Peter, Bullseye and Moon Knight - or something a bit more balanced - Peter, Lana, Gwen and Harry - for the four-team makeup. Maybe I'll flip a coin.**

* * *

Her life was...well, she didn't have to say it again.

She'd always regretted how things had ended with her two best friends. With Harry he'd cut ties without so much as a 'see you around' and when she saw him 2 years after that...well, the Green Goblin rained on that reunion parade. She had to admit that after what happened months ago she'd lost hope of ever actually finding him again, and even if he did cure himself he probably wouldn't have wanted to see her again. Too many bad memories, too many punches and grenades thrown at one another.

It was worse with Peter. That night at prom was bad enough, but these past few months...it would've been bullshit to say it was all bad, but they definitely had their rough patches ever since their reunion. It wasn't just the arguments on their methods - though she wouldn't deny it was a big part of it - but rather the uncertainty. Was he really her best friend or just a guy who shared the same face? As much as she wanted to say she was sure, that she had all the answers, it would've been a lie. Even now a part of her remained as uncertain as he was, even if she didn't like to acknowledge it.

And now here they were again.

Gwen eyed the two from her place on the couch. Peter sat at one of the vacant seats, his gaze focused on the knife between between his fingers. Off to the side she could see Harry pacing, muttering to himself non-stop and throwing not-so-discreet glances Peter's way. Despite the hour that passed his pacing showed no signs of stopping, his expressions changing from confusion, relief, joy, anger, disbelief and back again. She couldn't blame him; she'd acted the same back then...and she distinctly remembered throwing in a little vomiting here and there.

She leaned back on the seat with a sigh. She'd taken them back to her place, because what the fuck else was she going to do? She wasn't sure if Harry had a place and she had a feeling Peter wasn't going to let Harry crash at his apartment, so her place it was. Thankfully Betty and the others hadn't come back yet; they'd probably go to MJ's place for the customary after-gig celebration. She hated to miss it, but considering the circumstances she could deal.

 _'...This wasn't how I thought things would go.'_ She glumly looked to the other two again. The three of them were inseparable back in high school. The three amigos, Uncle Ben had called them. Gwen Stacy, Peter Parker and Harry Osborn...or was it Spider-Woman, Spider-Man and the Green Goblin now? Even though none of them were wearing masks both she and Peter still wore the rest of their costumes and underneath Harry's jacket she could see hints of what looked like green body armor. Even now without anything to hide behind, it was almost like they were unrecognizable.

Gwen closed her eyes and held onto the cushions tightly. Sometimes she found it hard to believe it'd (just barely) been 5 years. Things had changed so much from the times she'd known...even in her wildest daydreams she never thought things could go this way: Her a S.H.I.E.L.D sanctioned Hero, Peter a vigilante that beat down gangsters nightly and Harry...well, the less said about what happened between the two of them the better.

Eventually Peter looked up from the knife and threw a withering stare Harry's way, "...You're gonna put a hole on the floor if you keep doing that, Osborn." He spun the knife between his fingers before putting it back on its sheath, "And stop staring at me, would you?"

"Kinda hard not to!" Harry snapped, fists clenched tightly, "What the fuck is going on!? I saved my questions earlier, but this...!" He started pacing again, hands grabbing onto his short hair in a frenzy, "Peter...you were _dead_! I saw you get buried, I was there at your funeral! I..." He looked at Gwen, his expression pained. They both knew what he'd done 'for Peter', "Both me and Gwen lost you, so how is it..."

"Harry, calm down-"

"Don't tell me to calm down!" He rounded on her now, eyes wide, "Gwen, how the fu...why aren't you more freaked out about this!? This is...Peter's there, and I'm pretty sure he's not a ghost! Why didn't you-"

"Tell you? I _tried_! You weren't picking up your phone!" She crossed her arms and looked away with a frown. She didn't want it to be like this, for things to devolve to another argument, but she couldn't help but be resentful. He'd tried to _kill_ her and what did she get for trusting him? No contact for months, not even a single peep before he suddenly called her up with no warning and told her he needed her help with something.

"I was a fugitive, Gwen. I couldn't just-"

"Hate to interrupt, but we have more important things to worry about," Peter said, "Look, we all know about the serum. All of us remember what happened 5 years ago, and that was just a stupid kid who got into his thick skull that he could be a Superhero by injecting himself with unstable chemicals." He looked down his right hand with a scowl, "I don't exactly see good things happening with a whole bunch of idiots getting infected cause they were looking for a new high."

"A stupid...why are you acting like it doesn't concern you?" Harry asked, Peter giving him a low scoff in response, "Peter...how is this-"

"Look, I can explain." Gwen rubbed her temples with both hands and let out a frustrated breath, "Look, it's...a _long_ fucking story. I found out about Peter 4 months ago, and after that it's been..." A real clusterfuck? And that was her being polite, "Things have...a lot of shit happened, Harry. All the time you were gone..." How many months was it? The last time she'd seen him again it was over half a year ago. She thought it would've been the end...

"I can deal with a long story, Gwen. More than I can..." He looked at Peter again, his expression torn, "Just...Just humor me, would you? Cause I can't focus on anything else with one of my dead best friends sitting there like nothing's wrong!"

"...I'd rather focus on the Lizards, but fine." Peter clicked his tongue and looked at Gwen, "Hurry it up, Gwen. I don't like staying in one place too long."

"Right..."

She did her best to explain, even if he constantly interrupted her. After telling her friends a few nights ago it was easier, if only because she had the 'script' memorized by now. Still, it didn't stop it from hurting when she saw the look of disbelief and hurt on Harry's face when he realized this all happened when he was...doing whatever the fuck he was doing. It wasn't her fault; she'd tried to get in contact with him multiple times, she wasn't responsible for him being MIA.

Through it all Peter was silent, barely even looking at them even after she recounted what happened at the S.I.L.K base. Whether it was because he didn't care or for some other reason she didn't know.

"This is..." Harry sat at the other end of the couch, his head in his hands. Gwen could hear him hyperventilating, his breaths growing more and more frantic as the seconds passed. She could sympathize; she didn't take it so well when she'd first found out, and that was before finding out about...well, everything that happened a week ago, "Peter...you came back from the dead! You're...You're alive!"

The relief in his voice was obvious. Gwen almost felt envious at his certainty, at Harry's lack of lingering doubts. She would've given anything to be so sure sometimes.

"I can see that." He pressed his lips into a thin line and ignored Harry's relieved smile, "Look, you heard it from Gwen. For all you know I could just be a stranger that stole this body..." He frowned, "The only thing I can say is that I didn't choose to do it. The same way Gwen didn't exactly choose to get bitten by a radioactive spider..." Harry's smile faded only slightly, much to his annoyance, "Look, we can talk about this more later. I'm more curious what you were doing there and why those Lizards came out of the woodwork."

"Right..." His relieved expression disappeared, replaced by a more serious look she recalled all too well, "Well...you already seem to know about Lord Ogre, but for Gwen's benefit let's just say he's a bastard who'll step on anyone to get what he wants. This new Lizard serum derivative isn't the only thing he's put out; he's been in business for a while now, selling whatever will get him ahead."

"Save the sales pitch, Osborn." Peter scoffed, "You know anything about him besides his resume?"

"Not much." He shook his head and sighed, "I only got back to the city a couple of days ago cause I heard rumors about Lizards cropping up. Thought it might have been just bullshit - maybe people were making stuff up after Harry outted what happened with Peter - but I got paranoid so I checked it out. It...wasn't just rumors." Both he and Gwen winced while Peter raised an eyebrow, "Followed up on some leads and found myself at the club the same time you did."

Gwen frowned. Even Harry knew about her outing Peter; even now a part of her felt guilty, even though the jeering Aunt May and Uncle Ben was reduced ever since she and Peter kicked Carl King's ass. Still, he was out of the city till a couple of days ago. That explained the disappearing act, at least.

"That doesn't explain why there was an outbreak there," Peter said.

"I dunno either. Best I can tell it's a security system..." Harry crossed his arms and shrugged, "Seems like this Ogre managed to find a way to refine the serum in a gaseous state. Don't think he figured this out all on his own, but it is what it is. I brought some suppressants just in case, and a little something extra I made not too long ago. Guess it came in handy."

"A security system..." Peter looked down, his frown worsening before he let out a muffled curse, "It must've been when me and Summers raided that office. We...I don't know, we must've gotten caught somehow. Maybe there was a scanner we missed. Damn it..." He smashed his hand against the armrest, "But it doesn't explain why that would be used as a security system. Why not guards or something more practical?"

"Something tells me this Ogre's not one for smart thinking," Gwen mumbled, "I'm lowballing here, but maybe this Ogre guy or who whoever owned that club was looking to send a message? Or maybe it was for him to make sure? A month ago I caught a would-be hero who tried to stop a bank from being robbed by burning it down. He said you couldn't burn down a bank if there's no bank to rob."

"Sounds idiotic." Peter scoffed.

"Well, not completely." Harry nodded, "What if it was to make sure no one could come back to the club? Think about it: An outbreak of giant Lizards? Police are gonna be there for days, long enough to get rid of any info elsewhere and anyone looking for anything would gave to get past the beat cops stationed there, if there's any evidence there at all. He wouldn't have to do anything and the police do his job for him."

"Still think it's a stretch, but it's the only theory have right now." Peter pinched the bridge of his nose and let out a long, tired breath, "We can ask Ogre himself when we find him, but until then we're running blind." He shook his head, "Come on, let's get out there."

"And do what?" Gwen asked, an eyebrow raised, "Peter, the last time you and Norah tried to find info on this guy it ended with a nightclub getting infested. We were lucky enough no one got killed, but maybe running out half-cocked isn't the best idea. You told me Norah went back home to look for leads, so maybe staying put is the best option for now. We can't just beat up every thug in the city and hope they spill something."

"...I might have an idea." Harry looked towards her, "Gwen, I know you're good with S.H.I.E.L.D now, but could you hold off on contacting them for a bit? We...didn't exactly end on the best of terms." The two of them shared a look, Peter staring at them both in confusion. Yeah...better they not mention the 'Green Goblin' ever again, "I got a sample of PGH from a dealer. I could get someone to look for the chemicals inside, maybe find a trace. Something to go on, at least."

"If it's a doctor you need then I know a guy. Helped me find 'Sin Eater'," Peter said.

"Thanks, Pete, but trust me. The contact I know can probably do more to find him...speaking of which." He clicked his tongue and rubbed the back of his head awkwardly, "Look, Pete, it's nice to see you again. Believe me, it's a big relief to see that...well, you're alive." Peter rolled his eyes, though Harry took no notice of it, "Which, uh, leads me to the next question: Any chances you'll sit this one out and let Gwen and me handle it?"

A painfully awkward silence settled over the room, broken only by the distant sounds of engines outside. Peter's face was blank, and Gwen wondered briefly if she should say something to break the awkward mood before Peter spoke up, "Right...and tell me, Osborn; why in the hell would I just sit this one out?"

"Why? Cause it's dangerous," Harry replied, as if it was the most obvious thing in the world, "Look, Pete: I saw you on the news a few weeks ago. I know you're making a go of the hero gig like Gwen is, but..." He paused, considering his words, "After everything that's happened I don't wanna risk you getting put 6 feet under again, you know? Gwen'll back me up here. You agree, right?" He looked at her expectantly.

"Uh...well-"

"I'm not a kid, Osborn," Peter said, voice dripping with Venom (heh, nice...alright, not the time) and glaring daggers at his best friend(?), "Look, whatever you think about me, I'm not the same idiot who put chemicals in my system just cause I wanted to be 'special'. He's dead, I'm still here."

"Peter, when I saw you in that club you got tackled out a window and were surrounded by Lizards. No offense, but this isn't just some random mugger." Harry crossed his arms, his expression resolute. Peter continued to glare, "Look, I just don't want you to get hurt, alright? We promise we'll keep you updated, but I'd prefer if you were safer elsewhere. Preferably as far away from any lizards as possible."

"Yeah? Well I don't give a single toss what you want, Osborn." Peter sneered, "I'm going, and if you don't want my help then you can go to hell and I'll find Ogre on my own."

"Peter, be reasonable!" Harry yelled, standing up suddenly, "This is risky stuff! I saw some of the things you did on the news a few weeks ago, but finding a serial killer and catching some gangsters isn't the same as-"

"You think I'm scared of a wannabe drug kingpin?" Peter stood as well, glaring up at Harry despite the noticeable height and muscle difference, "I faced worse both back home and in the 4 months I stayed here. Bet the news didn't say anything about the dame who could survive getting shot with bullets."

"Guys-"

"Peter, me and Gwen lost you once already! I'm glad you're here, even if I don't get all this alternate dimension memory transfer bullshit, but you're acting irrational!"

" _I'm_ acting irrational?" Peter let out a bitter laugh, "I'm not the one treating a dead man like his second chance. I appreciate your help back there, but if you don't want to work with me to find Lord Ogre then get out of my way."

Another moment of silence passed before Peter pushed past Harry with a shove, though he didn't get far before Harry grabbed onto his shoulder, "Peter, you need to calm down and-"

"Let go." He tried to shake Harry's hand off, but his grim remained firm. Gwen just barely saw Peter scowl before he suddenly turned around, grabbing a fistful of Harry's jacket and tugging him close till they were face to face, "Don't test me, Osborn." He clenched his free hand into a fist, Harry doing the same on instinct. Once someone threw the first punch neither of them were gonna let up, she just knew it.

Enough was enough. Gwen moved to step between them, but the door to the stairway opened before she could do anything.

"Hey, Gwencent, you there?" Mary Jane stepped in, Glory and Betty not far behind her, "We..." The redhead looked up from the assorted fastfood she held in her hands and looked at them in complete and utter silence. Gwen could only imagine how it looked: Her two best friends looking like they were about to get into a fistfight, Gwen herself caught awkwardly in the middle, and all of them wearing their costumes sans mask. She'd had drunken thoughts that were far more coherent than this.

The awkward stare-off continued for a few more seconds before Betty finally broke the silence, "So...I found a dog." She raised a familiar looking pug towards them, the puppy looking at them all with a dopey grin and it's tongue lolling out, "Found him scratching at the door downstairs and no one else knows who he is, so I figure finders keepers."

"...That's my dog." Peter let go of Harry and stuffed his hands back into his pockets, "...You didn't mention you were going to have guests, Gwen."

"Yeah, I, uh, figured they'd be at MJ's place for a while." Beside her Harry not-so-discreetly coughed and tried to pretend that the last minute or so didn't happen, "So...looks like you guys brought food. That's nice."

"Yeah, we bought extra considering how much you pack in." Glory said, her eyes focused entirely on Peter and Harry, "Um...so, this is a reunion, I guess. Good to see you two again...been a while, huh?"

...Kill her now.

They found themselves sitting around the living room table, digging into the Chinese takeout while an uncomfortable silence hung in the air. Gwen had to admit it was fucking surreal: Here she was nearly in full costume eating noodles with almost all her friends around her, and all she could feel was a rising sense of dread. The only ones who seemed to find nothing weird were Murderface and Pugface (seriously, how did he find them?), who were striking up a frenemy relationship that would stand the test of time judging by the way the former glared while the latter continued to smile obliviously at everyone.

"So..." MJ said, not looking up from her dim sum, "On a scale from 1 to really fucking weird, how'd you guys rate this?"

Surprisingly enough it was Peter who answered first, "7. I've seen worse." He barely touched his food, picking at the duck with a fork lazily, "...It's good to see you again, Watson."

"Likewise, Tiger-"

"Alright, alright. Can we just cut the bullshit?" Glory interrupted, her face morphed in a slight scowl, "So, I don't know what the deal is with you two, but I can only assume with Gwen being in her costume that you didn't all just randomly meet up in a cafe. So..." She looked between all three of them, "What's the deal? And why did it look like you two were going to brawl when we got here?"

"It was just a misunderstanding..." Harry mumbled, his voice hard to hear even through the silence in the room.

"A misunderstanding? Uh-huh..." Glory raised a skeptical brow and looked to Peter now, "What about you, Parker? Anything to add?"

"Osborn was being a clown, that's all. We all have our moments..." He set aside his food, the duck barely touched, "As for what we're doing, we're trying to find a drug that turns people into giant Lizards. Sound familiar?" All three of her bandmates collectively nodded, the gesture slow and hesitant, "Well, someone's selling it to any idiot who's looking for a high. Osborn had a lead, but then we had our...misunderstanding."

"Right..." Glory pinched the bridge of her nose and muttered something she couldn't make out, "You know, Gwen and you? I get. Not very well, but I get it. This is basically another Tuesday for you two. But you..." She turned her attention back to Harry, "What's your deal here, Harry? The last time we saw you was back summer in MJ's cabin. You didn't even say goodbye before doing your disappearing act again."

"That's...a long story."

"It always is." She pursed her lips, "I'm all ears."

"Can we do it later?" Harry set aside his finished box and brought a hand through his face, "Look, I'm still kind of reeling from finding out Peter's the 'Dark Spider'." Spider-Man, Gwen mentally corrected, "And all this? It's still hasn't settled in fully, alright?"

"That goes for more than just you, Osborn..." Peter muttered.

"...This is kinda cool, though." Betty said, seemingly oblivious to the tension in the room, "I mean, Gwen's Spider-Woman, Peter's Spider-Man, and Harry's...Hoodie-Man?" Gwen couldn't help but crack a smile at the curious look the glasses-wearing brunette gave Harry, "Eh, name could still use some work, but it's cool. You were the three stooges back in high school, and now you're a Superhero threesome."

"Yeah..." Gwen looked back down at her noodles. If only things were so simple, "I guess."

"Still..." Betty set aside her food and stood up from her seat, leaning closer towards Peter with a hand on her chin and her expression curious like Sherlock freaking Holmes, "Hmm, you don't _look_ like a zombie." She poked his cheek, completely ignoring the annoyed glare he gave in response, "Tell me, do you have the urge to eat brains? Other body parts also work, Zombies normally aren't very picky nowadays."

"...What?" He looked at her like she was insane. Gwen was tempted to agree with him, and so was everyone else given the gaping looks they threw at the seemingly uncaring guitarist, "Do I look like Frankenstein to you?"

"No, you look like Peter Parker. Which is kinda weird, actually. You don't _look_ small enough to fit in a locker or a trashcan." She suddenly grabbed his upper arm and squeezed, once again ignoring his worsening glare, "Woah, how'd King kick your ass if you had those?"

"Beats me. Maybe he was just an idiot..." His eye twitched in irritation when Betty poked his cheek again, mumbling 'aah' under her breath like she found some kind of great revelation, "Would you stop that?"

"Can't help it, never seen a zombie before."

She made to poke his cheek again before Gwen grabbed her hand and pulled her away gently, "Alright, Betts, that's enough." She rolled her eyes at the pout her roommate gave her and threw an apologetic glance Peter's way, "Sorry about that, she's really curious. Sometimes we think we should put a muzzle on her."

"Right..." He rolled his eyes and stood up, "I'm going out...I need some fresh air.

* * *

He shouldn't be here.

Peter sighed and leaned across the edge of the roof, elbows digging into the brick. Even now he felt the flashes of memory, the starting familiarity with everyone in that room. Watson, Brant and Grant weren't anything special - just 'Gwen's bandmates' according to that kid's memories - but Osborn...that was a minefield. One of the kid's best friends, but also someone he grew to resent because he wasn't as miserable as he was. The Parker kid just couldn't accept not everyone was as bitter and resentful of the way people treated him as he was.

But how did _he_ feel? Honestly, he didn't know, Back home he hated Norman Osborn, though that wasn't exactly rare; there was enough hate to go around, and even if he didn't set Vulture on his uncle like a damn dog Peter would have still despised him: Burning buildings with people inside, killing Urich, being the center of the tangled web of corruption and lies. He'd done enough things for anyone decent to hate him for at least a dozen lifetimes.

And then there was Harry. As far as he was aware the Norman Osborn he knew never had a child, though he was sure the son of a bitch had a few bastards running around the streets. Peter knew he had a relationship with Felicia, but she never mentioned a pregnancy and he never asked. Who knew, maybe she was secretly a mom and just put the kid up for adoption. He wouldn't put it past her.

The Parker kid loved and hated him, but what about him? Norman Osborn still existed in this madhouse(?), he knew that, but a son...that was something the Norman he knew would never have. He was too greedy, too egotistical to share anything he had with anyone; least of all an acknowledged son of his own flesh and blood. Up until now he'd put it out of his mind, never asked Gwen about the other guy in Parker's memories; he never thought it'd concern him, after all.

The door behind him opened with an annoyingly loud creak. Looking back, Peter found himself smiling at the sight of Gwen walking towards him, a loose yellow sweatshirt draped over her costume. If that was her idea of a disguise then she was doing a poor job of it, "...Nice outfit." He looked back over the roof and pulled out a coffin nail from the pack, placing it at his mouth before flicking his lighter open.

"Thanks." She snatched the cigarette out of his mouth before he could light it, turning and sitting on the waist high wall without a single care, "You know, cigarettes are bad for your health." She inspected the cancer stick between his fingers, ignoring his slight look of annoyance, "Why not chew gum instead?"

"Were you always this naggy?" He rolled his eyes half-heartedly and tucked the packet of cigarettes back into his pocket, though he made no move to grab the one she held. He knew better than to pick a fight, "What we do every day is unhealthy, and I don't think either of us are gonna stop." Not to mention all the food in this place...heart attack on a bun as a selling point? This place really was insane, "Besides, even if lung cancer's still a thing for me, I doubt I'll be going long enough to worry about it."

"You know I hate it when you talk like that..." She chucked the cigarette over her shoulder, Peter watching it fall over the alley below with a light frown. What a waste, "...Look, Peter, are you okay?" She jumped off the wall and stood side-by-side with him, their shoulders nearly touching, "I mean, it's not just Betty's poking that got you, right? And I'm pretty sure she was joking about keeping Pugface as a pet."

Pugface? What was with everyone giving his dog names? "It's not that..." His head sagged and he let out a soft breath, "It's just...Osborn's looking at me the same way you did months ago. Like I'm his second chance, like he can use me to make up for what happened." He clicked his tongue, his frown deepening, "You, I get. You thought you killed him, even though he was dead as soon as he injected himself. But Osborn...he's acting like it's his fault even when the kid just yelled traitor to his face."

"You...Peter was one of his best friends. It's not surprising he thought he could do more." She gave him a sad smile, "We all think like that, right? Even when there's nothing we could have done we always think in 'what if's'..."

"Hah...yeah." He rubbed his hands together and tried to ignore the seething growls he heard at the back of his mind. Just voices, nothing more, "...You know Osborn's in love with you, right?" he said, the words out of his mouth before he could think better.

Gwen blinked at him in confusion before she gave him a weak grin, "That's what Glory said a few years ago...well, she didn't say love. More that he was asking me out and that I had sub-zero game if I couldn't see it." She shook her head, "I didn't really believe her, and after the funeral we cut off all contact so I never thought much of it. I'm sure he's moved on, and if he hasn't..." She bit her lower lip, "Then I guess it's just one more thing that we both have to deal with."

What did that mean? Peter shook his head; better he not ask, "You told me before that you trusted him with your life, and he knew who you were. Seems like there's a story there..."

"A long one, and really fucked up." She brought a hand through her face, "Look, I don't wanna get into this, alright? Let's just say we met up again last summer and what happened was...it wasn't pretty. I like to think we're friends again, but I still have some doubts." She let out a weak laugh, "We both have our share of regrets. Who knows, maybe this'll be the chance we're looking for to try and patch things up."

Regrets...Uncle Ben came to mind immediately, though he did his best to ignore it. He might never have been his in the first place... "Gwen, I gotta ask: Even if I'm not the Peter you knew, the one who you spent your kid days playing around in the mud with, would it change anything?"

"I...I don't know." She looked down and shook her head. Peter appreciated the honesty, at least, "4 months and I just bounced back and forth wondering 'Is it really him?', if I could make up for what happened like Harry's doing now. I knew it was selfish, but..."

"I get it." He put a hand on her shoulder and did his best to give a comforting smile, "If it was my Uncle Ben...or maybe just the one I remember, I'd do almost anything to try and bring him back. He's the main reason I - or my predecessor - did what he did." Maybe it didn't matter if the memories were really his. He still remembered them as his own, and as far as this world was concerned he was the only Spider-Man left. Original or not, they were his now.

"Yeah, thanks." She licked her lips nervously and took a quick breath, "Look, Peter...about what happened a few days ago-"

"We haven't talked about it, I know, but is now really the time? We're kind of busy..."

"I'd rather do it now than have it come up later. It's the same reason you unmasked earlier, right?" Well...she had him there, "I just...Glory and the others asked me if the reason I did it is cause I felt guilty. Peter or you - doesn't matter, I guess - had feelings for me before. Aunt May told me."

"Surprised you never caught on. From what I gathered from the memories it was rather obvious." A bit too obvious, really. And he thought his falling for Felicia like a dog with a bone was bad, "But yeah, what about it?"

"They wondered if the only reason I kissed you was because I felt guilty. Try to make up for what happened with a pity makeout session, you know?" She gave him a sardonic smile, "I'll admit I thought about it, and I can't say that it's impossible, but I don't think it is; at least not fully. The person you are now...I still see some similarities to how you were before, but a lot of things are so different. I cared about him, he was my best friend, but I understand that some of the things he's done can't be excused."

"Am I any better?" He closed his eyes and let out a wry laugh, "I still remember the arguments we had, the fights..." He traced a gloved hand through his lower right lip, "I'm surprised we're not at each other's throats right now."

"We both had points, we were just too stubborn to see it," Gwen said, "Like I said before, you have your way of doing things and I have mine. I'll still do my damnedest to make sure no one dies, but I know now that's not always an option. If it was there wouldn't be a need for someone like me to dress up in a mask and do the things the police couldn't." She sighed, "But yeah, I just wanted to say: Whatever happened days ago? I did with you, the person you are now. And I don't regret it, even if I'm still not sure what it means. "

"Neither do I." He was clueless, and there were few things in life that hated more than not knowing what to do, "But can we really continue with this hanging over our heads? Our relationship now, whatever it is, it's...I'd hardly call it normal."

"Peter, look around us. I dare you to tell me our lives are normal, with or without one another. I mean you're friends with a talking duck, for fuck's sake!" She gave him a goofy grin and he felt his chest lighten. It was silly, but she reminded him of back home(?), "But hell, I'm not sure if it means we're in a relationship or whatever."

"Yeah, I'm sure your fans would be real interested in lynching me."

"Continuing on," she said, rolling his eyes slightly at the barb, "If we did end up going out and it works? Great, but if not...well, let's both agree we stay friends and don't have explosive break-ups. Don't need any more ammo for the press and the fanboys and fangirls," They mutually shuddered, "Deal?"

"Deal."

With that final word Gwen grabbed his arm and pulled him close, Peter stumbling slightly before he returned the favor and pulled her in for a kiss. He didn't know what it meant, whether it would work out or if they were in a relationship as of that moment or they were still dancing around the issue. Still, right at that moment he couldn't find it in himself to care or look closer at the problems hanging over them. At that very second he just wanted to forget.

Still, they didn't have long to get into it before he heard footsteps coming up the stairs, "Someone's coming." He mumbled, ignoring the slight frustration he felt when he and Gwen pulled back from one another. Not too soon, either, since Watson practically barreled through the door like she was being chased by something, "Gwencent, you better get down here! Now!" she said, her breaths frantic.

"Why? Did something happen?" Gwen asked, brows furrowed worriedly, "Is there-"

"Glory and Harry are really getting at it..." She waved a hand through the air in seeming frustration, "Something about Green Goblin?"

Peter saw Gwen's entire body stiffen, her eyes widening for a brief second before she charged past MJ and rushed down the stairs without another word.

* * *

"You tried to kill her!"

"I didn't know!"

She'd walked right into an argument. Now, Gwen was no stranger to fights between friends - she'd been on the other end of some more times than she cared to count - but seeing Glory and Harry looking like they were ready to throttle one another was definitely an unpleasant sight. Glory looked up at Harry, a deep scowl on her face and her hands balled into shaky fists. Harry matched her point for point, his glare fierce enough to cause her pause. The last time she'd seen him like that he had a knife to her throat.

She only hoped that wasn't a sign of history repeating.

Before the two could get into another argument Gwen slammed the door close, both Harry and Glory's attention snapping towards her while Betty, Pugface and Murderface watched in complete silence, "Alright, what the fuck is going on here!?" She crossed her arms, doing her best to act bigger than she was, "I leave you guys alone for like 10 minutes and you're already screaming at each other. Look, whatever happened we can-"

"Gwen's right, we should just-"

"Go fuck yourself, Osborn," Glory spat, her voice low and full of poison. Gwen had to admit she'd never heard her sound like that before, "You know, I thought I was seeing things back in MJ's cabin, but I didn't, did I?" She stood up straighter and looked Harry in the eyes, the latter looking away from her accusing gaze, "You're the Green Goblin, that crazy bastard who was on the news chucking fucking bombs everywhere! You tried to kill her!"

"I didn't know!" Harry repeated, teeth baring in a disturbingly familiar growl, "I...I thought that Spider-Woman killed Peter, I didn't know it was Gwen! How could I!?" He pressed both hands against his face and shook his head frantically, his breath growing shaky, "Don't...Glory, _don't_ make me angry. I know you care about Gwen, but-"

"But nothing!" She shoved finger at his chest roughly, "Look, I'm not gonna pretend to know how this Superhero stuff works, but I'm pretty damn sure trying to kill Gwen with freaking _bombs_ is crossing the line! What the hell makes you think she can trust you now after what you did!?"

"It's not my fault...I didn't know..." He repeated, letting out another pained growl. Gwen suddenly got a bad feeling at the pit of her stomach, "You weren't there...who the fuck are you to call me a murderer!?"

Gwen's hand shot out and she stuck a line of webbing at Glory's back, pulling her friend closer to her with a quick tug; and none too soon. Harry's hand slashed through the air where Glory was standing, flecks of green spreading through what little skin she could see. Gwen felt her heart practically burst from her chest when she looked into his eyes and saw the slits that replaced his irises and the sickly, reptilian yellow that covered the rest of his eyes.

"Holy shit..." Betty mumbled, looking up at Harry in shock. Glory followed her lead, mumbling something under her breath that Gwen recognized as a personal curse.

"Harry...you're still-"

"Don't take another step, Osborn." Wisps of smoke materialized behind Harry before Peter suddenly appeared, the barrel of a gun pressed against the back of his head, "I won't miss from this close." How did he...Gwen looked back and found the door ajar, MJ looking at the scene with wide eyes. They must have come in without her noticing...no, she couldn't focus on that now. She had to stop him.

"Peter, no-"

"You...?" Harry turned back to look at him, voice soft. Even through the scales that slowly spread through his face face Gwen could see the look of hurt and betrayal that he tried to hide when he saw the pistol aimed between his eyes, "I thought you of all people would get it. This is your fault, you know." He raised his right arm and flexed his clawed fingers, "You were the one who-"

"Spare me the pity party, Osborn." Peter stuck his hand into his jacket pocket and pulled out a suppressant, "Cure yourself before you go insane."

"I already have my own..." Harry took a suppressant from his own jacket and stabbed it into his neck, throwing away the plastic syringe as soon as the contents were empty, "...Guess Gwen and I really weren't the only ones who changed." He looked at the dark barrel, the wry smile on his face doing little to mask the hurt he tried to conceal.

"What was your first clue?" Peter scoffed and lowered the gun, placing it back into its holster without taking his eyes off of Harry, "You're infected with the serum...how many of those suppressants do you have?"

"Enough, and I can make more if I have to." He rubbed his neck with a slight wince, "Trust me, I'm in no danger of turning. I just...lost my temper; the serum heightens emotions, that's how they wanted it." He looked at Glory apologetically, "I'm not expecting you to forgive me, but...I'm sorry, if that means anything. And I promise that Gwen's in no danger from me."

"...I don't trust you, Osborn." Glory said, separating from Gwen reluctantly, "But I guess it's not my call, huh?" She looked towards Gwen with an 'I hope you know what you're doing' shrug, "Look, Gwen, I lost my cool back there. I'm sorry, I know it's none of my business but...shit, one of your best friends came back from the dead and the other tried to kill you a few months ago. How the hell are you dealing?"

"Lots and lots of chocolate." Both of them smiled at the poor attempt at a joke before she focused back on Harry, "Harry, I thought your dad...when you came back earlier without any signs of infection I thought that..."

"There's no cure, Gwen. If there was then Hill wouldn't be on my case so much," Peter answered for him, his glare softening, "It's a miracle you lasted so long. From what I can gather people either died or they turned into a monsters. You're saying you went through months with just home-made suppressants?"

"You'd be surprised what you can do when you're desperate..." There was a hint of shame in his words, but before she could look closer he had a smile on his face again, "You should know, Pete. Those powers are definitely new. Invisibility? Guess your little touch-up with the serum was for the better."

"Hardly. I'm still infected like you, I just have my own ways of keeping it under wraps. Who knows, that gang of spooks is mining me for a cure. Maybe you can get something for yourself."

"Haha...unlikely. Like I said, me and them aren't on speaking terms." He stuffed his hands to his pockets and let out a soft breath, "Well...actually, now's a pretty good time to go. My contact said they'd meet with us and texted an address. With any luck we can get some results."

"Right...and when we finish I'm gonna need some clarification on that whole 'trying to kill Gwen' business." He threw her a skeptical glance and she winced, "Guess you were being literal when you said you trusted him with your life."

"That's...a long and complicated story." Gwen could feel the fatigue setting in already. She was getting _really_ tired of the story-time bullshit, "Look, let's just focus on the Lizard thing. We can exchange stories later." She threw off the sweatshirt and picked up her mask, doing a quick mental recap to make sure she brought enough chocolates with her to make sure Webster wasn't going to start shit again.

Gwen barely managed a goodbye to her friends before the three reunited friends(?) found themselves going to another suburb. Harry assured them that his contact would meet, but she wanted privacy. That was how they found themselves in front of what looked like a decently sized mansion, every light closed except for the ones emanating from the dining room. Looks like they were late.

"Well, looks like she's here." Harry patted his arms on his pants nervously before opening the door, Peter and her following after him closely. None of them said a word to one another the entire trip here and honestly it was beginning to grate on her. It seemed like every time they took two steps forward someone was shoving them back.

She gave Peter a sidewards glance. What happened on the roof was still fresh on her mind, but the near-fight at the room was pushing its way to the forefront. She'd dealt with a lot of traumatizing crap these past few months, but seeing one of her best friends putting a loaded gun on the back of the other's head was up there. She would've been an idiot if she really thought that this reunion would be sunshine and rainbows, but still...she would've settled for the two not getting into fights over the stupidest shit.

Sadly, it seemed like life wasn't busy fucking them just yet.

Harry froze as soon as he stepped into the kitchen and it didn't take her long to see why, "Good evening, Harry." Norman Osborn sat at the end of the large table, hands steepled in front of him and his expression remarkably calm despite looking at his missing son and two masked Heroes in full costume, "I...wasn't expecting you to bring guests, but I suppose it's alright. We have nothing to die."

"Dad...?" Harry said, looking at the older man in disbelief, "Wh-What are you doing here?"

"I heard from Elsa what your plans were. I know she's been helping you-"

"Yeah? Well, she was the only one I could turn to," Harry hissed, "You made it very clear what your thoughts were about your little prodigal son. Look, if you're here to turn me in and risk the blemish on the family name then go ahead, but leave my friends alone. They don't-"

"Harry, I'm _not_ here to arrest you." Norman interrupted, his voice level, "I...realize I made a mistake in the past, but I want to make amends. Come with us back to Oscorp, we can try to find a cure for you."

"Why now? What makes you think I'll believe you-"

"He's telling the truth, if that means anything to you." Peter interrupted. Gwen would've been more relieved if every word he said didn't sound like he was pulling his teeth out with pliers, "I don't trust him, but he's not lying."

"You're..." Harry's scowl lessened and he looked away with a soft breath, "Dad...I can't. I-I appreciate the offer, but me and the others...someone out there's spreading the Lizard serum around like a street drug and people are getting hurt. I have to...I can't just sit in some lab when other people are in danger from that thing. I wouldn't be able to sleep at night...so, just-just go and I'll call you when I can."

"I can help you, Harry," Norman said, "Whatever it was you wanted Elsa to do, I can help as well. But please, don't sneak around my back like a common criminal. I'm aware I made a mistake, but we can push past this."

"Touching, but we should hold off the family reunions for later." Peter scoffed, "Let's focus on the task at hand, alright? We can get gushy later."

Gwen wanted to say something, but she could only find herself nodding along. They didn't have much leads and beggars couldn't be choosers...still, if anyone told her that she'd end up working with Norman Osborn someday she would've laughed to their face. Shows what she knew...

* * *

 **Hmm...Gwen ended up getting majority POV in this chapter, which I didn't initially intend :/ Also find it rather ironic that Gwen gets the plot segments while Noir gets the cringeworthy 'romance' segments; oh well, they're likely to crash and burn given the cliche shit they're pulling, but I guess we'll see.**

 **Oh well, it's a good make-up for all the focus Noir got during Sin Eater and the fact that he got a solo arc in general while Gwen had to share PaperDoll with Peter. I promise I'll do more Noir POV's in the next chapter, especially since it's back to the nitty gritty with drugs, human trafficking and lots of other heinous crap.**

 **Nothing much happened in this chapter, but then again the next ones are going to be mostly investigation and stuff like that so you can just say most of it was just crammed in here for space. Sorry if anyone was expecting something else.**

 **Questions:**

 **1\. I asked this before, but I gotta do it again given how some of their characters have changed: Do Gwen and Peter still feel like...well, Gwen and Peter? Maybe it's just me going through an ASM move fanfic binge, but even acknowledging that Spider-Gwen and Noir are far different from their mainstream counterparts it's enough to make me wonder if they still feel recognizable as their namesakes or they feel like OC's at this point.**

 **2\. Pretty big question, but should I switch to an M rating? So far I've managed to work out just fine with a T rating by never referring to the gore and gruesome injures, but with Jack-o-Lantern, Muse and Kraven drawing closer I wonder if I should boost it up to show more of the gruesome details like my other fic.**

 **Review answers:**

 **TheOkWriter - Er...yeah, I know that. Was more asking about whether the reader thinks Harry can be redeemed, although the character interactions are crucial as well.**

 **OriksGaming - I'm judging based on realism since half the story is from Noir's POV/more on realism, and I assumed that the readers would also judge via real life logic. I mean in real life not killing the Supervillains is stupid, but with comic logic it isn't. Same deal here: In comicland someone like Magneto can be redeemed despite the thousands he's killed just cause of a sob story, not so much in real life.**

 **As for romance...uh, I gotta say that romancing someone you think is your dead best friend come back to life is probably really weird even by comic standards. Granted I've seen weirder, 616 Spidey's no stranger to odd romances and stupid crap, but we'll see. Maybe I'm just bad at writing comic fanfics since I tend to lean towards the side of realism and deconstruction, hence a lot of the bitterness exhibited various characters where in other comics they'd push on and ignore.**

 **KasugaRomio - Shush yeah I watched it, it's definitely on my list and something I'm cribbing ideas for :D As for Sin City, Noir wouldn't attract attention; unmasked he's just a snot nosed kid who drinks below drinking age, which is far too common in a place like Basin City. Also, never read those works, though Punisher and Daredevil have enough comparisons to film noir to satisfy me.**

 **\- Thanks for the heads up. Anyway, the Gwen and Miles thing was bugged due to poor chemistry: Only Gwen's comics even tried to show buildup (and poorly at that) while the Miles ones didn't even try and were mostly an excuse to show fancy art. Do Gwen and Noir have better chemistry? Debatable, but a lot of people here and elsewhere seem to think so.**

 **Jajo Camello - Problem being Harry wasn't doing it for the greater good and couldn't get willing test subjects. What Harry did was equivalent to refining Nerve Gas via experimenting on innocent people; no amount of money will get you test subjects unless they're either really dumb or self-sacrificing. Likewise his intentions were evil - He gave the serum to a _terrorist organization_ to get revenge on someone _he acknowledges wasn't at fault_. That'd be like me giving a big bomb to a terrorist cause I don't like one guy who did something to me completely unintentionally and without realizing. **

**The MKUltra example works, but something tells me those guys aren't looking for redemption. That and Harry's an individual, much easier to pin since he's the mastermind.**

 **Mingyu - The relationship between the three are definitely strained, not helped by Peter putting a loaded gun to Harry's head or Harry trying to play the 'I know better than you' card at Peter. And hell, Harry doesn't even know about what the two did at the rooftop...lots of fallout possible.**


	51. Speak of the Devil

**Well...supposedly the email notifications have been fixed. I have my doubts considering I'm now getting emails for reviews I got months ago, but I guess we'll see. If it works I can remove the 'Update Note' chapter so we can get the story back on track.**

 **Anyway, I just got my Old Republic subscription and I'm in the middle of Kotor 2. Time will tell if it'll affect my update rate, but considering how addicted I am to getting reviews I doubt it ;)**

 **At the very least Star Wars is convincing me to look at other media for things like heroism, love and redemption; things I probably should've read up on before starting the fic, but better late than never. I'm particularly interested in the metaphorical lines: In media it's often portrayed that a villain does something they're forever remembered for as the point that proves they're evil - Green Goblin's is usually fridging Gwen Stacy, Carnage his very first murder spree, Ock's is trying to end the world out of spite etc etc.**

 **Conversely, this applies to heroes as well, albeit rarely; the single action that proves their heroism beyond a shadow of a doubt. One of the most common you see is a hero refusing to kill a bad guy cause they're 'different', and it got me wondering about the characters for this fic. I mean in Gwen's case it'd probably be her continuing to be a hero even after people accuse her of murdering her best friend, but Noir's is a bit more murky due to him being an anti-hero. ...Eh, I'm just rambling, but it'll be an interesting thing to tackle later.**

* * *

Working with Norman Osborn...his uncle would have been so proud of him.

Uncle Ben didn't believe in holding grudges. 'There's enough hate in the world that we don't need to add to it', he said. Peter never really believed him, though he kept that to himself. His uncle knew better than him; he'd flown in the Great War - World War I, he reminded himself - and even survived a crash landing on No Man's Land. The things he'd seen there...he never talked about it, but whenever he thought no one was looking Peter saw the haunted look in his eyes, the trauma he tried to hide from him and Aunt May.

Still, looking at the face of the man who murdered him wasn't easy. Peter leaned back on the seat, his grip on the armrests tight and his scowl barely hidden from underneath the mask. He liked to think that not everyone in this madhouse(?) was the same - Gwen, Murdock and his own counterpart were more than proof of that - but even then some things remained constant: Toomes was still a depraved bastard, Fisk was still a tub of lard who grabbed for anything he could keep his grubby mitts on and Felicia still kept everyone at arm's reach.

"Hmm..." Osborn steepled his hands in front of his face and looked down at the vial of green poison in front of him, "I'm no scientist, but the components to create something that could physically change someone so severely won't be easy to find. I highly doubt they're legal either." His eyes narrowed and he looked to his son, "Harry, you've more experience with this. Does it affect those with a previous infection?"

"Sort of...but not exactly..." Harry replied softly. He still seemed to be in disbelief that his dad was there at all, though Peter had no idea why. In all the memories of that kid he saw Osborn Jr. never mentioned his dad apart from sparse comments about him being busy, "Like I said it seems to be a derivative, but when the gas started pumping inside I didn't feel the same transformation pangs I usually did. It's more like-"

"Fire burning inside, spreading through your veins..." Peter mumbled. The other three gave him a curious look, "Hill mentioned this before. Different versions of the serum; some improvements and some breakdowns. I have the original and I can only assume junior here has the one that other cabal invented, right?" Osborn Jr. nodded, his brows furrowed, "The suppressant still seems to work for me, but I think that's more because we share the same baseline. This drug won't turn us as quickly, but it'd be better if we kept away from it all the same."

"Agreed." Osborn nodded, "I'm not going to ask how exactly you've been infected as well, so I can only hope Spider-Woman watches over you both." He gave Gwen a meaningful glance, the Superhero mumbling a strained 'leave it to me' in response. She'd been oddly quiet since they got here, "Now, as for the exact source of these drugs I'll have to do some searching. Finding the contacts shouldn't take more than a few hours with Oscorp's resources."

"Done business with them before, Osborn?"

Both Jr. and Gwen gave him an alarmed look, but the CEO just regarded him coolly, his only reaction being his mouth pressing slightly into a thin line, "Perhaps I had, but that is none of your concern." He shifted the vial of poison closer to Gwen, "Right now you need my aid and I wish for my son to be safe. We don't have to be fond of one another, young man, but that has never stopped transactions before."

"Transactions? This isn't a business deal, Osborn. People are-"

"Dying, yes. And I'm sure that right as we speak dozens of children are starving in third world countries while atrocities are being committed out of the public eye. I know the way of the world; I simply don't concern myself with things I can't affect."

Peter grit his teeth, but he couldn't fire back anything in response. It was cold and calculating, but it wasn't wrong. It was how almost everyone was: Keep your head down, keep what you have and damn the rest. People were all too willing to ignore the harsh realities so long as it didn't affect them. He couldn't deny he was like that sometimes as well, and he would've been lying if he claimed he was really making a difference. Stop one mugger and a hundred others were waiting in line to take his place.

As much as he wanted to condemn the man sitting in front of him his spider-sense had been quiet the entire time they talked. He did want to save his son and stop the spread of the drug, if for selfish reasons. Besides, he probably wasn't one to talk about buying from illegal sources considering what he got up to, at least until Osborn used those chemicals for something he could condemn him for.

"If there's nothing else then..." Osboen looked to Gwen and his son , "Could I trouble you both to leave me and the young man alone? There's something I wish to discuss privately."

"Uh..." Gwen looked at him, the 'eyes' of her costume (or whatever it was that was latched onto her) narrowed. Jr. looked similarly worried, staring at both him and his dad suspiciously, "Um...that's up to Spider-Man, really."

"...Sure, don't see the problem." He gave a stiff shrug and watched the two leave the room with obvious reluctance. Knowing his luck they'd be trying to eavesdrop, but that wasn't his problem. He didn't owe Osborn anything, "...What do you want from me?" He put his arms on the table and leaned forward slightly. Even now he could feel the frustration welling up inside, though it was less severe than before. He had more things to worry about than a crooked businessman.

"It concerns my son..." He tapped a finger on the table, releasing a soft, frustrated breath soon after, "It's been months since I saw him last, and yet I fear his attempts to change are only skin-deep." He closed his eyes for a few second, considering his next words carefully, "...Tell me, are you his friend?"

"Not particularly." Peter saw no reason to lie, especially not to him. Jr. might have thought they were best friends and they could continue where they left off, but he didn't see the point, "He might think so, but in truth I barely know him. Who knows, maybe not being stabbed in the back's good enough reason for him to call someone a friend..." He smiled wryly. Bullseye and Lana considered him a friend and their meetings weren't exactly fairytale.

"I see..." He nodded slightly, "Well, regardless of your feelings I'd like your assistance in watching over him."

Peter raised an eyebrow. That wasn't what he expected, "...Wouldn't Spider-Woman be a better fit for that?" Jr. looked at her like a dog craving its owner's approval. The Osborn kid definitely had a bad case of first love jitters.

"Perhaps, but given their last meeting and Harry's obsession with ending her life beforehand I have my doubts." Osborn gave him a humorless smile, his face stiff and rigid, "I'm not sure how much he's told you, but he blamed her for that Parker boy's death. This was before he was publicly outed by S.H.I.E.L.D as the Midtown Lizard, mind you, though he seemed to blame Spider-Woman even though he already knew this was the case."

Jr. saw him...the kid. He remembered the pain of his limbs changing, Jr. asking him if he was okay before the kid snarled in his face about how much of a traitor he was. There was no way he didn't know, "...He seems to think of her as a friend now."

"Perhaps, but his obsession with her is something I doubt will fade so easily." He sighed, "Just...watch over him, please. Years ago he'd asked for my help in replicating that damnable serum and I fear that even my refusals weren't enough to deter him given the infection he now contains." He looked down at the table and, just for a second, Peter saw a hint of weakness before the stoic mask came back, "Watch over him, both for him and for yourself."

"...Fine." Peter looked down with a scowl before going to meet his gaze again, "Tell me something, Osborn: What's your game? This doesn't get you anything, and we might find something that tarnishes that brand of yours."

"I highly doubt that, Spider-Man," he replied evenly, "Despite your assumptions about me, I am not some monster that disregards morals so easily as to earn an extra dollar. I will not claim to be a kind man or even a particularly moral one, and I've paid my fair share of bribes when I had to, but I am not one of the Supervillains that cause chaos simply for the sake of it. I am first of all a pragmatist."

"And what does that mean?"

"It means that unlike such individuals as Wilson Fisk, I won't dabble in crime. I see no point to it; my company makes more than enough legitimately that I would gain nothing from delving into illegal ventures." He gave Peter a humorless smile, "Once more: I am not asking you to like me - and indeed the feeling is mutual - but I do ask that you trust that I have no interest in anything but seeing my son safe."

...He wasn't lying.

Osborn left not long after that, promising them he'd contact Jr. as soon as he and this 'Elsa' person found something. Again, no lies as far as he could tell. He didn't know whether to be relieved or frustrated at the thought of Norman Osborn being more honest than most of the people he'd met in this place.

Peter opened the door to the backyard and sat on the steps, letting the quiet, suburban air calm him. They'd agreed to stay in the mansion, at least for the time being. It wasn't like they had much else to do, and much as he would've wanted to go out and find some dreg that needed a good teeth loosening he couldn't afford to. Gwen wouldn't leave Jr., and he wasn't going to leave her alone after what Osborn just told him.

A sigh escaped him before he took out the packet of cigarettes. Things used to be simple, even after he got bit: Save the innocent, punish the guilty, remove the people in power who couldn't be trusted. It wasn't black and white - nothing ever was, really - but there were some things he was sure of: He was sure Osborn was a bastard and that growing up in the freakshow didn't justify what he did even the slightest amount, for one thing.

He stared down at the cigarettes with a frown. Aunt May would have disparaged the habit, but it wasn't like he did it for fun. Being drunk was fleeting at best and it was either this or living with a voice inside his skull screaming at him to rip everyone's throat out. A risk of lung cancer seemed like it was a small thing by comparison, "Heh...right." He took a single coffin nail between his lips and lit it with a quick flick of the lighter.

He was barely into his third breath of nicotine before he heard the door open behind him. Looking back, he raised an eyebrow when Jr. passed through the door and sat next to him without a word, his eyes focusing on the cigarette between Peter's lips, "I didn't know you smoked..." he said. His voice sounded odd; like he was trying to stay calm and came up just short of succeeding, "You sure that's a good idea?"

"A good idea?" Peter scoffed and took another drag, "If that's what you're looking for then you're in the wrong line of 'work'." He hadn't had a single good idea ever since he got to this madhouse(?), and he hated to admit it but it wasn't purely this asylum's fault. Even now he was wasting time sitting on his keister and just hoping that Hill and Johnson would honor their end of the deal to help find Octavius. It wasn't like he could search the entire world by himself...

"Haha...maybe you're right." Jr...Harry took a cigarette sticking out from the packet and Peter lit it without missing a beat, the movements almost instinctual. As soon as the fugitive took a drag of the coffin nail his face scrunched up in distaste and he coughed, "Shit, that's nasty." He made a gagging sound and blew out the smoke in a hurry, "Some of the others in training kept telling me a smoke's good for you. Guess they were bullshitting."

"It's an acquired taste." Peter did his best to ignore the fact that Lana was sneaking some of his cigarettes away when she thought he wasn't looking. Her choice to do what she wanted; he wasn't going to be her dad and tell her what she was and wasn't allowed to do with herself, "...You look like you wanna say something."

"Could never hide anything from you, huh?" Harry smiled, though Peter didn't reciprocate the gesture. He definitely remembered what he couldn't hide from the kid, "It's just..." He took a tentative puff of the cigarette and let it out in a long exhale, "Did you ever think it'd be like this? I mean, all of this..." He gestured to the air vaguely, "Gwen being Spider-Woman's weird enough, but now you're...well, you know."

"Back from the dead." He clicked his tongue. Still felt stupid to say, "You don't have any doubts? Even after what Gwen told you?"

"You mean the alternate dimension thing? I mean, kinda, but...I dunno, maybe it just hasn't sunk in yet." He shrugged his broad shoulders, "I guess maybe I want you to be Peter, you know? I always blamed myself for what happened to you. We were best friends, but...I was a shithead, you know? I liked to think I was better than you, resented it when people thought I was as weak and wimpy as you were."

"Not like you didn't have reason. The kid was pretty nasty, too; Green Goblin ringing any bells?" Harry winced. Peter would take that as a yes, "When I remember those memories...it seems like Gwen was the only thing keeping you two together." Not that it was much of a surprise. Parker was content to look at Harry from afar, silently judging him for the rumors the other kids spread. At least then it wasn't _him_ getting the brunt of the teasing and scorn...

"Yeah..." He looked down and pressed his lips together, the embers of the unused cigarette falling on the stylized wood, "So...I saw the news. It talked about the both of you and what happened a few days ago."

"...Your point?" At this point he'd gotten tired of being angry or defensive; not he just felt exasperated whenever someone brought it up, "Suppose you're gonna give me grief for it, too?" Though he considered it somewhat ironic considering what he found out about him. He still didn't know all the details, but there was a definite attempt on Gwen's life before he got taken to this place. For all he knew that was standard practice with the Superhero considering some of the arguments he got into with her these past 4 months.

"No point, I guess I'm just filling the quiet." Harry gave him a smile; slightly bitter, though he did his best to mask it, "Both of us liked her back then, so I shouldn't be surprised you ended up with her."

"...You still like her, don't you?"

"What? No, no. I've moved on and...I'm happy for you both." **Liar**... well, that wasn't a surprise, "Look, whatever my feelings are it doesn't matter. I think I kinda fucked my chances considering what I did..." His smile faded and he looked back down, an open frown taking its place, "I...well, I'm not gonna make excuses. I made a mistake, but no one made me and there's no one else I can blame."

"Why _did_ you do it, anyway?" Peter asked, "You aren't like everyone else in this place. You saw what happened with that kid, what he became..." He never really understood how people never looked closer. A 7 foot tall Lizard attacks a dance in full view of dozens of witnesses and no one makes the connection that Peter Parker might have been connected or why Spider-Woman beat him to death? The idiocy of this place never failed to surprise him...

"I...I did it because I felt guilty. I thought that if I took out Peter's killer I'd stave away that feeling." A half-lie this time, though Peter didn't bother calling him out on it. They all had lies they told themselves, "But hey, none of it matters now. You're back;, and even if you've changed I'm just...well, I'll take it. I'm sure Gwen and the Parkers are happy, too..." Peter winced. The Parkers...he hadn't seen them since that dinner some time ago, "But still, Gwen outing you must have been...hard."

"Not really. Half the city already hated me long before that." Nor did he feel like it was his responsibility, but again he kept that to himself. No need to blab to someone he didn't really trust, "...Look, Osborn, this is something you should really talk to Gwen about. No offense, but I'm not exactly feeling warm and fluffy friendship between us. I'm sure you understand why."

"Yeah...yeah, I guess." He crushed the cigarette underfoot before standing, "Well...I'll see you around."

Peter gave him a lazy wave before focusing back on the almost barren garden. Harry was hiding something, though he didn't know what it was. Still, he was an ally for now and beggars couldn't be choosers. None of the others were going to help him: Felicia, Castle, Spector and Bullseye...all of them had their own problems, and he sure as hell didn't want to drag Lana into this unless he really had to. The 3 of them would have to do.

Or not, if the ringing of his phone was any indication, "...Cindy?" He looked down at the screen of the phone with narrowed eyes. It wasn't odd for her to call, she'd done it a lot before, but she almost never called at night. Shaking off the paranoia, he clicked the screen and pressed the phone to his ear, "What's up, Supergirl?"

"Hey, Pete. Guess what?" The start of their usual back and forth was at the tip of his tongue before she interrupted with an excited laugh, "Alright, I'll tell you: They released me early. Just found out today."

"That's...That's great..." He smiled softly. Cindy told him about her time in the bunker, about the feeling of being trapped in one place for nearly a decade. Being stuck with the spooks must have felt like an encore for her, "They just let you go?"

"Yeah, the tests finished early. They gave me a few days to myself; guess they're deciding what to do with me." He heard the sound of cars in the background. Was she already out? "Anyway, they set me up with a place. Nothing fancy, but it's my official apartment or 'lair', if you wanna call it that. Wanna meet up? I don't really know anyone here and a housewarming party's just sad with one person."

"Sounds great, but..." He looked back at the house. Just barely he could see Gwen and Harry talking to one another in the kitchen, "Kinda busy with something."

"Ooh, Superhero work?" The door slamming resounded in the background and the extra noise faded, "If you want I could help. Being trapped down there made me kinda stir-crazy; I'll appreciate getting some action in, put myself out there again, you know?"

He was tempted to refuse, more 'partners' meant more trouble usually, but he reined it in. Cindy'd saved him twice now; without her he'd still be rotting in that mad scientist's butcher shop. She could take care of herself, "Yeah...actually, that'd be great..." He stood up and made his way back to the house, "I get the feeling we're gonna need all the help we can get. Tell us where you're staying and we'll meet up."

"Ha, alright. You can count on Spinnerette to get the job done. Guaranteed."

Spinnerette? ...Well, this was going to be a trip.

* * *

Another day, another shift in guard duty.

Mike yawned and leaned against the stack of crates. This was what his life had been reduced to; guard duty on crap shipments cause he slept with the wrong guy's daughter. His friends told him he was lucky - that they knew guys who got their balls cut off and shoved down their throats doing the same crap he did - but really? It wasn't like he raped her or anything. They both had a few drinks and they saw how it went. The fuck was wrong with that?

He let out a sigh of frustration and looked around the warehouse. He had no clue what they were doing, and he got the feeling the rest a' these chumps were the same. If he had to guess it was probably the boss of the boss of the boss - yep, the super overboss- owing a favor to another guy to smuggle some shit in that wouldn't make it past customs. Coulda been drugs, might've been guns or, shit, a crapload of sex dolls. He didn't care either way; money was money.

He yawned again and turned to his 'partner' now...well, he said partner but really it was just the guy who was given the same crap detail he was. He didn't even know the big bastard's name, though he knew he wouldn't call him that to his face given the bulging arms covered in tattoos that the jackass had. While Mike wasn't scrawny - he preferred to think of himself as svelte, thank you very much - he didn't get this far without knowing which fights to pick and when to make a...wathchamacallit, 'tactical retreat'.

 _'Shit, way too early for this crap...'_ He rubbed his eyes and looked out the window. The sun hadn't even risen yet and the rest of the bozos in this place were feeling it; even now he could see most of em half-asleep at their post or playing cards. He was tempted to join em, but he got the feeling he'd need as much cash as he could once this gig was over. Hiring prospects weren't going very well with his boss giving him the stink eye.

Sadly, any thoughts of a quiet, uneventful mornin' was literally crashed by someone jumpin' to the center of em from up top .

"Hey, guys! Hope you don't mind me crashing the party!"

It took him a second to realize what he was looking at, but as soon as his brain finally caught up to what he was seeing he had to resist the urge to brown his trousers. Spider-Woman was in the middle of the warehouse and she'd fuckin' _smashed_ through the roof like it was made of tinfoil. Everyone else was gaping at her, too; even jackass next to him was practically invitin' flies with how wide his maw was.

All of them knew who she was, of course. Mike never had much interest in the news - What did he care about which politician won? Didn't mean jack to him - but there wasn't anyone in the city who didn't know about New York's more-or-less official mascot. There was somethin' about her being accused of murder a few months ago, but he didn't really care. All he knew was he didn't want to see her, mostly on account a' the whole guard duty to illegal sex dolls thing.

The surprise didn't last long, "Get her!" Someone - probably Albert from the back - screamed and everyone sprung into action, grabbing pipes, crowbars or even just their fists and chargin' at her like a bunch of morons. Mike felt the weight of the gun at his back holster (mama always told him to come prepared, after all) but he knew better than to try and shoot. He'd seen her in action on the news before; the freak was probably psychic or something with how she almost never got hit.

Instead, he did the smart thing and went the other way in a run. Hey, like his pops always said: He who runs away with...something something...didn't get their ass kicked! 'Sides, he wasn't in it for grudge matches. A paycheck was a paycheck, and the boss weren't payin' em enough to get tied upside down like a damn pinata for the police to beat the candy out of.

Jackass looked at his retreating back in surprise for a second before running to follow. He didn't know if the idiot thought he had a plan or if he was just as smart as he was - not likely - and right now he didn't care. He was runnin' outta this shithole and he wasn't looking back.

"Come on, guys! At least put up a fight! I got all dressed up just for you!" Against his better judgement Mike found himself looking back and grimaced at the sight of three other bozos being smashed against one another like a bunch of yo-yo's, Spider-Woman laughing like a damn hyena as she did it. Personally he thought that she was havin' a bit too much fun considerin' she was the good guy...er, gal, but hey that was just him.

Before his thoughts could get any farther he heard the sound of clinking metal before a bright flash engulfed in the area, "Shit!" He hissed and covered his stinging eyes. Flashbangs...he didn't know Superheroes used those. Ignoring the ringing in his ears, he opened his bleary eyes and saw someone in a gray hoodie fighting some of the stragglers Spider-Woman wasn't paying attention to.

 _'Another one? These freaks are coming out of the damn woodwork!'_ Shaking his head, he focused ahead and smashed through the door leading to the back of the warehouse, Jackass following behind him like a damn bloodhound. The other idiots would distract her and all he'd have to do was slip out, pretend to be one of the dock workers or somethin' to get the heat off, _'Yeah, great plan.'_ He smiled to himself. He'd lay low for a few days, maybe visit Michelle in-between, it'd be great.

Of course, the best laid plans were something something and life decided to take a shit on him like it always did, "What the fu..." His breath caught in his throat. The hallway leadin' to the back was pitch black - wasn't a surprise considering how cheap the boss was about the bill - but that wasn't what bothered him. No, what nearly made him crap his pants were the guys strung up on the walls an' ceilings in black webs.

"Holy..." He stepped closer to them and pressed a hand on their neck. Still breathin', but they were sleepin' like it was goddamn naptime, "You seein' this?" he asked, Jackass giving him a stupid nod in response and holding tighter into his crowbar. Spider-Woman didn't do this, that was for damn sure. She liked kicking people's teeth in more than she did tuckin' em to bed.

"W-We gotta-"

That was as far as Mike got before he heard what sounded like a 'thwip' and a string of white web stuck to the back of jackass' leg. Poor bastard didn't even get a chance to fight back before he was dragged back down the hall, screaming all the while, "F-Fuck!" He took out his gun shakily and fired twice, hoping beyond hope that he at least hit _somethin'_ with his shots.

All the shots managed to do was light up the hall for a second, and what he saw convinced him he needed a new pair of trousers: Jackass lying on the ground covered in a sheet of black web while a smoky figure practically straddling the poor idiot. He saw the ghost turn towards him after the second shot before he was covered in darkness, "Fuck!" Mike screamed again.

Steadying his grip as best he could, he fired at where the goddamn ghost was, but when the flash lit up again he was gone, _'F-Fuck this!'_ He turned and ran down the hall. All he had to do was get outta this place then he'd-

"You know, it'd be easier if you didn't run."

His feet stopped automatically at the sound of the voice. Looking up at the ceiling, he found a chick hangin' upside down above him, her hair rushing down in a wave on account a' he whole upside down thing. Even now he could hear the smart as voice at the back of his head telling him that she was pretty even with the gray scarf coverin' half her face, but now wasn't the time for that. He'd worry about gettin' a date after he got out of this damn place.

Mike grabbed for his gun again, but she was faster. She raised her hand and he saw what looked like claws extend from her gloved fingertips before she scratched his gun, the metal falling into little pieces at his feet a few seconds after, "Yeah...no, sorry." She detached from the ceiling and stood up properly, her arms crossed, "Come on, we can do this the easy way or I kick your ass and leave you in the jail hospital. What's it gonna be?"

He didn't answer, mostly on account a' him faintin'.

"...Damn it, Cin."

Peter looked down at the unconscious thug with a sigh before turning back to the half-masked Superhero. They were supposed to leave at least one of these guys conscious, "What? It's not my fault!" She gave him a light shrug and held up her hands exasperated, "I just wrecked his gun; _you_ were the one acting like the freaking boogeyman. I think this guy pissed his pants when he saw you."

"He did not..." He rolled his eyes. Better Cindy didn't know the guy really did wet his trousers, "...Come on, let's get back to the others."

Peter grabbed the unconscious thug by his collar and dragged him to the exit, pointedly ignoring the smell of faint urine that wafted up his nostrils. Thankfully Gwen and Harry did their part; he could see a score of unconscious thugs tied down with blankets of white webbing and the few that didn't had their hands tied behind their back with some plastic cuffs.

"Hey, what took you?" Gwen asked, gesturing for Harry to come closer. Peter had to admit the guy could take care of himself; army training must have gone a long way if those muscles of his were any indication, "What's that you got there? Made a new friend?"

"Very funny..." Peter pointedly ignored Cindy's snickering and dropped the idiot on the floor, "We have to interrogate him. None of these guys seem like they're the boss, so any of em will do..." And if he didn't...well, they still had a few more warehouses to raid through.

"If it's interrogation you want, then I should probably help." Harry wiped his bloodied knuckles on his jacket shook his hand with a slight frown, "Damn, some of these guys have hard heads." He looked past him at the hallway and let out a whistle, "Damn, Pete. You don't let anything pass by, do you?"

"Hey, I was there too," Cindy said, her light smile obvious even through her mask, "Anyway, what do we do about the drugs here?"

"I'll call the police," Gwen said, "We don't want this stuff out on the streets, and these guys seem like they need a nice, comfy jail cell after today."

"Better if you two explain, then. Neither me or Osborn are very popular with the boys in blue." Peter grabbed the bed-wetter by the collar and hoisted him up, "Harry and I'll talk to our friend here, see if he knows anything."

"I suggest hanging him upside down on the roof. We don't have to touch him; fear of heights will do most of the work for us." Harry said, causing Peter to nod. He wasn't shy about breaking fingers, but he would've preferred getting the information as quickly as possible, "Hmm...do you wanna be the good cop or the bad cop? I'm fine with either."

"Trust me, if you've spent any time with me then you'll know the answer to that question." Peter gave him a wry smile, "Put on your make-up, Harry. You're gonna be this guy's only friend when he wakes up."

"Right..." Cindy coughed and gave them both a weird look, "I don't really know this guy, but am I the only one who finds it kinda creepy that Pete and him get along so well when they're talking about hanging a guy from the roof like a pinata?"

"No, you're not the only one. You get used to it." Gwen pinched the bridge of her nose and let out an exasperated sigh. Peter would take fatigue over anger and disapproval any day of the week, "Just...don't rough him up too much, okay? I do have to explain to the police when we're done." She pulled out her phone from on of her 'pockets' - he still didn't know what it was - and dialed 911, "Once I call I'm guessing you two'll have 10 minutes to get the info. Can you do it?"

"10? 5 should be enough. Trust me, if this guy knows anything he'll be squealing."

* * *

An entire day raiding warehouses, and they had nothing to show for it.

Peter sighed. It was to be expected, of course: If Stern was any indication then this Ogre guy was definitely careful despite his absurd name - The first thug they interrogated and the ones that came afterwards didn't know anything...though apparently more than a few didn't stop wetting the bed up until recently. The standards had lowered, but that wasn't of any interest to him.

"Something wrong, Pete?" Cindy asked next to him, giving him a worried look.

"No, it's nothing..." He swirled the pasta in his plate and gave her a forced smile. By the time they were done with the almost non-stop raids the sun had begun to fall...though it probably didn't help that there were at least a few other criminals they'd run into along the way. If he saw that rabbit dame ever again he'd put the fear of the Spider to her, damn what Gwen said. He had his limits.

It was Cindy's idea that they go to a cafe; something about spending nearly a decade eating preserved food in the bunk and then rations when she was under the care of the spooks. He didn't mind it, and she deserved whatever scrap of enjoyment she could after everything she'd gone through, but he would have preferred being out there doing something rather than sitting in a place that smelled like cinnamon.

"Oh my _god_." Cindy chewed on the lasagna happily before letting out an extremely satisfied sigh, "God, it's been _years_ since I had food that didn't come out of a can." She took another satisfied bite out of the pasta, uncaring of how odd she must've looked. Peter could sympathize; back home food was one of the things he looked forward to the most...though not so much nowadays. He never felt much hunger after being bit that night at the docks.

"We can tell." Gwen gave the older(?) girl an amused smile, though it seemed kind of hypocritical considering her quarter of the table was filled with more food than the rest of them combined. Evidently her powers had a cost.

"Hey, you try staying in a bunker with nothing but spam and junk food for more than a year without going insane," Cindy said, pointing her fork at her playfully, "Trust me, the coolness factor runs out really fast."

The two got on like a house on fire...most of the time. From what he saw the two seemed to alternate from being the best of friends to Gwen being exasperated by the other girl's bouts of immaturity. Again, maybe he was biased but he didn't find anything wrong with it; how old was Cindy when she'd been trapped in that bunker? She didn't look much older than him or Gwen, so a large chunk of her life must have been there. He'd take them getting along half the time.

Harry, on the other hand...

"So, uh, Cindy..." Harry said, his voice hesitant, "How're you liking this...dimension?"

Something was wrong with him, though not in the way Peter expected. Osborn was...guarded when he talked to her, more than he'd been yesterday night with Gwen's friends. He didn't know if the other two didn't see it or they just ignored it, but to Peter the casual mask the former heir tried to put up was clear as day with how he looked at Cindy. It was as if he was expecting her to to turn around and sucker punch him any second.

"It's...kinda different," Cindy replied, "I mean, some things are the same and the date matches up - give or take a couple of years - but some of the things here are weird. I mean..." She chewed on the lasagna thoughtfully before continuing, "I checked out some of the theaters we passed and the movies are...I mean, the frick is 'Trek Wars'? Is that like some weird version of Star Wars and Star Trek?"

"You didn't have it back at your place?" Gwen asked, giving her a look of disbelief, "Well...alright, stop me if this seems familiar: A long time ago in a Galaxy far, far away there were two opposing sides: The heroic Sith and the evil Jedi, both of them using 'the Power' in opposing ways. Sith believe in emotion and love but the Jedi think emotion's evil and brutally stamp it out to turn people into unfeeling sociopaths. Any of this ringing any bells?"

"Uh...yeah, I think you got that backwards, Gwen." Cindy laughed, "The Jedi are the good guys, Sith are bad guys."

"Really? Huh...your dimension's weird." She finished off her sandwich and pulled the spaghetti closer, "Hmm...oh, how about the plot twist? The heroic Darth Wader convinces his daughter Leia that he's her father and she turns away from the evil Republic to help put the Empire back in it's rightful place as the rulers of the galaxy."

"Nope- well, kinda." She shrugged, "When I saw it as a kid, it was Darth _Vader_ telling his son Luke that he was his father and he refused to believe it cause his dad was evil and cut off his hand. Also, last I checked the Empire was evil and the Republic were the good guys...though I'm curious how they managed to make Emperor freaking Palpatine into a good guy here. Does he crap out confetti instead of lightning?"

...He was lost. Both him and Harry shared a look before he focused down on his food again. He was glad the others were having fun, but weren't celebrations premature? Ogre was still out there and the loss of a few warehouses didn't matter much if they couldn't get at the source. Cutting off a hydra's head didn't matter much when the body was still living, or at least that's how the myth went.

"So, I never asked," Harry cut in, "How did you and Pete meet, Cindy?"

"Oh, it's a...long story." Cindy gave Peter a slight frown before returning to her usual smile, "Let's just say that old Pete here needed saving and I was there to be his knight in shining armor. Twice. Don't let the tough guy thing fool you; this guy gets into more trouble than a Disney princess."

"Amen to that," Gwen said with a smirk.

"...I'm sitting right here." He rolled his eyes at their (immature) snickering and suppressed the urge to smile himself. It was oddly calming being here with the 3 of them, even if he still had his doubts.

"But hey, besides that I gotta say: We make a good team." Cindy looked at them all, her smile turning into a smirk.

"...Really?"

"Yeah, Pete. I mean..." She pointed at him, "We've got Spider-Man, Gwen over here's Spider-Woman and Harry's...uh, well, we'll think of something...do you have powers, though? I mean, not to say you can't take care of yourself, but-"

"Not...exactly." Harry gave a forced laugh, "I can...use something if push comes to shove, but I'd rather not." He sounded distinctly uncomfortable, though not in the same way he did when Grant had grilled him, "Besides, the hero thing's not for me."

"Why not? If I can do it then anyone can." Cindy shrugged, "Besides, not saying we have do this thing full time, but kicking bad guy butt and helping out people along the way? Seems like a good deal to me. Who knows, we do it enough times we might get a Nobel prize for our heroism and awesomeness or somehting."

"Nobel prize?" Gwen gave her a confused look, "Why would there be an award because of the dynamite guy? That another weird thing from your place?"

"Maybe she means the Marie Curie Award?" Harry said.

" _Whatever_." Cindy rolled her eyes, "Point is, being a team could work. I mean I'm already gonna be working with Gwen once Captain America fixes up the paperwork, but until then I'm basically freelance. The four of us? Kicking butt and taking names, I can see it now. Although..." She put a hand on her chin and looked at both him and Harry with narrowed eyes, "You two need costumes, bad. I mean not that the whole 'civvie jackets' thing isn't working, but you need something that has more presence, you know?"

"Trust me, Cindy, that ship's sailed." Gwen snorted, "I tried to get Pete to put on a costume, but he..." She trailed off. Peter couldn't blame her; 'shot the box, set it on fire and threw it off the building' wasn't exactly the high point of their relationship...though in his defense the thing looked tighter than a nun's habit. He wouldn't have been able to breath if she tried to force that damn spandex on him.

Conversation continued after that, and Peter had to admit he was having fun despite it all. Already Gwen was making plans for them to all go see a 'Trek Wars rerun' and Cindy even invited the other two to her apartment-warming party. All in all it seemed to be going well.

Which was, of course, the cue for things to go horribly wrong.

Peter heard him long before he saw him. Even through the din of the cafe chatter or the loud blaring of the television the sound of a walking cane tapping against the ground was distinct, as was the manic giggles that followed it. Peter's face shifted to a scowl and he looked up, Gwen giving him a worried look when saw saw him, "Peter, is something wrong?"

"...Speak of the devil-"

"-And he shall come."

The Devil of Hell's Kitchen was here.

The other three's heads snapped to the source of the new voice, the redhead's smile turning into a full-blown smirk when he got his audience's attention, "Well, well. Quite a gathering you have here; hope you don't mind me interrupting." Murdock adjusted the red-tinted sunglasses and tapped his cane on the ground, "For the uninitiatied, my name's Matthew Murdock. I'm a...friend of Mr. Parker and Ms. Stacy."

"Murderdock, what are you..." Gwen's words died in her throat when she saw the other redhead standing behind the 'blind' man. While the leather, fishnets and half her face being covered in make up would've been enough to catch someone's attention, the sight of a woman coming back from the dead was definitely new...well, except maybe for himself, "Wait, you're-"

"Oh, don't mind me. Just here to see to old Petey here. How you doin', Lover?" Firestarter smiled manically at him, though Peter paid her no mind. If he killed her once he could kill her again.

"Gwen, who is-"

"This doesn't concern you, Mr. Osborn. I have no interest in my competition's leftovers." Murdock said, not even turning to look at Harry, "My business is with Mr. Parker and him alone. I will admit that I also have an interest in Ms. Moon - it'd be interesting to talk to an _actual_ dimensional traveler, after all - but I'm afraid that the other Ms. Moon has taken to calling 'dibs' on her, as you kids call it."

"Wait, the other...you know who she is?" Cindy glared up at him, "Where is she? She and I have-"

"I don't know. We're not exactly the best of friends; we ally when we have to, but you know that saying about keeping your friends close." He turned to Gwen's direction, though not exactly; a weak attempt at playing up his almost non-existent disability, "Ms. Stacy, it's been a while since we spoke, but I hope you're doing well. Unfortunately my previous offer to you will have to be rescinded."

"Unlucky me..." Gwen scowled, "What do you want with Peter? If you think you're-"

"Now, Ms. Stacy, what do you think I'll do? We're in a public area and I've never been legally convicted of any crimes, and I sure don't wish to start now." He nudged his head slightly to Firestarter's direction, "Now, leave me and Mr. Parker to talk, if you please. I have some things to say."

"Or else what?"

"Or else my acquaintance might lose her cool and set this place ablaze. She can do that, if you recall." He tapped the cane on the ground and Firestarter's smile grew more manic, "That's only a last resort, of course. I have other methods; such as doing my duty as a lawful citizen and informing the authorities of the presence of a fugitive in our midst. I'm curious if daddy dearest would dare tarnish the family name to try and save the prodigal son."

Peter wanted to say something, but Harry beat him to the punch. Smashing his fists on the table, the former military man stood up and grabbed Murdock by the collar of his crimson suit, " _Don't_ talk about my dad." He snarled, Murdock's smirk not showing so much as a single twitch despite their close proximity, "And if you think I'm going to let you take advantage of Peter then-"

"Poor Mr. Osborn; always deluding himself, always pretending he's doing things for anyone but himself." Murdock laughed, completely ignoring the vice-grip Harry had on him, "But go ahead; beat me till I'm black and blue. I wonder how it would look - A fugitive from the law beating down a blind man. Who do you think the courts would side with? And it'd be hard to keep a low profile if people catch it on video."

Peter looked around him and scowled. People were looking, drawn in by the 'show'. They couldn't do this here, "Harry, enough." He ignored his look of disbelief and shook his head, "I can handle Murdock, but you need to calm down."

"But-"

"Yes, calm down before daddy dearest's forced to see his only son rotting in a S.H.I.E.L.D prison." Murdock smacked the cane against his fist and pushed him off with a low chucle, "Now, as I was saying: I need to talk to Mr. Parker alone; won't be a minute." He turned to Gwen again, "Don't worry, Ms. Stacy. I'll be sure not to touch a hair on your boyfriend's head."

Gwen looked like she wanted to throttle the lawyer right where he stood, but she reined it in. All three of them stared at him with worry, but he only nodded once again and offered a strained smile, "It's fine. He's not gonna do anything while we're here..." He shared a final, lingering look with Gwen before turning back to the older man, "Tell me what you want, Murdock."

"Gladly." Murdock waited for the rest of his friends and Firestarter to leave before he sat in front of him, hands pressed together like a businessman at a meeting, "Well, I'll admit I didn't expect you to escape your previous predicament so quickly. I guess I underestimated how you can inspire loyalty."

"Guess so..." The people were going back to their own things now that the commotion passed. Better for them both, at least, "What do you want?"

"I must say, though, you keep odd company," he continued, ignoring the question entirely' "Frank Castle and that man who worships the moon are odd enough, but now Harry Osborn and that counterpart of Cindy Moon? I must say you have a knack for surprising me, Mr. Parker, and that's not something that's easily accomplished." He tapped the cane on the floor twice, "Still, I'm surprised you willingly associate with him after what he's done. Or is it perhaps because Ms. Stacy is pulling your strings after a few shows of affection?"

"...What do you want?"

"Well, as much as I'd love to catch up on the things we've missed, I think we both know what we're here for." He removed a thin slip of paper and slid it across the table, "You're looking for the individual who calls himself 'Lord Ogre'. A weird name, if I do say so."

"Says the 'Devil of Hell's Kitchen'..."

"Ah, but it's not a name I chose myself. Most of the time my friends call me Matt." He let out that low chuckle again. Peter wanted to wipe the damn smile off his face, "Now, I don't know the location of his base of operations myself, but I can give you the address of two of his production areas. I think you and Ms. Stacy will know what to do, and no doubt Ms. Moon and Mr. Osborn will be of great assistance."

The information was good, Peter knew that, but even now he felt sick looking down at the two addresses written down, "...Why are you doing this?"

"I'm guessing you won't accept the idea that I'm doing it out of the goodness of my heart." He leaned back on the seat and raised his hands in mock surrender as Peter gave an annoyed growl, "Well, I'll be frank with you: I'm using you to get rid of competition, the same way those 'friends' of yours take advantage of your abilities. And I'll be blunt; this is somewhat personal. The Maggia has a hand in this pot, and I have good reason to want to be a thorn on Silvermane's side."

"Money, is it?" Always wanting more. One thing he could always count on; crime wasn't one big happy family.

"Nothing as base as that." He waved a hand through the air lazily, "I suppose you've grown tired of this cliche, but Silvermane killed my father...well, someone in his organization ordered it. I don't know who, but as far as I'm concerned it doesn't matter now. It only adds extra incentive for me to crush him underfoot in addition to the professional rivalry that I inherited from Mr. Fisk."

"Boo hoo. He's probably lucky; he doesn't have to watch his son murdering people for money." Peter sneered, "If he had any decency he would've been disgusted with you...or maybe he was just depraved as you are. Following in the family footsteps, 'Matt'?"

For the first time since knew him Peter saw the veneer of confidence crack, his smile twitching before he quickly covered it up with another chuckle, "As opposed to you, you mean? That Maxine girl was someone's daughter, Adrian Toomes someone's grandfather, and yet you killed them all the same." Peter raised an eyebrow. If he was trying to guilt trip him he was doing a poor job of it, "Ah, but we're discussing my sins here, aren't we? Ms. Hardy comes to mind immediately; that raid at one of my warehouses was amusing, though you knew it was obvious, right?"

"Keep laughing. You won't be doing it for long."

"Indeed? Do you have any idea how often I've heard claims like those? And yet here I am, _still alive_." He leaned forward, lips curled into a mocking grin, "By all means continue your little attempts at rebellion. They're amusing." He clicked his tongue, "You remind me of Ms. Stacy a few months ago: So full of rebellion and bravado. She slipped through my fingers, but I don't think I have to worry with about that with you."

"...I'm going to _kill_ you, Murdock."

"No, you won't," he replied coolly, his face the very picture of calm, "You aren't the first to make the claim, and you're not going to be the last. You won't find me shivering in my boots for fear of the Spider-Man; I've had fear beaten out of me years ago, Mr. Parker. You don't scare me."

"And you're not going to convince me to make a deal with the devil."

"An odd choice of words, Mr. Parker. Very...poetic."

Murdock tilted his shades down and Peter saw a glimpse of what was hidden beneath the thick lenses. The dark circles under his eyes were surprising for someone who seemed so calm, but it was nothing compared to the eyes themselves - Peters's eyes met a disgusting shade of red, thin slits running down center of the irises that only emphasized the surreality of it. Immediately he felt an almost primal fear engulf him, a chill spreading throughout the rest of his body. It took all his restraint to not show it, to avoid collapsing in a shivering, pathetic mess right then and there.

"Mr. Parker, do you honestly think that you'll be the one to be there when I finally die? No, I think you overestimate yourself." He tilted his shades back up again, "The truth of the matter is, Mr. Parker, that you're an _insect_ ; a spider caught in its own web. Your threats and barbs are amusing, but take care not to reach too far." Murdock clapped the side of Peter's face mockingly, "But by all means, continue if you wish. I haven't had this much fun in years."

He stood up to walk past him, but Peter lashed out and grabbed his wrist before he could pass him, "Do you think you're the first scary thing I've seen, Murdock? I've faced worse months ago." He tightened his grip on the older man's wrist, the redhead's grin growing strained at the intensity of the grip, "Whatever you really are, whatever deals with the devil you made - It won't save you from me."

Just for a second, so fleeting that he could have mistaken it for his imagination, Peter could have sworn he saw a relieved smile on the 'blind' man's face before he let out a final, soft laugh.

"Well then...I look forward to your efforts, Mr. Parker. Don't disappoint me."

* * *

 **...The sexual (not) tension between Peter and Matt reached critical mass this chapter :/ Now on one hand a part of me's still kind of disappointed that Peter essentially 'stole' one of Gwen's big bads, but I do think it's for the best since Spider-Man's willing to sink to far more lows than Spider-Woman is and the relationship doesn't come across as horribly stilted in Murdock's favor like it is in the canon story.**

 **Basically Gwen's relationship with Daredevil seemed like an innocent being tempted to corruption with Murdock being the metaphorical devil, but in Peter's case it instead tests how low he's willing to go in order to hurt a greater evil; similar in some ways, drastically different in others.** **Their little grudge match reaches 616 Daredevil and Kingpin levels later on; wish me luck in writing it :D**

 **Also, all hail Mike; the sensible thug! Crime would be a lot more simple if we had people like him around!**

 **I had one question itching at the back of my mind, but I'll leave it blank for now because a friend suggested reviewers answering the questions means they're less likely to comment on events in the chapter itself. We'll see if she's right: Gimme your thoughts on the chapter whether they be general comments or things that need improvement :)**

 **Also, I got a bunch of votes to bump it up to M, so I guess I'll do that in the next chapter: Depends on how dark the next one gets, since the content for the upcoming chapter is darker than most of the stuff I write for this story.**

 **Review Answers:**

 **Viftech - Out of curiosity, what pairing did you want? I mean Peter doesn't have much in the way of options, though Gwen at least seems to have Kate in her definite running if push comes to shove.**

 **OriksGaming - I mean does it feel like you're still reading about 'Peter and Gwen' rather than a couple of OC's; whether you're comparing them to their canon Noir and Spider-Gwen counterparts or the character's that Peter Parker and Gwen Stacy are most well-known for is up to you, I guess. As for fight scenes; I'm unlikely to get better at those, but the story itself might get darker or more violent if we go for M.**

 **Mingyu - Hmm, what particularly makes Noir come off as an OC? If it's him supposedly being a mind-scrambled 65-Peter, would you still consider him an OC if I didn't go for that plot twist? He'd probably act more or less the same either way.**

 **Dr. Sugarcakes - Comics really fall into 'Status Quo is God' since they're meant to run to run for years and years and a lot of fans complain when things get too different than what they want.**

 **Esquire-Man - Lana? Hm...I can see it, but she doesn't seem nearly as stupidly insensitive as to just laugh her ass off at Peter's predicament. As for the 4-man team, we'll see where it goes. Cindy thinks they'll make a good team - Peter and Harry lacking costumes aside - but considering what Harry did and Spider-Man's allies frowning on him spending too much time with Gwen it might be limited at best. Also, Felicia and Fisk are gone; now it's just Peter and Gwen.**

 **Cloudstrel - I changed the character tags, but I'm curious why you didn't think it was T: I never showed anything explicit and whenever something gruesome happened like Peter getting his hand cut off, a Pimp's head exploding or Lana beating Sin Eater to near death I always cut away or don't focus on it. Compare to Twisted Reflections where I go into weird detail about Raziel stabbing a guy in the crotch 3 times.**

 **As for Harry? Eh...we'll see. Redemption's not easy; there's a reason 'I'm sorry' is never enough a lot of the time.**

 **Guest - 50 more? Guess we'll see how long this story takes.**

 **persin 2 - We get a hint of the balanced team in this chapter, though whether it lasts is another thing entirely.**

 **Jajo Camello - Gotta be careful; there's a thin line between character development and character derailment. Anyway, we'll see next chapter if I need an M rating or not once we get to the meat of the Lizard shenanigans.**


	52. We're all Monsters here

**Next chapter out. Debatable if this counts for M, but I think not just yet given that I saved on the gory details. Still, it's much darker than the previous chapters, so this is a return to the norm for me.**

 **Anyway, I just realized something: It's something of a plot point that the Lizard serum is only neutralized when Peter has it in his body, but does it spread by fluids? I mean you'd think it would considering his blood test showed signs of infection, but if that's the case then him having sex with Lori has a lot of disturbing implications...granted I won't do anything with it for the same reason I don't want Spider-Gwen: Reign, but it did make me wonder how fucked(heh) it would be all things considered.**

 **BTW, look for the song 'My Enemy' from the ASM 2 soundtrack; probably fits what happens in the next chapter/the end of this one :) Also, anyone here play Old Republic? I'm lacking friends in that game...**

* * *

Murdock's info checked out, as expected.

Peter narrowed his eyes as he stared at the 'abandoned' building. Places like these were a dime a dozen in any big city, but at least it was something refreshing after all the damned warehouses that everyone in this madhouse(?) seemed to have a timeshare in, "Place doesn't look too big..." He looked down the streets of Chinatown - Almost abandoned except a few cars trying to move back to the main road. Well, at least it made his job easier.

He climbed to the adjacent rooftop and lowered into a crawl. They'd all decided to split up to cover the the bases...well, 'decided' in the sense that they didn't really have much choice and tackling all 3 rackets seemed like the smart play over doing it 1 piece at a time like they did earlier: Peter took 1, Gwen had another while Cindy and Harry handled the last. Osborn looked like he'd swallowed a rotten egg when he was paired with the rookie vigilante, but Peter'd be damned before he let Gwen and him stay alone after what happened between them last.

...Even if he was sure she could take Osborn with one hand tied behind her back, especially with that...thing latched onto her.

 _'Gotta focus.'_ He shook his head and looked closer at area below. At first glance it was nothing out of the ordinary: Trash cans overflowing with garbage, a parking lot devoid of almost anything worthwhile and a few bums in ratty clothes; the same thing you'd see under every freeway or alley in a poor part of town. Still, he picked through the mask easily: He could see the barrels of the guns hidden under the trash, the bums that looked just a tad too clean hanging around and looking for anything out of the ordinary like hawks on the prowl.

Someone was taking the trouble to appear inconspicuous; almost unheard of for most crime bosses. Most of the time they wanted people to know where they were, dare them to make a move, _'Ogre's got something to hide...'_ He stood and and jumped to a nearby lamppost, boots landing atop the surface with a barely perceptible thud. He counted at least 6 guys, though there were probably more inside. Business as usual.

Peter waited, and as expected someone eventually wandered off. Rent-a-thugs could never stay in one place too long; too impatient, especially with nothing to shoot at, "Hey, I'm gonna take a leak." One of the 'bums' said, his friends waving him off with a bored grunt. Peter jumped to the next pole and kept going till the ragged thug stopped, pulling down his zipper with a relieved sigh.

He almost felt bad - almost - webbing the poor bastard's mouth shut with Gwen's webshooter before he could do his business. The punch clock mook barely had enough time to grab for his sealed lips before another strand of webbing grabbed his leg and pulled him up, Peter covering him with a blanket of dark silk before leaving him hanging from the pole with his hands tied above his head. As tempting as it would have been to leave em hanging upside down, he didn't want the blood rushing to their head.

5 more to go.

Thankfully their pal's abnormally long piss seemed to tip them off, "Shit, Steve's gone on one of his highs again, I bet. That fat fuck..." A 'hobo' with a patchy beard spat at the ground and scowled into the dark corner where 'Steve' had gone, "Come on, Mick. Let's go find that bastard."

It was almost surprising how obvious things had become after so long at his 'job'. Back when he'd first gotten his powers - or maybe just what he remembered - he didn't bother with with the waiting and the subterfuge. He wanted to send a message with the Goblin's thugs, and as far as he was concerned a few dead bodies and a couple of thugs with a broken arms and twisted legs would do. It wasn't until Vulture that...

Peter shook his head; now wasn't the time for reminiscing, _'Gotta focus.'_ He pressed his lips into a thin line and looked over the edge. The two mooks were unarmed, but that didn't mean their mouths weren't working. And besides that, he was pretty damn sure that the rest of the clowns would notice something was up as soon as the two didn't come back with their friend in tow.

Well, time to make this quick.

Peter jumped off the edge of the roof and landed on the first bozo, spraying the second with a burst of webbing before kicking the poor shcmuck he landed on right across the face, "3 down..." He looked back to the corner. Already he heard a pair of running footsteps, the swinging of a pipe barely hitting against the wall. Brave or an idiot? Sometimes it was hard to tell the difference when it came to these clowns.

The 4th rent-a-thug barely made it past the corner before Peter stuck a line of webbing to his chest and pulled him towards him roughly, smashing his forehead against the burlier man's face and getting an audible crack in return, "Stay down." He tied him to the floor with his own webbing and peeked around the corner. The last two bozos were pulling out the guns and aiming it all around em like kids with a sugar high; if he so much as threw a rock they'd probably shoot each other as much as they'd shoot him.

Clenching his hand, Peter bit back a shiver as he was briefly engulfed in smoke before he once again disappeared from sight. Ignoring the chill that spread throughout his body, he all but ran towards the two panicking mooks and grabbed them both by the neck, smashing their heads against one another painfully before he slammed them against the ground for their complimentary web blankets. When they woke up they'd be tucked in to a nice, comfy prison bed...

...

He was spending too much time with Gwen. Less jokes, more focus.

Peter let the invisibility fade and made his way to the door. Locked, as expected, though a minute of picking through the tumblers and he was making his way down to the basement without a problem, "Hope the others are having better luck than I am..." He covered the nose of his mask and held back a cough. He'd gotten used to terrible smells - hell, his apartment smelled like the trenches with barely-there cologne - but this place...the smell of blood would've been enough, but the rank stench of feces and what semed like drugs in the air was definitely enough to make him nearly retch.

Apparently the rest of the finks in this place thought the same. Peter might have felt threatened by their guns if he thought they could even see him through those thick gasmasks of theirs, _'Is it just the smell or is there something in the air?'_ he thought. He couldn't deny that he felt somewhat sluggish, but the feelings passed as quickly as they came. If there were tranquilizers in the air then it was probably a good thing that he came down here on his own.

Taking down the rent-a-clowns in inside was even easier than the ones outside. The lights were dim, easily broken with a single flick of the switch or a a shot from his silenced gun (a 'gift' from Castle). Not that he needed to; he was pretty sure those damn masks of theirs would've made it hard for them to see him even if he walked up to them screaming about how the Spider-God came for their souls like Spector was prone to do with his moon deity.

But still...

Peter wrinkled his nose and took slow, measured steps. This place...there was something about it: He could feel his heart practically jumping against his chest, and every step he took seemed to compound the almost crippling feeling of unease that set over. Right now he was tempted to rip open his last pack of cigarettes and smoke all the coffin nails at once, if only to give himself a little peace of mind.

"Something here. Familiar."

Peter's mouth twitched in annoyance and he ignored the voice ringing at the back of his skull. The two of them had 'graduated' to the damn thing yelling at him all the time while he ignored it to...the damn thing yelling at him _half_ the time while he ignored it. He didn't know what it was, not really, but if he had to guess it was the same thing that drove everyone else who took this poison to madness. Hill didn't mention voices, but she didn't mention a lot of things...

Still, he couldn't deny that it was right, at least to a degree. This place...the building itself wasn't anything special, but the atmosphere that settled over them was enough to make him hesitate. Something was here, and he got the feeling that the drugs were the least of his worries. He stopped in front of a door leading to another hall and grimaced, "Why do I feel like I'm getting deja vu...?" He shook his head and pushed it open.

 _"Save us!"_

 _"Let us out!"_

 _"You have no right to do this!"_

 _"You can't do this! It's inhumane!"_

Peter fell on his knees and bit back a scream, both hands pressed against his head as an overwhelming pain engulfed his skull. This place...it wasn't the same as that asylum he'd ran through before he ended up in this madhouse(?), it wasn't. He shouldn't have... "Focus, Peter..." He grabbed the walls tightly and forced himself up, his breaths ragged. This wasn't the place to lose his mind, not while there were still people who were being fed that poison.

One thing was definitely the same: There might not have been any screaming, but he saw more than a few people piled on the cells like they were animals. It would've been one thing if they screamed, if they begged him for help or spat curses at him, but as of right now they were just...quiet. Men and woman of all ages, their clothes in varying states of tatters and poor quality. Probably beggars; easy to prey on the poor and forgotten, after all.

He made his way in front of the cell and squeezed the bars tightly. He counted at least over a dozen of them, bodies squeezed together like pigs at the slaughterhouse. Some of them looked up at him with what looked like silent hope and disbelief through half-closed eyes, but the rest...they looked like they were barely there, their eyes staring blankly ahead and their mouths parted open like some of the crazies he'd seen in the asylums back home.

"...Can anyone here understand me?"

Nothing...he couldn't say he was surprised. More lambs to the slaughter; there was always someone who thought they treat people like animals. Biting back a growl of frustration, he kicked the door down and grabbed the heavy metal before it could fall and crush anyone lying underneath, "No need to be subtle..." He looked down the hall with narrowed eyes, his spider-sense eerily silent. Either the guards were deaf and blind or he'd taken them all down already; he preferred the latter.

He stepped over the first pile of bodies and grimaced at the flies hanging over their still forms, "Come on, come on..." He turned over one of the pale ones lying on their front and scowled at the empty eyes that greeted him, "Please be..." He pressed a hand against their neck and let out a muffled curse at the lack of a heartbeat that came. Dead, probably for days now judging by the stench...though that might have just been the voided bowels stinking up the place.

Peter looked over the cell again. Even now he could see more than a few rotting corpses piled against one another, some of them showing greater signs of decay than the others. What was the point of it? Did they put them here to 'break' the remaining prisoners or did they just not care enough to even dump the poor bastards in the river with a couple of cement shoes?

He wished he could say he was shocked, that it was the worst thing he'd seen both in this place and back home, but it would've been a lie. Even now memories of Ellis Island came despite his best efforts, the image of innocent men and women lobotomized into slaves just because of the color of their skin burned into his brain. People like Octavius were a dime a dozen, he knew that by now.

So why did he still feel the urge to bury the monster responsible for this like it was the first time he'd seen it?

"Find one responsible! Hurt him, kill him!"

Thankfully he didn't have to listen to the ramblings of his 'better half' for long before he finally heard someone speak up, "You...what are...you...?" An old man asked, his voice soft. The gray beard covering his face was matted with blood and grime and his voice sounded like he hadn't had a drink in days. Still, someone was talking; Peter would consider it a small victory, "Who...are..."

"I'm here to help." He knelt down in front of him and pulled out a canteen from the pocket of his jacket, pressing it against the old man's lips as gently as he could, "Look, just drink this and-"

His spider-sense thrummed dully. Not danger, something else. Before Peter could do more than give the poor guy a few clumsy sips a few of the other prisoners grabbed for the canteen like they were possessed, slapping it out of his hands weakly and causing it to spill to the floor, "Damn it..." He stood up with a slight scowl and watched with morbid curiosity as the men and women fought for the canteen with as much energy as they could muster, some of them even forgoing the container altogether and simply licking the water that spilled onto the grimy floor.

"Don't-"

"Not...gonna work..." The old man let out a soft, wheezing laugh and looked up at him with an almost toothless smile, "First drop of water...in days...not gonna stop them."

He had to try. Turning away from the pile of moving flesh, he grabbed two of the almost-still victims lying against the wall and carried them out of the door leading to the hall. He didn't care if he had to drag them out of this hellhole one by one, he wasn't going to leave them to this...madness.

"Pointless..." The old man gave a wheezing laugh again, watching Peter as he grabbed another couple lying against the cells, "We're...already used...no point to saving..."

"Quiet." He ignored one of the roused females pawing at his face like a damn cat and resisted the urge to knock her out. They'd been through enough; they didn't need him doing more damage than they'd already gotten, "I'm getting you all out of here..." he muttered, though he knew they didn't care. In their addled state he might have looked like the damn gingerbread man for all he knew.

Peter didn't know how long it took, but eventually he managed to get all two dozen of them out of the cells and propped them up against the hallway. Most of them still ignored him, but a few seemed to finally rouse (however slightly) from whatever was being pumped into this place and managed to look up at him somewhat coherently.

"If anyone can understand me..." He pinched the bridge of his nose an did his best to keep his voice level, "We're leaving this place. If you can stand then walk, and try to carry those who can't. If not then just stay down and I'll drag you to the exit. Are we clear?" All of this...it brought back memories of escorting those Germans out of Octavius' asylum, but maybe this time he could actually wring the neck out of whoever did this.

Some of them managed to nod shakily and go into a weak stand, hands grabbing the legs of those too catatonic to even blink. It wouldn't be comfortable being dragged down the hall by their feet, but it was better than nothing, "Right, come on..." He grabbed the old man's arm and slung it over his shoulder, ignoring the stench of...whatever it was wafting up his nostrils, "We're leaving here, now."

"Sonny...you're a stubborn one..."

"Shut up and walk."

Dragging them back to the entrance required more than a few trips back, but it was worth it when all 24 of em were on the opposite end of the street in another abandoned tenement. He called the police, called the Spooks...anyone who could come and do something about all this madness. Technically his job was done; he could just wait for Johnson to come in with her squad to try and salvage this damn mess.

So of course he went back inside, ignoring the old man's warnings that he'd get himself killed if he went back to the hellhole. He doubted the one pulling the strings was there in the center of the slaughterhouse, but he had to find _something_ to take back with him. Even a small hint of where that 'Ogre' was hiding over would've made all of this madness worth it...or at least that's what he tried to tell himself.

Peter felt a profound sense of nostalgia when he finally made it to the end of the maze. The door looked...different compared to everything else here; cleaner, respectable almost. He was tempted to say it was exactly like what he saw on the that asylum, but there was no plaque on the door. Instead he saw the word 'Doctor' scratched onto the wood with what was probably a knife. It seemed almost mocking.

The sight behind it was a familiar one, though. A scientist hunched over a table, splatters of blood and the smell of formaldehyde in the air, _'The Sandman...he comes at night to steal your eyes...and he smells like formaldehyde...'_ He shut the door behind him quietly and walked towards the scientist whose back was to him, his panicked mumbles and what sounded like a prayer echoing over the makeshift laboratory.

The room itself was small, at least as far as labs went. Apart from a few bloody tables and chemicals the place was almost barren, the only sign of anything resembling a luxury being the television belted onto the left wall. Either the scientist had a hankering for late night TV or it was for something else; he was betting on the latter.

Time to introduce himself.

He took the pistol out of his holster and pressed it against the back of the scientist's skull, "Don't make any sudden moves." He saw the scientist stand up stiffly before he froze at Peter pressing the barrel harder against the skin, "I said, don't make any sudden moves. After everything I've seen in this butcher shop I _will_ shoot you if you don't do exactly what I say. Are we clear?"

The scientist nodded, sweat running down his back in a torrent. Nervous, but there...something was wrong; it seemed too controlled somehow. He could feel it clawing at his head, "Turn around. Slowly." Peter stepped back and waited for the older man to face him, his grip on the gun never waning. For all he knew the guy really was guilty, and even if he had to explain himself to Gwen later it'd be a price he'd pay gladly-

...

Peter's hand shook when he finally caught sight of who it was wearing the bloodied lab coat. At first glance he would've have been anything special; a middle aged balding man with his only distinguishing feature being the dark mustache above his lips. Still, Peter couldn't deny the pangs of familiarity he felt when he saw the panicked expression on his face, his wide eyes barely holding back the gush of tears, "I know you...you're-"

"Connors! All your fault!"

Dr. Curt Connors...the man Parker stole the formula from.

"...You're the one responsible for all this?" Peter resisted the urge to press his finger close to the trigger. Connors was innocent of what happened 3 years ago, that at least he was sure of. He took Parker under his wing, tried to cultivate the intelligence he possessed and hopefully make something out of the little ball of jealousy hate. And what did he get in return? The damn kid took his research for his damn Superhero fantasies.

Still, innocence back then didn't mean innocence now.

"I...I didn't want to!" Connors said back, voice panicked. His spider-sense was completely silent, "Th-That man, he had his thugs take me on my way back from work! He thought I could help him with this...this madness." He looked past him to the bloody tables, his expression torn, "P-Please, I just want to go back to my family! Please...Please don't kill me..."

Nothing. He was telling the truth, "...I believe you." Peter put the gun back on its holster, ignoring the voice at the back of his head screaming for the scientist's blood, "...You're Curt Connors, aren't you? The one who made the baseline for the formula?" His eyes focused on the collar on the scientist's neck. The beeping definitely didn't give him any good feelings.

"Y-Yes, it was...one of the biggest mistakes of my life..." He wiped the sweat from his scalp and let his breathing calm, "Are you...did S.H.I.E.L.D send you?"

"You could say that. It's more of a job by job thing..." Peter made his way to table and picked up one of the chemicals, "I recognize some of these things, but not all of them. Is this based on the poison made by Peter Parker?"

"To a certain extent, y-yes..." Connors shook his head and swallowed audibly, "Th-The original intention of the serum was to recover lost limbs, and the lizard DNA was purely for the regeneration certain reptiles are capable of." He took another nervous breath and wiped his hands on his labcoat, "Th-The man who took me, he wished a more diluted version. One that would require a catalyst to induce a transformation."

"That explains what happened at the club..." Peter muttered, looking at the discarded syringes in distaste, "Come on, we have to-"

"Well, well. Looks like a spider's gotten caught in my web."

...Son of a bitch.

Mentally counting to 10, Peter turned to the source of the voice and found himself face to screen with yet another clown who thought dressing like an idiot was the bee's knees. What came to mind first? He was torn between the _golden_ chestplate barely covering his wide midsection, the two pieces of metal belted onto the sides of his jaw or the pink shades wrapped around his eyes so tightly that Peter wondered how he could even see anything. Was dressing like a moron just endemic to the criminals in this place?

That wasn't even getting to the rest of his stupidity. The hulk-like Negro was sitting on what looked like a throne, 2 rottweilers with frothing mouths growling at Peter. Flanking both sides he could make out another motley crew of jesters with dressed up in cross of leather and fairtytale. It was probably the first and (hopefully) last time he'd see a gypsy in the same group with someone dressed in a leather tutu and a gas mask.

"Very clever. Any other jokes you have, 'milord'?" Peter gave Connors a sideways glance. The scientist was practically shaking in his loafers, his hands grabbing at the collar with a shaky grip he looked like he was torn between trying to rip it off or not, "...I'm guessing you're the one responsible for all this." All the people trapped in cages, that nightclub being turned into a damn Lizard nest...

"And you must be the one who went through all the trouble looking for me. I gotta admit I was expecting...more." He leaned forward, hands pressed together tightly, "I watch the news, and Spider-Woman was the one credited for all those arrests. Had no idea the Dark Spider had an interest in someone like me." His mouth curled up, "Well, here I am, bug. But I gotta say, this is one of those 'be careful what you wish for' situations, you feel me?"

"I'd be more scared if you weren't hiding behind a screen. What's the matter, Ogre? Scared of actually putting your neck on the line?"

"No, Spider, I'm just smart enough to pick my fights." There was that damn grin again. This guy was reminding him of Murdock, "Saw you on the cameras; your little stunt with my investments. Who knew the Dark Spider had a heart of gold under that jacket of his? And here they said justice is dead. Brings a tear to my eye, really does." He laughed under his breath, "But playtime's over. Leave, now. I like to give people second chances."

"What makes you think I'll do that?" Peter raised an eyebrow and crossed his arms. This guy was far too confident for someone who dressed in a bad Halloween costume, "Seems to me like I've got the upper hand here, pal."

"If you think I don't have insurance to keep my products in check, then you're probably not the brains of your little partnership." He pulled out a cane from the back of the throne and tapped the top of it tauntingly, "That building you're in is filled with enough poison gas to kill an elephant and the good doctor has a collar that'll explode if he so much as takes a single step out of that lab of his. You can leave with your life or you can both die, your choice."

"...I'll take my chances."

Peter pulled out his gun and shot the screen, three bullets punching through the surface, "That guy talks too much." He looked back at the gaping scientist and ignored his sputtering, "Sit down so I can get that collar out of-"

"S-Stay away from me!" Connors pushed him away, though the action was weak at best, "Th-The collar isn't just built to explode if I step out of this room. If my heartbeat goes too fast then it'll..." He shook his head frantically, "J-Just leave me here before you get caught in the blast, because if I survive...then you'll wish that the bomb took me-"

Peter slapped him. The scientist looked at him in silent surprise before he forced him down onto the only chair in the room, "Just stay quiet so I can get this damn thing off you." He took out a lockpick and tinkered with the lock, ignoring the older man's warnings for him to leave him before Ogre gassed the place to oblivion, "Almost have..." With a final twist the collar came off with a muted click, the metal falling to the ground quickly afterwards...

...Only for the beeping to become faster.

"Shit!" Peter threw the collar to the corner of the room and covered Connors as best he could. The explosion that came afterwards wasn't as large as he expected - more like a grenade without the shrapnel - but considering it was belted onto Connors' neck there would've been nothing left of the poor doctor's head except a few chunks of meat.

The ringing was still fresh in their ears before Peter heard the hissing of pipes over their heads, "Hold your breath." He ejected a small burst of dark webbing to cover the lower half of Connors' face and dragged him towards the door roughly, "I hope you know another way out of this place." He grabbed two gas masks from the unconscious thugs on the floor and scowled when he saw the cracks on the lenses. He probably shouldn't have been so rough.

"Y-Yes, I can show you where."

"Just point me in the right direction." He picked the scientist up in his arms and grimaced. If the poor bastard started running there was no way he'd be able to hold his breath, but carrying extra weight wasn't going to do himself any favors. He could only hope that the Spider-God could keep him alive.

The rest of the walk was short, though it was hazy all the same. Peter failed to hold in a choked breath as he rounded the corner and finally saw the poorly lettered emergency exit at the end of the hall, "Almost there..." His vision was swimming...but considering he wasn't vomiting out his guts he'd take what he could get. Peter tightened his grip on him and practically charged down the hallway, smashing through the door and tripping past the stairs that greeted him.

The fall was thankfully brief, though it didn't do him much good. Peter fell face first onto the unforgiving pavement, Connors rolling out of his hold and landing not too far away, "Connors..." His voice was weak and the swimming in his vision grew worse. It wasn't like the first time he'd been doused in tear gas that night with Gabriel - Now he could feel his body growing weak and the taste of copper in his mouth.

The last thing he remembered was Connors grabbing his hand and trying to pull him up before everything went dark.

* * *

Peter woke up to the smell of perfume in the air.

"Ugh..." The vigilante's eyes parted open slowly, the sight of a cream colored ceiling meeting his blurry gaze, "...This is getting really old." He grimaced and pressed a hand against his forehead. His mask was still on, and the clock on the wall told him it was a few minutes before midnight, "Must've been out for a few hours..." He shook his head. He still felt dizzy, but the taste of blood was gone. It was better than nothing.

Still, where was he...?

The curtains on the window were closed, and what little he could see of the outside showed a garden and a suburban street, "Guess kidnapping's out of the picture..." He swung his legs over the edge of the bed and nearly heaved, "...Alright, no sudden movements." He coughed and swallowed down the bile threatening to rise to his throat. So much for his new gifts from the Spider-God...

He picked up his phone from his pocket and frowned at the messages and missed calls plastered across the screen, "I'm gonna get an earful for this..." Just because he got in over his head a couple of times Gwen and Cindy thought he needed to check in...

The soft padding of footsteps and a gasp caused him to look up (and nearly heave again in the process), _'A kid...?'_ His gaze softened at the sight of the blond boy peeking his head through the edge of the doorway. The kid was looking at him with wide eyes, though it wasn't fear he saw, "...You just gonna stand there, kid?" Peter asked, getting a surprised gasp in response, "This staring contest isn't gonna go anywhere, you know..."

Another moment of silent staring passed before the kid finally shuffled inside, his footsteps soft. Judging by the pajamas he was sporting the kid was probably asleep not too long ago, "What's your name, kid?" Peter asked. He looked maybe 9 or 10 at best, and Peter wasn't ashamed to admit that he wasn't really good with kids. There was a reason he was surprised Lana still stuck around after so long.

"W-Willian, but everyone calls me Billy," he replied, voice nervous. Still, Billy...why did the name sound familiar? "M-My dad brought you here, said you rescued him. I guess...I guess that you're not a Supervillain like everyone says."

"Your dad...Connors." Ah, now he 'remembered'. Curt Connors had a son, though the Parker kid never really met him. Connors invited him in to try and meet the family - honestly thought he was bonding with that monster in the making - but he'd always declined, "Yeah...guess I did..." He shook his head again, trying to ignore the ringing in his ears, "How long was I asleep?"

"J-Just a couple of hours. Dad said we should let you rest," Billy said, wringing his fingers together with a nervous laugh, "Dad was missing for a few days, he said that he would've stayed gone if you didn't rescue him. Thanks."

"No problem..." He stood up shakily, Billy quickly moving to his side to try and balance him, "Sorry, guess I took in too much of that gas." What was in those things? Most of the time a nap was enough to push past most of his injuries.

"Yeah, dad said you were really cool. Saved everyone from getting killed." Billy said. Peter had to admit the admiration in the way he spoke was almost creepy; he was used to people ignoring him, screaming at him to get away or (as was more common nowadays) asking him for information on Spider-Woman, "They're in the dining room now. Dad said he wanted to talk to you when you woke up."

"Right...well, lead the way then."

The house was small, cozy. Peter took note of the surroundings: Little decorations apart from family photos, plain colored walls and the only oddity being the ever-present smell of perfume in the air. It reminded him of the Parker house, almost. Only this time he didn't have to deal with bad memories constantly trying to flood his head and make him go insane...even if the voice in the back of his head was trying to make up in that regard.

"Shouldn't have let Connors go! Finish the job! Kill him!"

 _'Do you ever shut up?'_ Peter stuffed his hands into his pockets and looked into the dining room Billy led him to. Connors was there, sitting on the table with an almost untouched cup of coffee in front of him. Sitting across from him was a blonde woman dressed in a red night robe, her eyes puffy red and covered in dark rings. Telltale signs of someone who'd spent a lot of time crying themselves to sleep...

"Mom, dad...Spider-Man's awake."

Connors was the first to greet him, looking up with a strained smile on his face, "Ah, my rescuer awakens. Good." He grabbed the woman's hand and squeezed it gently, gesturing towards him with the free one, "Martha, this is Spider-Man. He's the one who rescued me, like I said." He turned back to him, "Spider-Man, this my wife Martha and you already met my son Billy."

"Yeah...nice to meet you, Mrs. Connors."

"Y-Yes..." She brought her free hand through her bloodshot eyes and took a deep breath, "I just...thank you for saving my husband. When I heard that Curt was taken I..." She took a shaky breath and held onto his hand tighter, "Just...there's nothing we can do to repay you for what you've done."

"It's fine..." What was with all the thank you's and looks of gratitude? It was beginning to creep him out, "...There's one thing I want to know, though. Can I talk to your husband alone? I promise I won't be long."

"Oh, o-of course." She gave her husband a kiss on the cheek before ushering her son outside, leaving him and Connors with some much-needed privacy. Peter sat on the recently vacated chair and sighed, placing both arms on the table as the fatigue set in again.

"So...what dd you want to know?" Connors asked.

"Your 'employer'..." Peter scowled down at the table. It wasn't the word he would've used for him, "Do you know anything about him? Where he lives, his real name...even his birthday might narrow things down. Also, were you the only one he used as his serum factory? We need to stop him before he can let any more of this poison out on the streets..." And that bastard was either in a jail cell or 6 feet under. He wasn't picky.

"I don't recall much..." He took a tentative sip of his coffee and let out a shaky breath, "I...I remember a mansion, however. I might be able to narrow it down to a neighborhood, but it's the best I can do. As for his production sources, I honestly don't know." He sighed, "I'm sorry I wasn't able to do more, but all of it was...the days just passed by in a blur. All those people he forced me to experiment on, it was..."

"Sickening, I know." Even now a part of Peter was tempted to blame Connors - to equate him to the man who willingly acted as Octavius' assistant - but the guilt weighing on his shoulders was genuine. Someone like Castle might have expected the scientist to shoot himself in the head over risking other people, do the sacrifice play, but it wasn't an easy choice if someone had something to live for.

"...This is a mess." Connors brought both hands across his face and let out another tired sigh, "I never should have created this damn serum in the first place. All the lives lost because of it are my fault..."

"It's Peter Parker's fault. I know what he did, that he stole your research because he wanted to be a Superhero. Nobel created dynamite because he wanted to help construction; I don't really blame him for other people deciding that his invention decided it would work better on other people instead of rocks..." He let out a soft, bitter laugh, "You wanted to help people. That's more than what most would've done."

"Intentions don't matter in the end, only results. For all my motives the only thing that I ended up doing was fostering the creation of a poison that will terrorize thousands if not millions in the wrong hands, " He took a shaky breath and shook his head softly, "This has spiraled out of control. First those terrorists from S.I.L.K got their hands on the serum and now these...these _thugs_ are using it like an everyday drug. If only Osborn hadn't..."

Peter felt a chill run down his spine at his last, mumbled words, "Wait, Osborn? Do you mean Norman Osborn? Is he involved in this?"

"Norman? No, no...I've worked for the man nearing 20 years now. He's not warm by any means, but something like this? He'd never stand for it." He closed his eyes briefly before continuing, "I mean his son, Harry. He..." He let out a hesitant breath, "I don't know what he was intending, but he took a copy of the formula and he gave it to S.I.L.K, infected people to try and refine it. He's the reason S.I.L.K has access to that...that _poison,_ why S.H.I.E.L.D-"

"5 of their agents got infected..." Both hands clenched tightly. It was Osborn...he shouldn't have been surprised - the Osborn blood ran deep in even in this place - so why did he feel an uncomfortable stab in his chest? Osborn treated him like he wanted to be the best of friends, but all of this...it was all just cleaning up his own mess. Trying to go into a burning building to save people from the fire he started. Others might have found it noble, but all Peter felt now was a sense of disgust.

 _"We tried to extract the serum from you, but it was impossible. Guess the formula didn't stick inside once the corpse rotted. Still, we kept your body around. Some of our scientists were convinced they could recreate the formula from scratch by using the few traces left in your DNA."_

That little cabal couldn't get anything out of him, but in the end it didn't matter. Osborn gave it to them, and for what? Peter shook his head; it didn't matter what his reason was. He should've stuck to his gut - Never trust an Osborn, they'll just stab your back as soon as you turn it to em.

"...I'll get some paper, write down everything I know." Connors stood up and grabbed a pen and paper from the cabinet, filling the surface in no time flat, "I don't remember too much, but what I've written down should be able to- ngh!"

Peter's head snapped up at the older man's restrained cry of pain. Connors was on his knees, hands gripping onto the countertop in a vice grip, "What's wrong?" He stood up shakily and made his way to him, putting a comforting hand on his shoulder, "I know you've been through a lot, so just take it easy. I can-"

"... _Let go of me_."

His spider-sense blared, but his dulled reflexes weren't fast enough to let him get away. Connors lashed out, both hands grabbing onto his neck painfully and forcing him on down to his level. Peter let out a strangled cry, hands smacking against the surprisingly strong grip the scientist had on him, "Conn..ors..." He grit his teeth, looking back at the slitted yellow eyes that met his gaze.

Connors was infected...but why change now?

He didn't have much time to think about answers before the former doctor growled to his face and threw him aside, smacking against the wall with a painful thud. Peter let out a muffled cry of pain and forced himself to focus. Just barely he could hear Connors growling, see the scales spreading out across his body in the telltale signs of infection.

The Lizard was here.

The transformation was quick, and before Peter could even force himself halfway upright the overgrown reptile charged at him and smacked him against the wall again, clawed hands tearing through the jacket and bulletproof vest like they were made of paper, "Connors...stop..." He had to cure him, use the suppressants and stab it through those scales somehow. But he only had once chance...

"Kill Connors! Kill the pretender!"

Peter felt the rage becoming almost overwhelming, an animalistic growl escaping through parted lips. His 'better half' was trying to make a play, "Shut...up!" He rolled away from the Lizard's clumsy grip and webbed him to the floor. He doubted the toxins would pierce through that hardened skin of his, but it would at least give him enough time to-

"Curt!?"

...Damn it, not _now_!

Both his and the Lizard's attention were drawn to the third voice that cut through the mad haze they were both under. Martha Connors stood at the entrance to the kitchen, mouth agape and her legs shaking in both shock and fear. Peter didn't know if she knew about her husband's condition, but right now it didn't matter. She wasn't safe here, he had to get her out.

"Get out of here before he-"

Too late. The Lizard charged, ignoring him entirely for the easier prey. Peter's eyes widened and he released another burst of webbing, but it was useless. Connors snapped the length of white biocable with single scratch. All he could do was watch in shock as the Lizard pounced on top of the woman, claws digging through her stomach and gutting her without any hesitation.

Everything stopped right at that moment. Peter looked on in horror as the monster pulled out it's claws from the blonde's stomach, his hands coated in a torrent of crimson blood. Martha didn't scream, didn't yell out in pain...she only looked up at her husband, tears in her eyes an almost silent plea passing through her lips, "Curt...?" She raised a shaky, bloodstained hand for a brief moment before it fell down into the growing puddle of blood.

If there was any horror, any humanity, left inside Curt Connors, he didn't show it. The Lizard looked down at the bleeding woman and growled, opening its mouth wide to feed on its prey.

"No!"

He didn't know whether it was him or the poison, but the anger he felt right at that moment was overwhelming, "Don't _touch_ her!" Peter ejected another webline and forced the overgrown reptile to turn around, smacking him across his scaled face with his free hand. Even through the haze of rage that ran through him he felt the pain on his knuckles when they collided against the bulletproof scales.

He didn't care. Not if he could make him hurt.

Sadly, whatever determination he had didn't amount to the hard facts. Connors was stronger and he was feral, and Peter barely manages a few hits in before the Lizard grabbed him by the head with one hand and threw him through the kitchen wall towards the living room.

He'd taken harder hits before, but there was nothing ever quite like being thrown through the wall like a damn ragdoll, "Connors..." He swallowed down the blood pooling at his mouth and forced himself to stand. He had to keep him from getting outside, keep him from hurting anyone else like he did his wife and...son...

Where was Billy?

Ignoring the painful pangs that ran through his body, Peter looked around the living room frantically and felt his heart sink when he saw Billy Connors huddled in the corner, both hands covering his mouth and tears running freely as he stared at his bleeding mom and transformed dad, "R..Run..." Peter all but screamed, but the kid remained frozen in fear.

The Lizard stepped through the hole, sniffing the air quickly before it focused his gaze on the youngest Connors, "Stop..." He was going to kill him, he had to do something.

He grabbed his gun and aimed right at the overgrown reptile's head, pulling the trigger till the magazine was empty. Most of the bullets bounced off harmlessly, but one of them managed to get inside its gaping maw and hit against his tongue.

The enraged growl would've been enough to give anyone second thoughts, but Peter considered the monster's undivided attention worth it. Ignoring the little boy entirely, the Lizard charged towards him and clawed his face, tearing through a large chunk of the mask and forcing Peter onto the ground before it practically straddled him, mouth open to feed on its newest prey.

Looking back there might have been something else he could have done, but right at that moment - with the overgrown reptile bearing down on him - he did the first thing that came to mind.

Peter raised his right arm and the Lizard clamped down on it, jagged teeth digging into his skin. Peter screamed, tears running past the sides of his eyes as Connors tore through his flesh like he was nothing more than a piece of meat. Trying to focus through the agony, he grabbed inside his pocket desperately and pulled out the syringe of suppressant. Stabbing it through the scales wouldn't work, he needed to find somewhere vulnerable.

Tightening his grip on the needle, Peter focused whatever he had left and stabbed it into Connors' right eye.

Connors released his hand and let out an anguished scream, stumbling back and pawing at his face to try and get the needle out. It was futile; Peter could already see the scales receding, flesh pushing through the green and his size growing dramatically smaller. He didn't know how long the suppressant would last, but if he showed signs of turning again then...then he'd put him down before he could.

Peter forced himself to stand, his bloody arm hanging limply at his side. The limb looked like it was barely hanging on by its tendons, and he would've been lying if he said he didn't want to curl up into a ball and cry, but there was something else he needed to focus on.

He knelt down by Martha Connors' side and covered her wounds with a thick sheet of black webbing, "Please, please..." He pressed a finger against her neck. A heartbeat; faint, and growing fainter by the second, "Don't die on me..." He looked up at Billy Connors. The look of anguish on his face was palpable, but it was nothing compared to the fear when he looked at his dad.

All he saw was the Lizard, the monster who'd nearly gutted his mom.

Connors himself was no better. Peter stood and made his way towards him. The scientist was curled up in a shivering ball, hugging himself tightly with his eyes shut, "Billy...Martha...I didn't..." He let out a choked cry and looked up at him, eyes wide, "I...it was the Lizard, the one who..." He shook his head, "I'm seeing things...you...you look just like him, like _Peter_."

"I'm not him!" he hissed venomously. Even now a part of him was tempted to attack Connors outright, blame him for everything that happened, but he knew that wouldn't solve anything, "...I'm calling 'Shield'. I'm not sure if they can save your wife, but they can keep your from hurting anyone else."

"A prisoner for the rest of my life..." He let out another choked cry, "...Just kill me, please. Make it quick."

"Shut up." Peter looked back at Connors' son. He was probably going to lose his mother, he wasn't going to kill his father right in front of him. Even if the kid might have wanted it after everything his dad had done, "They're trying to find a cure, so keep your mouth shut before I'm tempted to follow your advice."

The scientist nodded, curling back into his ball and crying freely. Peter made his way outside and dialed the emergency contact. He didn't have to say anything: Once he called that number they'd track the original location of the call and come in en masse, take the entire family into custody. He didn't like it, but it was the only option they all had left after everything was said and done.

He made his way back to the kitchen, but he didn't get far before the pain became too much, "Damn it..." Peter collapsed onto his knees, blood rushing down from the wound on his right arm and the sides of his face, "Gotta..." He pawed through his pockets with his remaining hand and pulled out the bottle of painkillers, shoving a handful of the pills in his mouth to try and stifle the pain.

It didn't help. Peter barely managed to swallow them before the urge to vomit became too much and he heaved right on the floor, ejecting a mix of bile and blood onto the wood below. He didn't know how long it went on for, but eventually he managed to stop and fell on his side, his breaths shaky as his arm and face continued to pulse. He couldn't stop here, not yet. There was something he had to do.

"Osborn is responsible! He has to pay!"

For once, Peter completely agreed.

* * *

 **Done. Yes, I know, I know: It's not as dark as it could be. I'll admit that I chickened out of the darker original plan - Originally Curt Connors was supposed to actually successfully _eat his son_ like 616 canon with Noir being unable to stop him. This also leads to Noir successfully curing Connors...and then _beating him to death_ in a moment of anger and grief. Needless to say I held off, so now it 'just' ended with everyone involved traumatized, Martha Connors very likely to be dead, Curt Connors suicidal and Billy unable to trust his dad for the rest of his life.**

 **See, light ;) That and if Connors really did eat his son and Peter him to death, then Noir would in no way be able to be convinced to spare Harry in the next confrontation even if Gwen begs or kicks his ass; Osborn was dying. Here I at least have _some_ leeway, even if this means Noir will _never_ forgive Harry for what he's done; especially since he claimed to do it 'for Peter and Gwen'.**

 **Anyway, next chapter is the half-dead Noir and mostly-cured Harry confrontation! Is everyone feeling the hype!? That was sarcasm, by the by; the fight's gonna suck big time :P**

 **Questions:**

 **1\. Does anyone mind Noir's tendency to get damseled a lot? Cindy and Gwen poke fun about it, but it does have to be said that this guy gets saved a lot - Gwen saves him multiple times, Cindy saved him twice, Bullseye and Moon Knight picked him up when he was desperate and even Kate and Jessica bailed his ass out at one point. While he paid Cindy back by saving her from Scorpion, he's racking up quite a debt; this is especially glaring compared to Gwen who generally holds her own most of the time.**

 **2\. More of a story related quirk, but how bad/good is Peter as a guardian for Lana in your opinion? The latter seems to have latched onto him, but te way Peter treats her isn't exactly for the best, right? I mean he doesn't abuse her or anything, but he doesn't say jack about her using her powers, smoking or ignoring her legal guardian to stay over at his place. I'm wondering how the narrative should treat it, especially given that at the start of the arc Peter seems to realize that Lana's growing attached and deliberately clamps down to keep it from going further.**

 **Review answers:**

 **Cloudstrel - Jedi are assholes sometimes, but Sith are assholes practically all the time. Big diff. Also, this chapter wasn't too brutal, but I reduced the references to details like wounds and even Noir commenting that it seems like some of the prisoners were raped.**

 **Jajo Camello - The Hand dabbles with the supernatural and even worships a demon creatively titled the Demon Head, so it's not a surprise Matt knows about the Pariah.**

 **Mingyu - I gotta admit the Spinneret reference wasn't intentional; I just thought her using 'Silk' would be fucked up all things considered. As for the power up, I'm not sure if that qualifies as being OC. Is his _character_ still more or less like his canon counterpart? If so then he's not an OC, right? Put Batman in Sin City and if he still acts like Batman he's not an OC.**

 **Highlord - Maybe, but the two have...issues before even the idea of f-wording can even be broached. Also, their snapping at one another is unlikely to stop anytime soon, especially given what happened in this chapter...**


	53. Three Amigos

**I deleted the 'Update Note' chapter, just so everyone knows.**

 **Before we get started, let's have another debate on morality. One thing that always bugs me in fiction is that ideal heroes actually come across as selfish and myopic a lot of the time, albeit unintentionally. Lemme explain: Heroes often argue for redemption and never killing, even when the body count of the villain reaches triple digits. Star Wars was bad about this with people forgive entire _planets_ being razed in favor of being redeemed to the light side, but superhero comics are just as guilty.**

 **Here's an example: Everyone remembers Green Goblin fridging Gwen Stacy, right? Hell it made Spider-Man nearly beat him to death...but only then. Apparently him doing boatloads of horrific stuff beforehand to random people he doesn't know wouldn't make him cross that line, but as soon as Gwen was killed? Kid gloves were off. What if Gobbie fridged a random stranger off a bridge? Would he have cared so much?**

 **Now I'm not saying I don't get it, we care more about our loved ones than random strangers, but it makes the heroes look like they have a 'fuck you, got mine' mentality: They won't cross that line so long as other people's loved ones are the only people caught in the crossfire. Even _Batman_ nearly killed one of the Luthors when he thought he murdered Nightwing and was just barely stopped, but other villains? No line crossing. Red Hood even calls him out on this.**

 **Funnily enough this has the side effect of making anti heroes look more consistent. Sympathetic anti-heroes tend to use the 'look how many people they've killed!' argument, which honestly makes it seem like they care more about the civs than the ideals do. One thing that sticks to mind is Rorschach: He legitimately breaks down crying when he realizes that thousands if not millions died, and he even tells Manhattan that his death doesn't matter because he's just 'one more body among the foundations'. Can't see Spider-Man doing that...**

 **I dunno, just food for thought I guess. I know I'm biased, but hey. Anyway, this chapter or the next might be my last for a bit since I've been getting less feedback. Maybe I can jump back to Twisted Reflections for a bit :)**

* * *

Peter never called in.

Gwen sighed and paced listlessly, no doubt making really annoying scuffs on the fancy carpet...and the roof; spider powers meant she wasn't grounded whenever she had one of these panic attacks...and she'd been getting a _lot_ of them ever since that day 4 months ago.

The costumed superheroine looked 'up' to the floor and eyed the clock again. 2 am, at least 5 hours past the appointed time they were all supposed to check in. Cindy decided to go back to her place in lieu of crashing over at the haunted mansion, and personally she couldn't blame her. This place gave her the fucking creeps...and yes, she was aware how ironic that sounded considering she was standing on the ceiling like it was no big deal.

She the tapped the screen of her phone and sighed again at the blank screen that greeted her, "Where are you, Pete?" She put it back in one of Webster's 'pockets' and and continued her upside-down pacing. Maybe she was being overprotective - and she couldn't deny that what happened a few days ago was still on her mind - but she couldn't help it. The Lizard serum was always a sore spot for her for obvious reasons, and seeing both of her best friends getting tangled up with it again...she shook her head. She didn't even want to think about the worst case scenario.

 **'Other is worried.'**

 _'Don't need to be attached to me another to figure that out, Webster.'_ Gwen stopped pacing and crossed her arms, smiling slightly at the soft warmth that spread across her stomach. Far as she could tell it was the little...whatever it really was' way of trying to comfort her. Webster was a suit of few words, but it was oddly affectionate despite it all, _'Thanks, Webster, but I'm fine. Just...worried about Pete and Harry.'_

 **'Best friends from long ago, yes?'**

 _'Yep. The three amigos, taking on high school by storm.'_ Or rather by trying to keep their head down, at least as far as the other two were concerned. She never faced problems with bullies, but then again she supposed she shouldn't have been surprised. She liked the same geeky stuff as Peter and Harry, but she had the advantage of a police chief dad, the confidence to speak her mind and a little spider bite boosting her confidence enough that she wouldn't have hesitated to kick someone in the balls if they deserved it.

 **'Happy that the others are heroes, correct?'**

 _'That's...complicated.'_ Gwen bit back a frown. She was happy that her best friends were alive and...reasonably sane, yes, but everything else was...well, calling it a damn mess was an understatement, _'I just...I don't like the idea of either of them getting caught up in the serum again, you know? That thing fucked up all our lives already; I'd prefer if I never saw it again, in all honesty.'_

 **'...Other will protect them. Other always does.'**

 _'Thanks for the vote of confidence.'_ She laughed under her breath and detached herself from the ceiling, landing on the carpeted floor with a dull thud, _'You know, we really should get you checked with Ms. Van Dyne. I've been putting it off too long.'_ She wasn't ashamed to admit that it slipped her mind after the clusterfuck her days had been, and that was before Harry decided to quit his disappearing act.

 **'Other is worried Webster will hurt her?'** Gwen didn't miss the worry in its tone - It was a distorted version of her own voice, after all. Kind of creepy to think about, but it didn't even rank into the top 13 nowadays, **'Webster will never-'**

 _'Relax, just wanna make sure I don't get diabetes or something.'_ She patted her shoulder (yes, she was aware it looked weird, shut up) and continued her pacing. It was only half true. Yes, she was definitely worried about ending up hospitalized due to chocolate overdose, but more than that she needed to figure out just what the fuck the deal was about Webster turning into a complete recreation of her suit, complete with hood. Honestly she considered it a miracle that it didn't eat her underwear when they did their weird Sailor Sun thing.

...Although, it'd been eating less the past few days. Maybe it was a coincidence or maybe it finally got tired of chocolate, but either way she wasn't complaining.

Her pacing continued for a few more minutes before she finally heard a knock at the door and Peter's mumbled voice asking her to open it, "Oh, thank fuck..." She let out a relieved breath and made her way to the door, the warm feeling in her stomach immediately receding. Webster didn't like making itself obvious when Peter was around ever since he cottoned on to it being...well, _alive_ , "Pete, you've got a lot of explaining to-"

Whatever scolding she was planning to give stopped dead in its tracks when she saw Peter leaning against the doorway with a pained grimace, his left hand holding onto his right arm tightly and doing little to hide the gaping wounds that ran along the limb, "Hey, Gwen..." He forced out a smile and tried to stand properly, which only emphasized the deep gashes that ran along the left side of his face, "Uh...could you..."

He took another step and stumbled, Gwen catching him in her arms almost automatically, "Peter...?" She looked down at his almost still form for a few seconds before shaking the shock off, "Shit, shit, shit!" She lifted his legs and carried him to the couch as gently as he could, her breathing frantic. It wasn't the first time she'd seen him banged up, but that didn't mean she'd be any less worried every time it happened.

"Damn it, Pete..." She placed him on top of the cushions carefully and pulled his hair back from his sweat-matted forehead, "Shit, what the fuck happened to you?" She grabbed some tissues from the table and pressed them on top of the lightly bleeding cuts, "H-Harry, is there a medkit somewhere here? I need help!" She called back, trying to ignore the sick feeling in her stomach at the sight of the fresh wounds.

"Yeah, I think so?" Harry called back from the kitchen, "Why, what do you-"

"Peter's hurt, we need...something!" she said in a panic. She knew how to do this; she'd done it before, she shouldn't have panicked, "Uh...alright, alright." She took a deep breath and looked back at the kitchen entrance, catching Harry suddenly stop and looking at Peter with wide eyes, "Harry, less gaping more medkit-ing! Peter's lost a lot of blood!" Every time she turned around he came back with life-threatening injuries. She needed to put a damn tracking chip on him or something.

"R-Right!" Harry shook his head and quickly set the medkit down on the table, eyeing the numerous injuries on Peter's body, "Fuck, those look bad. Do you think he ran into one of the Lizards?"

"Don't know, don't care right now!" She opened the makeshift box and grimaced at the sparse contents. Her own stuff back home had more, and she hadn't refreshed that thing in months! "Is this all we have?" She took the half empty bottle of painkillers and shook it ruefully. Drugs didn't work on Peter for too long, or at least that's what he said, "Do we have any proper disinfectant or...well, _anything_!?"

"No, I didn't exactly expect to stay here for long!" Harry snapped back, quickly giving her an apologetic look afterwards, "S-Sorry, I didn't mean to yell, but..." He sucked in a nervous breath and took out a roll of bandages, "Damn it, we never should have let him go off alone! I knew something like this was gonna happen! I just..." He shook his head, "We...We need to help him."

"No shit, Sherlock." She mumbled a silent apology for her behavior before lifting Peter's head up gently, "Alright, Peter. Just take a few of these..." She pressed the bottle against his lips and took a shaky breath, "Just one at a time and-"

She didn't get to finish. Before she could say 'don't freaking overdose' he grabbed the bottle with his uninjured hand and stuffed a handful of pills down his throat, most of the contents missing his mouth entirely and falling down onto the sides of the couch in a painkiller waterfall, "...Thanks." He tried to sit up, but she forced him down carefully, "I'm..." He let out a bloody cough, "I'm fine...I can-"

"Lie there and let us help you before I web you to the damn couch." Gwen said, giving him a look he couldn't argue against, "Look, we can talk about your little fucking adventure when you're not...bleeding everywhere." She wiped the flecks of blood sticking to her fingers on the armrests and looked back at Harry, "I'm gonna need your help, Harry. You know how to sew?"

"Sew? Uh..." He looked down at Peter's arm and grimaced, "Y-Yeah, I got some field medicine exercise, but it's not much."

"Is this really necessary?" Peter threw a glare at Harry and let out a soft growl, "I can...heal when I sleep."

"I'd rather not risk it, especially with how much blood you've lost." Gwen emptied the medkit and handed Harry the needle and thread, trying to ignore the way Peter glared at him. It wasn't Harry's fault he had to be the one to sew him up; he needed to cut him some slack, "Look, there's nothing but alcohol here so we're gonna have to disinfect your cuts with it. This...well, it's gonna be a bitch."

"I've dealt with worse..." he muttered, "Just hurry."

"Right, lets get you out of those clothes, then..." This wasn't exactly how she thought she'd be taking his clothes off - she imagined far less blood, for one thing - but this was where they were. As carefully as they could, both her and Harry slowly managed to pry the bloodied cloth from his body and she bit back a frown at the sight of his purple bruises dotting his ribs. It wasn't third degree burns, but that was cold comfort right now.

"Alright...well, here we go."

Without another word Gwen sloshed the alcohol onto the cotton square and swabbed it against the cuts on his face, "Sorry..." She tried to do it as gently as she could, but even through his tough guy act she didn't miss the way his lips quivered or how tightly he clenched his hands. She had to admit it was almost bizarre seeing it; it'd been years since she got anything more than a paper cut. Even breaking her ribs on that bus didn't feel so...open; mostly on account of her not having to set it back like they were doing now.

Still, if his face was bad then his arm was even worse. She watched with morbid curiosity as Harry dabbed the wounds clinically with alcohol before he stabbed the needle through the raw flesh, Peter giving a hitched breath and mumbling what distinctly sounded like 'motherfucker' under his breath. Gwen liked to think she had a strong stomach after everything she'd seen, but she wasn't ashamed to admit her urge to vomit grew with every stab and pull of the thread across the bloody skin.

"It's alright, Peter. It'll be alright..." She brought a hand through his hair and did her best to give a comforting smile, Peter closing his eyes hesitantly in response. She felt like she was lying through her teeth, but fuck it; someone had to be the strong one here, "Just...it'll be okay..." She shut her eyes tightly and sucked in a breath through her nose, the smell of copper and alcohol running up her nostrils. She hated feeling like this, being unable to do anything but watch.

"You look like a rabid dog chewed through your arm." Harry mumbled, cutting the first thread and looking at the first stitched wound with a hint of pride, "How you holding up, Pete? Need more painkillers?"

"No...and you should see the other guy, Osborn. I got the better deal, trust me." Peter gave him a smile that she couldn't make out. Not a happy or joking one, but it was...she shook her head and tried to curb her paranoia. Things were strained between them and he was probably just feeling pissed that Harry was stabbing him with a needle like was a doll or something. He'd calm down once he got some sleep.

The next few minutes were painfully silent, the only sound between the three being Peter's hitched breaths and her pathetic attempts at trying to calm him down by petting him like a dog. Harry especially didn't say a word, keeping his eyes narrowed and working at the wounds with almost surgical precision. Whatever else it definitely wasn't 'just training' he had; the way he moved came from experience, she was sure of it.

And then it was done. Before she knew it Harry had sewn up all his wounds and Peter was sleeping soundly...well, as soundly as he could given the circumstances. He still looked banged up and his breathing was softer than she'd like, but he was stable - As far as she was concerned it was a victory, and as a cherry on top she'd kick the ass for whoever was responsible for it as soon as Peter woke up.

"Thanks, Harry..." She gave her other best friend a relieved smile and a quick, one-armed hug before focusing her attention back on Peter. His right arm was lined with numerous stitches and caked with dried blood, but at least the wounds were healing, "Who the hell did this to him...?" She wiped the skin gently with a piece of wet tissue paper and winced at the slight twitching he gave in response. He was asleep, though if she knew anything about him it was that he wouldn't be down for long.

"Must've been one of the Lizards," Harry mumbled, taping a thick sash square of bandages against Peter's cheek, "Ogre's been using them as secruity guards, Pete probably ran into em and bit off more than he could chew..." He clicked his tongue and looked away with a scowl, "I knew we shouldn't have involved him. After everything that's happened I don't..."

"He's going to be fine..." She grabbed Harry's hand and squeezed it briefly before focusing back on the clean-up, "He's not the same as he was 3 years ago. None of us are." She couldn't help the hint of bitterness that seeped into her tone. 3 years ago the worst thing she'd ever done was patch up a black eye or one of the scrapes Peter got after his ill-fated attempt at skateboarding. Now she was helping him after he came back half-dead...and the worst part? It was beginning to feel... _normal_ for her.

Harry didn't say anything, though the slight frown he gave told her all she knew. Sucking in a tired breath, Gwen threw away the bloody tissue and traced her fingers across the surface of his right arm, fingertips grazing through the cuts. With any luck the wounds wouldn't last long, but right now she found herself agreeing with Harry's suggestion to leave Peter out of it. He wouldn't be happy, she was sure of it, but she'd take him being pissed over risking his life after something like this.

Her fingers stopped at cracked webshooter, "Damn it..." She detached it from his limb and spun it around in her hands. She'd broken her webshooters before - the 'incident' with Maxine came to mind - but this... "Looks like it was chewed through..." She set it on the table and watched Harry apply the last of the cloth squares on Peter's face. Going to a hospital right now was so tempting, but it would've led to a lot of questions.

"Done." Harry wiped his bloodied hands on his trousers and stood up shakily, "It's not the best, but it should stop him from bleeding out." He shook his head, "...I don't think we're gonna get anything done tonight. Maybe we should get some sleep."

"Yeah, you go ahead."

He looked like he wanted to say something, but he held it in. Gwen watched him trudge to the kitchen before kneeling by the side of the couch, "You better wake up, Pete..." She puts her arms atop the mattress and lowered her head, her eyes steadily drooping downwards.

* * *

Peter woke up the same way he'd been doing the past few days: Staring up at the ceiling from an unfamiliar bed with his head pounding like a jackhammer.

"Ah..." He shut his eyes and hissed, left hand grabbing his forehead weakly. Every breath that came was shallow, and he could feel his chest thrumming in pain with every rise and fall. Two broken ribs, at least; it happened when someone smashed him through a wall, "Where..." He swallowed, his mouth dry and feeling like sandpaper. The last thing he remembered was leaving Connors' place just before the spooks arrived and then...

He grabbed onto the edge of the couch and pulled himself up only to feel a weight on his right hand, "Huh...?" He stared at the gloved hands lying on top of his and felt his heartbeat calm when he saw Gwen kneeing next to the couch. She was sleeping, her head on her arms and her breath soft. Had she been there since he passed out? "Gwen..?" He reached out a hand and tapped her on the shoulder.

Her face twitched slightly before she opened her eyes, looking up at him sleepily before she gave a strained smile, "Pete? Awake already?" She sat up sluggishly and sat beside his legs, "You know, we really gotta stop meeting like this. People are gonna start talking." She let out a forced laugh and took a deep, calming breath, "How much do you remember? The state you were in a few hours ago was...yeah."

"Coming back here and not much else..." It was fuzzy, though the clock signaling it was 30 minutes past 4 am made it clear that it hadn't been very long, "You patched up my wounds, right? Thanks..." He moved his right arm experimentally. It still felt raw, all things considered, but he'd dealt with worse. And it'd probably heal better as soon as he got more than a couple of hours of sleep.

"Actually, it was mostly Harry. I just kinda floundered around." She mussed up her hair and sighed, "Peter, what happened to you? You looked like you were half-dead a couple of hours ago..."

"...Long story." He looked down his right arm with a grimace. Osborn was the one who patched him up...it didn't change anything. He still had to answer for what he did, "I was careless and one of those freaks got me..." Connors...he'd be lucky if he could see the light of day within the next decade, and his son...now he understood why Hill was so damn obsessed with the idea of a cure. It would've been more merciful to snap someone's neck than to turn them into one of those monsters.

"God, this is a mess." Gwen shook her head, "I never wanted either of you to get caught up in this bullshit. But here we are; trying to fix a mess that started 3 fucking years ago."

"My fault, if you think I'm still your Peter." He gave her a wry smile and let out a bitter laugh, "Look, whatever happens now we're all caught up in this - some more than others - so we can't let ourselves get caught up in grief and what-if's, alright? Let's just...put down Ogre's operation and hope that nothing else happens. I'm tired of fighting monsters in every alley..." And he knew whose fault it really was.

"Osborn has to pay!"

"Agreed." She gave a bitter laugh of her own and squeezed his hand, "The sooner we can get rid of this poison the sooner we can put all of this shit behind us..."

"Maybe..." He had his doubts. Sometimes things were never over; he already made that mistake when he trusted DeWolfe to put Octavius to justice, "...Where's Cin? I thought she'd be here."

"Cindy went back to her place. I'll call her when we've got something," Gwen replied, "Anyway, you should probably get some sleep. Those wounds still look raw and the sun isn't even up yet. We can pick up the investigation when you're not...leaving pieces everywhere." They both winced at the pathetic attempt at a joke. Still, he appreciated her trying to lighten the mood. It was comforting if nothing else.

"I'm fine..."

"No buts, mister. Get some rest, doctor's orders." She had that patented Stacy smile on her face and he couldn't help his own lips quirking up in response. Her cheer was infectious sometimes, "Look, you get some sleep and I'll take a swing around, maybe get a pizza from the Italian place not too far from here. You just sit on your butt and make sure you don't agitate those injuries, got it?"

"Yeah, mom." He swatted away the fingers pinching at his uninjured cheek and looked to the kitchen, "Osborn here?"

"Yeah, he's in the kitchen. Probably asleep; he was worried about you so he didn't want to go to the bedroom." Gwen shook her head lightly, "I gotta go, alright? See you in a few."

She leaned forward and kissed him in the cheek for a quick second before she grabbed her mask and left. Peter watched her go, trying to ignore the pained bubbling in his stomach. She had no clue; she must not have known if she trusted him so much...right? _'Course not.'_ He shook his head. Considering how often she got on his case about his own actions he doubted she'd let go of Osborn infecting someone innocent like Connors.

 _'Time me and Osborn had words.'_

He stood up shakily and sucked in a pained breath, putting on his damaged shirt and jacket as quickly as he could muster. It wasn't going to be pretty, but if he held it in any longer he was going to explode. Besides, he doubted Gwen wouldn't be out for long and whatever it was he planned to do it was better that he ended it quickly.

The lights in the kitchen were dim, though it didn't bother him. Osborn sat at one end of the table, arms crossed and his head lolled down. Sleeping...Peter sneered and held onto the grip of his pistol tightly. It would've been so easy to shoot him right between the eyes right then and there; end it before anything bad could happen, "He won't feel a thing..." He pointed the silenced barrel at his temple, _'Don't make the same mistake you did with Octavius...'_

"Do it! Make him pay!"

Peter couldn't pull the trigger. His finger lingered over the switch for a few painful seconds before he set the gun back in its holster, _'I need answers...'_ He scowled and ignored the second voice scream in his head. All of this...he wanted, _needed_ to know why he did it. In the short time he'd known him his desire to stop the Lizards were sincere, so why in the hell would he do that to someone like Connors? It didn't add up.

Sucking in a deep breath, Peter slipped past Harry's chair and kicked his leg as he passed, "Wake up, Osborn."

The older man sat up with a surprised breath, the soft snores suddenly cutting off in favor of a few mumbled words, "Wha- Pete?"He rubbed his eyes and yawned, looking up at him through narrowed eyes. Peter attention was drawn to the green body armor barely hidden underneath his jacket. He was no stranger to bulletproof vests, but the one Osborn wore was a cut above even the stuff Castle stockpiled, "Wha...time is it?"

"30 minutes past 4 am or so. I slept too much..." Well, at least he didn't have dreams this time. He wasn't sure if he would've been able to handle seeing Gwen beating him to death again for the umpteenth time now that they were... "Gwen left, went to get some food." He crossed his arms and leaned against the wall on his uninjured side. His skin still felt like needles were being burned into it, but he wasn't going to show Osborn that.

"Huh...felt much longer than that." Harry stood up with a yawn, gesturing to the table lazily. Peter raised an eyebrow at the bizarre board game that lied on top of it; he'd almost missed it, "I was going to surprise you and Gwen with a board game, but I thought you'd still be out for a bit so I decided to catch some z's. It would've been a nice surprise, I figured. A D and D game...just like old times, right?"

 _"Nuh-uh. I don't care if you're the dungeon master, Peter, there's no way I'm playing under that stupid nickname."_

 _"No? Well you should have thought of that before you refused to pay the toll, my greedy green friend!"_

Right...the fantasy game Gwen, Osborn and the Parker kid enjoyed playing. Personally he didn't see the appeal; hiding behind fantasies and pretending to be something you weren't never seemed healthy to him, "That's...nice of you." He wished he had his mask; he was pretty sure Osborn could read him like an open book without it, "...Surprised you want to continue considering how our last game ended, Goblin."

"Heh...yeah." He rubbed the back of his head and gave a strained smile, "Well, I gotta say; let bygones be bygones and all that shit. After everything that's happened an argument over a stupid nickname is too stupid to get hung up over."

Peter nodded and made his way to the game board, Harry standing up to brew a cup of coffee. 3 players were on the board: A warrior, a thief and a wizard...the old players the three of them used when the kid was still upright, _'Clinging to the past, Osborn?'_ He glanced at the fugitive's broad back. He didn't seem like someone who could infect someone with poison, but appearances could be deceiving. He just had to look at Gwen or himself for an example.

Time to find out.

"...Does the name Curt Connors mean anything to you?"

Osborn's shoulders stiffened for just a second before he shrugged, continuing to mix the coffee like nothing was wrong. Peter narrowed his eyes; anyone else would've missed it, but he wasn't an idiot, "Connors? Uh...yeah, I think?" He shrugged again, "Wasn't he some bigshot scientist? I'm not really sure. You were always more into the science stuff than I was, Pete."

He was nervous. Peter could practically see the sweat going down his brow, "So you never met him?"

"Hmm, nah. I mean I met him on field trips I think, but I'm not much of a science geek."

 **Liar.**

Well...that settled that. Peter's mouth curled up in a grim smile and he picked up the goblin figurine lying on the gameboard. It looked almost identical to the one the kid made...he still remembered how much time he spent making the damn thing, and for what? Just because he wanted to play a con and pretend that he wasn't dragging one of his friends down the mud with him? Pathetic.

"...Wanna try that answer again, Osborn?"

The sudden stop of the spoon's spinning was followed by an overwhelming quiet. Peter looked back and found Osborn standing stock still, hands holding onto the coffee cup in a tight vice grip. Peter couldn't see his face, but he didn't need to; he knew exactly what a cornered jackal looked like, "What, uh...why you asking?" He let out a forced laugh that sounded more like someone being choked, "You, uh, a big fan of him?"

"He's lying to us! Kill him now!"

"Not exactly. Met the guy a couple of hours ago...had some real interesting things to tell." He crushed the figure in his hand and scowled openly, "You know, I never did ask how you got infected, Osborn. Must be a real interesting story." He threw away the crushed plastic and crossed his arms, "Why don't you tell me? And make sure not to leave anything out...I'll know if you do."

Peter didn't know if he was even aware that he'd done it or it was just instinct, but he didn't miss Osborn's hands slowly inching towards the knife at the countertop.

So much for being easy.

Osborn grabbed the knife, but Peter was faster. Before the fugitive could fully turn around Peter tackled him against the countertop, smashing the offending arm against the edge with a painful elbow, "Nice try." He kicked the fallen knife away and wrapped his uninjured hand around his neck. "You don't want to test me, Osborn. I _will_ kill you." He snarled, the monster's voice growing louder in his head.

"Kill him now! Don't let him escape!"

"Pe...ter..." Osborn grabbed his wrist and, his expression pained, "I...let me explain-"

"Explain what!? That you turned an innocent person into a monster!? That you _never_ thought to admit you did it!?" His grip on the older man's grip tightened and Harry let out a few more strangled coughs, "You _lied_ to us, Osborn! Gwen and I trusted you and you-"

"Gwen knows!" Osborn forced out, his grip on Peter's wrist growing more frantic, "She...She knew... _months_ ago! She let me go-"

"You're lying!"

His spider-sense rang, though whether it was because Osborn was lying or the almost desperate punch he gave Peter had no idea. The injured vigilante bit back a scream of pain when the other man's fists collided against his injured arm, the skin quickly growing red as blood seeped through the stitches at the blow, _'...Should've been quicker.'_ He stumbled back and fell against the table, weak hands gripping the wood tightly.

He was weak. The injures hadn't healed properly just yet...

"Gwen knew, Peter. She forgave me." Osborn rubbed his neck and grimaced, "I...I made a mistake, I _know_ that, but I'm trying to make up for it! I never lied about that!" He stopped closer to him hesitantly, "Look, whatever Connors told you...he wasn't innocent himself. Don't you remember? He was the one who started the serum, he's the reason you..." He shook his head, his expression pained, "He's not innocent, Peter. I regret what I did, but it's his fault this poison's still out here."

Still trying to find someone to blame...he wasn't any different from that damned kid.

Peter grabbed the gameboard and smashed it against Osborn's face. The cheap cardboard wouldn't have stunned him for long, but the harsh knee between the legs would do a better job, "Quit pretending it's not your fault!" He grabbed the collar of his jacket and smashed him against the table, "I know _everything_ , Osborn! The only reason Moon's little cabal has the serum is because you gave it to them! Do you have any idea how many people's lives you've ruined!?"

"I know!"

Harry reversed the clumsy grapple and twisted Peter's right arm around his back, pressing his face against the table harshly. Whatever else he could say about the bastard, untrained wasn't one of them. It reminded him of his Castle's little 'lessons' on self-defense, "God damn it, listen to me!" Harry screamed, his voice growing harsher. Anger made the serum stronger...he knew that from experience.

Even now he could see Osborn's eyes steadily growing more yellow, his irises morphing into the reptilian slits he knew and hated. The lizard was coming out, "Listen for what? More excuses?" he bit back with a sneer. Peter could feel more blood seeping through the re-opened wounds, the crimson fluid pooling around his back in a disgusting puddle, "No, I'm done waiting. There's nothing you can tell me that can justify what you've done."

Peter disappeared in a wisp of smoke. His invisibility didn't mean he was intangible, but the shock was enough. Harry's mouth parted open in surprise and his grip loosened, Peter slipping his arm from the weakened hold before grabbing the syringe sticking out of his pocket, "No monsters here, Osborn." He stabbed it into the other infectee's neck painfully and reappeared in another wisp of smoke, "Just you and me."

Even without the Lizard clawing out of that body of his, Osborn was no pushover and Peter himself was barely in any state for a fight. He'd barely managed two hits against his face before the other infectee finally found it in him to respond, "Peter, don't make me fight you!" He dodged the third, clumsy strike and stumbled back unsteadily, "Your wounds...you're going to hurt yourself if you keep this up! Calm down!"

"Too late to be to be the good cop, _Goblin_." He grabbed him by the collar again and headbutted him, a torrent of blood from the bastard's nose staining his forehead in response. It was difficult to fight like this, covered in wounds while his opponent had armor that protected most of his upper body, but he'd fought worse. Osborn wouldn't be the one who'd end him.

Osborn seemed to finally get it through his thick skull that this wasn't going to go his way. Dodging the latest punch, he grabbed Peter's outstretched arm and tossed him against the ground, stomping on the injured limb before he could get up, "I tried to warn you!" He lowered into a crouch and pressed his knee against his neck, "This...none of this is my fault. None of it..."

"Yeah...keep telling yourself that." Peter grabbed his leg and threw him off, making him crash against the wall with a loud thud. He might have been injured and lacking in training, but he was still stronger than him, "Tell me why, Osborn..." He coughed, ignoring the taste of copper on his tongue, "Connors and those agents...why would you turn them into goddamned _monsters_!?"

He didn't answer, giving only a brief look of shame before his face hardened again, "You wouldn't understand..." He grabbed the counter and pulled himself up, his breaths shaky, "I...I needed to become stronger. I thought...back then I thought Spider-Woman killed you, Peter. I couldn't take her on without help, so I..." He gripped the edges tightly, fists shaking, "I'm not proud of it, but I did it all for you and Gwen."

 **Liar.**

Peter scowled. Even now he was lying, trying to put himself up as the martyr who had no choice. Listening to the monster's voice, he let go of his restraint and pulled out his gun, aiming it right at the bastard's forehead, "I've had _enough_ of your lying, Osborn. I never should have trusted you." The voice grew louder, drowning out his other thoughts and screaming at him to just pull the damn trigger.

"So what...you think it's all _my_ fault?" Osborn's hard look faded, replaced by a bitter sneer that he recalled all too well from the Goblin he watched die. Without a hint of hesitation or care for the loaded gun aimed at his head he picked up the fallen knife and pointed it right at him, "You're forgetting something, 'Spider-Man': You're the one who turned into a monster that night at prom. You screamed into my face that I was a traitor, and for what? Because I did something you couldn't and I asked out someone I liked. Connors was at fault, but you took the bait."

" _I_ wasn't the one who gave that poison to those mad scientists." He scoffed. Funny how he changed his tune so quick; it must have been a nightmare for Gwen dealing with both Osborn and the Parker kid; two clowns without a circus, those two were, "Just admit it, Osborn. You didn't do it because of me or Gwen, you did it because you thought you were the important one. That the monster came out because of you."

"You yelled into my face about being a traitor, Pete. Kind of hard to misinterpret that..."

"Is that what you think?" Peter gave a sneer to match the fallen Osborn prince, "I remember everything the kid went through, Osborn. And you? You were just one name. Why do you think he threw you away? You weren't _anything_ to him. At his angriest and the worst thing he did was throw you away like yesterday's garbage. Face it, Osborn. You weren't the hero in that story; you were just another guy in a list full of em."

"You know...I had my doubts about whether you were Peter or not, but now I'm sure: You're definitely him." He let out a pained, bitter laugh, "You sound just like him, you know? Trying to put everyone else down to make yourself feel better...I'd recognize it anywhere."

"...The spooks want to put you in a deep, dark hole. But maybe I should save them the trouble and put one between your eyes-"

"No!"

* * *

When Gwen came back with she'd expected to find Peter asleep on the couch, or at the worst up and about trying to downplay his wounds. Running into the kitchen and finding one of her best friends pointing a gun at the other wasn't at the top of the list.

Both their heads snapped to her and Gwen moved. Moving on instinct, she smacked the gun and knife out of their hands before pinning them to the opposite walls with two tentacled hands, the dark substance immediately covering their upper bodies like a blanket. Their moment of shock only lasted for a moment before they struggled against the bindings, trying to punch through Webster's extensions like they were possessed.

"Stop, just stop!" she pleaded, pressing them against the walls harder. She had no idea what was going on, but she wasn't going to let them hurt one another, "Whatever happened we can-"

"Let go!" Peter's scream nearly caused her to shrink back. She'd seen him angry before, but the sheer rage in his voice was something she'd heard only once before, "Osborn's responsible for all of this! The only reason Ogre has the serum is because of him! All those people who were..." He punched a bloody hand through the bindings, Webster immediately moving to restrain him again, "He has to answer for that!"

What happened next was a painful blur. The tendrils moved to cover the injured limb and the dark substance seeped into the wounds. She didn't know if it was an accident or Webster was trying to stem the tide of bleeding, but as soon as it happened she felt it.

 **'Hurts! It hurts!'**

It felt like someone stabbed a burning knife through her palms. The tendrils keeping both of her friends restrained receded back into her hands and she stumbled back, a pained scream escaping despite her best efforts. Through pained eyes she saw Peter tackle Harry to the ground and and punch him without restraint, Harry giving as good as he got and returning the favor by reopening the wounds on Peter's face that had barely clotted over.

"Guys..." Her legs felt like jelly. Even now she could hear Webster crying out in pain, begging her to try and stop whatever was happening to them both. Gritting her teeth, she grabbed onto the wall and tried to pull herself up, wincing when she heard a crack and caught Harry holding onto his broken nose, "Stop doing this..." Her voice was practically drowned out by the sounds of beating skin and cracking bones.

She wasn't a stranger to violence, but whenever she'd done it there was always a sort of disconnect. Follow up a punch with a joke, a kick with a quip about someone's mother. Here there was nothing; just two angry people - her best friends, she reminded herself bitterly - doing their utter best to hurt one another with every hit that they managed to give.

The next knee between the legs gave Peter the advantage. Before Harry could follow up Peter smashed him to the ground and kicked his face, causing him to roll and collide against the nearby wall and knock him unconscious "Osborn..." He fell onto his knees and panted, spitting out blood and spit before he wiped his mouth with the back of his hand, "You're going to-"

"Stop!" Finally managing to regain some of her strength, she grabbed Peter's uninjured hand and tugged him back as gently as she could. Even in her weakened state she risked injuring him, "Peter, just stop...please."

"Gwen... " The look he gave her was pained, though she was sure it had nothing do with his injuries, "He tried to kill you...everything that's happened is because of him. All those people trapped in cages, the people that died to turn this poison into a drug...it's all because he gave it to those bastards at 'Silk'. All of this is-"

"Please..." She looked down and bit her lip. That night...she didn't want it to end with Spider-Woman vs The Green Goblin. She'd already lost one of her best friends; she didn't want to see the other one rotting in a prison cell. Her dad hadn't given up on her, and she didn't want to give up on Harry, "Peter...Harry's on our side." She wanted to believe that he could make up for what he'd done...she had to.

He shook off her grip and looked down at Harry again, "Osborn told me you knew what he'd done...that he infected 6 innocent people." He shut his eyes tightly and took a pained breath, "Did you know?"

"Peter-"

"Did. You. Know?" The look in his eyes...it would've been one thing if he was angry, but the desperation was something else entirely. He was pleading with her, begging her to tell him no, to tell him that she had no idea what he'd done and that she would've acted differently if she had knowledge of it. It would've been so easy; he was so desperate to hear what he wanted that she could've given out any excuse and he would've accepted it.

But she couldn't lie to him. Not after what happened last time.

"I...I knew." She refused to look away, even as the look of hurt and betrayal slowly fell on him, "He...Harry told me what he did when I saw him drink the serum to try and get and edge during our fight. I..." She bit her lip again, "He didn't go into full detail, but I knew that he infected with Curt Connors and other S.H.I.E.L.D agents; Cap told me the same story."

"You knew what he'd done and you let him go...?" he asked, "Gwen-"

"I didn't know what else to do!" She interrupted, voice growing more desperate, "Harry was...I didn't want to see him rotting in some prison cell, and I thought his dad would help him, find a cure for him and all the others that got infected. Cap told me there wasn't a cure, but I thought that..." That they'd find one given enough time? Wishful thinking, but it was the only one she had, "Peter, Harry honestly wants to-"

"Do you know how I got injured?" He looked down at his bloody arm, "I found Curt Connors in that warehouse, and when I passed out he saved me. Dragged me back to his house instead of just leaving me in a damn alley to rot. I woke up at his house, saw his son and his wife...they were so happy to finally see him again after he went missing days ago."

"Peter-"

"And guess what? He was infected, because of _him_." He nudged his head to Harry's unconscious form, "Didn't take long for him to relapse, turn into a giant Lizard again. He..." He closed his eyes, though it did little to stem the tears that escaped the shut eyelids, "He _gutted_ his wife, Gwen. I couldn't stop him. Martha Connors is probably dead, and I couldn't do _anything_."

"You couldn't have-"

"That's not even the worst part." He laughed humorlessly and wiped away his tears, "He nearly _ate_ his son. I barely stopped him, but even then..." He clenched his hands, "His son looked at him like he was nothing more than a _monster..._ and I was tempted to put him down even after he was cured. That family was destroyed, Gwen. And for what? For this _bastard's_ little revenge spree? Who's going to answer for Connors and his family? For the dozens of people who were victimized because this piece of shit spread that poison around like it was nothing?"

"I..." She couldn't answer. She wanted to say it was all this Ogre guy's fault, but if Harry hadn't spread the serum to S.I.L.K - if he'd let the secret of the formula die that night the 'Midtown Lizard' did - would they have even been here now? "...I don't know."

"You knew...and you _let him go,_ " Peter said, the 3 words stabbing painfully at her chest, He turned away from her and hid his face from view, "...You're not going to let me kill him, and I know better than to think you'll hand him over to the spooks now. So just..." He took a deep breath, "Just leave me alone...I need to think."

This was all wrong. Everything was going well, and through all the tension she thought things could go back to the way things were. Now everything was collapsing and no matter how hard she tried to grab hold of it, it seeped through her fingers, "Peter..."She grabbed his shoulder gently, "We can-"

"I said _leave me alone_!"

She wasn't prepared for the sudden yell, the sheer anger and hate in his voice. She only caught a brief glimpse of his tear-stained face before he disappeared in another wisp of smoke, leaving her alone with Harry's unconscious body.

* * *

Another day in a new dimension. Wasn't life grand?

Cindy changed into her new pajamas and picked her tv dinner fresh from the microwave. After nearly a decade she was finally free and then...well, now what? Ezekiel told her she _might_ be able to escape one day, but they both knew it was a pipe dream at best. She _might_ have been 'The Bride', but she _might_ have just been another teenager who got bit by a radioactive spider. Happened all the time apparently.

She plopped on the couch with a sigh and dug into the corner-store spaghetti. She'd had brief tastes of freedom ever since she got here, but it was always snatched from her. She always dreamed about what she'd do if she ever finally got out, even puzzling out the combination to the bunker's exit after 10 long years being alone. Hey, it beat bashing her fists against the walls and screaming, trying to hope that someone might hear her through the reinforced steel.

Now she was free...in a completely different dimension. She didn't know whether to laugh or cry, or if she even wanted to go back to her home. Her family wasn't going to be waiting for her and if Ezekiel found her he'd probably trap her in the bunker again without listening to a word she said. It wouldn't have been the first time he talked over her with crap about destiny and the needs of the many like a bad episode of Star Trek.

Her thoughts were cut off when she heard faint knocking at the door, "The hell?" She furrowed her brows and set down her dinner. Only a few people knew where she lived, and just about all of them had a tendency to call first; people got _way_ too dependent on their phones in the past 10 years...or maybe it was just this dimension being weird. After all, this was the place that made the Empire the good guys.

Cindy slipped her feet into a pair of slippers and made her way to the door, making extra sure her spinnerette-sense (working title) wasn't giving her a really silent warning, "Yeah, who is it?" She called out.

No response.

She peeked through the peephole and felt her heart rate spike. Pulling open the door in a rush, her eyes widened at the sight of a bloody and injured Peter standing on the other side, his face cut up and his arm looking like it was barely hanging on to its sockets.

"Hey, Cin...sorry to drop in."

His attempt at a smile was painfully brief. Before he could so much as take a step inside he collapsed on the doorway, blood pooling underneath him. Cindy looked on both ends of the hallway to make sure no one saw them before she carried him inside, mentally chiding herself for being the knight in shining armor yet again. Sometimes she wondered if this was the crap Ezekiel was trying to keep from her.

She shook her head; now wasn't the time to reminisce. Time to save the day...again.

* * *

 **Done. Anyway, to continue the argument from before: One thing that _always_ bothered me is that Harry in canon admitted to essentially dooming 6 innocent people and Gwen doesn't have a _single fuck to give_. She cares more about what happened with Peter in the past and him being the Green Goblin now rather than the people affected by his crimes. Again, I get _why_ , but it comes across as dangerously myopic. **

**What makes this even worse is that Frank Castle is treated as if he's worse and given no sympathy in the narrative despite his crimes being far more narrow in scope. Harry wanted to _murder_ Spider-Woman even though he knew she was innocent, Castle wanted to expose her identity and genuinely believed she was a criminal. Why exactly is Osborn given the sympathetic view while Castle is treated like a deranged maniac? Oh, right, it's cause he wasn't Gwen's friend; my bad :/ **

**I dunno, it just seems weird to me. Sorry if I seem bitter, but this just bugs the fuck out of me. I mean is Castle innocent? Fuck no, but my God Harry's 10 times worse and yet Gwen and the narrative treat him like he's just a misguided youth rather than a callous dick who ruined 6 innocent people's lives of his own free will.**

 **Questions, 2nd more important than 1st:**

 **1\. For those who thought this was meant to be a slow burn romance or thought the two made a good couple, when exactly did you think this? Again I never intended for this to be a romance and the few 'moments' they had were twisted: Gwen patching up Peter's cut? She gave it to him in the first place. Peter kissing her and admitting a crush? Makes him feel more bitter when he found out the truth etc etc. Honestly I would've thought people would want the two far away from one another.**

 **2\. Should I keep Gwen bonded to Venom? Originally I was going to use the typical suit plotline and have her get rid of it, but would keeping it be better? I still have an out in case I wanna go that route, but I wonder if keeping Gwenom as a permanent part of the cast might work for the story. Doesn't help that it's rather helpful right now and shows no signs of being evil.**

 **Biggest problem is the power seep. With Venom bonded to her and Earth-65 being so fledgling, Gwen basically becomes one of the strongest heroes in the dimension, lagging only behind She-Hulk; and even then she has versatility over her. This might lead to problems with challenges for later arcs...though to be fair she already has this in canon and they just use 'inexperience' as a catch-all to explain why she, say, struggles with Frank Castle when realistically she could knock him out with one flick even if she was holding back.**

 **I dunno, what do you guys think? Stories like Supergirl try to juxtapose the character being physically powerful with her having human flaws and emotional hang ups, which I might be able to do here as well if I play my cards right. Would contrast to Noir being weaker but far harder to rattle.**

 **Side note, but I wonder how this chapter's drama would work if Noir had no connection at all to 65-Peter. Without access to his memories his dialogue with Harry would've been rather onesided and impersonal.**

 **Answers:**

 **KingSlapaDude - Sadly he's infected by Lizard serum, not Spider.**

 **HighLord - MJ or Betty probably might make that joke, but in the former's case she can look forward to Gwen stuffing a tentacle down her shirt. Those two can be petty to one another.**

 **Red Rain17 - Most likely the Lizard, since we know it manifests as a split personality in canon. Also, the Pariah isn't very bloodthirsty so it wouldn't just yell kill ever 5 seconds.**

 **Jajo Camello - It's not brought up as much, but Lana does pay for stuff; mostly on money she gets from betting on cage fighting. As for Old Republic, it's enjoyable enough, though the Republic side is so boring. Sith definitely have the better writing.**

 **KasugaRomio - To be fair, Lana shows up in Miles' solo book and she's set to make an appearance in the next issue if the cover is anything to go by.**

 **Dr. Sugarcakes - If you mean the scene with Gwen interacting with Noir and 2099 then maybe, but lego games were never my thing. Also, what do you mean by not innocent? Peter and Gwen don't really use their powers selfishly; Noir even skips the fame seeking phase in favor of fighting crime directly. While his motives might be anti-heroic, he's not evil in his usage.**


	54. Introduction to Madness

**Read through the latest Spider-Gwen, and it just show more of Earth-65's craziness - Wolverine's a Japanese samurai 'cursed' with an extra year of immortality for every person he kills (they really gotta redefine what curse means...); X-23's counterpart in Earth-65 is Shadowcat/Kitty Pryde rather than Laura Kinney; Matt Murdock and Foggy Nelson still seem to work together, at least in a 'better the devil you know' capacity; and SHIELD apparently employs both Wolverines as bounty hunters.**

 **One thing I do love is that they actually acknowledge that elephant in the room: When Gwen proposes going to SHIELD for help cause 'they're the good guys', _Harry_ actually tells her that SHIELD is also after him because he, and I quote, 'betrayed his country and tried to kill Gwen'. That and they refuse to let him run amok with the serum in his system. Bizzarely this leads Gwen to think that SHIELD might be wrong solely on the basis that they hire people like Wolverine and Shadowcat, which makes her look _painfully_ naive. **

**Another character note is that Murdock again re-affirms what the fear toxin Peter insinuated; despite her words, Gwen craves being Spider-Woman and will do anything to get her powers back. Why she'd want them back considering how miserable they make her is unknown, but it should prove interesting to explore here since it implies she's either so guilty that she keeps wanting to be punished or she actually just likes the idea of being powerful and special, which fits the theme with people in Earth-65 like Vulture and Peter Parker/Lizard.**

 **What do you guys think is the reason she wants it so badly?**

 **On a side-note, I watched the Red Hood trailer and it's definitely giving me ideas. Given that Peter gets his teeth kicked in during melee a lot, it might be better if I made him focus much more on weapons and gadgets: Pistols, tazers, knives, throwing knives and bombs. Would at least differentiate him from Gwen and would help with writing fight scenes since I find shootouts easier to write compared to fisticuffs.**

* * *

The first time she had a guy over at her place in about a decade and he was bleeding all over her carpet...about what she expected, really.

Cindy sighed and adjusted the surgical mask strapped over her mouth, trying to ignore the smell of blood wafting up her nostrils. Not too long ago the worst thing she faced was the crippling thought of dying alone in the bunker, and after that it was her evil twin's mad science lab. Honestly, it was weird to her how numbed to it she'd become. Nowadays she almost forgot that she was in another dimension and that her family was lost to her probably forever.

...

Then again, what else was new?

"I should start charging for all these rescues..." She narrowed her eyes and stabbed the needle through the reddened skin. Thankfully Peter didn't so much as twitch in response, letting her work in relative peace with her new amateur sewing dummy, "You're lucky I had these with me..." She licked her lower lip and cut the line of thread. Just half a dozen more to go...

She let out another sigh and stood, taking off her gloves and tossing them into the nearby bin. She wasn't exactly a doctor in the making - much to her mother's eternal disappointment - but she'd learned to patch herself up. Hockey wasn't what someone would call a soft touch sport and while she was lucky enough not to lose any of her teeth, she'd come home with bruises and sore limbs more often than she'd liked.

Cindy stretched her arms above her head and looked outside the window. The sun had barely risen over the horizon, but already she felt completely wired. Then again there wasn't much she could do about that; between the bunker, the mad science lab and the S.H.I.E.L.D training facility, time had kinda lost meaning for her besides as a number on the clock. She didn't want to tell Pete, but she did kinda want to break down crying - just a _little_ bit - when she finally saw the sun again yesterday.

Hey, so sue her; she had emotions.

She looked back at Peter worriedly. She'd managed to stitch up his wounds and he was sleeping soundly...well, as soundly as someone who looked like they got the shit kicked out of them could be, _'Pete really needs to be more careful._ ' She made her way to her room and rummaged through her luggage. Technically she hadn't finished unpacking everything S.H.I.E.L.D gave her, and with Peter on her couch she couldn't exactly take her well-deserved ice cream break, so...

Oh well, at least the view was nice...well, what little of it that wasn't covered in bloody bandages and stitches.

The hours passed by quicker than she thought they would have. Peter slept like a rock, and by the time noon hit it almost felt like she'd made a dent into unloading all the crap her new bosses gave her...though she wondered whose bright idea it was to give her an entire box of tazers, tranquilizers and pepper spray. Did someone not get the memo about her having superpowers or something?

She was into her 5th box (no, she wasn't going to ask why they thought fireworks were a good idea either) when Peter finally woke up, "Mmmh...where am I?" His eyes parted open slowly, groping at the air blindly with his uninjured hand before he finally managed to grasp the edge of the couch and pull himself up, "I...Cindy?" He grimaced and let out a pained breath, "Is that you?"

"Yep. Your knight in shining spider silk to the rescue...again." She stood up and wiped her hands on her sweatpants, making her way to the couch before Peter could try to do a handstand, "Look, just relax, would you? Not mincing words, you looked pretty fucked up when you got here last night...and trust me, I've seen fucked up." She clicked her tongue and sat on the chair next to him, "Your wounds-"

"Will heal..." He held onto his side and grit his teeth, his breaths soft, "You patched me up, I should be fine for now..." He swung his legs over the edge, "Pain'll pass...just need some painkillers and I'll be good to go."

"Right..." She leaned forward and poked the (weirdly almost faded) bruise on his chest, getting a pained hiss in response, "You look 'good to go' straight to the emergency room." She rolled her eyes at the annoyed glare he gave her, "Come on, Pete; no need for the tough guy act. Need I remind you that I saved your ass, what does that make it, 3 times now? That lone wolf BS was old even before I got trapped in the bunker."

"So you say..." He let out an exhausted breath and brought his hand over his face, "...What time is it?"

"20 minutes past 12." Cindy gestured to the clock lazily, "Honestly, I was expecting you to burst into flames when the sun came up...or is it sparkle? I dunno, I guess some things stay the same no matter what. I mean when I checked online there was this show called the Fantastic 4, and even back in my place those guys were already famous before I got put in the sinkhole. Hell, where are the X-Men? Maybe I could pull of the Mutant thing."

"Dunno what you're talking about..." Peter shook his head and stood up shakily, Cindy reaching a hand out to steady him, "I'm fine, Cin...just kinda dizzy. It'll pass." He shook his head again and let out a breath through his mouth, "I heal fast...only reason I'm not a 100 percent right now is cause...well, let's just say I got into a fight again."

"I'll say. You looked like you lost a fight with a lawnmower." She guided him to the dining room table and set him down on one of the chairs, "Now, relax, would you? Gwen and Harry haven't called yet, but I bet the second they get a clue they'll tell us right away. Till then why not try taking it easy? The city's not gonna blow up just cause Spider-Man decides to take some R and R."

"Somehow I doubt that. This madhouse seems like it's determined to kill itself...feels like death by a thousand papercuts..." He traced a hand through the bandaged arm and frowned, "...Sorry for just barging in like I did. Didn't know who else to turn to."

"Well, there's Gwen, but it's good to know you think that way." She gave him a cheeky smile and clapped his uninjured soldier, "Well, I'll get lunch started. Dunno about you, but I'm starving."

"...You can cook?"

She was torn between being annoyed and snorting in agreement at the doubtful look her gave her, "Yep. I can fry a mean can of Spam...though in this place they call it Cram for some reason. Weird." She shook her head, "If you're expecting 5 star cooking, then no, sorry. Being in a bunker means that you stick with all the canned stuff that they tell you will kill you if you eat too much of it." She laughed and flexed her arms, "I missed the worst of it. Guess these powers are good for something, at least."

Lunch was...nice, if she had to use a word to describe it. Back in the bunker she was always alone except for a few CD's she managed to take with her, and that got boring after a year of constant re-runs. Back in S.I.L.K she was fed slop through her cell and even in the S.H.I.E.L.D facility there was always a certain distance between her and the other agents in training. No one wanted to hang out with the girl who could shoot web out of her fingers, after all.

Peter wasn't much of a conversationalist like Gwen was, but his presence was comforting all the same. He was a good listener, to use the cliche. It was nice to talk to someone who was just as weirded out about this dimension as she was. Granted he had a good 70 years of difference on her, but she'd take what she could get...though she wondered why he kept calling the place a 'Madhouse'. She didn't think he was the nickname type.

"So you wanna explain why you came in here looking like something out of Manhunt?" she asked, washing the dishes almost absentmindedly. The first thing she'd get when she started getting paid was definitely one of those fancy automatic dishwashers, "I mean last I checked we were supposed to go do our raids then come back with our info. Was a mauling scheduled and I just missed it?"

"You could say that..." Peter stood up from the table and made his way to the nearby bathroom, leaving the door open so they could keep talking, "Got in over my head, I guess. Guess there are still things in this asylum that I haven't gotten used to." He opened the cabinet above the sink and picked up a bottle of painkillers, "...Hey, I gotta ask you something: You worked with Osborn last night. Did anything seem...off to you?"

"Uh...define 'off'." She looked back and found him swallowing a handful of pills. If it was anyone else she would've wondered if they had a deathwish, "He was...I dunno how to describe it; paranoid, maybe? He was looking over his shoulder the entire time we were together. Kinda felt like he was expecting me to shoot him or something the second his back was turned."

"Probably not far from the truth..." He pocketed the painkillers before picking up another bottle from the shelves, "...Hair dye? You planning to go undercover, Moon?" he asked, giving her a wary look.

"Kinda." She shook her head and laughed, "My evil twin's the head of a terrorist organization, remember? Even if it's not public knowledge, running around with the same exact look might not be such a good idea, you know? Bobby figured I needed to change my face up a bit; dye my hair...maybe get a little plastic surgery, the works." She shrugged, "Sooner the better, he said. I dunno, you think I could pull off the redhead look?"

"I've seen worse. Maybe you could change your name to Mary Jane Watson, try to blend in better." He returned the previous dye and picked up a bottle of blonde coloring, "...Hey, you mind if I use this?"

"Thinking of pulling off a new look, too?" she asked back with a light smirk.

"Parker's face has been getting me into trouble ever since I got here. Might be a good start, at least." He turned the container around and stared at the instruction, "...Says here it'll take only 5 minutes. Guess this madhouse is good for something, at least." He set it down on the sink and looked back at her with a sigh, "So...you mind if-"

"Knock yourself out, Pete." She waved a hand through the air lazily and plopped down on the couch, Peter closing the bathroom door without another word. The entire apartment as quiet, and even though the remote was at arm's reach she didn't feel like turning on the TV to add some noise into the place. If there was one thing she missed about the bunker, it was the quiet. Here everything was loud; blaring horns, people running down the hallway or even a freaking parade marching down the street. 10 years of isolation meant loud noises were definitely up there on her 'do not want' list.

Which made the scratching at her door almost deafening when she heard it, "What the...?" She stood up and made her way to the door carefully. Her spinnerette-sense was quiet, which was pretty rare all things considered. She distinctly recalled having it tingle a few hours ago only to find a college girl bawling her eyes out after she'd been ditched by her friends. Mean to be sure, but hardly 'danger to your life' material.

She'd barely opened the door before a tiny pug zipped past her legs and ran to the bathroom door, "Hey, what the-" Her words were cut off when Peter opened the door, looking down at the puppy for only a second before he gave a light smile and petted its head, "Uh..." She looked at the scene in confusion before speaking up again, "Pete...you wanna introduce me to your friend here?"

"Huh? Oh, sorry." He stood up and brought a hand through his now-blond hair. She had to say, it fit him better than she thought it would have, "This is my dog...Dog." He could only shrug at the exasperated look she gave him, "I'm not good with names...anyway, don't mind him. He's trained, and he doesn't do his business in the carpet like some other animals I've seen."

"Yeah...um, I was more wondering how he found you. Did you post something on myspace and he decided to follow up?"

"I'm...not really sure." He sat back down on the couch and picked up one of the guns lying on the table, "He's been following me around ever since I got him...honestly, I stopped trying to make logic out of this place months ago. Maybe he's a freak like I am." He petted its head again before he focused back on the side-arm, "...My wounds aren't fully healed yet, but we don't have time to waste. I called Summers before I passed out and she narrowed down an address."

"You sure that's a good idea?" She asked, gesturing to the still-healing wounds on his upper body, "I already saved your ass 3 times, Pete. Really not looking forward to make it an even 4."

"A good idea? Probably not, but it's not like I've had one of those ever since I got here." He ejected the magazine and replaced it with another carrying rubber bullets, "This'll be a stretch, but with the 2 of us we should be able to pull it off."

"2 of us? Aren't you forgetting a couple?" she asked, "Gwen and Harry are gonna want in on this." Especially the former. She didn't know what the deal between the two was, but it was clear Gwen was extremely protective; kind of odd considering how Peter usually was, but considering he was apparently her best friend a few years ago she supposed she shouldn't have been too surprised.

"...That's not gonna work. I'll...tell you when we're going over there." He mussed up his hair and groaned softly, "...Look, I need your help. If you don't want to then it's fine, I'll make do on my own."

"Quit the guilt trip, Pete." She rolled her eyes and smiled, "Look, I'll help you out, but you might wanna do something about...well, all of that." She gestured to his upper body, "I mean, not that I'm not enjoying the gun show here, but you really need a change of clothes." She crossed her arms, "Look, I can patch up that costume for you-"

"It's fine..." He picked up the dark shirt and jacket, grimacing slightly at the torn up right sleeves, "Lana's gonna kill me if I try to modify this thing after she spent so much time sewing it back on. I can deal..." He put the shirt on quickly and bit back a hiss, "...I do need help with a new mask, though. The old one got torn up..." He picked up the barely-there mask and tossed it into the bin, "...Again."

"Yeesh, how'd you ever manage to keep a mask before I got here?" She gave an exaggerated sigh and nodded, "Alright, let's wait till nighttime, then we can crash the Ogre's castle...just, one thing." She stared at the cheery pug warily, "What are we gonna do about your dog? You know any sitters?"

"He doesn't need one. Considering he went all the way from Hell's Kitchen to here, I'm pretty sure he can take care of himself." He picked up the pug and placed it on the couch, the puppy immediately curling in on himself and taking a nap on the soft cushions, "Come on, we have some time to kill...I should probably tell you what happened with Osborn."

* * *

Ogre's 'castle' was so obvious that Peter had to wonder how he never saw it before.

After the nightclubs and warehouses he thought that whoever the Negro - wait, that was offensive now... - was he might have had a touch more subtlety compared to the average crime bosses. The idea was that they were supposed to keep themselves hidden, hide in plain sight as it were. In practice not so much; anyone who was greedy enough to trample people just for a bit more long green was more often than not too egotistical to keep their blood money hidden. Fancy suits, fast cars and even faster dames...women. They wanted to show just how better off they were because of the innocent blood on their hands.

Ogre wasn't any different. Even from the high rooftop across the street Peter was getting a headache from the opulent mansion that stood out like a sore thumb compared to the other buildings and houses in the place. Calling it a 'castle' felt more accurate than it should have been - It was missing a carriage and knights wearing armor, but the mansion dwarfed everything else in the area in sheer width and impracticality alone. That and it was lit up brighter than a star on Christmas eve.

"Yeesh, someone's overcompensating," Cindy said next to him, her expression hard to make out underneath the gray scarf she wore, "I don't see any guards. How do you wanna play this, Pete? Full assault or you gonna turn invisible and do the ninja thing again?"

"Hard to say..." He narrowed his eyes and focused. No guards at the front, and he couldn't see much in the way of alarms. Either Ogre was overconfident or he was smarter than he looked and had a card up his sleeve, "I don't know anything about this guy, Cin. We didn't exactly have much time for chit-chat before he tried to gas me and Connors. For all I know he could be hiding a nuclear device under that house of his."

"A nuke? Come on, he can't be _that_ rich."

"Who knows." He scoffed, "All I'm saying is that-"

*Thwip*

...Oh, _damn it_.

Without even trying to suppress his annoyed sigh, he looked back and scowled when he saw Gwen and Osborn land on the roof, the former holding a thin line of black webbing in her free hand. He should've expected it - a part of him almost did - but for once he hoped that luck would stop taking it's daily dump on him and maybe let him go through the night without wanting to bash his head against the wall...well, more than he already did, anyway.

He was tempted to disappear into smoke and jump off the roof then and there, but something held him back. Ever since that night at the Frankenstein's lab, he'd been...different. Not enough that he was unrecognizable, but the second bite wasn't just a scratch. While his new 'gifts' came at a cost, they were still there...and right now they made Gwen seem almost alien from how she usually was.

Body language was something he paid attention to even before he got his powers, but afterwards it was almost trivial. It was easy enough to gauge someone's intentions when his spider-sense decided to warn him - Blaring if someone wanted to put a bullet between his eyes, nothing if they didn't. Gwen was different; ever since they'd met his sixth sense never worked on her, so he lost his crutch.

Not that reading her was difficult. In the short time he'd known her the other Spider was remarkably open about her feelings, secret identity aside. Despite the full body costume she wore her heart on her sleeve and it was clear as day whenever she changed her mood.

Which made the show she was trying to put on even weirder.

Gwen separated from Osborn without a word, her movements stiff. Normally her movements were unrestrained - something that became more obvious ever since that night in the butcher shop - but right now it looked like she was trying to play the silent joe. Every step, every move of the hands down to the smallest twitch were measured; trying to show no cracks on the surface.

Of course, the same couldn't be said about the...thing latched onto her. He doubted Osborn and Cindy noticed, but the damn thing was practically shivering and convulsing the closer its host got to him. Whether the blonde was aware of it or not he had no clue, but she seemed determined to act like nothing was wrong.

"Peter." Her voice was soft, barely heard over the space between them. He would've found it somewhat pitiable if his face still didn't feel like it was burning.

"...What do you want, Stacy?" Cindy gave him a wary look and didn't say a word. She knew what happened now, knew why Osborn looked at her like he was expecting a stab in the back, but she didn't exactly have a personal horse in this race.

"We're here to stop this Ogre bastard," Gwen replied, voice rising to become more even, "...We pooled the clues we got, and it looks like we were right. The mansion's his evil lair, so..." She took deep, slow breath and stepped closer to him, "Peter...I know you're angry, and I don't blame you, but this...this is too important for us to just start fighting one another, alright? And your wounds...you _need_ our help."

"If you say so." Peter scoffed. Funny how she was trying to play diplomat now that the other shoe finally dropped, "You wanna be a superhero, fine by me. Me and Cin'll find our own way around; just stay out of our way and it'll be fine."

Now would've been a good time to finally leave, but then Osborn had to open his damn mouth, "Peter, wait!" He rushed forward and grabbed his shoulder, keeping him in place, "I...I know you hate me, but this..." He shook his head and sucked in a harsh breath through his teeth, "Look...we need to work together and make sure this poison doesn't spread again. I want the same thing as you do, trust me."

Trust him? Images of what happened to Connors sprang back in his mind. He remembered claws cutting through his face, the blood of Martha Connors and his own mixing together; he remembered razor sharp teeth chewing through his arm, ripping through muscle and tendon like they were tissue paper; and then there was Connors' son who looked at his dad like he was nothing more than a monster.

All Osborn's fault...and now he was trying to play hero.

Peter's hands clenched tightly for a brief moment before he lashed out, the fist smashing against Osborn's jaw and making the fallen prince stumble back near Gwen, "You got a lot of nerve, Osborn..." He could hear the voice at the back of his skull trying to claw it's way out, but he managed to shut it down, "All of this is your fault! Because of you're a damn idiot Ogre is turning people into monsters!"

The mask on Gwen's eyes widened, but before she could do anything Osborn held up a hand and shook his head, "No, Gwen...he's right." He wiped his bloody lip and grimaced. The wound looked painful, but considering how good the bastard looked considering what happened between them last Peter was pretty damn sure that he was getting a kickback from the serum, "The serum died with him...I was the one who dug it up and gave it to S.I.L.K."

"Harry, it's-"

" _Don't_ say it's not his fault!" Peter snarled, rounding on Gwen now, "You didn't...Gwen, if you saw what happened with Connors then you wouldn't..." Wouldn't what? Wouldn't let him go? Wouldn't excuse his actions with barely more than a slap on the wrist? He wanted to believe that was true, but apparently she knew all along and thought he deserved his freedom.

"He's trying to make up for it!" Gwen practically shouted back, "Peter...Harry made a mistake, all of us have. This...I'm not saying he's innocent, but S.I.L.K has the serum and it's better that he's out here trying to fix this mess than rotting in some jail cell."

"That's rich coming from you." He sneered, though it was unseen from under his mask, "Tell me something, Stacy: If it wasn't Osborn who spread this poison around, if it was just another delusional nutjob, would he have gotten a second chance? Or does it being him somehow make it _okay_? You've put people in prison for less; I've seen you do it. Why does _he_ get a second chance when no one else did?"

"I-"

"You know, I thought you actually put your money where your mouth is." Peter continued, ignoring the way the other Spider's fists shook, "2 months, Gwen...2 months you dragged me around like a dog on a leash. 'Don't do this, don't do that. It's _wrong_ , Peter'." He laughed bitterly, "I was frustrated with you, but at least you practiced what you preached. Well..." He threw a venomous glare at Osborn, "Apparently not."

"...I didn't treat you like a-"

"Dog?" he interrupted again, resisting the urge to let out another bitter laugh, "Really? I remember things differently, Stacy. I remember you setting the rules, remember you dragging me around and forcing me to act how _you_ wanted. Weeks I had to do what you wanted, and if you didn't like something you'd stomp your foot and I couldn't say no. After all, who could refuse the great and famous Spider-Woman? It was her way or the highway."

"That's..." She clenched her hands into tight fists and steadied her shoulders, "Peter...you were killing people, acting like a maniac. What else was I supposed to do?"

"Leave me alone, maybe? The only reason you ever cared was because I had a dead kid's face." He let out a soft, frustrated noise from the back of his throat, "Like I said, I could accept it because you seemed to honestly believe that tripe. So riddle me this, then - Why does Osborn get a second chance? Why isn't he paraded around on a leash with you hovering over his shoulder telling him right from wrong? Tell me that."

She couldn't. There was a second when it seemed like she was going to say something, but eventually she unclenched her hands and let out a soft sigh. Peter scowled and looked away from them both, looking over to the mansion again. Still brightly lit, still the last thing they needed to do before they could put an end to this. He just wanted this night to be over, pretend that the last 2 days hadn't occurred to begin with.

The silence eventually ended when Cindy let out a practiced cough, "Um...right." She coughed again and looked at them all in turn, "Look, Pete just gave me the basic gist, but I think I know what's going on. Gwen..." She took a deep breath and pinched the bridge of her nose, "Look...I know Harry's your best friend, but Pete has a point. If Harry really gave that serum to my evil twin then he needs to answer for it. S.H.I.E.L.D's gonna want him in custody, especially since he's infected..."

"I..." Gwen looked at Osborn, obviously pained even through her mask, "What are you asking me to do, Cindy? Just...watch them throw one of my friends inside a prison cell?"

"It's where he belongs..." Peter muttered.

"I wouldn't use the same words as Pete, but you get the idea." Cindy nodded, "Look, Gwen...you're working for Captain freaking America! I'm being trained as an agent! Like it or not, Harry's a wanted criminal and he's a risk with the serum in his blood. Do you have any idea what they'd do to either of us if they found out we were keeping him hidden? I know Cap likes you, but there's only so much crap you can pull before someone calls bullshit."

"I know you're right, but I can't go yet..." Osborn replied softly, "Look...this is my fault, and until I'm sure the last trace of this poison is gone I can do more good out here over staying in some jail cell. As soon as it's over I'll turn myself in. I promise."

He wasn't lying, but at this point Peter didn't care. For all he knew the bastard was just deluded enough to believe his own lies like Castle was, "How convenient." He turned back to them and crossed his arms, "I know what you mean by that, Osborn. I know your type; you'll keep finding excuses to try and 'atone' for what you've done so you don't have to face up to what you're due. First it's Ogre, then it'll be some other criminal or wrong you did that you'll use to justify why it's 'better' for you to be out here rather than in a hole where you belong."

"I know you don't trust me, Peter, but this isn't what I intended." Osborn grimaced, "Look, you mentioned that Connors turned after you rescued him. But that doesn't make any sense. He should've been fine for longer than that; he wouldn't have returned to his family if he was hours away from turning into one of the Lizards. Ogre must've tampered with the formula somehow, the same way he did it for the nightclub."

"That's right, try to find someone else to blame. What you did wasn't 'as' bad; you 'just' doomed 6 innocent people. Ogre being worse somehow excuses that, right?" He sneered at the terrorist, "What next, Osborn? You gonna tell me daddy didn't hug you enough and that being rich and getting whatever you wanted was so terrible that you 'had to' do what you did?"

"Peter, enough." Gwen crossed her own arms and raised her eyes to meet his, "We've all made mistakes...and your hands aren't clean either. Frank Castle ringing any bells? He's not exactly a saint, but you're still friends with him. He nearly killed my dad, Peter. He put Aunt May at risk."

"Friends...don't think anyone is that guy's friend." He scoffed. He doubted anyone did more than just tolerate Frank Castle; even Bullseye seemed to hate the guy's guts, and that was saying something, "If your argument is that we're both assholes, then that's not much of a shock. Besides, at least I never pretended to be a saint, 'Superhero'."

"Alright, enough!" Cindy got between them and raised both her hands, "We've all got issues here, but could we wait until that World of Warcraft reject is behind bars? That and I don't really think an open roof in the middle of the city's a good place for a private convo."

Yeah...he knew that from experience. Sighing, Peter gave a subtle nod before he jumped off the roof. The sooner they finished this the sooner they could put it all behind them.

* * *

The inside of the house...wasn't what he expected.

It was a toss-up between running in through the front gates or trying to find some other route to sneak though...and considering he seemed to be the only one in the small 'group' that had any idea on how do anything besides kicking the door down and hoping for the best it wasn't much of an argument. Another reason he didn't like working with partners; one mistake and multiple people paid the price.

Still, the architecture wasn't anything to scoff at. A wide entrance hall, chandeliers on the roof and carpets and curtains that looked more expensive than the apartment he was currently 'living' in. It reminded him of those old-timey houses nobles would live in during the renaissance; impractical and needlessly complex. It looked like something an actual lord might have lived in rather than some drug kingpin.

...Well, it would've been if the entire place wasn't covered in fresh corpses.

Peter put his pistol back in its holster and walked towards one of the solitary corpses, the other three still standing agape near the center of the room. He'd expected they'd get swarmed by guards as soon as they kicked the door down, but luck had other plans, "Looks like someone was here first..." He knelt down next to the body and turned it around, "Sliced from ear to ear...someone's been watching too many movies."

He counted at least a dozen bodies in the entrance hall alone, and even more piled on top of the stairs. Not all of them had knife wounds; some were covered in 4th degree burns, and others were missing arms, legs or even their heads...and judging by the chunks of bloody meat he had a pretty good idea of what happened, _'Controlled explosives...this isn't a nail bomb. Definitely professional.'_

The smell of blood in the air was overwhelming, especially for someone like him. Peter frowned and looked back at the rest of his 'teammates'. They were still slack-jawed, though he at least thought Osborn would've been used to it by now. It wouldn't have been the first time both of them were responsible for a pile of corpses.

"Holy shit..." Cindy said, blinking rapidly as if trying to make sure she wasn't seeing things, "This is..."

"All of them are dead." Gwen audibly swallowed, her 'suit' moving slightly in response, "Who the fuck did this...?" She knelt down by the corpse he was examining and looked at its cold, lifeless eyes, "...The bodies are still warm, that means-"

"Whoever did this is still here, most likely." Peter finished. Ignoring the blood clinging to his pants, he stood up and nudged his head to the direction of the stairs, "Come on...Ogre's probably dead by now, but whoever did this might have answers for us." Or at least he hoped so. This had all the markings of a hitman - Messy, gruesome and it'd send a message to anyone trying to look deeper.

The rest of the mansion wasn't any different: Corpses lined up in the stairs and hallways, all of them either burnt, cut or bludgeoned to death. The bright lights only added to the weird disconnect, "Can't tell if they're being careless or sadistic..." He'd seen death on a large scale before. Castle preferred the certainty of a bullet, and while he did his best to try and reign him in when prison was feasible, there were just as many times that it wasn't. Still, with the Punisher it was quick and precise; there was no point in drawn out sadism and brutality, even for someone who lived for the thrill of a firefight like Castle did.

Here it was different. Dead all the same, but the methods were crude. Intentional or not? He didn't know.

It didn't help that his spider-sense was beating like a damn drum, "Anyone else feel that...?" He looked at Gwen and Cindy and tapped the side of his head. His spider-sense was never the most precise despite it's reliability. It told him when someone wanted to harm him, but what they intended to do was for him to figure out. For all he knew the person in question could've pulled out a gun, a knife or a damn pie.

Right now it was pulsing in a constant rhythm and it was giving him a damn headache, "Yeah, I feel it too..." Cindy mumbled, looking around her warily, "It's...I think we're in danger, but it's not the same thing as a direct attack. Reminds me of the time I got an earthquake in the sinkhole. Just...danger in general, you know? It wasn't intentional by anyone, it's just nature."

"Well, I don't feel anything so if we're getting an earthquake then I'm hoping you two will warn us," Gwen said, her gaze lingering on the bodies. He didn't feel much sympathy for these clowns - the chances of them being in the dark about their bosses' depravities was pretty low given his experiences - but he wasn't completely heartless. Some of the ways they went looked gruesome, "How many people did this guy kill...?"

"Don't think about it..." That's what she did with Osborn, after all.

They spent a couple more minutes just wandering through the halls till they found a door that Peter assumed led to Ogre's room...the two bodies crucified on both sides of the door were kind of a big hint, "Well...guess that answers that question." Definitely a sadist. Peter pried the bloody knives from one of their wrists and watched the body crumple the ground, "I'm guessing Ogre's on the other side." He tapped the edge of the blade lightly. Still sharp...well, he lost his old knives during the fight with Connors. Now seemed a good time as any to get some replacements.

"Along with whatever psycho did all this." Gwen took a deep breath, her 'suit' quickly growing still. He could only hope that she kept that thing under a leash, whatever it was, "Something tells me that whoever did this isn't a new Superhero trying to make a name for himself."

"You'd be surprised. " He took out his gun and ejected the rubber bullets, inserting a fresh magazine into the chamber, "Whoever's in there is gonna be dangerous. I'm shooting to kill."

"Peter, you don't have to-"

"Shut up. I'm done listening to you."

The mask hid most of it, but the way she almost flinched and her words fading into a shocked mumble made it clear his answer stung. Even now he couldn't help the feeling of guilt that sprung up, but he did his best to ignore it. He wasn't going to apologize for refusing to be her toady, "...Come on." He raised the gun and pushed the door open before she could get another word in.

The interior completed the castle aesthetic of the previous rooms, even down to having a 'throne' opposite the doorway. It was also the same in the sense that the large room was covered in bodies, though instead of suits the corpses wore gimp suits, gyspy dresses and gas masks. He recognized them; Ogre's entourage during their little chat in Connors' lab. Now he definitely didn't feel much sympathy.

Still, all of that paled in comparison to the two figures on the 'throne'. He recognized Ogre, the large man's body covered in numerous cuts and burns and his arms strapped to the chair's sides. The one next to him was even more noteworthy; a tall and lanky figure covered in a black and green jumpsuit with a tattered cape that completed the ensemble. Another freak in this madhouse.

In the end it was nothing compared to the flaming pumpkin that covered the figure's head, a malevolent smile carved onto its 'face' like a jack-o-lantern on halloween.

"Huh, looks like you have guests, Oggy!" Pumpkinhead looked at each of them in turn, his gaze lingering on Peter before he turned back to his hostage, "You've been a bad boy, Oggy! That's Spider-Woman; S.H.I.E.L.D must be _very_ interested in what you're doing." He laughed, the sound distorted and robotic just like his voice, "Poor little Oggy. Always trying to reach too far." He played with the knife in his left hand and traced it across the larger man's arm, "Now you're paying the price."

"Y-You..bastard!" Ogre spat out a mouthful of blood and screamed when the knife finally reached his elbow, the blade digging into the skin with a disgusting squelch, "You and your boss are gonna pay for this!"

Gwen was the first to react, charging at the pair like she was possessed, "Let go of him!" She was nearly on them before she suddenly stopped, getting pushed back with a dull smack, "What the-"

"Bulletproof glass." Pumpkinhead laughed again, the distorted sound seeming more grotesque the longer Peter heard it, "Nearly transparent and almost indestructible. Cost Oggy a fortune, but I knew the codes. Didn't save him from me, but for you 4? It'll do just fine." He crossed his arms and leaned across the throne, "If you guys were hoping for a bloodbath then you're going to be disappointed. Shoulda come earlier, kiddies!"

"You're the one responsible for all this? All these dead people?" Gwen asked, her hands balled into tight fists.

"Well, I don't like to brag, but yeah." He clicked his tongue and shook his head, "Wasn't hard, just had to disable the valves that fed serum to this place." He stepped back and raised his hands in mock surrender when Gwen smacked the glass in frustration, "Hey, hey, hey! No need for violence! In fact, you should be _thanking_ me! Oggy was gonna turn everyone into Lizards the second you got here. You ask me, I did you a favor! _You're welcome_!"

"You son of a-"

"Ah, ah, ah! Language! What'll everyone say when they hear New York's hero cursing like a thug? It'll be scandalous!" He picked up another knife and stabbed it into Ogre's hand, earning another curse-filled scream from the would-be kingpin, "Like I said, I did you all a favor! Trust me, Dark Spider over there knows me! We're phone buddies!"

"What are you..." The words were barely out of his mouth before the gears finally clicked. He remembered where that voice came from, "...'Jack', isn't it?"

"Flattered you remembered, Spidey!" 'Jack' stepped off the throne and walked closer to the transparent glass, "I'll admit, it's kinda embarrassing being caught like this. I don't even have my good mask on!" He tapped the side of the flaming pumpkin and sighed, "But now's a good a time as any, right? I do owe you for stopping my little pet project with the 'Sin Eater'. Catchy name, by the way. Wouldn't have thought of it myself."

"You're going to-"

"Why did you do this?" Osborn cut in, his expression a cross between a glare and a look of shock, "All these people...is it because of PGH?"

"Mmmh, half and half." 'Jack' shrugged, "My boss makes all the plans. Me? I don't really care, truth be told. He just tells me to kill Oggy over there and take the formula. The bossman doesn't like competition, you see, and Oggy has a bad habit of overstepping his limits." He gestured to the dead bodies lining the 'throne room', "Everyone else was just a bonus. If you don't have fun while you're working then what's the point, right?"

"Fun!?" Cindy screamed, "Those people are dead, you...whatever the hell you are! You're sick!"

"I'll take that as a compliment." 'Jack' shrugged again, "Now, I can see everyone here's agitated, and I have no interest in explaining to my boss why he has to bail me out of prison, so..." He rummaged through his pocket and pulled out a thin tube with a button at the top. It didn't take long to figure out it was a detonator, "Gotta cut this short. See ya."

As soon as 'Jack' pushed the button Peter's spider-sense blared, the sound almost deafening if not for the loud explosions that followed. Peter just barely heard the others scream out out something unintelligible before he felt something crash into his back and pin him to the floor, his vision going dark not long afterwards.

* * *

Peter didn't know how long he lay pinned under the rubble, but by his estimates it couldn't have been more than a few seconds judging by the screaming he heard, "Need to get out, need to get out!" Gwen's voice, but something was wrong. She sounded panicked, far more than when they were put into situations like this, "Leave, leave, leave! The fire will kill us!"

He heard a crash and just barely caught sight of Gwen's hooded figure smashing a hole through the wall and leaping through it with a frantic scream, "Guess I can't get her help..." He hissed and tried to pry himself out of the rubble with little success. The entire mansion was on fire, the choking smoke replacing the the metallic stench of blood in the air, "Damn it..." He grabbed the ground and pulled himself forward, ignoring the feeling of blood rushing down his back. If he could still feel pain then he was alive.

Letting out another cough, Peter finally managed to pry himself from the stones rise into a shaky stand. He couldn't see Cindy anywhere; he could only hope that she managed to get out of this place-

His spider-sense rung and he ducked, barely avoiding the knife that whizzed past where his head was, "Huh, nice reflexes!" He turned around and found Jack standing nearby seemingly without a care in the world, "You know, my boss told me to get back to him as soon as I got the job done, but..." He pulled out a pair of knives and spun them around in his hands, "What's work without fun, right?"

"Go to hell..." He tried to grab for his gun and scowled when he felt nothing but the empty space of his holster. He must have dropped it, "...If we stay here we're both going to die." If the fire didn't kill them then the smoke would, but he didn't feel any urge to run. He took out a knife and held the blade close to him. Better he ended it here than risk someone like him running loose out there.

"I'm ready for that. Let's dance!"

Jack charged first, laughing all the while. Peter dodged the strikes, his steps heavy. Despite his previous kills the bastard's moves were definitely trained. It reminded him of his sparring sessions with Moon Knight, _'He's fast...'_ He dodged the third hit and slashed the knife across the bastard's stomach, a thin sheet of blood pouring through the costume, _'Should've been deeper...costume blunted the hit.'_

"Hah, nice one!" Jack charged again and brought both knives down, the blades scratching through his right shoulder and his wrecked body armor, "You're actually a bit of a challenge! Not like everyone else in this place!" He pressed the blades deeper into his arm before Peter smacked him away.

"Shut up." His wounds were slowing him down. Peter ejected a burst of webbing to cover 'Jack's' legs and grabbed his arm, jamming the knife into his elbow and using it to break the limb entirely.

'Jack' looked down at the limp arm for a second before he let out an ear-splitting laugh. Peter ignored it and moved to do the same to his other arm before his spider-sense blared again, "You got me!" He pushed him back and sliced through the webs with his remaining hand, ignoring the limb swinging loosely in its socket, "Your win, Spidey! Guess I shouldn't have underestimated you!"

"We're not done yet-"

He'd barely managed out the 4 words before what looked like a broomstick crashed through a window, its back billowing fire and smoke out of the weaponized exhaust, "Well, my ride's here!" 'Jack' hopped onto the mangled broomstick and gave him a mock salute, "We gotta do this again, Spidey! But next time it's gotta be all proper-like, you get me!? Trust me, you're gonna _love_ it!"

With those last words he let out another cackle and flew out, tossing a green sphere over his shoulder without a care. Peter didn't need his spider sense to tell him it was a grenade.

The explosion caused the floor to collapse beneath him. Peter fell for the briefest of moments before his head smacked against the 2nd floor, his head ringing from the sound and impact, _'That son of a...'_ He let out a bloody cough and sucked in a mouthful of thick, smoky air. He was going to kill that bastard, but first he needed to make sure this place wasn't going to be his tomb.

Peter grabbed the wall and forced himself to stand, walking shakily to the nearby window. All he had to do was jump and he'd be-

...

Sometimes he wondered if luck loved or hated him. Despite all the garbage it piled on him he had to be doing something right if he managed to survive it all. And now here he was inches from freedom and what did he see? Harry Osborn trapped under huge chunk of wall, his head pressed down against the floor and his breathing soft and barely there.

It would've been so easy to leave him right here, to make sure he'd die in the same place as that bastard Ogre; both idiots who tried to use the serum for their own gain. Hell, he could've stabbed him in the head, made sure that the serum wouldn't pull a last second transformation and let out another rampaging monster that would kill people. No one would know...Gwen wouldn't know.

He was nearly on the window before he stopped and looked back. Osborn wasn't lying when he said he wanted to make up for what he did, and his damned dad was one of the reasons they eve managed to find a lead at all, _'Protect his son...he sure picked the wrong guy.'_ He turned back to the window. Getting fitted for a wooden kimono here and now would've been exactly what he deserved...

 _"I just wanted...to be special...like you..."_

"God damn it..." He ran back and knelt by Osborn's unconscious body, grabbing the rubble and lifting it off him with a groan, "I'm going to regret this..." He pushed the rubble aside and slung Osborn's bloody arm over his shoulder, ignoring the gruesome injuries that covered the limb. Osborn would probably lose the arm, but it wasn't like he couldn't just get a new one...

Peter jumped off the window with Osborn in tow, pressing the larger man closer when they impacted against the ground. Falls like that would've normally been something he could shrug off, but the accumulated injures almost made him collapse altogether when he landed feet first on the grass.

He let go of Osborn and fell down onto his hands and knees, letting out a few more strangled coughs before he finally vomited, a disgusting mix of bile and blood smattering against the ground, "All of this...for nothing..." He crumpled his hands and scowled. Ogre was dead, but now 'Jack' had the formula and they were right back to where they started. Hopefully Johnson could take over because he got the feeling it was above his punching weight.

His 'peace and quiet' was disturbed by the sound of rapid footsteps and Cindy's frantic voice reaching his ears, "Peter, Harry, you're both alright!" She knelt down next to them and gave him a relieved look, the uncovered half of her face covered in spots of soot, "God, when that place went up in flames I thought you both..." She swallowed nervously and touched his shoulder, "Can't believe you saved him..."

"Yeah..." No thanks to Gwen. She definitely didn't hesitate to jump at the first chance she got, "...Where's Gwen?"

"Gwen?" She looked at him worriedly, "I...I thought she'd be with you two."

"What?" He stood up frantically and looked back at the burning mansion. She left first; did she try and go back to try and save them? "She...I have to-"

"Over here, guys..." Both Spiders' attention were drawn to one of the large pools. Peter saw Gwen's gloved hand waving at them from over the edge before she pulled herself up, a forced smile on her unmasked face despite her soggy appearance, "Landed on the pool...sorry about..." She sighed and shook off the water clinging to her fingers... "I dunno, I just...went nuts. I was having a freakout and didn't want to leave the water..." She bit her bottom lip and refused to meet their gaze. Embarrassment, maybe, "Sorry..."

"Tch..." Peter shut his eyes for a few seconds before he let out a sigh of his own, "This was all a waste of time. Ogre's dead and 'Jack' has the formula. We might as well have just ignored it..."

"S.H.I.E.L.D can help, I'll forward everything we found out." Gwen put her hands on her knees and panted, her expression turning uncertain before she looked at him again, "...I saw you save Harry, Peter. Why did you-"

"Don't ask." Peter shook his head. This wasn't a conversation he wanted to have, "Just...make sure to keep him as far away from me as possible. I'm tired of giving this bastard second chances, Gwen...the next time I see him I'm going to finish what I started last time, do you understand?"

"Yeah..." She let out a disappointed breath and nodded. He didn't know whether she really believed he'd kill him in cold blood, but the message was clear, "Yeah, I get you..."

The sounds of sirens reached his ears and he frowned, "Police are coming...probably better if we're gone by the time they get here." Even with the famous 'Spider-Woman' he doubted she'd be able to completely excuse a mountain of corpses and a burning mansion. Knowing his luck they'd blame the entire thing on him and half the city would believe it, "...Do what you want with Osborn, just leave me out of it."

"Pete, you're injured," Cindy said, looking him up and down worriedly, "You need help."

"I agree with Cindy," Gwen added, "Look, just come back to my place, alright? It's close by and we can all get patched up." Gwen gave him an almost begging look before continuing, "I know you're angry, but I don't want to risk you dying. Can you at least trust that?"

"...Fine." He knew he was going to regret it, but there was nothing he could do about it now. He was trapped in this madhouse, there was no reason he had to go insane alone.

* * *

 **Done...and wow, this chapter went through a lot of changes: Most notably the fight in Ogre's mansion. Originally the 4 were supposed to go through a hallway fight ala Defenders and then tangle with the Lizards when they reached Ogre's throne room, but I changed it instead to Jack-o-Lantern massacring everyone off-screen and him and Noir having a brief fight in the flaming ruins before he leaves. I'm not comfortable enough with writing fights so this is probably for the best, and we got a decent intro for Jack that sets up the future rivalry.**

 **That and Ogre was always going to be filler, so it's not like anything crucial was lost. It will help make Jack's later appearance much less out of nowhere now that he's been established as more than a voice in a phone.**

 **Anyway, like I said this might be my last chapter for a while or my second last depending on whether I decide to write an epilogue of sorts for this arc or just jump right to the next ones. Speaking of which, 2 arcs to choose from:**

 **1\. Mad Artistry arc - Dozens of people all over Hell's Kitchen go missing. Does it have anything to do with the bloody painting that the news claims came from a certain 'Vincent van Gore'? Either way it bears investigating, and both Peter and Jessica are on the case; even if their reasons differ from one another. Can they stop the madman Muse before he makes his next masterpiece?**

 **This arc will be more grim and have a partnership of sorts between Peter Parker and Jessica Jones. Will also definitely change the story to an M rating cause some of the segments will reach really gory, Saw-esque levels given what Muse was capable of in Daredevil canon.**

 **2\. Franchise arc - Costumed criminals...becoming organized? A new complication arises in Gwen's life when a tip from Hawkeye indicates that the supervillains of the city are banding together to become more effective criminals. Now with the help of Hawkeye and Frog-Man trying to prove his father's innocence, can the trio stop this madness before a new crime syndicate brings the city to its knees?**

 **This one is a lighter romp with the 3 mains being Gwen, Kate and Frog-Man(the hero this story deserves and needs). Might also provide a good break considering how edgy and emo the last few chapters have been.**

 **Oh, and before you vote - I know the Storm Killer and PGH arc have suffered from a rather glaring lack of villain focus in favor of the leads just talking and being dicks to each other, so I'll do my utter best to focus on the villains as well for the upcoming arcs; particularly the Mad Artistry arc since Muse is one guy rather than Gwen dealing with an entire bucketload of bad guys.**

 **The two arcs will also intersect at points, particularly since both Jessica and Hawkeye will want to use Alias investigations as a base, but of course you'll only find out what the other team did dependent on what arc we focus on first. So Peter coming back with stitches in his throat or Gwen reeking of booze won't have much context unless we go their their arcs first.**

 **Review Answers:**

 **Guest - I'm trying to avoid the serum being too prevalent in Peter because I don't want to rely on the 'superpowered evil side' trope. In-story we also see Noir actively suppressing the serum whenever it crops up.**

 **DigitalEmperor001 - Well, they're likely split up as of the current chapter given how Noir acts towards her. As for Gwenom, again the main risk is power since unlike 616 the Supers are limited meaning Gwen might be overpowered.**

 **Dragonskyt - Gwen has a really bad habit of not telling Peter lies till it literally blows up in her face :P Also, what other abilities are there? I mean Venom is OP either way.**

 **aach06 - Alright, you're gonna have to find a source for Noir meeting Captain America or upchucking a train cause I saw all the Noir comics and those never happened as far as I recall. Especially the latter since not even 616/Amazing or Spider-Gwen can pull that off with their baseline 10 ton strength.**

 **MidnightPupil - Ask and you shall receive ;) Anyway, I'm curious just how evolved you think the characters are from their 1st appearances in the fic. I doubt I changed them too much. As for Gwen's power boost, I showed a weakness in this chapter with her running away from the fire rather than staying to help the other 3. Peter even calls her out on it in narration.**

 **As for Peter and Gwen, the main reason I'm leery is because they spend so much time arguing and they've gotten into physical violence at least a couple of times - 1st when Gwen lost her temper and busted his lip open and 2nd when Peter fought back after her unmasking when he killed Vulture. Given that he admitted that he would've _shot her_ , I'm wondering why people thing it would work out any more than Noir and Typhoid Mary. That and Noir calls out Gwen on her treatment being abusive in hindsight in this chapter. **


	55. Picking up the Pieces

**Epilogue chapter for the arc. Nothing much happens here, but I think it's a good leaving point for me to come back to later on after I update Twisted Reflections and/or make that Spider-Man/Spider-Gwen oneshot; it's about 2k words in so far. I'm just having a hard time writing 616's character since writing ideal heroes is far harder to me compared to anti-heroes.**

 **Anyway, read the latest Miles Morales book. It's more an exploration of Miles and whether he has a 'hidden dark side', though it did give some spotlight to Lana/Bombshell during the earlier bits** **when she livestreamed her daily heroics before she got her ass kicked by Hammerhead** **. Also gonna check out the latest Hawkeye to see if I can get some ideas for her parts during the Franchise arc since she's definitely a fun character and her silly character is extremely enjoyable to read about.**

 **Oh, and I found some info on the new Spider-Man cartoon: Supposedly it's a group thing with Peter, Miles, Spider-Gwen and Anya Corazon being a group of heroes protecting New York. It's definitely gonna be a must-watch for me, if only to help get some scenes in mind for Gwen or help visualize her better when writing action and talking scenes.**

 **Leave a review if you can :) Helps me write faster.**

* * *

"So...anyone else find it weird that this apartment's become Superhero central?"

Gwen looked up from Harry's lying body and gave Glory an exasperated look, though she couldn't muster a denial. Originally it was just her with Peter making the occasional visit back when she was 'just Gwen Stacy', but now here they were: Spider-Man, Spider-Woman, Spinnerette and the Green Goblin (God, she needed something else to call him) lounging around her and Betty's apartment trying to patch up their wounds...well, the other three were. She'd been rather uninjured considering she jumped out at the first chance...

 **"Sorry, Other. Fire caused panic. Fire, heat, flame...would have consumed us."**

 _'We still should have helped them,'_ she thought somewhat bitterly. It hard to stay mad at Webster considering all it'd done for her ever since they first bonded, but she couldn't deny the slight feeling of resentment that bubbled up in her stomach...and she also couldn't deny feeling wary about how much control Webster had at that moment. The others needed her and she ran, hyperventilating in a pool while god only knew happened inside. She was lucky enough that the others managed to get out intact.

Well...mostly.

Her gaze shifted from Glory to MJ. She was patching up Peter...well, trying to by the looks of it. Gwen doubted the redhead had any more experience than slapping band-aids to boo-boos, but they didn't have much choice. Glory was dabbing cream at the burns on Cindy's arms while Betty and Gwen herself were trying to clean out Harry's numerous wounds on the couch. She didn't exactly like having leaving Peter to MJ considering her idea of medical treatment consisted of wrapping 20 layers of bandages around the same limb, but beggars could be choosers.

The only other alternative was letting Peter try to sew the wounds shut himself, and considering he had a needle and thread in his hands before they stopped him she had no doubt that he'd try it.

She shook her head and focused back on Harry's arm. He'd regained consciousness minutes ago, but he still refused to talk; focusing mostly on looking between her and Peter from his place on the couch cushions. The only sound in the apartment was a Nirvana song playing through her smartphone, but even that did little to distract them from the thick smell of blood, ash and disinfectant that lingered in the air.

She really hated that she was getting used to it.

"You know, the youtube vids never talk about this." Betty said next to her, somehow maintaining a cheery smile despite the circumstances. Gwen found it relieving; a fresh face among a sea of scowls and frowny faces, "I mean you make it look effortless on the news, Gwen. Go in, kick the crap out of the bad guys then leave with some cliche quote...speaking of which, you really gotta up your material. It's kinda stale."

"I'd be offended if we didn't have more important stuff to worry about." She rolled her eyes. Only Betty would criticize her jokes while they were elbow deep in trying to cover up gashes and broken bones.

Her phone shifted to the next song on the playlist before Peter let out a mumbled curse, "Ah, son a bitch..." He flinched away from MJ and bit back a hiss of pain. Gwen saw him take a deep breath and bring a hand through his _blond_ (seriously, what in the fuck?) hair, spreading more blood and ash through the (presumably) dyed locks, "Yeah...I think that's enough bandages, Watson."

"Fuck, sorry!" MJ held up her hands and backed away slightly, a guilty look on her face, "Look, I really don't know what to do about this. No offense, but you looked like you got smashed through a woodchipper."

"MJ has a point," Glory said, throwing a wary stare Peter's way, "Gwen's fine, but you, Osborn and mystery girl? Not so much." She applied another layer of cream to Cindy's elbow, "I mean at least scarf chick here looks like she just got singed, but you look like absolute shit."

"I was pinned under rubble, set on fire, got stabbed in the shoulder and had a _grenade_ explode in front of me." Peter scoffed, "I think I have pretty good reasons for looking like 'absolute shit'; What's the excuse for _your_ sour puss, Grant? You always look like that?"

"Oh, I'll show you a 'sour puss'-"

"Alright, enough!" Gwen yelled, "Look, we're all tense here, but arguing is _not_ going to help anything!" She threw both of them a reprimanding glare...it was scary how easy it seemed. She'd been spending too much time with her dad if she was lecturing the mother hen of the group, "Look, just...we went through a rough night, alright? So everyone just calm their asses down; we don't want to make it any worse."

"Heh. Alright, Spider-Gwen." MJ held up her hands in mock surrender at the light glare the blond gave her, "But hey, Glory's got a point. This is pretty fucking weird all around, and that's _after_ finding out Gwen has a tentacle hentai monster attached to her." Oh, she was going to _pay_ for that later. Gwen just had to decide between gunk in the hair or something with said 'tentacles', "If my sister found out I was keeping this a secret she'd freak."

"Better keep quiet, Watson. Last time she was looking for excitement she went to a party and ended up getting in trouble with drunken idiots in alleys."

"How do you..." MJ's eyes widened slightly and she gave an 'o' of realization, "Wait, that was you? Gayle said it was a masked guy dressed in black with a gun- wait, nevermind, I see it now." She let out an incredulous laugh and shook her head, "It's a good thing she didn't realize she was saved by the Spider-Man; she'd have bugged you to try and get you to introduce her to Spider-Gwen."

"...The people in this place are way too excited to meet 'superheroes'. It's almost crazy how how fanatic they can be."

"Speaking of which..." MJ looked to Gwen and gestured to the abnormally quiet Cindy sitting on the bed, "You gonna introduce us to your new friend? I thought Tiger and Harry being superpowered was one thing, but now it kinda looks like you're literally pulling new superheroes out of your ass."

"Alright, first of all? Gross." Cindy stuck out her tongue and made a disgusted noise, "Second, really sorry for just busting in like this. I usually wait till people get to know me better before I barge into their apartments covered in 2nd degree burns." She wiggled her singed fingers and gave a weak smile, "My names Cindy Moon, but just call me Cindy. I'm a friend of Pete's. We're actually under the same circumstances, so whatever you know about him is the same with me, more or less."

"Wait, really?" Betty said, an excited grin on her face, "So you're a zombie too?"

"Uh...no." Cindy blinked in surprise and gave the other brunette a cautious look, "I dunno what Gwen's told you, but let's just say it's the other one - Alternate dimension, time displaced...any of this ringing any bells?"

"Oh, yeah..." Betty almost deflated, her grin being replaced with an almost childish pout, "Yeah, Gwen told us that's the 'other' explanation. Not sure I believe it. I mean, it seems kinda unbelievable, doesn't it?"

"...Are you kidding me?" Peter looked at her incredulously, "You think being taken to this madhouse is unbelievable, but me being some some dead kid that's been resurrected after 2 years isn't?" Well...Gwen couldn't find it in herself to disagree. Now that the initial shock had long since passed she couldn't deny that both of them seemed equally outlandish. She wouldn't have believed it if she didn't see it with her own eyes.

Then again she was given powers by a radioactive spider and doubled up by getting attached to a sentient blob suit, so who was she to talk about realism and sense?

"Hey, zombies and vampires are a real thing here, dimensional travelers aren't. Basic science and proof, Darkman." Betty shrugged, completely ignoring the scowl Peter gave her at the nickname, "Hey, if you're really from the 30's does that explain why your voice sounds like you're gargling sandpaper? 2 years ago you sounded like an egghead nerd...no offense to egghead nerds."

"None taken...and you're never going to find out if it's real or not, Brant. " Peter scoffed. Gwen had to admit she was curious herself; there was no way he sounded like that normally, right? Then again being dead for 2 years might have fucked up his throat. It certainly did a number on his memory and attitude.

"But hey, you're from the 30's too?" Betty gave Cindy's costume a once-over through narrowed eyes, "Fashion must've been way freakier than what they taught us in history class."

"No. no. That's not it." Cindy gave a weak laugh, "I'm from another dimension like he is, but I'm not as delayed. It's a...complicated story, but I spent yesrs living under a rock and the timeframe here's pretty accurate, give or take a couple of months...though your Star Wars is really fucking weird...and your Lord of the Rings, too. Never expected Gandalf would be the bad guy."

"And your powers?" Glory asked, applying some bandage squares to finish up, "You got those from...?"

"Radioactive spider." She waved her free hand through the air as if saying 'what can you do?', "There was a science experiment about radiation and one of the spiders got inside. It bit me before it died and next thing I knew I woke up spitting web from my fingers and a crusty old guy telling me that I have to train and lock myself away 'for my own good'." She rolled her eyes and sighed, "Fat lot of good it did me."

"That sounds...creepily familiar," MJ said. Gwen tried to ignore the bad feeling at the pit of her stomach; she'd never actually asked how Cindy got her powers, but hearing it now the exact similarity to her own circumstances creeped her out more than a little, "Uh...by any chance did you know anyone with our names back in this exhibit of yours? Cause this is sounding a bit too close for comfort."

"I dunno. I didn't really talk to much people except my boyfriend Hector, so maybe?" She shrugged, "I mean, I dunno how this dimensional stuff really works. I thought being locked in a bunker till I died was the worst thing that could happen."

"Some things seem to remain constant," Peter mumbled, his voice slipping into the 'science-y tone' he always (counting before his 'death') did, "I knew most of you back where I came from. Watson was the daughter of a rich businessman who managed to avoid losing everything in the depression, Brant was a secretary working for the Daily Bugle, Grant was 'stepping out' with my friend Robbie Robertson and Gwen..." He shook his head and trailed off. She was just gonna ignore _that_... "You're different in some ways, similar in others."

"Huh...weird." Betty nodded, seemingly enamored, "Never saw myself as a secretary."

"Hey, at least my dad was apparently worth a damn in some universe," MJ gave a wry smirk.

"Wait, by stepping out with Robbie did you mean...?" Glory's face knotted in disgust at Peter's nod, "Oh, that's _not_ something I wanna imagine!" Gwen stifled a laugh. She liked Randy's dad well enough, she'd met him a few times while she was going out with Randy, but he had a bit too many gray hairs for comfort, "Great, now I'm gonna need some bleach before I go to sleep."

"To be fair he was younger than the one thats' here..." He shook his head, "...Osborn's the only thing that doesn't add up." He looked to Harry now, "Norman didn't have a kid back in my world, or if he did then he didn't raise him. Then again, I suppose it only makes sense; the one from this world seems normal, but the one back home...he earned being called the 'Goblin'. There was a reason they put him in the freakshow at the circus."

"I really don't want to know, Peter." Harry shifted uncomfortably on the couch and looked away from him.

"The spider seems to be a constant as well." He clenched his left hand and frowned, "The where and when changes, but so far the bites themselves have been consistent. You get bitten, you get powers."

"Were you in a science fair, too?" MJ asked.

"No...following a lead. Some mobsters unloading something for Osborn down by the docks; thought I could take some pictures of something incriminating. There was this statue, it...they broke it and a swarm of dark spiders came out. They mobbed one of the bozos, ate him alive, but one of them crawled out to my hiding spot and..." He sighed, "Well, you know the rest. Saw a vision of a Spider-God threatening to eat my insides, but then he says that he only kills 'the wicked' and gives me the 'curse of power'. Woke up cocooned over the ceiling upside down and covered in webs."

"That's...really goddamn creepy." Glory shivered.

"Sounds cool to me." Betty shrugged, "But hey, if this is true then this means there's a world out there where alternate dimension me got bitten by the radioactive spider thingy. Wherever she is, hope she's having a blast."

"Only you could take _that_ as the lesson here, Betts." MJ rolled her eyes.

"...I don't remember a Spider-God," Cindy cut in, "I mean, there were some nightmares. Sweats, feeling itchy all over like, well, spiders were crawling all over me, but besides that I don't remember anything about any kind of Spider-God."

"Me either..." Gwen looked down worriedly. She had the same deal as Cindy; sweats, nightmares and accidentally breaking most of the shit she owned because she couldn't control her strength. She never really thought too deeply about the differences between her and Peter's powers, just that they existed. Hopefully there wouldn't be a repeat of what happened to him before.

"Alright, that's enough sci-fi mumbo jumbo. All of this is giving me a headache, assuming it's even real," Glory sighed, "I gotta ask: What the fuck happened to all of you? Did you do...whatever it is you were trying to accomplish?"

"Yeah...not so much." Gwen winced. She hated to admit it, but this was a crap ending all things considered.

"Considering most of us look like we need to go to the emergency room, I'd think the answer's obvious." Peter let out a frustrated breath, "Ogre's dead. I'm not shedding any tears, but any info he might have had is gone. Jack also said he has the PGH formula, so we're right back to where we started." He brought a hand through his face, "I can only wonder what that maniac's planning to do."

"...He said he knew you, Peter." Harry looked at him warily, "Is that true?"

"Trying to find company for that hole you're in, Osborn?" Peter scoffed, "I didn't make friends with him, if that's what you're implying. I'm not you." Harry's fists clenched, but he said nothing despite the worried looks Gwen gave them both, "I 'met' him shortly after we saved Castle's family. He was watching the entire thing through a sniper rifle and contacted Firestarter's phone. He made some threats, but that's it. He made another phone call after Lana and I stopped Sin Eater. Called him his pet project, remember?"

"Yeah, I remember..." Gwen bit the bottom of her lip. All those dead bodies, and he did it all with a smile. Even if she'd become more numb to the idea of Peter killing when he had to, all that senseless death still rocked her to her core.

"Speaking of Sin Eater, Norah's been calling since earlier complaining about not getting anything since her lead burned to the ground." MJ shook her phone and eyed Peter, "I think she's gonna want a status update on what she's gonna report now."

"Considering most of us barely got out alive, I'd say she's gonna be disappointed."

"Why didn't you tell me about this 'Jack'?" Gwen asked, "I could have helped you."

"It didn't come up. A guy making a threatening phone call wasn't something I cared too much about. Between Murdock, those 'Silk' bastards, and the rest of my 'teammate's' problems Jack didn't really stick out as anyone other than another freak in a costume, and there's at least four of em in this room right now."

"Wow...gonna assume you meant 'no offense' there, Pete." Cindy crossed her arms and rolled her eyes, "Still, that guy was a real creeper. Did you see that mask of his? I mean who wakes up one morning and goes 'You know what I need? A flaming Jack-o-Lantern mask!' and then actually goes and puts one on? Surprised he didn't melt his own face off doing it."

"Who says he didn't? I didn't see his face, but when I fought I broke his arm. He just laughed...wouldn't be surprised if his face looked like melted candle wax under that thing." He let out a frustrated breath.

"Wait, you fought him?" Gwen asked worriedly, "Wait, wait, wait. _When_? I mean that mansion was burning down because of those bombs, there's no way he'd be crazy enough to stay behind."

"I didn't stab _myself_ , Gwen." He gestured to the bloody bandages on his right shoulder with a scowl, "And if you haven't noticed from his handiwork, Jack's insane. I wouldn't hold my breath for sense coming from a guy who puts on a burning pumpkin and flies away on a broom that spews out fire." He sighed, "It doesn't matter. He's still out there, and he has the formula. Now we don't even know if PGH'll still be on the street or he's doing something else."

"I can...try to find something..." Harry pulled himself into an upright position with his free hand, his other pressed close to his chest and held in a makeshift cast, "Dad found something on Ogre before...and even without him I could hit the streets, try to see if we can pick up a lead." He sucked in a strained breath, "...I know you don't trust me, but we want the same thing, Peter. I can find something."

"Even if you did, I want this to be the last time we see each other, Osborn." Peter looked away with a light scowl. "Do whatever you want, but leave me out of your Superhero fantasies."

"They're not..." He took a deep, frustrated breath, "Peter, I made a mistake and I'm trying to make up for it. Just..." He paused, trying to consider his next words, "Give me a chance, alright? I'm not some kind of monster."

"No, Connors and the 5 other people you infected are," Peter snapped, "You can pretend to be something you're not, Osborn, but the facts don't change: 6 people had their lives ruined because you wanted to kill Gwen. And guess what? 'Shield' is hounding _me_ for a cure cause I'm apparently the closest thing they have to try and clean up your mess. Until you can fix those people you're not doing anything but playing pretend."

"Peter, that's not fair," Gwen cut in. She did't like doing this in front of her friends - especially with the leery gaze Glory was throwing Harry's way - but beggars couldn't be choosers, "Look, Harry made a mistake, we're not dismissing that, but he's trying to make up for it and you know that if he could cure those people then he would." At least he was trying. The same couldn't be said for Frank Castle or that 'Bullseye' guy Peter insisted on hanging around with.

"'Trying' isn't good enough, Gwen. Osborn ruined those people's lives; ask them if his 'trying' makes things better for them." He scoffed, "Everyone else is scrambling to clean up the mess he left behind while he goes out and pretends to be something he's not. Right now Martha Connors is barely clinging to life and she'll be lucky if she survives to the next day. Who's gonna answer for that-"

"Then why didn't you just leave me to die?"

A painful silence settled across the room. Harry's gaze was torn, a mix of depression and anger playing across his face as he stared at Peter. For his part her other best friend just met his gaze with a scowl before he let out a barely heard growl, "Please, the Lizard would have just come out if I left you there." He sneered. Gwen knew he was lying, though she didn't voice it out, "Believe me, I'm tempted to put you back there."

"...Fine, you made your point." Harry sighed. Gwen didn't miss the unmistakable hurt that ran across his features, though if Peter saw it she didn't know, "You're never gonna see me again, I promise."

Gwen wanted to say something, anything, but any words she could have said died in her mouth. While it was a load of bullshit that Harry did everything for her and Peter, a part of him really thought he did and the relief he had when he saw that their best friend was alive again was genuine. And now here they were, Peter wanting nothing more to do with him after they attacked one another just a day ago.

She would've been lying if she said she wasn't hurt herself...

"You'll forgive me if I don't take you at your word, Osborn."

That should have been the end of it, but whether it was out of resentment or misplaced pride Harry spoke up again, "Hey, I'm not the only one who's at fault here." Harry threw him a weak glare, "You were the one who made the formula, Pete. None of this would've been possible if it wasn't for you."

"Harry, don't-"

"The serum died with that Parker kid. _You_ were the one who dug it up." Peter snarled, MJ not so subtly backing away when his mouth opened in an ugly scowl, "That kid made the mistake of killing himself and it should have died with him. Face it, Osborn; there's no one else you can blame. I know it's hard to believe, but sometimes you do have to take responsibility. Or are you going to blame daddy next time for not cleaning up your mess?"

Harry tried to stand, but his face twisted in pain at the abrupt movement, "You son of a-"

"I'm done listening to you." Peter shook his head and picked up his torn shirt and jacket, "...I need some air."

She tried to call out to him, but he disappeared past the entrance and closed the door behind him with a loud slam. The quiet came again, though now her friends were looking at her with questioning gazes. She knew what they wanted to ask; what did Peter mean when he said that Harry had 'dug up' the serum, _'God damn it...'_ She closed her eyes and shook her head, pinching the bridge of her nose. This was going to be a long night.

* * *

Sometimes he wondered if he did something wrong to deserve all the madness that was piled on him.

Peter leaned across the edge of the roof, watching the embers at the end of the cigarette burn before it fell to the alley below. It was the one coffin nail he had that wasn't crushed by the rubble, and it wasn't nearly enough to try and distract him from the pounding headache and soreness that covered his entire body. Still, he'd take some relief over none and the fresh air was helping.

He exhaled a smoky breath and clenched his free hand. It was...frustrating, having to acknowledge that he'd done this all for nothing. Raiding warehouses, trying to save Connors and the rest of those people only for another clown in a damned costume to ruin everything. He wasn't shedding tears for Ogre and the rest of those bastards, but he'd seen well enough that bad people could be killed by worse ones. He knew all too well...

Shaking his head, he took another slow breath from the stick of nicotine and scowled. Johnson messaged him 30 minutes ago, told him that Martha Connors was still being treated while Curt was being put in containment 'for the foreseeable future'. He didn't even want to know what'd happen to their kid; probably shuffled around a foster home and getting nightmares for the rest of his life.

The door to the roof behind him opened with a rusty squeak and he sighed, "I really don't want to talk, Gwen-"

"Wrong Spider, Pete." He turned around slightly and raised an eyebrow when he saw Cindy walking towards him, the other brunette flashing him a somewhat strained smile before she stood next to him, elbows propped up against the barrier, "Hey, hope you don't mind me coming up here. It was kinda awkward down there cause I didn't know anyone."

"It's fine. At least it's you and not someone else..." He gave a light smile of his own and closed his eyes for a brief moment, "...It's been a hell of a day, huh?"

"You can say that again." She let out a soft laugh, "...You know, this place is crazy, but it's actually kinda familiar. I mean when I was younger I saw stories about superheroes, watched the news about Captain America fighting Red Skull or, hell, even Spider-Man fighting some dude named Electro."

"...You weren't the only one who was bitten in your world?"

"I dunno, I think?" She shrugged, "He had powers like I did, but when I asked Ezekiel about him he just said he was nothing special. Another egg that's hatched from the womb, if I remember correctly." She clicked her tongue, "I dunno, never met the guy. All I remember about him is that he wore red and blue spandex, made a lot of jokes and the Bugle hated his guts. Maybe it was my worlds version of you, or maybe it was someone else."

"Considering what you know about me and this world's Parker, I doubt it was a version of me. Neither of us are very funny." Or wore spandex. He shook his head and let out a wry laugh, "...I'm sorry for dragging you into this. The first time you're really free and you're helping us clean up a mess that doesn't concern you." This whole thing was a wash. Johnson better not get on his case; it wasn't his fault this entire thing went belly up.

"Hey, don't worry about it. I consider it practice." She waved a hand through the air lazily, "I mean, this is gonna be my life now, right? S.H.I.E.L.D's training me to be one of their sanctioned heroes like Gwen and Captain America are, so this is going to be my job. Getting some outside the job training isn't a bad thing. Besides," She bumped her shoulder to his and winked, "Couldn't leave my spider in distress hanging. It'd be bad for my rep."

"Very funny..." He gave her a slight laugh before throwing away the burnt stub of a cigarette down the alley, "...Cindy, what you said before about visiting your counterpart's family...do you plan to go back to your dimension?" She had to, right? This place wasn't her home... and it wasn't his home either. Playing pretend wasn't going to solve either of their problems.

"Don't see how I can do that, Pete." She sighed, her shoulders sagging slightly, "I mean, the only reason I'm here is cause my evil twin managed to force a gate open, and even then she said it was difficult. A few minutes at most, and she said that the portal's destination was random. It was kind of a fight or flight thing; if I didn't choose to go with her I'd have been stuck in the bunker cause she couldn't and wouldn't come back for me, ya know? I took a chance."

"What about your family?" She always mentioned them. Her biggest regret besides her old boyfriend when she got trapped.

"Nothing I can do about it now. I...said my goodbyes, and I think we all knew there was no way I'd ever come back to them." Peter's eyes narrowed. She was holding something back, but he didn't press her on it. It was her business, "But hey, I can start over here. And being a hero doesn't sound so bad, right? I mean it's not being a professional hockey player, but I can't exactly do it now that I have these powers. It'd be really unfair."

"So...what, you're just going to stay here?"

"Why not?" she asked back, "Can't be any worse than staying in the bunker, even if this place is cuckoo crazy. I mean I was looking up Pokemon and apparently the closest thing they have in this place is something called Beast Balls, and it's _way_ darker than I remembered." She clicked her tongue, "Either way I'm not going back to that sinkhole, and making a life here's probably better than anything else I could get."

"So that's it? You're just going to stay? Not even try to go back?" Why did he care so much? Cindy could do whatever she wanted, it wasn't any of his business.

"You could too. I mean you've been here, what, 4 months now? You seem to be doing pretty well for yourself, though you've got a bit of a rep problem." She winced and clapped his uninjured shoulder lightly, "Can't be too bad, right? I mean I heard they gave you a new ID, a new life. You could start over here, maybe even get a job or go to school. I know I'm tempted to; missed out on college back home."

"I doubt I can do that." He let out a soft breath and looked up at the sky. Cindy seemed to have it all under control...he wondered how old she was; still idealistic enough to try and build a new life, but she knew enough to cut her losses. He didn't ask - 82 years and women still didn't like it when you asked them about their age or how much they weighed, "We're both outsiders here, Cin. You really think you can make it here?"

"Won't be easy, but I kinda figured that when I accidentally sprayed my parents with web," She squeezed his hand and grinned, "Hey, least I'm not the only reject in this place. To being outsiders."

"To being outsiders." He squeezed her hand in return before separating their fingers, "...Listen, I'm gonna take off. It's been a long night and I need to get some sleep." Or at least try to assuming he didn't get another bad dream. They'd been rarer ever since that night with the other Cindy Moon's cabal, but they still happened more than he liked, "Thanks again for helping me, Cin."

"It's fine, but..." She gestured to the door leading to the stairs, "Well, Gwen wants to talk to you. I've got a good idea what the issues are, so are you sure you wanna leave it like this?"

"Beats talking to her right now, yeah." He sighed and put on his mask. After what happened with Osborn he got the feeling any conversation they'd have wouldn't go well, "I'm leaving...just call if you need anything."

"Count on it."

Making his way back 'home' was harder than he would've liked considering his injures, but he'd dealt with worse. He was nearly back at his apartment before Gwen called, Peter only barely hesitating to shut the phone off by the time she'd made her second call. She knew where he lived, but he at least hoped that it'd send a good enough message that he wanted to be alone.

Of course, what awaited him inside was hardly any better.

Lana was sitting at the couch, Dog nuzzling his nose to her thigh; at first glance it wasn't anything unusual. Of course, that was before he saw the icepack she was pressing against her right eye or the bloody tissues that were spread out all over the cushions, "Ow, shit, shit!" she hissed, grabbing another tissue and dabbing it at her bloody nose, "God damn it...!"

"...Get into a fight?"

She looked up at him with a jolt, her remaining eye widening for a split second before she looked away, "Pete...you're back." She swept her hand and through the cushions and dumped the bloody tissues on the floor, scooting fully to the other end to offer him a seat while Dog jumped to her lap, "Uh...wow, no offense, but you look like shit...and the blond hair really isn't working for you."

"Look who's talking, kid." He sat a short distance away from her and shucked off his jacket. He could see a somewhat bloody envelope lying innocently on the table. He knew what it was; her 'rent'. Ever since she'd started spending more time here she'd been trying to give him a chunk of her earnings from her gambling in the fight clubs. He never accepted it, but she always left them behind. As she put it, 'I made most of it betting from you anyway'.

Apparently she'd tried giving them to her grandmother. It...didn't work out. Something about accusations of her dealing drugs in a corner.

"Yeah...guess we both look like crap." She lowered the ice pack and Peter frowned at the nasty black eye she was sporting, "I...had a fight with my grandma again. Stupid shit, I don't even remember anymore." She sighed and leaned back, looking up at the ceiling blankly, "I ran off and then I found these gangbangers trying to drag a couple of chicks over for some 'fun' at their little clubhouse."

"...I'm assuming this 'clubhouse' has been burned to the ground."

"You know me so well." She gave him a dry smile and wiped at her bloody nose again, "A couple of em got lucky, brained me pretty good with a pipe before I blew them to kingdom come. Don't worry, they're not dead. I called the police to pick their asses up." She licked her lips and looked up at him warily, "Hey...you're not mad at me, are you?"

"I'm not your dad, Lana. If you want to use your power then it's not my business to tell you." He brought a hand through his face, "Just be careful, would you? When your mom wakes up I'd rather she didn't see you in a coma next to her."

"Right..." She bit her lower lip and let out a breath through her nose, "...You know, it'd be better if I had some help."

This conversation again. Ever since she'd gotten her powers she'd seemed to itch at the idea of using them to fight crime. He didn't have anything against it, but she seemed to have an idea in her head that he could teach her the ropes because he was the 'experienced hero'. If she wanted to use her abilitied then all the power to her, but he wasn't going to be the mentor like one of those cheesy dime store novels.

"I'm not exactly teacher material, and I'm not looking for a sidekick." He wasn't above getting help, but he worked best when he was alone, "...Get some sleep, Lana. If you need help there's a first aid kit in the bathroom."

"I'm fine. Just sleep on it."

She waved him away, barely trying to hide her disappointment. Peter ruffled her hair and made his way to his room, closing the door behind him with a sigh, "What a mess..." He tossed his his mask to the sorry excuse for a bed and sat down, letting the encompassing shadows try to calm him. Sometimes he wondered what was happening. He couldn't go a day without being dragged into a mess that didn't concern him, and tomorrow it'd begin again.

 _"And whose fault is that?"_

Peter looked up and glared at the...thing that stood in front of him. He didn't know if it was another trick by the Spider-God or his wounds were making him hallucinate, but he saw his reflection glaring back at him. Well, calling it a reflection might have been a mistake. It was definitely familiar, but it didn't match him: A dark trenchcoat, different mask and a revolver on its right hand.

It was him...right when he'd first gotten to this madhouse.

"...Great, I'm going insane." He looked down with a scowl and and let out a bitter laugh. First he was infected with that poison and now he was seeing ghosts, "...What do you want?" He took out one of the knives he'd gotten and spun it through the air, his eyes focusing on the smiling pumpkin that adorned the hilt. He wanted to ignore the damn specter, but if there was one thing he knew by now it was that ghosts didn't like being shut down.

 _"You're distracted."_ It paced around the small room, stopping and glaring down at him even though he continued to look at the knife, _"It's been 4 months, but you're still here. You haven't seen hide or hair of Octavius ever since you arrived."_

"What do you want me do about it? I'm not psychic." He scoffed. Octavius wasn't even in this country if he could trust Stars-and-Stripe's intel, and his powers wouldn't allow him to spot octavius from the billions of other people on the planet, "The spooks are the best chance I have of going home."

 _"Do you even want to go back?"_ It 'picked up' his discarded mask, its own expression difficult to tell from underneath its own disguise, _"You're wasting time here. For all your complaints about Osborn playing at being a hero, you're not acting any different. How many times have you nearly gotten killed trying to be the big goddamned superhero? First with that electric dame and now this."_

"I'm not asking for a beating."

 _"But you are out there looking for it."_ It 'tossed' the mask back onto the bed with a scoff of its own, _"Have you looked in the mirror, kid? Who are you supposed to be?"_ It clicked its tongue and gestured to his dyed hair, _"I thought you were Spider-Man - Peter Parker - but I don't even recognize you. That mask, those guns, even that jacket...you put on the mask because of Uncle Ben, but now you've lost everything you had left of him and you don't even care."_

"That isn't my fault," Peter bit out. How was he supposed to keep those things close to him when this body wasn't even his?

 _"But you aren't too broken up over it."_ It pulled off its mask, its eyes never leaving his. Peter's scowl worsened when he saw the face lying underneath: The exact same one he'd seen frozen in the tube that mad scientist showed him, _"You're wasting your time playing games with that maniac Jack and bastards like Murdock. Whatever they're doing shouldn't matter to you. All you have to focus on is finding Octavius."_

"You think I haven't tried?" He threw the knife at it, the blade passing through harmlessly and embedding itself against the wall, "Until those spooks give me what I want I'm stuck here. And I'm getting tired of being lectured by ghosts."

 _"Stuck? That's what you call it?"_ It laughed, the sound just different enough to make it sound alien to him, _"You've been here long enough and you're making yourself right at home, aren't you? Do you even care about Aunt May? About Mary Jane or Felicia or the Robertsons? Or are you too busy playing 'Ben Reilly' and getting together with a dame who only cares about you cause you have a dead kid's face?"_

He threw the second knife, the small weapon embedding itself next to its 'brother' with a dull thud. The two of them shared another fierce glare before the ghost (or whatever the hell it was) dissipated into the shadows, leaving him alone in the dark room, "...I really am going insane." He lied down on the bed and looked up at the ceiling in frustration. He had no idea what just happened, but considering his luck he was probably talking into thin air.

"...I really hate this madhouse."

* * *

Well...that could have gone better.

Daisy sighed and mussed a hand through her hair as she walked down the halls of the facility. The debriefing had been...painful: A third agent managed to steal away the formula, the producer was killed before any possible interrogation and the closest thing they had to an origin point had been burnt into a husk, no doubt taking away any proof they might have had.

To say that Agent Hill was displeased would have been an understatement. Daisy had enough experience with the S.H.I.E.L.D veteran to know that she kept her emotions under a stoic mask, so the fact that she seemed almost mildly annoyed was almost shocking. Then again she understood the reason why: 5 of their agents were still infected with no cure in sight. Daisy was pretty damned frustrated herself considering she knew all of them, and it was only growing worse after what happened with the Connors family.

The young agent sighed and kept walking towards the laboratory. It was late even by S.H.I.E.L.D standards, so apart from a few agents milling about standing guard the place was almost abandoned. Truth be told she wasn't expecting to find anything, but she'd been making her rounds for the past few nights and she saw no point to stopping now. Besides, it'd probably give her a chance for some alone time if it was abandoned like she thought.

Daisy opened the door and winced at the bright light that greeted her, "Woah." She blinked and shook her head. Alistair was hunched over a desk, mumbling to himself like he always did whenever he got into one his tangents. Still, her attention was drawn to the front of the lab where the preservation tube lay, the body of 'Specimen 6' lying upright with its eyes closed.

She didn't have the full details - above her clearance level - but she definitely knew that the stiff was connected to their newest 'agent'. Just how exactly she had no clue, though she knew enough to understand that he was Peter Parker; meaning the stiff in the tube was either a clone or a relative of some kind.

 _'This is freaky.'_ She stepped closer, Alistair refusing to look up from his notes despite her footsteps. It was creepy how detached he was from the fact that there was a literal corpse sloshing around in preservative fluid in front of him, but she supposed she should have expected that from someone who worked biochem in a place like this, "Hey, Alistair. You look busy."

"Huh?" He looked up at her and blinked, his mouth crinkling into a slight smile when the recognition set in, "Oh, Daisy. Good evening." He pushed the chair back and yawned, rubbing his eyes sleepily, "Late night as well?"

"You could say that." She nodded, "Agent Hill's kinda pissed that the Lizard thing went down the tubes. What about you? Any luck on a cure from our newest 'agent's' antibodies?"

"No." He shook his head and sighed, pressing both hands against his face in frustration, "We've tried everything, but the antibodies dissipate before we can get a chance to replicate them. We've found some solutions to make them stay longer, but it gives us precious few seconds at best. It would be preferable if we could inject a higher quantity of serum, but the risk to Mr. Parker would be astronomical. The physical pain alone would have severe consequences."

"So what's with the stiff?" She gestured to the tube.

"Hm?" He looked to the frozen corpse and opened his mouth slightly as if in surprise, "Oh, yes, that." He sighed, "I'd hoped that Mr. Parker's counterpart would hold some answers, but I suppose like any other human the protection ended when he took his last breath," He frowned, "The body does display certain irregularities, but for the purposes of finding a cure or vaccine it's not feasible."

"Irregularities? What kind?"

"The state of decay, for one. Bodies decompose at different rates depending on the circumstances, but even without the preservation fluid the body's condition is remarkably intact all things considered." He put a hand to his chin, "There are others, but I won't bore you with the long-winded details. Long story short there are some peculiarities and if not for having to focus on a cure I might be tempted to focus on that instead."

"Huh..." She leaned against the desk and crossed her arms, "What about Peter Parker? Did you make any headway to finding that Octavius guy yet?"

"Yes, we ascertained his location a week ago."

Daisy blinked. Alistair continued to pore over his notes like nothing was wrong and the question popped out of her mouth before she could stop it, "Wait, you already found the guy? Should I tell Parker then?"

"Absolutely not." He looked up at her, his expression stern, "Agent Hill made it very clear that we keep this information close to our chest. We're keeping constant surveillance on the man, but an assault on one of S.I.L.K's bases is too risky as of right now; if we attack a single base then other cells will go into hiding. So long as they're not planning an attack as of yet it's better we keep them under surveillance."

"So what, I just lie to the guy?" She'd lied before - comes with being an agent - but this felt leery. Most contract workers for S.H.I.E.L.D tended to be on the up and up, and it felt odd holding someone's payment behind a wall.

"Just don't mention it and you'll be fine," Alistair replied, "I don't enjoy it either, but Agent Hill gave us our orders. So long as Mr. Parker needs our assistance then he'll cooperate. If we tell him exactly were Dr. Octavius is then he'll most likely demand his capture. Not only will this compromise some of our operations it also risks him refusing to aid us further and without him any chance for a cure is gone."

"I guess..." She rubbed the back of her head. It still felt leery to her, but she could definitely see the hard logic of it, "Is a cure all we want from him, though?" He could have died following that lead on that Ogre guy. She didn't care about the guy _too_ much all things considered, but she wasn't heartless.

"His abilities are also of interest," he said, "Agent Hill likens him to Logan and Ms. Pryde; he may not work for us full-time, but his abilities are far too useful to be left unused. I understand that he failed in this mission, but his capabilities in certain areas remain unmatched and there will be other missions he's well-suited for; his laxer morals compared to Spider-Woman was particularly noted as a boon." He paused, considering his next works, "If Mr. Parker's parentage are under any indication then he has the makings of a fine agent; or at the very least an asset."

Oh yeah, his parents. Daisy had tried to do some reading on Parker's background, but it was for the most part blank. She knew Richard and Mary Parker used to work for S.H.I.E.L.D long before her time, but when she tried to access their files she got rebuffed. It was either a very good or a very bad thing when something was kept secret from the other secret agents.

That wasn't even getting to the rest of his family. The less he knew about his family tree the better; at least that's what she figured.

"I suppose I'm going nowhere." Alistair sighed and pushed himself up, "Come on. Let's go get something to eat; I'll have someone else reclaim Specimen 6's preservation tube later."

"Sounds good to to me." She followed Alistair to the room's exit and turned off the lights, giving one last look to the frozen body before she closed the door behind her.

Minutes of silence passed in the darkness of the room before a finger on the corpse's right hand twitched, a weak, strangled gasp emanating from its mouth before it lied still once more.

* * *

 **Well, that's that. I'll update this when I can, so give me some feedback if you can. Anyway, this chapter was all-talk - and Gwen's segment was rather lacking - but I hope this is good enough to tide people over :) Mad Artistry got 2 more votes, so next update will be for that unless people who haven't voted yet choose the Franchise arc.**

 **I have some questions, and they mostly concern the story in general rather than something specific:**

 **Questions:**

 **1\. What do you guys think of Filler/Slice of life? By that I mean chapters where the characters are talking and relaxing in an environment without something oppressive hanging over them. So far we've had a few break segments, but its always been in-between the superheroing. I mean actual time when the cast is just in a place where they can relax without anything going wrong: Not going to the beach and Hydro-Man attacks or going to the Carnival and Arcade turns it into one of his Murderworlds. Just genuine fun.**

 **2\. Conversely, do you guys think I've dicked around too long? The hallucination(?) points out to Noir that he's wasting time in Earth-65, and I wonder if the readers are feeling the same way; especially with the next arc being about yet another filler villain Muse. I also had plans for Kraven (arc where Noir allies with Moon Knight and Castle), Tombstone (introducing the 65-Daily Bugle), Carnage and Shriek (Noir and Gwen pair arc) and possibly Morbius (Gwen arc with Janet van Dyne as an ally).**

 **Should I just drop these and completely focus on the overarching Octavius/Murdock/SILK plotlines for the two leads along with their rivalry fights with Jack-o-Lantern and Hobgoblin? It feels like we haven't made much if any progress despite over 50 chapters and hundreds of thousands of words passing by...**

 **Review answers:**

 **Bagration - Noir would probably stick to rubber bullets for the most part, though he'll likely use real bullets and explosives when push comes to shove. As for Gwen and Noir...why do you ship them? I'm rather curious what those unreasonable and questionable reasons are.**

 **Midnightpupil - Yay, long review :D As for the characters changing: Gwen's acknowledged and allowed Peter to be more gray, but she herself still refuses to stoop to that level and even as recently as the SILK rescue arc she tries to tell the others not to kill people until Castle tells her that SHIELD would also kill their way through the SILK goons. Also, Noir puts in real bullets right before they fight with Jack, so that rubber bullet gesture is pretty questionable.**

 **As to Noir being 'mature', it depends. You have to take note that he's actually a year younger than Gwen - Peter being 18 with Gwen being 19 - and he had his powers for only a year while she had hers for 5. She's actually more experienced, but since he acts more cynical and grumpy one could be mistaken into thinking this isn't the case. As for the transference, it's up to you what to think. None of the characters know and in this chapter they use both interpretations during the talk in the apartment.**

 **With regards to the pairing; yes, strong women are attractive ;) Gwen being a damsel in distress in other stories makes sense given that she's a non-powered human and her boyfriend is a Superhero. The opposite seems to happen here where Noir tends to get damseled while Gwen and others save him, though I've tried to tone it down recently. I'm not sure if the pairing could work at all given how often she gets on his case about him killing people. though.**

 **As for your question: Romance is difficult, and I'm not sure if it's worth arguing about since I never set out to intentionally write romance for my big fics; both this and TR had romance due to audience demand rather than my own choice. Still, if you make an account then PM if you want. Always happy to correspond with readers.**

 **Jajo Camello - In canon Jack's a psycho who just wants to watch the world burn, though he is ultimately loyal to Crime Master. I highly doubt he has any other reason besides 'It was funny'. As for him reminding you of Bullseye, it's no surprise; 616 Bullseye was that monstrous and Hack's cut from the same cloth as Norman Osborn, Joker and Carnage; people who perform evil for its own sake rather than an end-goal like, say, 65-Murdock and most versions of Kingpin.**


	56. Cold War

**Hey guys...I know I said that I was taking a break - and I did manage about 4.7k words into my other fic - but then I saw the Spider-Man PS4 gameplay demo and lets just say I was inspired. I mean I already had plans for a Mr. Negative arc after these two, but now I'm much more hyped to write it...** **though Peter causes a lot of collateral damage stopping the chopper :/** **Is it too much to hope for a Spider-Gwen appearance in the game? Probably, but they showed off Miles so I'm holding onto hope :D**

 **Anyway, I also checked out Injustice 2's Red Hood and while the PS4 Spidey game gave me ideas for Gwen, Red Hood's giving me ideas for Noir ;) Especially since his characterization is remarkably stable: He doesn't believe in Batman's no killing rule, but he also opposes the regime for killing far too many in pursuit of 'justice'. His intro and clash quotes with Supergirl (Ideal Hero vs Anti-Hero) and his arcade ending where he gives the finger to both factions in favor of fighting 'for the people' are also pretty good things I can crib some stuff off.**

 **Another friend also suggested taking some things from John Wick - especially since it seems to be becoming more widespread, if Leon from Resident Evil Vendetta is any indication - though that I have far more doubts on. While the movie's gun kata is more realistic than the likes of Equilibrium and Matrix, a lot of it also relies on the bad guys running up to Wick with their guns rather than shooting him from a controlled distance.**

 **On a more downbeat note, I also read up on 'Death of a Salesman' since I wanted to see about writing characters who are flawed and stay flawed because of their own choices. It'll help me with writing Frog-Man: Gwen and Noir sometimes don't feel human because their problems and traumas are larger than life and unbelievable, but with Eugene he shows contradictions in a more focused light: He's somewhat big-headed and craves fame 65-Peter, Vulture etc etc and acts like a hormonal teen, but he's also shown to be capable of being brave and does his best despite his failings.**

 **It'll be a treat to see if I can write him well given that he's working together with Gwen and Kate, both of whom have been in the Superhero business for far longer and are far more charismatic personality-wise compared to some kid in a frog suit from the suburbs.**

 **Side note - I was wondering if I should post this fic in the 'Spider-Man and Marvel' crossover archive given that we've already added characters like Hawkeye, Jessica Jones, Daredevil, Muse etc etc. Would I get in trouble if I post the fic there in addition to the regular spidey archive?**

* * *

Back to being the stalker.

Peter sighed and adjusted his place on the Watson roof. The sun still hadn't risen and most of the street was covered in a blanket of darkness. Just the way he liked it, really; made him hard to see even if he stuck out on the red roof like a sore thumb in his getup.

His mouth curled into a light frown. He didn't know what he was doing here, though the same could have been said about everything he'd been doing ever since he got to this place. Still, he couldn't deny that seeing the Parkers go about their daily routine was oddly calming; even if he felt like a damn voyeur stalking them from across the street. At least they were happy...and their home was remarkably unvandalized, all things considered.

He tapped his fingers along the edge of the roof tiles. How long was he going to stay here acting like a damn peeping tom? It wasn't like anything would change: Both of them always woke up early, Ben always leaving for one errand or another while May prepared a hearty breakfast for her hard-working husband. Same routine, day in and day out. If they didn't stop when their son turned himself into a monster they sure as hell weren't gonna be changing now.

A part of him was tempted to go to them, but the rational part of his mind (which was fighting an increasingly uphill battle...) reminded him to back off. What was he going to say? He hadn't seen them since he was kidnapped by one of Moon's cabal, and the things he found out...it was too much. Bad enough that they thought he was their son risen from the grave; what were they going to do now that they found out he'd stolen someone's corpse and was parading around it like it was a damn puppet on a string? He'd been called a freak enough times that he didn't need to to hear it from them, too.

Of course, a part of him also knew this was nothing more than a distraction.

Peter grit his teeth and clenched his hands tightly. Martha Connors died. It wasn't a surprise; with how grievous her wounds were and how long it took for the spooks to get there she was already on death's door before he could even blink. Back when he didn't know he couldn't help but hope for a miracle, hope that maybe it'll end up like Lori with a convenient coma that could be recovered from given enough time.

And now Osborn was still out there. Letting out a sigh, he looked to the Stacy house and suppressed his frown. He understood why Gwen wanted to let Osborn go, but that didn't mean he had to like it. Still, he couldn't help the resentment that bubbled up whenever he thought about it, though he did his best to ignore it. It probably wasn't a picnic for her knowing Castle was still out there and he was surprised she hadn't added that little tidbit as fuel to the fire the last time they'd met.

He heard footsteps drawing closer. He was tempted to jump off the roof (or at least turn invisible) to try and retain some anonymity, but the head of red hair that peered out of the attic's window calmed him down quickly, "...Watson." He gave her a wry smile, though it was hidden underneath his new mask; the third one from Cindy he'd gotten at this point. At this point she was going start charging him for the nigh-constant repairs.

The redhead raised an eyebrow at the subdued greeting before replying, "Uh...morning, Tiger." She looked around the roof for a quick second before focusing back on him, "Any reason you're at my roof right now?"

"Just needed a place to sit." He shrugged. Better she didn't know he was here stalking his (not) aunt and uncle, "Didn't think anyone would notice. I always leave before any of you wake up."

"So...what I'm hearing is this isn't the first time you've done this." She shook her head and let out a soft breath. Less annoyed and more exasperated, at least from what he could see, "Well, move over then."

Peter raised an eyebrow of his own when she pushed the window open wider and stepped onto the roof, her balance shaky, "...You're going to fall off." He offered her a hand which she took gratefully. Her grip on him was tight, and she didn't let go till they were sitting side by side, both of their knees tucked to their chests. He couldn't deny that it looked juvenile, but at this point he didn't care. It was silly enough that a wanted vigilante and a band singer were sitting side by side like nothing was wrong.

A comfortable silence settled over the unlikely pair. Peter felt Watson staring at him, but he continued to look forward and focus on the Parkers. Ben was leaving - earlier than his usual time - so this little voyeuristic show of his was coming to an end. He'd tell himself it was the last time he'd do it, but then he'd come back; 1 day, 2 days...he always ended up back on the roof for this little spectacle.

"You know...you can talk to them, if you want." Peter blinked and looked at Watson. She was looking at him with an unreadable expression; was it pity or something else? He didn't know, "They've been so happy ever since you and Gwencent got caught sucking face on the jumbotron. I mean those two have been rooting for you two to get together ever since you met...actually, in your case I think they just wanted you to have a girlfriend at all. No offense."

"None taken." He rolled his eyes. His aunt May was the same; always encouraging him to step out with either Mary Jane or Stacy...which was something he'd rather not think about considering who he was sitting next to, "'Sides, I'm pretty sure if I tell them what happened between me and Gwen they're just gonna be disappointed." He frowned. He had more things to worry about than who he'd swapped cash with.

"...Alright, before we continue with this I gotta ask: What the fuck is up with your voice?" Peter gave her a questioning look, but she held her ground, "Look, it's not a weird thing to ask. Your voice, it's..."

"A voice modulator put into the mask. It helps disguise me better." Spector had the same thing; Marc had been the one to suggest it after he saw his dyed hair, though Lockley apparently found some amusement in the idea of a dead man feeling the need to disguise himself. He didn't think it was funny, but he also didn't see the point with arguing with someone who had 3 personalities banging around in his head.

"Right, well...could you take your mask off then?" They stared at one another for a few seconds before she sighed, "Look, I get it, secret identity or whatever, but I wanna talk to Peter; not 'Spider-Man'."

"...Fine." He sighed and pulled his mask off. His spider-sense would warn him if something was wrong and worst came to worst maybe the dyed hair would be enough to dissuade people from seeing the resemblance, "That better, Watson?"

"Watson? Dude, the last name basis thing might've been a thing in the 30's, but here it just makes you look like a pretentious hipster. Trust me, you already ditched the trenchcoat; don't fall back in that hole."

"Fine then, Mary." He rolled his eyes again.

"Last person who called me that was my dad, but whatever. I guess I'm lucky you didn't tack a 'Ms.' on top of it." She leaned back, hands pressed against the cold roof, "Anyway, like I said you should talk to them. Even if it's not about you and Gwencent they'll be happy to talk to their nephew...or whoever you're supposed to be."

"What, you don't think I'm Parker?" That would've been a breath of fresh air.

"Gwen thinks you are, but I'm not really sure." She shook her head, "I mean all this superhero stuff's over my head. Either you came back from the dead or you're from another dimension; both of them sound fucking weird to me." She gave him a wry smile, "Then again, I don't really have a horse in this race. I didn't know Peter very well, so whether you're him or not doesn't really change how I see it. Gwen's got more reason to care than I do."

"...How is she? Gwen, I mean." He did his best to make his voice neutral, though he doubted Watson bought it.

"How she always is half the time; blaming herself for letting things go too far." She let out a tired breath and brought a hand through her hair, "She'll bounce back, but I'll tell you it's a pain in the ass dealing with her when she gets like this. It's pretty lucky that Betty's her roommate. I would've gone insane if I had to deal with her mood swings all the time."

"She's better than the one I remember..." Whatever else she definitely wasn't a snob, which was a step up as far as he was concerned. Captain Stacy still being upright probably had something to do with it as well; if nothing else she could take down Brock on her own if the bastard ever showed up ranting about Venom and whatever garbage he spouted.

"You never did tell us about what 'your' Gwen is like," MJ said lightly, "Either way I'm worried about her. We had practice yesterday and she suddenly stopped and screamed at us about how loud we were being and that she needed to be alone." She winced, "It was bizzarre, I'll tell you that much. One minute everything was as usual and suddenly she was having a bitch fit."

"Maybe she should get herself checked." Why did he get the feeling it had something to do with that thing bolted onto her?

"Or maybe she's just acting up cause both her best friends apparently tried to kill one another." Mary clicked her tongue, " You really need to make up with her, Tiger."

"Why are you calling me that?" He didn't really mind - it was probably one of the least offensive thing he'd been called ever since he got pulled here - but it was odd all the same.

"What, 'Tiger'?" She gave a subtle shrug at his nod, "I dunno, I always called people by nickname. Same reason I call Gwen 'Gwencent', I guess. Besides, it was either that or 'Spider', and I thought calling you that would've been a bit too on the nose."

"Hardy doesn't seem to think so..."

"You know Felicia? You know what, dumb question; her concert got attacked by ninjas once. Should've figured something was up with her." She waved a hand through the air, "And hey, nice try weaseling out of it, but I'm serious: You and Gwencent really need to make up. This tiptoe bullshit you're both doing is really damn annoying and it'd be better for all of us if you cut that shit out."

"It's not that simple..." Peter bit back. It wasn't her fault that Martha Connors died or dozens of others got turned into fodder because of Ogre's greed, but the way he'd left things with her left a lot to be desired.

"Yeah, it really is. Look, I don't what the deal is between you two, but I can tell this little trouble in paradise is a pain in the ass for both of you." Mary sighed, "Hey, how about this: Me and a few others are going to my Aunt's cabin soon. It's just a few of us and it'll be pretty isolated for the most part. Why not come along? You and Gwen can deal with this relationship BS without the Superhero thing getting in the way."

"A getaway to the woods...tempting, but the company's kind of questionable. I get the feeling Grant doesn't like me." More than a feeling really, but what else was new? Grant didn't like Spider-Man back home either.

"Oh, she doesn't, but she'll just have to deal." She gave him a lopsided grin, "Hey, it's my aunt's cabin, so I'm the closest thing our little group has to an owner; if I wanna invite the Dark Spider over then it's my choice. Just think about it, would you? This tiptoe bullshit you and Gwen are doing is just going to make things worse, trust me. I think we both know Gwen doesn't do the loner thing as well as you do."

"Maybe..." He watched Ben's car run past the end of the street and turn the corner out of sight before he continued, "...Why are you up so early, anyway? Most of the time you don't wake up till long after I'm gone."

"Right...well, ignoring how creepy that makes you sound." She adjusted her place on the roof, "We got a gig in a few days, and I was raiding the attic trying to see if I could find some decent costumes. The guy who hired us said he'd pay extra if we came up with a theme and for some reason Gwencent got real pissed when I suggested we all dress up like Spider-Woman." She laughed under her breath, "Someone's a bit territorial, I guess."

"Costumes...maybe Lana could help with that; I'll ask her when I can. She's always patching up new clothes to keep herself busy." It'd be a better use of her time than getting brained with pipes by gangbangers, at least, "...I still don't get why you're doing this, though. What's the point of getting up on stage and screaming?"

"I could say the same about you and Gwencent doing the Superhero thing," she countered, "I mean Gwen's New York's idol _now_ , but it wasn't too long ago that people spat when she passed. And you...well, half the city hates your guts. Again, no offense." He waved a hand through the air in lieu of answering back, "It's only gotten worse now that you and her got caught sucking face. I mean I'm seeing death threats on forums."

"I'd like to see them try." He scoffed. People hiding behind mirrors; it was easy to be brave when you didn't have to actually own up, "You'd know why Gwen's doing it more than I would, but for me...helps keep me sane, I think." Then again considering he was hearing voices and seeing hallucinations any sane person would've told him that horse already left the barn, "Better than sitting on my backside brooding."

"No offense, but you still seem to be doing that." She gave him a teasing smile in response to the light glare he was now sporting, "But hell, why do I do it? Simple, I like the attention. Gwen gets a rush doing the spider in skintight spandex thing, I get it when people cheer after a good song."

"Fame...there's a reason people say it's fleeting, you know." Today's superstar could turn to yesterday's news in the blink of an eye. He'd seen it enough times back home and here to know that 82 years didn't change that.

"Considering you've been making headlines every since you showed up, that seems pretty hollow coming from you." She punched him in the shoulder lightly, "Hey, I'm not saying I can do this forever. I mean me and the rest of the band are going to ESU when the tests hit. Not sure about Gwencent, but I figure she'll be doing it too. Still, I'm going to ride it while I can."

"Why do people want attention so much, anyway? All it does it make people look and judge you." Parker, Toomes and countless others in this madhouse. All of seemed obsessed with making their mark, being 'remembered' no matter what it was people thought of them. One thing he'd never understood about his counterpart; being 'special' for its own sake seemed good enough for him, damn everyone else.

"Woah there, Tiger, what'd I say about that Hipster talk?" He rolled his eyes at the poor attempt at a joke, "But hey, there's nothing philosophical about it; some people like attention, some people like to beat up thugs in alleys. Guess which one either of us is."

"Yeah, I get your point." He didn't _understand_ it, but far be it for him to judge how people lived their lives. As long she wasn't hurting anyone it was none of his business how Mary got her kicks.

"You could attend one of our concerts sometime," she said, "Can't be any worse than the music back where you're from, right? And be honest, when was the last time you've had fun? You and Gwen are making news all the time, but at least she paces herself. You seem like you don't get any sleep."

"Mostly because I don't." He ran a hand through his hair and frowned. Dreams came and went as always, but he'd gotten used to ignoring sleep that his body refused to shut down unless he lost at least 2 pints of blood.

"Wow...well, that explains why you're so cranky all the time at least." She clicked her tongue, "What do you do for fun, anyway? Or do you just brood all the time?"

"Fun? Haven't had much of that since I got to this place." Peter scoffed. Day in and day out it was just one thing after another; hard to have 'fun' considering the people after his head, "If you're asking what I do on my free time then I guess I read."

"Some things never change." She let out a single, soft laugh, "The Peter here always had his nose buried in a book. Let me guess, science textbooks?"

"Sometimes. Mostly I read history books," he said, "Some things in this place change, others remain the same. I read up on the end of the second world war. The one you call 'Captain America' was pivotal to ending it and Hitler ended up getting arrested before he could commit suicide in his bunker. Not sure if that's the same everywhere else, but it is here." He pursed his lips, "Nobel still created dynamite, but no peace prizes. Roosevelt was still the president after Hoover, but some of his policies are different. Constants and variables...which is which and the reason why isn't really apparent."

"Wow..." She let out whistle and gave him a pitying look, "Uh...anything else you do? Besides the reading, I mean?"

"...Trying to learn languages." He shrugged, "Spector thought it'd be a good idea for me to learn things like German or Farsi, though I don't see the point. I learned some French from Hardy; mostly cursing given how she uses it." He picked up on it faster than he expected, but he still didn't see the point. He doubted the spooks would let him leave New York at the rate he was going.

"Alright, enough about learning." She shook her head and let out an incredulous breath, "Look, you have friends here, right? Besides Gwencent, I mean. What about a guys night out or something?"

"Closest thing I had to that is the last time I worked with Castle, Spector and Bullseye to try and shut down a sex slavery ring Leland Owlsley was running. It ended with us losing most of our clothes and drugged out of our minds." Mary gave him a worried look and he waved her off, "Long story. Spector thought using ourselves as bait was the best bet to find the ring before the girls shipped out. It worked, but I'd rather not remember what happened." Hard to explain the stains to Lana when he got back. It was a good thing drugs didn't work on him for long...

At least they left him with his pants on. Bullseye wasn't so lucky, though he didn't seem to mind; Peter had a feeling it had little to do with him being drugged out of his mind.

"Right...well, you _really_ need to come with us to our trip then. Trust me, it'll probably be good for you if that's your idea of a guys night..."

"Maybe." He gave her a soft smile and squeezed her shoulder briefly, "...I should probably go. My friend Howard called me about a case, and he seemed...panicked." Then again he always sounded like that. Probably figured that a 'free' assistant like him was better taken advantage of while it lasted. He probably should have felt offended that someone was taking advantage of him, but the duck at least seemed far more honest about it than the rest of his 'team'.

"First things first, you might wanna make sure those wheatcakes don't go to waste." She pointed to the fresh plate standing on the windowsill, "Something tells me that May knows you're watching her."

"...It's a coincidence." And so were the last 4 times she'd done it. He never took the bait; for all he knew it was for another neighbor and he didn't want to presume, "Hey...thanks for talking. It's a relief to talk to someone who knew that kid but doesn't expect me to act like a moron."

"If you wanna make it up to me, my sister's birthday is coming up and she'll owe me for life if I get you and Gwencent to show up in costume." She gave him a coy smile and squeezed his shoulder in turn, "Ever since I told her it was the 'Dark Spider' that saved her ass in that alley she's been a fan. I mean, not as big a a fan as she is of 'Spider-Woman', but hey. Gwencent doesn't wanna, but would you do it?"

"Something tells me a wanted vigilante's just gonna cause more trouble if he shows up at a party." He put on his mask and shrugged, "...I'll think about it. See you around, Mary."

"Later, Tiger."

* * *

Another day, another...something.

Gwen swung through the air absentmindedly, her body moving on autopilot as she made her way through the city. It was barely noon but already she'd stopped two muggings, a couple of assaults and at least one count of grand theft auto...and it didn't do much to keep her mind off of things. At this point she had it down to a science: Punch, kick, web and quip. Sometimes the order changed, but it hardly changed from those 4.

Sighing, she propelled herself higher and let the morning winds try to relax her. Harry was gone again, though he'd promised to keep contact. He even gave her a number to call him with in case of an emergency, though he also made it clear that it wasn't meant to for small talk. 'Only call me if there's something critical happening' were his exact words. If S.H.I.E.L.D found out they'd been in contact...well, she could expect more than a lecture from Cap, that was for sure.

 _"I guess this is goodbye again, huh?"_

 _"I prefer 'see you later', Harry."_

She allowed herself a bitter smile. Their parting was definitely better than their last one, but 'better than the last time' wasn't exactly a high mark considering he attempted to kill her the last time they met.

 _"Gwen...I still have feelings for you-"_

 _"I know."_

She nearly missed the next swing, "Shit." She ran along the wall of a building and propelled herself forward her, trying to ignoring the way her hands shook. She didn't know what Harry was planning when he'd said it, but she cut him off before he could finish. She...well, she really didn't need to deal with that on top of everything that happened that night. Maybe Harry was just desperate for whatever scrap of normalcy he could get from what happened, but she wouldn't... _couldn't_ deal with that right now. Not after what happened between the three of them.

That wasn't even getting to the rest of the things she had to worry about. Ms. Van Dyne had opened up some time for them to meet that afternoon, and she couldn't stop the sinking feeling at the pit her stomach. Webster had been oddly quiet ever since yesterday when she'd lashed out at the others. She had no idea what happened; one second she was beating her drums like always and the next she was ranting about everything being too loud and that she needed quiet.

Gwen shook her head and let out a tired breath. She'd been putting off the testing for as long as she could; she could only hope this wasn't life biting her in the ass for her requisite dose of Stacy luck.

"Get her, my menagerie!"

She was jolted out of her thoughts by the unmistakable voice of White Rabbit reaching her ears, _'Really?'_ She clicked her tongue and adjusted her swing, making her way to the source of the screaming and explosions. She didn't agree with Peter on a lot of things, but Dodson's constant bail outs were getting on her nerves as much as it did on his. Even for a millionaire she would have thought someone would have rejected her bail at some point.

Gwen landed on the edge of a nearby rooftop and blinked at the scene before her. White Rabbit's 'gang' was there, albeit they were missing tentacle girl and walrus dude...and had a new addition, _'Really, Vince?'_ She frowned at the guy in a frog costume standing among the costumed criminals. The last time she'd checked in on him he was trying to make up for what he'd done. She would've been lying if she said she wasn't disappointed seeing him there.

What really caught her attention, however, was the sight of Kate standing on top of a car with an arrow nocked and an audacious grin on her face.

"Who are you!? You're not my arch-enemy!" White Rabbit shrieked, glaring daggers at the archer in purple. Gwen resisted the urge to roll her eyes at the thought that Dodson was still convinced the two were destined rivals or some other bullshit. Even Bodega Bandit had seniority over her, even if she didn't like thinking about how much BB seemed to be invested in their little 'relationship'.

"Well, someone's got an ego!" Kate taunted. Before WR could screech back another reply she released the arrow and hit the one in the porcupine suit square in the chest, a torrent of electricity rushing through him before he fell flat on his face. Tazer arrows; nasty shock, but non-lethal all the same. She'd seen Kate make use of it a lot when they were hunting down Mysterio.

"Get her!"

That was her cue. Without missing a beat she swung down and kicked grizzly straight in the face, knocking the larger man flat on his back before he knew what hit him, "Hey, hope you don't mind me cutting in!" She landed next to Kate with a small flip, the archer giving her a brief look of surprise before she gave her that same confident grin and a thumbs up, "Didn't know you were back in town, Hawkeye."

"Yeah, family business finished up." She looked her up and down and whistled appreciatively, "Nice costume, by the way. You pull of the black and blue pretty well."

"Thanks-"

"Stop ignoring me!" White Rabbit screeched. The pair looked back at her and Gwen raised an eyebrow. Apart from Dodson only Frog-Man and another villain dressed in a moth costume remained. She was torn between feeling pity or just snickering at her, especially with the way most of the people didn't even bother to run in favor of watching the 'crime' in progress.

They didn't even bother recording it. You saw one White Rabbit crime and you saw them all.

"...I'll take Frog-Man, you take the moth chick?" Gwen asked, giving Kate a knowing look.

"You know it." The other girl gave her a wink and notched another arrow, jumping towards the designated Supervillain with an almost exaggerated flourish. Gwen watched her go with a slight smile before focusing back on Vincent. She knew the suit allowed some enhanced durability - probably how he didn't break his ass every time he made a mis-jump - but she still had to be careful. The last thing she needed was Eugene seeing his dad crippled.

She swung closer to the bulbous toad, Frog-Man backing away slightly when she landed in front of him, "Gotta say I'm disappointed, Vinnie. I really thought you were trying to do better, but I guess you just couldn't help putting on the costume again, huh?" She clicked her tongue, "Look, just give up. We both know how it ended last time and I don't want to embarrass you twice in a row."

"I-I'm not gonna lose!" Gwen raised an eyebrow. That...didn't sound like Vincent; matter of fact it didn't sound like a guy period. Her thoughts were cut off when he(?) jumped into the air, no doubt intent to land on her judging by the jutting elbow.

She waited till she was closer to the ground before she (it was definitely a girl) released two lines of webbing, tangling the supervillain (and she used that term loosely) in mid-air for a split second before she dragged her down, covering the suit in a thick cocoon of webbing that left it restrained from the neck down.

"Well, that was easy." Not that she was surprised. Maybe it was arrogant of her, but she liked to think that she could afford it considering the win-count was, what, 12-0 at this point whenever she had to deal with 'the Menagerie'? Once she got bailed out of jail next week she could go for unlucky number 13. She only hoped she had a couple of days; Dodson was bad enough in moderation, but dealing with her constantly was giving Gwen a headache.

She looked back at Kate and found moth girl pinned under a thick net of webbing, the archer twirling an arrow between her fingers before putting it back into its quiver. No surprise there, either. Now all that was left was the 'ringleader' herself.

"S-Stay back!" White Rabbit pointed her carrot gun at them both, but the way her hands shook made it clear that the attempt at resistance was futile at best, "St-Stay back, I mean it! You may have beaten my henchmen, but I won't fall so easily!"

Gwen sighed. It was a song and dance they'd done many times by now: WB would sic her 'loral minions' on her, she'd kick their ass and then the rabbit themed villain would make some bold declaration that she wouldn't 'fall so easily' right before she webbed her to the ground for the police to pick her up...well, that was when she was alone. If Peter was there half her 'minions' would bolt and WB broke the second he cracked his knuckles.

Neither of the two happened now. Gwen looked up and saw a green blur falling towards the crazed woman. Before she could give out a warning the large figure landed on top of Dodson with a panicked scream, WB dropping her 'gun' and falling on her face at the impact.

"...Well, that wasn't how I thought that would go." She looked at Kate, the other Superhero only giving her a helpless shrug in return before Gwen looked back at the scene in front of her. She could definitely cross out 'Seeing Frog-Man land on White Rabbit ass first' off her bucket list...just as soon as she made one, of course, "I'm not the only one seeing double here, right?"

"Nope, I'm definitely seeing two giant frogs too." Kate gestured to the bound Frog-Woman restrained on the sidewalk, "Still, I'm more surprised 2 people are willing to dress up in frog costumes to begin with."

"Get off me!" White Rabbit shrieked, trying and failing to push off the costumed hero(?) that was sitting on top of her. Gwen had to admit she felt a twinge of pity at the sight of it, especially now that people were actually recording it. Something new from one of her 'rampages', but it probably wasn't the fame she was looking for.

"I-I'm trying!" Frog-Man II said, "The springs malfunctioned, I can't get up!" He tried to stand and ended up falling back down, "H-Hey wait a minute, you're a criminal, aren't you!? You're under arrest!"

"Get off me, you overgrown toad!"

...This was just sad. Sharing another look with Kate, the masked Superhero trudged forward and pulled the second Frog-Man to his feet, webbing Dodson to the ground before she could get back up. Just because she pitied her didn't mean she didn't have to take her punishment, "...You alright?" She really hoped he wasn't another Supervillain (again, using the term very loosely). She had enough of a headache already.

"Y-Yeah, I'm fine!" He held onto her hand for an uncomfortably long time before she coughed and he stepped back, nearly tripping again before she reached out to steady him," Th-Thanks." He took a deep, shaky breath, "The springs malfunctioned and I kinda missed my target. Sorry."

"Seems like you hit her right on the mark, actually." Kate quipped. The archer slung her bow back over her shoulder and gave them both her patented grin, "So...any relation to the other frog Spider-Woman restrained?"

"I-It's a bit of a long story..." He sighed. Gwen figured it had something to do with the fact that the first Frog-'Man' clearly didn't have Vincent Patillio under the mask.

"Whatever it is we should probably talk about it elsewhere. People are staring." Gwen gestured to the crowd and pointed to a nearby rooftop, "Come on, let's talk over there."

Making their way to the roof was simple enough...if one ignored how Eugene (it was pretty obvious) stumbled and tripped the entire way or how he barely landed on the roof and would've fallen of entirely if Gwen hadn't pulled him back. Evidently the expertise with using the suit hadn't been passed down from father to son.

"Alright, Frog-Boy, spill," Kate said, leaning back against the wall with her arms crossed, "Any reason you and Frog-Girl down there are sharing a costume?"

"That's actually what I came here to find out." He coughed and did his best to stand tall, "I saw the news a few days ago, rumors about someone in a frog suit committing crimes with that White Rabbit woman. My d- I mean, Vincent Pattilio's innocent, but everyone else thinks its him. I came here to try and stop White Rabbit; maybe when the police caught the impostor d- Vincent could-"

"Eugene, I know it's you." Gwen interrupted. Usually she was cool with secret identities, but this was just sad, "Look, no offense, but you can't really hide when there's really only 2 people who've put on the frog suit before today, and if it's not your dad then..."

"I...yeah, I guess so." Eugene let out a forced laugh and rubbed the back of his head, "I was hoping to keep it a secret, but I'm pretty my dad's gonna figure it out the second he sees the video people post, so..." He sighed, "Look, I just wanna help him. He's been trying to turn his life around, but he lost his job cause people got paranoid that he was going back to his old ways."

"Well, mission accomplished, right?" Gwen asked, "I mean Frog-Woman's gonna be behind bars so I think your dad's clear."

"N-Not yet!" He shook his head frantically, "S-Someone had to have given her the costume, right? I asked my dad and he actually said that he sold most of the spring boots he made to try and make a fresh start. He-He made like half a dozen of those things, and I think the guy who bought them might be using them to outfit these impostors. W-We gotta stop whoever they are or it'll happen again!"

"I think Frog-Boy has a point," Kate chimed in, "Look, I've actually been hearing rumors that the 'Masks' in the city are becoming organized. Doing crimes at the same time at opposite ends of the city, that kind of thing. That way the Supers and police are going to have a hard time catching them." She tapped something on her phone and showed it to them both, "I just checked and apparently the Sinister 6 - there's only 5 of them, weirdly enough - just robbed a jewelry store while we were dealing with Rabbit and her Alice in Wonderland troupe."

"Great, just what we needed; the Supervillains making a union." Gwen pinched the bridge of her nose. So much for getting to visit Ms. Van Dyne today, "Alright, let's check it out."

"R-Really? Oh, thanks!" Eugene shook her hand enthusiastically and she smiled even after he held on far longer than what was deemed appropriate...again. She found it hard to be mad considering some of the things she'd been through the past few days.

"My first day back in the city and I'm going to help bust a crime union. And I thought L.A was crazy," Kate laughed and stepped off the wall, "Well, we're gonna need all the help we can get. Why don't you call your boyfriend and we meet up with Ms. Jones? Not that I'm bad at the P.I shtick or anything, but those two would be a great help. We can turn this into a team up."

Gwen's mood soured slightly at Kate's words, but she reined it in."He's not...Spider-Man's busy with other things." He hadn't picked up her calls. She didn't know how long this little cold war between them was going to last, but she did know that she wanted it to be over as soon as possible. Especially since she had no idea where both of them stood after the clusterfuck a few days ago.

She also did her best to ignore Eugene almost deflating when Kate said 'boyfriend'; another thing she didn't need to deal with.

"Huh, I thought you two would've been bolted at the hip considering what happened." Kate shrugged, "Alright, just Ms. Jones then. Come on, her office isn't too far from here."

* * *

This was the place.

Peter stepped off the motorcycle and looked up at the fancy apartment building with a frown. He didn't like going to the ritzy parts of town, and 82 years didn't change that either, _'Why this place?'_ He turned the bike off and walked to the alleyway, pulling out his mask and putting it over his head as soon as he was deep enough inside. Operating during the day usually wasn't his M.O - at least when Gwen wasn't dragging him around by the neck - but beggars couldn't be choosers. Howard seemed desperate to get this off his desk.

He looked around the alley way before jumping up the closest wall, jumping on both sides till he made it to the emergency escape. He was already starting to miss Gwen's loaned webshooter, though he quickly clamped that thought down. Better not to rely on things (or people...) he couldn't keep, _'Would've been better if this Walker dame didn't stay on the 11th floor...'_ He sighed. Private access, and he didn't fancy going through the front door even with his invisibility.

What greeted him when he finally made it to the balcony caused him to a scowl: A glass doorway leading to the inside that'd been smashed open, numerous shards scattered across the floor in droves, "Looks like Howard was right..." He stepped over the doorway and pushed past the thick curtains inside. Fancy digs; even with the mess and tatters he could see that every bit of furniture and decoration was on the steep side. He doubted it was standard for every room; whoever lived here could shell out more than everyone else.

Peter walked deeper inside. Despite the sun outside the place was almost oppressively dark, the thick curtains pushing back any sunlight that might have seeped through, "Blood..." His eyes trailed after the trail of crimson that led to the kitchen. Drops at first, almost subtle in the brown carpet, but the closer he got the more it began to resemble a deliberate path, "Signs of a struggle...a fight of some kind."

He knelt down and focused on the kitchen knife lying on the floor. It'd definitely been used, but whether it was from the attacker or the one defending themselves he didn't know. Better he leave it for the police; maybe they'd be able to find something from it.

"Better call the cops." He was about to open his phone before he heard it: A pair of feet landing on the balcony with rapid footsteps that followed. Before he could so much as turn around and determine whether the new intruder was friendly or not he heard the sound of a chair being scraped against the floor before his spider-sense blared.

Peter flipped to the side and watched as a fancy stool flew there where he was kneeling, the wood splintering into multiple pieces when it crashed against the floor with a loud thud, _'Definitely not friendly.'_ He turned back and saw a hooded figure charging towards him, his spider-sense giving its telltale blare again before he jumped over her, _'She's fast.'_

She collided with the wall, but she didn't let it deter her. Peter winced when she saw the concrete crack and the hooded dame shrug off the hit like it was no big deal, _'Great, another freak.'_ He pulled out both of his guns and activated the tazers at the grip. He could only for both his and Castle's sake that the damn thing worked as advertised cause he didn't fancy bloodying his knuckles on another dame that could shrug off being shot at.

Her next attack was as sluggish as her last one. Peter just barely saw his attacker's face half-covered with a gray scarf before he ducked under the sweeping blow and smacked both of the tazers against her back, the woman stumbling forward for a brief moment before he shot two rubber bullets the back of her knees. He could only hope it worked; he didn't want to have to kill anyone if he didn't have to.

"Ahh!" She paused, long enough for him to eject a burst of webbing at her back to try and restrain her. A voice at the back of his head whispered that she sounded familiar, but he didn't have long to think about it before she grabbed the dark silk and threw it forward, Peter being dragged along painfully by his wrists for a split second before he collided against the wall with a painful thud.

The paralytic in the silk should've entered her system already, though given that she was another freak he doubted it would've helped much. Through shaky eyes he saw her push through the webbing, her scarf getting dislodged in the struggle-

...

God damn it.

"...Jones?" He stood up shakily, one hand pressed against the wall to help keep him steady while another pointed a gun at her head. The two of them weren't exactly friends, but last he checked he hadn't done anything to warrant her trying to cave his head in.

The private investigator paused when she heard her name, looking at him through narrowed eyes, "Who the hell are you? Where's Trish?"

"Don't recognize me, detective? It's Spider-Man." He lowered the gun and took a shaky breath. He'd definitely feel that tomorrow morning; he really needed to get in contact with that Melvin guy Bullseye suggested, "What are you doing here?"

"Trying to find my sister..." She slowly unclenched her hands and let her glare soften, "This place looks like a bull ran through it...what did you do?"

"What did _I_ do?" He scoffed, "Howard told me to come here, said something about a friend of his that needed help. Said she wanted to follow up on something. I was checking the place out when you decided to attack me." He put a hand to the back of his neck and winced. They'd given each other some licks, but it was probably better all around that they hadn't gotten too far. He'd already been tempted to go for real bullets.

"Howard? I told Trish to stop talking to that little...nevermind, doesn't matter now." She let out a frustrated breath and rubbed her temples, "I thought you were the one who did this...didn't even recognize you in that new costume."

"I'll take that as a compliment." He clicked the tazers off and put the guns back in their holsters, "You said you were looking for your sister...last I heard the one who owned this place was Patricia Walker. Don't see the resemblance."

"We're not related by blood- Now's not the time for a story. I need to find her."

She pulled out her phone and tapped the first number that showed up. It didn't take long before both of them heard ringing coming from...behind the bookcase? "...Looks like there's more to this place than meets the eye." Peter pulled the ajar bookcase back and raised an eyebrow at the sight of a keypad barely hidden in the wall. It looked like someone had their secrets.

"Trish's panic room." Jones pushed past him and inputted the 8 digit code on the bloody keypad, "She must've ran there when she got attacked."

The inside of the place didn't look any better than the apartment. As soon as the door opened Peter was hit with the potent stench of blood, _'Looks like it wasn't so safe after all...'_ He followed Jones inside and frowned at the puddles of crimson that stained the floor. He wasn't much of for forensics, but he doubted all that blood came from just one person. Whoever this Walker dame was she put up a fight.

"Trish?" Jones looked around the room, her slightly hopeful expression failing when she saw that the room was barren, "No, no, no; this isn't right. She would've gone in here, the door was closed. She should be-"

"She was dragged out." He knelt down and pointed to the thin lines leading to the door, "She got in, then whoever it was followed her in. They fought and then they took her by force." He frowned and gestured to the bloody phone on the floor, "She must've dropped her phone in the struggle. My guess is the panic room closed on its own after they both left...sound about right?"

She didn't answer. The private investigator stayed quiet for a few seconds before she smashed her hand against the wall, the metal bending in response to the sudden impact, "Damn it...god damn it!" She punched the wall again and shut her eyes tightly, covering her face with her free hand. Whether she wanted to cry or scream out in fury he didn't know, but it didn't change anything either way. Her sister was gone.

"We can still find her." Peter picked up the bloody phone and looked through the recent contacts. He wasn't good at comforting someone, but stating facts was easy enough, "She must've left a clue somewhere. A journal, some notes...you know her better than I do." He handed her the phone, "Any clues here?"

"...Yeah." She sucked in a deep breath and took the phone, her face morphing back into the half-scowl she always wore. He'd take it over her losing her head, "She left me a message to come over not too long ago...she must've dropped this on purpose." She took another deep breath and pocked the mobile device, "...Let's get out of here. I'll call Howard, tell him to meet me back at my place."

"If you say so." Peter waited for her to leave before he scanned the room one last time. There was something off about the finger trails Walker left...and he just found it, "Damn it." He knelt down and grimaced. A severed finger...hardly the worst thing he'd seen since he got to this place, but it was still nasty nonetheless.

He looked back at the entrance and shook his head. Probably better if Jones didn't know her sister lost her ring finger.

"Hurry up."

"I'm coming."

Neither of them said a word to one another on the way back, though she was at least willing to share the bike with him in lieu of walking. Peter did his best to ignore the lingering stench of blood that covered them both or the odd glances some of the tenants gave them as they trudged up the stairs of her apartment building. Even without his mask apparently association with Jones was worthy of a few second glances in this place.

He didn't know what to expect when he got to her 'office'. Seeing the former police chief or Bishop hanging around seemed obvious enough, but the sight of Gwen in full costume and what he was pretty sure was Patillio dressed up in that frog getup of his was definitely on the low end of the list of expectations. Now all they needed was Lana and they could've completed the circus.

An awkward silence settled over the makeshift group. Bishop looked like she wanted to say something as did 'Captain' Stacy, but whatever they were hoping to say apparently died in their throats when they saw the scowl Jones was sporting or how bloody her hands were.

Gwen was (as expected) the first one to speak, "...Something tells me we're not the only one dealing with bullshit."

"...You have no idea." Peter let out a tired breath. Just another day in this circus.

* * *

 **It was only by about 2 votes or so, but Mad Artistry still won out over The Franchise arc meaning we're going to be going for the M rating next chapter :) Still, I wanted to show a bit of Gwen's side so we have some context if/when we do her arc...and because it has the glorious re-appearance of the hero this story both needs and deserves, Frog-Man! :D We already saw his first match and the birth of the everlasting rivalry between him and his dreaded arch-nemesis White Rabbit, and he's going to keep moving from here on, folks!**

 **Anyway, Muse for next chapter so look forward to it :) Oh, and here's some questions:**

 **1\. Does anyone mind that Noir feels less like...well, Noir? By that I mean he feels far less like a film noir hero and more like a modern day anti-hero in the vein of Red Hood or Agent Venom. While this is justified story-wise with him acclimating to Earth-65 an gearing up, I'm not sure if you guys are cool with it. I mean he still has some tendencies - dated narration, lots of PI work etc etc - but he feels different from the one I started out with.**

 **2\. I've gotten at least a few suggestions that Noir and Gwen end up sleeping together, if only for the story/drama it could sprout. Alright, I'm just gonna ask this outright so skip if you don't wanna think about it: How would this even be possible? I mean I'm not talking emotionally or anything, people have done worse in the heat of the moment, I mean physically.**

 **This is the same problem Superman fans ask: Man of Steel, Women of Kleenex...or the opposite in this case. How does Superman have sex with Lois Lane when he'd probably snap her in two if he did? Same applies here; we know from the Wolverine crossover that when Laura got mind-transferred to Gwen she constantly broke stuff without meaning to, which heavily implies that Gwen is constantly restraining herself to avoid just smacking people's heads off with every punch.**

 **Thing is (and this applies for 616 as well), sex really isn't something that people are restrained when doing it. Even ignoring the radioactive blood - cause I really don't wanna do Spider-Gwen: Reign - sex would be...difficult. I mean Noir might be able to handle it, but I can't see that being pleasurable in any way. This goes double now that she's attached to Venom and she goes from 10 ton to 25 ton strength literally overnight. Kissing and holding hands are easy enough to control, but she'd literally turn any partner she has to mashed potatoes if she plans to run the full baseball field :/**

 **That's not even getting to the fact that she _might_ have issues having sex while Venom is bolted onto her and she knows its sentient. Kissing might be fine, but anything beyond that might turn her off if she stops to think about it.**

 **Review answers:**

 **Bagration - Thing is, given that he usually fights street thugs many of the mooks he fights _aren't_ bulletproof in some way and shooting someone with real bullets risks them bleeding out; he probably killed that organ harvester he kneecapped :/ **

**As for the relationship...wow, you've got an idealistic view of it :) Not saying it's wrong, I write characters so you can make your own interpretation of them, but my view is more cynical; Gwen latched onto him because he's 'Peter Parker' (he asks multiple times if she would care if he was a stranger) and Noir's feelings are mixed since 65-Peter's memories are no doubt impairing hs judgement. We'll see where it goes...and as for sleeping together? Look at Question 2 up above.**

 **TheOkWriter - Dying his hair blonde works as a disguise..and a reference to Ben Reilly who did the same thing. As for Specimen 6, take a guess. The story gives proof for both interpretations.**

 **Persin 2 - Lana and Peter are odd since it wasn't really planned. Gabriel was supposed to be the supporting teen character, but Lana supplanted him. We'll see.**

 **KasugaRomio - I saw the clip. It was fine for me, though I may just have low for bringing back advanced tech, I can't see much of that given that Peter doesn't seem to consider it.**

 **JG76 - I prefer writing anti-heroes like Noir, but I did want Gwen to get equal attention by the reviews. As for Carnage and Shriek it depends on whether the people want to keep the story moving or are fine with just lingering.**

 **Midnight Pupil - Gwen being more gray is debatable since she herself still refuses to partake in gray behavior but rather just gives Peter 'permission' to act like it instead. As for Noir's 'team' bonding? Not likely, sorry. It's mean to contrast: Cap's proto-Avengers don't work together often, but when they do they get along great as seen with Gwen and Kate. Noir's team is held together (just barely) by Noir himself and they have no interest in changing this at all. Especially Punisher who's unfriendly at best and homicidal at worst.**

 **BearerOfThree - Same way many other people don't go insane; they either ignore their problems or they suck it up and deal. As for the story, we'll see depending on how the next arc ends.**

 **Mingyu - Long time no see ;) Hope you keep reviewing.**

 **Jajo Camello - Noir has no reason to be friendly with Harry; he holds him responsible for the Lizard serum being available to anyone at all and, just to add insult, Harry also tries to foist blame on Peter by accusing him of being responsible for the serum being created in the first place. Noir outright calls Harry egotistical and that he dislikes taking fault even when he should, which means the two are unlikely to ever be anything more than strained allies.**


	57. Eye of the Beholder

**Back again. The last chapter was pretty much filler/setup, so consider this the real intro to the Mad Artistry arc. It's slightly shorter than usual, but I cut out all the busywork so there's no more diddling around like that first segment with Mary Jane and Peter that went nowhere :/ I'll tr to follow suit on upcoming chapters and chunk out needless segments.**

 **Anyway, we're so _close_ to Spider-Man:Homecoming I can taste it! One thing I do like is that the film apparently does focus on the fame aspect of Spider-Man: People stop to get his autographs, a couple of fans ask for a photo-op and Gwen Stacy intimated in one of the trailers that Liz Allan has a celeb crush on the wall crawler, which Ned uses as Peter's 'in' with his crush. Might give me good ideas for Gwen's segments.**

 **This is my first 'M' rated chapter. While it's not too graphic compared to Twisted Reflections, I'm edging it closer rather than giving it out all at once. Wish me luck. Oh, and those looking for a good Spidey fic might wanna check out 'All too well' on archiveofourown. It takes place in the ASM movies and MCU but Gwen gets Spider powers after the second movie. It's basically the Spider-Man/Spider-Gwen fic some of you have been looking for, so check it out :D**

* * *

Beauty was in the eye of the beholder...or at least that's what everyone else claimed.

In a dark room lit only by a single light a figure sat hunched over a table, his features covered by a white cloth mask while lines of blood dripped down from the crude openings that served as eyeholes all the way down to his chest. The rest of him fared no better, his upper body drabbed in a thick white cloth connected to the mask while the cargo pants and boots were splattered with a bizarre mix of paint and thinner.

To many he might have appeared grotesque, but as they always said, it was in the eye of the beholder.

"No, no, no..." He slammed both hands on the surface of the desk, the bloody digits smearing crimson on the darkwood, "There's something missing..." He stared back at the easel ruefully and and tapped his fingers impatiently. His last masterpiece was days old, he was already late in creating another! "You're only as good as your last performance..." He gripped the edge of the table tightly. He had to be _better_.

His last masterpiece was being used as a circus attraction; it _disgusted_ him. People were supposed to appreciate art, to look upon the canvas and make their own judgement on the picture contained within. But now it was nothing more than a cheap pull used by a greedy onlooker as a way to satisfy his greed. He'd made it for everyone! It wasn't meant to be just for him!

He stepped off the table and made his way back to the canvas, grabbing the paint set with careful deliberation. It had to be better; more vibrant, more powerful, just... _more_ , "You're only as good as your last performance..." He dabbed the brush against the paint, tracing the crimson life fluid through the canvas with slow, measured strokes. How many hours had he spent on his next work? The time had begun to blur together in his focus.

Beauty was in the eye of the beholder...he found the words ironic. They tried to apply beauty to everything, grace to the infirm and light where there was only darkness. A consolation prize; make the most grotesque painting and you could be comforted with knowing that at least someone will found value in it. A cheap attempt at comfort - By that virtue nothing truly mattered. If everything was valuable, then _nothing_ was.

He had to be better, to keep improving. Years he'd spent toiling, trying to match his peers and earn her approval, but it was never good enough! Whatever he'd done someone else had already perfected. He could have accepted even that, but their carelessness became too much. They treated their works as if they were effortless, as if their genius allowed the art to materialize from the aether ready for people to peruse and appreciate.

Lies, all of it.

The figure made one final stroke with the brush and frowned when no more blood appeared on the canvas, "I need more." He looked down at the paint set and put it back in front of the easel. Blood was a difficult paint to use; it dried far too quickly and if he put it to water the color lost its vibrancy, but it was all worth it; what better way to represent life than using the blood that allowed them to live? It was something no paint could ever hope to recreate.

Giving one last lingering look at the incomplete masterwork, he left the room and made his way to where he kept his supplies. This was the crude reality those 'artists' refused to admit, the utter mundanity and frustration that came with the elation and pride. The art didn't appear without effort, didn't sprout up completely finished just because the artist willed it. They wanted it to be effortless - believed that it was simple and clean - but the truth of the matter was that it was far from that.

He opened the door to the room and raised an eyebrow at the sight of one of his assistants trying to escape, "Y-You!" The blonde ceased her struggles, looking up at him with her doe-like eyes. He'd tied the ropes tightly around their arms and feet, the material digging into their flesh and causing them to bleed as they struggled.

She wasn't one of his offerings - gifts from the few who could see his vision -, she wasn't even meant to be one of his assistants. She'd been investigating the mural, her actions reminiscent of a would-be private detective. He had to admit that she didn't look the part of a vulture, but he knew more than anyone that looks could be deceiving. If she wished to ruin his work then it was fair that she helped complete his next masterpiece. Perhaps then she could atone for what she'd attempted to do.

He found his gaze lingering on her features. To many she would been considered beautiful, but beauty was in the eye of the beholder and to him she was grotesque. Many were far too shallow, looking for perfection that ran only skin deep. The perfect eyes, perfect hair, perfect hands...it was all so base and pathetic. Flutter a few eyelashes and someone could be declared to be as beautiful as Hera.

Pathetic. It was akin to staring at a perfect slab of marvel; what beauty was there in something that was completely flawless? Without aberrations how could one appreciate the beauty that lied elsewhere?

His gaze shifted the severed ring finger. Despite the fresh wound she seemed determined to put on a brave front; a futile effort. He'd had many assistants who attempted the same, and they befell the same end. It wasn't intentional, but the flaw helped make her far less misshapen in his eyes; a crack in the perfection that she so desperately tried to uphold. She would've been beautiful if only she let herself fall.

He turned away from her and walked towards one of the shivering figures. There were at least 10 in the room alone, but he needed to preserve his supplies. Good help was so hard to find these days.

"St-Stay the fuck away from me!" The young man screamed. He knelt in front of him. He didn't know his name, didn't care to. In the end it didn't matter. He'd found him with a woman on an outing a day ago. A young man and woman, fallen in love and sneaking a night out in the dangerous parts of town for a cheap thrill. It served him well in the end; what better way to show life than with a pair of young lovers?

He stabbed the knife into the young man's stomach. Almost immediately his screaming stopped, replaced by a look of shock as he looked down at the blade embedded into his upper body.

It didn't last long.

His screams worsened when the artist dragged the knife slowly up to his chest, the blade leaving a deep trail of blood in its wake. He was always careful; the cuts were never deep enough to kill, at least not at first. The young man would last the next 2 hours, long enough for him to earn his due. His pained visage was also inspiring; another addition he could make to his next masterpiece.

"Stop! Please, stop!" He paused in his cutting and looked back at the would-be vulture. She stared at him desperately with tears in her eyes, her gaze never leaving his despite how hard she shivered, "D-Don't kill him, please!"

He said nothing. Their mutual look lingered for a brief moment before he resumed his preparation, the vulture's distractions falling on deaf ears as he finished up. Art demanded suffering, a sacrifice, and it was something they all paid. He would give of his own body if he could, but it was not meant to be. He could not wait till his disciples found worthy material; true art waited for no one.

Bloodied hands grasped the crimson skin, "Hmm..." He pulled the skin back, the young man letting out choked cries of pain as the inner skin was laid bare. He was better than most of his previous assistants, healthier than the bums that had once pervaded his workspace. Another flaw of his previous work; using sub-standard materials and expecting anything more than a barely satisfactory result.

His remaining hand pulled the flesh back fully, ripping it from his body with a satisfying tear. The young man let out one final cry before he shoved the pound of flesh into his shaking mouth. It reminded him of a piece he'd seen once that had been inspired by the merchant of Venice. It truly captured the suffering and struggle that the artist wished to impose.

He pulled back the knife and stared appreciatively as the twitching mass beneath him. No struggles; only a vain hope that perhaps if he lied still the pain would abate, "Wh-Why are you doing this!?" the vulture cried from behind him, "All these people dead, all this..this... _why_!?"

"You're only as good as your last performance, and you are all my muses."

Standing up properly, he grabbed the young man by his leg and dragged him out of the room, shutting the door and drowning out the screams of all who remained inside.

* * *

Jessica was going to wring Trish's neck when they found her.

The private investigator scowled as she trudged down the street, her steps heavy. Of all the stupid things her sister ever did, this was probably one of the worst: Investigating the new 'Vincent van Gore' the news was harping about cause that fucking duck asked for her help. She'd read the papers, but she thought it was nothing more than tabloid trash; just some punk kids making a mural with red paint after watching too many slasher flicks.

Apparently not if Trish's damn apartment was any indication. Her hands reached for her jacket pocket before she quickly remembered that she didn't have her flask, "Fuck..." She grit her teeth and clenched her hands tightly. She really needed a fucking drink, but even she wasn't suicidal enough to think it was a good idea considering the shit she had to deal with, "Birch Street, Higgins Drive, Cobalt Lane..." She recited. She had to keep calm...and maybe cook a damn duck when this was done.

She would've wrung Howard's neck too if Spider-Man (stupid goddamn name...no offense to Gwen) hadn't stopped her.

Jessica gave a subtle look back to her impromptu 'partner'. The kid hadn't said a word ever since they got to her office, which was just fine with her. It didn't take a genius to figure out there was something wrong between him and Gwen, but she didn't have the time or a single fuck to give about dealing with teenage drama with her sister on the missing persons list. She didn't know why he wanted van Gore, but if he kept his trap shut then she didn't give a shit.

"It should be close..." she muttered, Parker giving her a slight nod in response. They didn't have any clues, so the closest thing they had was the damn mural people were paying money for like goddamn fucking tourists. She doubted they'd find anything the police hadn't already, but it was the only thread they had so she was going pull it till her hands bled.

A few people turned to stare at them, but she ignored it. Even with the hood pulled over his head the mask Parker wore stuck out like a sore thumb, though the few that did see it either passed by without a care or made a deliberate effort to turn away before their curiosity got too far. Down in Hell's Kitchen it was better if you didn't butt into business that wasn't yours, and that went double for people with reputations like the two of them.

Jessica rounded the last corner and scowled at the crowd that greeted her. Too many people interested in a damn mural; it was like staring at a fucking car crash.

"Hey, officers, it's my warehouse and I can do what I want with it!" The scam artist up front said, arms crossed and looking far too pleased with himself considering the cheap con he was doing. Jessica sighed and drowned out the argument from the detective that really looked like he'd rather be anywhere else.

"We need another-" She turned back and was only half-surprised to find herself talking into thin air. The little bastard had a habit of pulling off ninja bullshit; if he thought it was cool then he was barking up the wrong tree.

She went around the side of the building and looked both ways before jumping up, landing on the roof with a dull thud. Jessica felt bubbling in her stomach and the urge to heave out her lunch came soon after, "Damn it..." She swallowed down the bile and pushed ahead. She'd been clean for weeks but now she felt like she was on a permanent hangover.

Whoever this van Gore was he was going under the second she got her hands on him.

She made her way to the skylight and peered inside, "There's the mural..." She narrowed her eyes. The entire place was barren, and if she knew her cops and sleazeballs it'd be abandoned for a while. If the cop was honest he'd keep people off the crime scene and if he was crooked then they'd spend the better part of the next hour trying to decide how much of a cut he got for looking the other way. Either way she didn't have to worry.

Jessica opened the skylight and dropped down, landing on the floor with another muted smack, _'Hope no one heard that...'_ She walked up to the mural and grimaced. It looked...the closest thing she could say was 'fucked up', and that was her being polite, _'What the fuck is it supposed to be?'_ Trish took her to museums before and she'd heard that bullshit about how it was 'different for everyone', but right now all she could see was that some drunk asshole must have painted during the middle of a booze run. At best she maybe saw a a few screaming faces, but that may have been just the lack of alcohol in her system talking.

It definitely caught your attention, if nothing else. No wonder the conman outside was making it big.

A hand reached out to touch it, her fingers almost grazing the surface before another hand suddenly grabbed her wrist, "You don't wanna do that." She and Spider-Man shared a look before he let go of her wrist, Jessica giving the little bastard a look that screamed 'why the hell not?', "...It's not paint, Jones. I dunno if the grifter outside can tell, but a lot of dead bodies went to making this thing."

"What, you're saying this is real blood?"

"I can smell, so yeah." He crossed his arms and looked up at the mural with a soft breath, "I can't tell how many people's blood is on here, but judging by the size it's probably not a small number." He clicked his tongue, "How many days ago was this discovered?"

"5 days, almost a week," she replied, "Tabloids were ranting about it, said it was connected to some people that went missing, but there was no proof. People go missing in this city every day, what were the chances they were involved in something like this?" She sighed. George had been suspicious when he saw it - said it was his 'police instinct' that told him it was more than a pack of vandals - but they ignored it at the time. Too many cases, always something else to keep them busy.

She could tell he wanted to come with her, but this wasn't just another case with a cheating husband or a bail jumper. Trish was already kidnapped; she didn't want to add him to that number.

They spent the next few minutes in silent searching, Spider-Man focusing on the painting while she pored over the rest of the area. Not that it made a difference; apart from some dust bunnies the place was just as barren as it looked. "See anything else useful?" she asked. This was the only lead they had; they were dead in the fucking water if they couldn't find anything here.

"No..." He leaned closer to the edges of the mural and shook his head, "No signatures, no marks...someone like this usually leaves a mark of some kind. I'm not a quack, but someone doing this is probably doing it for attention." He stood up muttered a curse under his breath, "But there aren't any traces...either this guy's careful or he's shy; betting on the former."

"So what, we're stuck?"

"Might be fingerprints in the blood, but unless you're carrying a scanner on you we're not gonna get anything." He sighed, " Maybe the grifter outside took something, but I have my doubts on that. He's an opportunist, not an accomplice; at least that's how I read him-" He suddenly stopped looked at the door.

"What's wrong?"

"Someone's coming...clicking of heels, measured steps. Not a police officer."

She wondered if he was going to do his Mcninja bullshit again before the door opened with a loud creak. Jessica barely had time to pull her hood over her head before she saw exactly who it was on the other side, "...Page." She let out an exhausted breath and pulled her hood back down. No point in hiding now; the prosecutor wasn't exactly someone she could hide from given their history.

Karen Page...months since she'd last seen her and yet she didn't look any different; same business suit, same blonde hair pulled into a bun and the same look on her face that just dared anyone to talk to her. Jessica couldn't decide if she was relieved it was her that found them or if she would have preferred the detective. A police officer might have tried to arrest them, but Page was never one for basics.

Hard to survive going up against Murdock if you didn't know how to keep your cards close to your chest, after all.

"Jessica...I'd be lying if I said it was a surprise to see you tangled up here." She pursed her lips and walked closer to them, fingers drumming against her elbows, "I thought you weren't one for vigilante work." She looked at Spider-Man through narrowed eyes, "And your choice in partner's...interesting."

"This is personal, Page." She rolled her eyes. If the 'famed prosecutor' was here then that officer was definitely just a distraction, "Me and Spider-Man have mutual goals; it's not a long-term gig." She suddenly felt very glad that George wasn't here now. It was easy enough to explain the masked vigilante breaking in with her to a crime scene, not so much the former chief of police.

"I see..." She looked at Spider-Man again, "You were the one who caught Stanley Carter, weren't you?"

"That's not a question." He crossed his arms and scoffed. Page raised an eyebrow at the non-answer, though she didn't get the chance to say anything before he spoke up again, "...You're a friend of Jones?"

"More mutual acquaintances," she replied, "My name is Karen Page, I'm a prosecutor and I worked with Jessica in the past. She has certain skills and can cross boundaries that the police aren't willing to." Jessica laughed internally. She definitely made 'saved my ass when I needed it' sound less pathetic than it did, "I've read up on you too. Word on the grapevine is you're trying to make moves against Matt Murdock, though no one knows your reason why."

"What's it to you?"

"Like you and Jessica, we may have mutual goals." She let out a soft breath and turned to the painting, "We can discuss that another time, however. Right now let's get down to business: I came here hoping to meet a contact about 'Vincent van Gore', but on the way here he recanted and said that someone else was already on the case and that if I wanted help then I could enlist them instead."

"Contact? Someone else knows we're here?" Jessica asked.

"I doubt you know him. A crazed madman who calls himself Moon Knight," Page said. Jessica saw Parker's fingers twitch at the sound of the name, "I made his acquaintance a month ago. I don't trust him, but he's been useful so far." She gave them both a lingering stare, "You're looking for information on on this madman and I have something that may be useful. If you promise to do something for me then I'll give it to you gladly."

"Looking for an assassin?" Spider-Man asked. Judging by the tone of his voice he didn't seem completely against the idea.

"Tempting, but no. I'm not Matt." She shook her head, "My niece is missing and I have good reason to believe she's been taken by this 'Vincent van Gore'. In exchange for my information I want you to make rescuing her a priority. Do you understand what I'm asking? If this van Gore won't willingly divulge the information then I want you to hold off on arresting or killing him till you find out where he keeps his victims through other means."

"A risky bid..." Peter clicked his tongue, "Why don't you just tell the police? I doubt a vigilante and a private investigator are your best bet."

"Because I can't get their guarantee. If the police do find this van Gore they're likely to arrest him and given what we've seen so far it's doubtful this madman will just reveal where he took the people he kidnapped, and I won't risk my niece or anyone else he's taken being lost forever." She gestured to the blood mural with a grimace, "I want a guarantee from you both. My niece's safety and those of his other victims come first. Are we clear?"

"Fine by me." Jessica nodded. Save Page's niece and her sister in one go; killing two birds with one stone.

"We don't have much choice. You need us to catch this bastard and we need your information to find him." He nodded too, "Fine, your niece and the victims first, this 'artist's' head on a platter second."

"Alright then. Here's what I know..."

* * *

He felt like an idiot.

Peter looked up at the club distastefully, the theater mask weighing heavily in his right hand. The prosecutor's info was clear, at least as much as it could be given the circumstances. Apparently the kooky 'artist' had fans (though she called them a cult of worship) based around him. Madmen who were 'inspired' by his little mural and sprung up almost overnight to worship the ground he walked on.

Or at least that's what she said. Something else told him that 'Vincent van Gore' got his admirers long before he made his public debut with that madcap tribute of his. Things like this didn't happen overnight, no matter how much people liked to pretend that the madness seeped out all at once rather than slipping through the cracks slowly but surely, suffocating anyone it caught in its reach.

"You ready?" He gave Jones a sideways look, the older woman giving him a muted in response. Page's instructions were specific: The club was the rumored gathering spot to all of his insane admirers and the damn mask was the ticket. Peter flipped the mask around and grimaced at the sight of the half-smile half-frown that greeted him, a streak of dried red paint mimicking tears of blood.

And he was going to be wearing it...

"Sure you don't want to do the honors?" He offered her the mask, Jones giving him an annoyed glare in response.

"I'm not the one with a 'secret identity'." She scoffed, "If I put that thing on then you've gotta go without a mask cause I'm damn sure they're not stupid enough to let the Spider-Man into their place. So you tell me, wise guy; who do you see wearing a mask and who do you see going without one?"

"...I get your point." He sighed and removed his mask, replacing it with the pathetic excuse for a disguise. The damn thing smelled like paint and wax and already he felt sense of dizziness from the first few breaths. The sooner they finished with this the sooner he could throw the thing into the ocean, "Come on." He gestured to the end of the dark alley, "Let's go."

The doorman that greeted them would've stuck out like a sore thumb both here and back home. Most bouncers were big guys, all muscle and little brains because what you wanted was a wall to keep the rejects outside - That went double for back-alley joints like this.

Not this one, though. Despite how run-down the rest of the place looked he stood proudly in an impeccable suit, his posture straight and rigid while his face was hidden by the same mask Peter himself was now sporting, "Good afternoon," he said politely. Peter's mouth twitched into a small frown. Moon Knight apparently took the 'ticket' from one of the cultists he'd managed to isolate before he could use it, so it was supposed to be a clean slate.

Of course, 'supposed to be' killed a lot of people over the years...

"Let us in." The 'ticket' was good for him and a plus one, or at least that's what he'd been told.

The 'bouncer' (seemed more like a fairy) regarded him and Jones with complete silence, his gaze lingering on them both far longer than he would've liked before he stepped aside and gave a small bow, "Welcome, visitors. Do enjoy your stay." He and Jess shared an equally disconcerted look before they stepped inside. This was definitely one of the weirder things he'd gotten to, and that was saying something.

The pair barely managed two steps inside before he felt it, "What the..." He held onto the wall with both hands to steady himself, Jess stumbling beside him before she managed to regain her balance.

He'd taken hard hits before, taken wounds that had him banging on death's door, but this was...different. It was as if his senses were being deadened: His eyesight dimmed, his hearing grew softer, his skin felt numb, he could barely smell the paint and wax and even his mouth felt dry like sand. It felt like someone lobotomized his entire body with a scalpel.

"Do you feel that?"

"More like I _don't_ feel it." Jessica clenched her hands into tight fists, her fingers quickly growing red from the tight grip while tiny blotches of crimson appeared in on the palms of her gray gloves. If she even noticed that she was cutting through her own skin she definitely didn't show it, "I've felt like this before, but it was different then. I can still control my body here, at least..."

"Something tells me that our 'artist' is responsible for this..." Peter pushed himself off the wall and forced himself to stand, his balance shaky, "We can keep going or we can stop."

 _"Turn back. You're going to get yourself killed."_

"Too late now. We have to keep going."

"Yeah...you're right. Let's go."

The rest of the place wasn't much better. The digs were fancy enough - decorated hallways, (really grotesque) paintings and soft lights that helped to set the mood - but he couldn't focus on that now. Right now the only thing on his mind was that it felt like he was walking closer and closer to the center of a dark hole (that was the proper term, right?) and that if he they didn't finish what they had to do soon he was going to be nothing more than an immobile lump of flesh and muscle.

It was only when they neared the end of the halls the he finally heard it, "Music...?" He shook his head. Even through the haze it was unmistakable; the soft keys of a piano accompanied by the strings of a violin. At any other time he would have found it calming, but right now he wished with everything he had that he could hear Gwen's loud and bombastic drumming; if only to try and jolt himself awake.

When the two finally made it past the hall they were greeted by the sounds of more madmen wearing masks. Peter grimaced when he saw a few of them turn to look, their faces unreadable under the stitched white leather. Still, he could see their postures shifting, hear the giggles and titters that they barely tried to hide. Something about their appearance was amusing to these insane bastards.

"Ah, a new participant."

"So delightful to see another who appreciates art."

"A dying breed these days, my dear."

He could hear them; their voices were almost imperceptible between the tunes of music, but they were there. Jessica gave him a light (might not have been; hard to tell) tap on the shoulder and nudge her head to the circular stairway, "Come on..." She was definitely flagging, though she seemed to be handling it better than he was. Probably had to do with that 'other incident' she talked about.

The music grew closer with every step they took. Peter looked past the edge of the stairway with narrowed eyes and watched a couple dancing in the center of of a makeshift stage, _'Can they even feel the water...?'_ The 'stage', such as it was, looked more like a fountain that was missing its center with stairs that led up in all directions. The water was high enough that it reached up to their upper ankles, but they continued to dance without missing a single beat.

Something was odd. None of these people acted like they'd been numbed, and he could even see a few eating and drinking like there was nothing wrong. It wasn't just him, right? Jones had the same thing happen to her and she had no reason to trick him.

"No, no, no!" Peter's head snapped to the source of the scream and he scowled at the sight of what he could only assume was the leader of this mental hospital. Apart from Jessica he was the only one who didn't wear a mask, but he looked the most grotesque of all.

The flecks of paint that covered his impractical suit were the most normal thing about him. It was as if he stepped out of a painting: Hair slicked back with so much oil that it looked like it'd been painted on, his movements alternating between being erratic to robotically stiff. Peter saw glimpses of his eyes in-between his ranting; wide and bloodshot, the dark irises shifting to and fro to look at everyone while he continued to rant.

"Are you trying to embarrass me!?" he screamed, waving a paintbrush and spilling flecks of paint everywhere, "I must be inspired! I must give a worthy offering to those who opened our eyes and yet you give me this pathetic performance!" He focused back on the frozen pair standing ankle deep in water, "Get out of my sight, both of you! You are not worthy to be a part of his next masterpiece!"

The couple left the 'stage' with their heads held low, the crowds surrounding them giving them scorn and comfort in equal measure. Meanwhile the ringleader cried into his canvas, splotching more paint into his suit with the careless gesture, "Why, why, why!? Why can I not find the inspiration!?" he screamed, dropping the paintbrushes he held with a dramatic flourish.

...If Peter hadn't felt like he'd been dipped in anesthetic he definitely would've gotten a headache.

The madman continued to cry into the painting while the rest of the guests kept to themselves. Peter took a deep breath and stepped closer with Jones right next to him. If they were gonna get anything done they had to look into the abyss...he could only hope ol' Friedrich was wrong and and the abyss didn't gaze back.

The pair were almost within touching distance before the madman lashed out, grabbing Peter's chest and pulling him closer to his bloodshot eyes, "Who are you!?" Peter winced at the closer look he was given. He thought the lines of red that ran beneath his eyes were paint, but now he could see that they were fresh gashes, the skin moving and colliding disgustingly with every twitch the would-be artist made.

"Name's Reilly..."

"Is that right...?" He tilted his head to the side for a brief moment before his mouth split open in a wide grin, his grip on Peter's chest loosening before he stood back, "My, this one's a real treat. Isn't a treat, ladies?"

The dames from the crowd laughed, the sound scripted and unemotional. It almost made him shiver, "We have questions, you have answers." He needed to focus. Jones' sister and Page's niece...then they could put this bastard and everyone else who wouldn't surrender into the ground.

"Questions...yes." He let out a manic giggle and picked up a paintbrush, "You are not the first to come seeking answers. We were all once blind, but he opened our eyes. Soon, you will understand as well."

"Enough with the circle-jerk bullshit." Jones pulled out a photo from her pocket and showed it to him, "Your 'inspiration' took this woman, didn't he? Where is she?"

The madman looked at the picture with an uncaring glance and scoffed, "Our better takes many to help inspire his genius, but this woman...too flawed, too cookie-cutter. And yet..." He paused, considering his words, "Yes, I could see that. He might find a use for her. Tasteless beauty improved by his work...he would have taken her with the others."

"Others? Where are they?" Jones demanded.

"They are with him now, basking in his glory and partaking in a privilege that many of here could only dream of!" He looked at Jess, his expression a mix of curiosity and amusement, "Who is she to you that you would come into the den of wolves without a mask?"

Enough was enough. Peter grabbed the bastard by the scruff of his neck and pulled him close, "Do you know where she is or not?"

"Seeking answers and yet answering none. Tsk, tsk..." He let out another manic giggle and said his next words in a low whisper, "I know where the woman is. If you wish to join her then all I ask in exchange is a dance."

"...A what?"

He hadn't misheard him, but the request was odd enough that he almost didn't believe it. Rather than answering the madman pulled back from Peter's weak grip and focused back on the painting. All around him the crowd was jolting to life, 'A dance, a dance a dance!' they chanted non-stop. It was loud enough that he could hear it clearly despite his senses being numbed.

Peter and Jones shared another silent look before she made her way to the 'stage'. He was tempted to just beat the living daylights out of the bastard till he squealed - and he could tell that she did too - but they both knew it wouldn't work. His spider-sense made it easy to tell when someone was feeding him a line of fish bait just to make the pain stop, but there were a few who never broke: Those whose loyalty never wavered and those who were so insane that they never even think about their own safety.

The madman happened to be both.

 _"Turn back now. This is only going to hurt you."_

"Rip his throat out! Make him tell you what you want!"

Just what he needed; the two voices to start agreeing...

Peter could barely feel the water that sunk through his boots. He and Jones waited till they were at the center of the circle before they took hold of one another, Peter grabbing her right hand in a light grip while he placed his remaining one at her waist, "I don't even want to think about what else he might want for 'inspiration'..." she muttered, placing her free hand on his right arm.

"Music!" The madman screeched. Immediately the same violin and piano tunes reached his ears and it wasn't long before the two unlikely dance partners began to step in a circle.

He'd danced before. Memories of dancing along with Aunt May or Mary Jane trickled in despite the situation. Mary Jane had a knack for ballet, something he didn't share; so she taught him other things. He remembered waiting eagerly with her for the radio plays to finish so the classical music would kick in and the two would pretend to be a guy and his dame out for a night of fancy dancing. He was never very good, but the smile on her face made it all worth it.

A stupid crush...sometimes he wondered how he'd ever been so naive.

"This is a trap..." Peter muttered. His movements felt sluggish, and it didn't help that Jones definitely didn't know how to dance. She dragged her feet along the water and it took all of his willpower not to trip from her clumsy movements. At this point he really wished he could stick to surfaces like Gwen and Cindy could...or that the latter was here right now. He trusted her more than he did Jones, that was for damn sure.

"You think I don't know what?" she whispered back harshly, "We don't have a choice. Trish and god knows who else is trapped with this 'Vincent van Gore' bastard and we don't have any other clues. I'd love to beat that fucker's face in, but we both know he won't cave..." She closed her eyes and took a deep breath, "This is the only way we can save them."

"That's if we don't end up becoming victims ourselves..."

Their dance didn't last long. They were barely into the second minute before the music suddenly stopped, the madman letting out another damned scream, "Flawed, but it has potential!" He released the brush and pushed the canvas to the floor with an exaggerated flourish, "You...You are worthy to see the master!" He clapped his hands once, "May he accept you as a worthy offering!"

Even through the haze he made out the blare of his spider-sense, weak as it may have been. He and Jones barely had time to look at one another before he felt a surge of electricity rush through him. At that moment the numbness went away and all he could feel was the agonizing pain when the energy surged through him and he fell, landing on his side with a watery smack.

The last thing he saw was Jones' unconscious face looking back at him before everything went dark.

* * *

 **Woo, I pumped this out faster than usual :) Anyway, that's the end of the first part of the Mad Artistry arc. Do you guys want to jump back to Gwen so we can alternate viewpoints per chapter or keep going and see Muse's Jigsaw-esque gallery?**

 **And before any of you say anything: Yes, I'm very well aware that Muse's dialogue makes him come across as a superpowered psycho hipster, so you don't have to say it. This'll probably be the only villain POV I'm giving hi. and I'll stick to how others view him instead when he shows up later on.**

 **And yes, I blatantly stole that last scene from Bioshock Infinite: Burial at Sea. It fit the arc so why not? Anyway, it was actually meant to be a more film noir moment and his partner was originally going to be Felicia, which might have acted as a callback to his relationship with 90214-Felicia. Changes in the plot meant we got Jessica instead, and since they don't have much of a relationship and I couldn't put in any tension given her relationship with George Stacy I just had Peter flashback to dancing with 90214-MJ.**

 **Questions for the story in general:**

 **1\. It's that time again. As of this current chapter, who do you guys find to be the more compelling/interesting/enjoyable protagonist between the two? While it's not totally severe, the two have definitely changed from their first introductions. So...between Noir Hood and Gwenom which viewpoint do you guys favor?**

 **2\. I keep getting suggestions for romance, which is honestly boggling since romance wasn't even in the genres I chose. Many suggested Gwen, others Cindy or Lana or even Mary Jane. The way I wrote the relationships, particularly for Cindy, was more of a friendship angle; Cindy in particular was meant to be his best friend since besides Gwen and possibly Moon Knight she's one of the few who knows his fucked up backstory and can relate due to similar circumstances.**

 **But alright, I'll play ball. Rather than asking about thoughts on a specific pairing, I want you guys who are interested in romance to suggest your preferred pairing and (if you can) why you think it works; if I agree with the logic then I'll do my best to write it in. Those not interested in romance just say 'no one' or don't respond to the question, since I know a decent amount also don't care about who's sucking face with who.**

 **This isn't just for Noir, by the by. Want to pair Gwen with MJ, Kate or Harry? Fine; in fact it makes more sense for Gwen to get into a relationship given that she doesn't have the truckload of problems Noir has...well, besides the whole sex and symbiote thing, but that's more physical than emotional.**

 **Review answers:**

 **TheOkWriter - Not every chapter is a winner.**

 **OriksGaming - Maybe, but I have tried to be internally consistent to the best of my abilities. Then again we saw in Spider-Man: Reign what happens if you try to push it too far...**

 **Bagration - Vendi? Uh..alright, Bagri, whatever you say. Being serious now: Many supervillains are not bulletproof even discounting obvious ones like Tombstone et al. Kraven isn't bulletproof, and neither is Matt Murdock, Muse or many of the other villains he fights. Rubber bullets are sufficient since everyone being durable enough to shrug off bullets would tip the balance of power on its belly.**

 **As for wants and needs: Gwen already accomplished her need - being a true hero accepted by New York - because the only thing holding her back were her own self-doubts Peter's is far less easy to do...and his constant mind fucks are definitely doing a number on his emotional and mental capacity. That and whether he even wants to sleep with Gwen is kind of suspect given that he doesn't seem to crave sex at all apart from that one time with Lori, and even then it was just to distract himself.**

 **P.S. How Gwen views him constantly changes given that she's an emotionally compromised teenager/young adult who has very good reason to want her best friend alive. Right now she's confused, though she leans towards him being really 65-Peter given the proof she has.**

 **JG76 - Considering I can barely write fight scenes, writing smut isn't going to be 'greatness' on the almost nil chance that I do write it.**

 **Aach06 - What about Peter and Mary Jane? They're friends. As for the romance thing: You covered a lot of angles, but I'm gonna have to stop you when it comes to Venom: As we saw in the chapter where Harry and Noir fought, the symbiote is repelled by contact with Noir if it's too deep, so the symbiote falling in love or being used in the sex? Pretty unlikely.**

 **That and character-wise Gwen really doesn't seem like the type to use tentacles or get off on being watched given what we know of her personality. Venom staying put seems the safest option, but that still leaves the 'Woman of Steel, Man of Kleenex' problem since Gwen wouldn't be restrained during the entirety of the act unless she's literally the most laid back sexual partner ever.**


	58. Tangled Webs

**New fic...kind of. For those who've been following along on Through the Looking Glass you'll know that I promised to make a 616/Spider-Gwen oneshot _many_ chapters ago that I never managed to get done. I did 2000 words at best, but then I had to scrap that. So here's something I cobbled together in about a day, so quality's probably not gonna be the highest.**

 **It doesn't help that I find writing 616 to be difficult after writing Spider-Man Noir as a completely jaded anti-hero. I got around this a bit by making the chapter more introspective, focusing 616's thoughts and narration over dialogue. On the bright side it also allowed me practice in trying to write present tense narration, though I suspect it'll be dodgy in some spots.**

 **Side note - I posted this in a new story, but then I recalled that most of the people who wanted this were reading Looking Glass so I'm posting it here as well. Hopefully the ones who asked for it are satisfied with this.**

* * *

The end of the world...Peter never thought that he'd live to see it.

Spider-Man swings through the air, his thoughts running at a mile a minute. He'd read up on theories on how the everything would end, and he'd even seen firsthand some dimensions that went through them: The heat death of the universe, the sun going supernova, Galactus recanting his 'no Earth dining rule', a zombie apocalypse and (probably the scariest of all) Jolly Jonah becoming the president of mankind.

The last one gave him nightmares for months.

Still, nothing could compare to seeing it firsthand. The abruptness of it all was what shocked him the most; one minute he was fighting Hydro-Man with a few of the other junior heroes and the next the sky turned blood red and there was an entire other earth looming right above their heads. The scientist in him tries to dismiss it; two planets of equal mass and size being so close to one another would have been physically impossible. The gravitational pull alone would rendered it nothing more than the doodlings of a bad science fiction writer.

But no, it really was happening. He remembers meeting with the Avengers at the Stark tower, all of their faces grim and withdrawn before the experts spoke up. Reed calls it an incursion; a sort of 'cosmic glitch' where two dimensions were going to collide against one another in a sort of reverse big bang. Normally he could listen to Reed ramble about the science of it all day, but as the older scientist says they're out of time. The two earths would collide given enough time and everyone on both earths would die. There was only one solution.

Destroy the other earth before it could crash against theirs. That way at least only one dimension's humans could survive.

Again the scientist in him wants to argue. Even on the off-chance that they agreed to commit genocide worse than anything even Hitler or Red Skull could come up with, success would also doom them. The alternate earth was too close, too tied with theirs. Any explosion strong enough to destroy an entire planet would catch their earth in the radius and even if it didn't the debris alone would devastate the planet beyond repair.

The arguments came not long after. Cap rails against Reed and Tony for even considering sacrificing billions of lives to save their own while Iron Man, ever the pacifist, tries to argue for the numbers, "Destroying the other earth isn't pretty, but if we don't do anything then all of us will die!" Tony argues, face morphed into a scowl that Peter hadn't seen before, "We don't have a choice!"

"There's always a choice!" Cap shouts back, his voice equally fierce, "What you're suggesting is _murder_ , Tony! How can we live with ourselves, call ourselves _Heroes_ , if we willingly end the lives of billions of innocents whose only crime is being caught in the same madness we're all trapped in!?"

Arguments. Morals vs practicality, questions on whether it was worth sacrificing their humanity in order to save it...it reminded him of the civil war; friends turning against one another because of what they considered right. He doesn't want to go through it again, so he leaves. He doubts anyone even noticed.

The panic that came afterwards reminds him of the time Ock tried to boil the earth alive. Screaming, crying...people pushing past one another and trying in vain to escape the inevitable planetary collision. He tries to do what he does best: Save as many people was he can. Others would have called what he was doing pointless, but there's nothing else he can do. Rogers was right, Peter knows that, but unless he can push a planet back there wasn't anything else he can do.

He doesn't know what happens between Cap and Iron Man, but every day that passes the alternate earth grows closer and closer and it doesn't t seem like either side managed to reach a conclusion. Maybe they just agreed to stay out of each other's way, maybe they were fighting a secret war Illuminati style even though the world was collapsing around them, but in the end it doesn't change anything.

The last days push him to his limit. For every crime he stops, every car crash he saves, there's a dozen more the second he looks back. No one cares to commit actual crimes anymore; the world is ending, and all the money in the world doesn't matter. Even the Supervillains give up; he swears he sees Sandman going to the park with his daughter or Kingpin kneeling in front of his wife's grave.

The final day is the worst. He never sees Reed or Cap or Tony again, and the alternate earth is so big that he swears he can reach up and touch it. He stays back in Aunt May's old home, too exhausted to do more than blink. Aunt May catches him in the suit, but she doesn't care. She looks at him with tears in her eyes and cups the side of his face, tells him that she always knew that her little boy was doing great things.

Mary Jane and the rest of his friends are there, too. They put out a cake, tell stories...he cries when he talks about what happened to Uncle Ben and the reason why he puts on the mask every day. They look at him with proud smiles, and they say their farewells when the earths collide.

He wishes he told them more before it all ends.

 **~o.O.o~**

The world doesn't end.

There's a flash, an explosion that deafens his ears...and then when he opens his eyes he's back in his apartment like nothing changed, "What...?" Peter looks outside the window. He's still wearing his suit, the spandex stained with blood and sweat, but outside everything seems peaceful. The sun shines outside, cars honk at one another while the drivers curse and off in the distance he sees either Johnny or Nova flying through the open air.

He calls Aunt May and she tells him she's busy. A night out to the opera with Jay and a warning for him not to work too late. He calls Mary Jane, same thing; busy with running her nightclub and she invites him to a party held in his honor.

No one except MJ remembers he's Spider-Man.

He doesn't know whether to be relieved of frustrated, and in the end he settles for just trying not to think about it. They may not remember saying how proud they are of him, but he does and that's alright in his book.

Everyone remembers the Incursion, but the ending is different for everyone. Some say the Fantastic 4 did it like they saved the earth from Galactus (he would've helped, but Scorpion attacked him that day; others claim that S.H.I.E.L.D has a stockpile of cosmic cubes and that they re-wrote history and, probably the most absurd of all, Doctor Doom saved the planet.

In the end the only thing anyone agrees on is that their world is safe and for many - himself included - that's enough.

 **~o.O.o~**

He meets (a different) Spider-Woman on patrol.

"Another beautiful day." He swings through the air, letting the sound of traffic, honking horns and JJJ slandering him on the big-screens reach his ears. It only takes a week before everything goes back to normal...well, as normal as it could be considering the world nearly ended just a scant few days ago. Now it was the same as usual; people cut each other off in traffic, villains did their villainy and Jolly Jonah somehow convinced himself the world nearly ending was somehow his fault.

And of course at least a few people believed him judging by how many called him Spider-Apocalypse.

"Really, guys, I'm pretty sure nearly ending the world's above my paygrade!" He calls out to a particularly rowdy crowd of anti-fans. They don't listen, nor does he get paid for the 'community service', but what else was new? He doesn't let it bother him too much since it's the first break he's gotten in a week; between all the meetings at Parker industries and the business trips to help promote the company he barely has time to put on the good old red and blues and go for some patrols.

Of course the second he thinks that is the second he runs into the Ringer...or at least who he thinks is supposed to be the Ringer. Last he checked the Ringer was supposed to be Anthony Davis, but the one standing in the center of the street screaming about how the street is their 'turf' is definitely not him...or a man. Actually she looked exactly like Black Mariah.

 _'Is Kinglsey starting up the racket again?'_ He thinks, landing on a nearby building with narrowed eyes. He really didn't want to deal with the old Roddy Piper again so soon.

He's about to swing down and do what he does best before two globs of webbing hit Ringer(?) right in the head, the large woman stumbling back before she's kicked from behind by a black and white blur.

Peter expects Anya or Miles - or even Cindy, though he knows she's busy with her job at this time of day - but what greets him is someone else entirely: A woman, but not one he recognized. The first thing he notes is the hood; it wasn't anything odd, but the last person he saw wearing something like it was his brother Ben, and even then he usually kept it off. The next thing that jumps out at him are the colors; black, white, pink and green formed into different patterns that cover the entirety of her body.

Whoever she was, she had good taste in costumes.

"Huh...well, that was easy." The new Superhero looks down at the incapacitated criminal and tilts her heard, the pink rimmed eyes narrowing for a brief second before she claps her hands on a job well done. Without another word she ejects a line of webbing and swings away and he only barely hesitates to follow after her.

He never felt possessive of the Spider name, but he can't deny the curiosity he feels on seeing another one donning the mask. If Madame Web were here she'd probably espouse something about fate or the great web of destiny, but he tries not to think about that. Right now all he cares about is that there's a new Spider-themed hero and since the others aren't around it's up to him to play the welcoming committee.

"Hey, wait up!"

She looks backs and slows her swings when she catches sight of him. Peter lands on a nearby rooftop, the White Spider (did that sound racist? It kinda sounded racist) turning around to meet him halfway.

"Sup?" she greets him first, landing on a wall and sticking there with her hands and feet. Definitely another spider person, "Did I crash in on your 'territory' or something?"

"Huh? No, no!" Peter shakes his head, "It's just...well, you seem new on the block and I figured I'd welcome you to the neighborhood." He steps closer, hands behind his head to make sure everything looked nice and relaxed, "Good job on Ringer down there, by the way."

"Heh, thanks." She detaches from the wall and looks up at him with a 'smile' (kind of hard to tell through the mask), "Um...wait, you just said I'm new. You don't know who I am?"

"Er...should I?" He hasn't kept up with the news, though in his defense he barely has time to meet up with his friends given everything he has to do, "Sorry, haven't picked up a newspaper in a while. Though if Jonah has his way the headlines are gonna be 'Spider-Man: Hero or Menace' every day."

"No one reads newspapers anymore, grandpa." She snorts and shakes her head, "You know what, forget about it; I'm just being weird." She laughs and gives a friendly wave, "Name's Spider-Woman. See you around."

 **~o.O.o~**

Everyone knows who Spider-Woman is.

He doesn't mean that she's famous or anything (or maybe she was? Again, no time for papers), but rather the fact that literally every one of his friends he asks seem to have years of knowledge about her.

"I met her...I think it was 4 years ago?" Jess says when he asks, looking up at him from the couch with a suspicious glance, "What, don't you remember? She was there when we took down Ock's robots before they could bomb the city."

He...definitely doesn't remember that, and it was a hard day to forget; it isn't every day that you save the day by putting the bombs on daylight savings time, "You know who she is under the mask?"

"Nope." She shrugs, "She's pretty secretive; kinda like you are, actually." Her suspicious look fades and she gives him that patented teasing smile of hers, "What's with all the questions? You looking for a date?"

He doesn't dignify that with an answer, mostly cause he knows she'll find a way to tease him no matter what he says.

The others say the same thing: Cindy says they've been frenemies shortly after she left the bunker, MJ sings her praises and tells him about how she made publicity stunts at her club and Anna Maria gives him a weird glance when he asks if she knows anything about her.

"She's been here for a while, Pete. Don't you remember asking how she managed to get her webshooters to work without fluids? We've been trying to replicate it for the past few months."

She shows him blueprints, diagrams and notes. He knows they're legitimate - he recognizes his handwriting and Anna Maria has no reason to lie to him - but for the life of him he can't remember. The timing of the dates also causes him to raise an eyebrow; if it was right then he'd been working on trying to replicate her webshooters months before the Incursions were ever public knowledge.

"Something stinks here, and it's not just Jonah's journalistic integrity..."

 **~o.O.o~**

Peter meets Spider-Woman again after two days.

He doesn't mean to, but he catches her sitting on top of a high building during one of his patrols. Shelooks up and waves when she spots him, "Hey." Her voice is light, almost distracted by something.

"Hey yourself." He lands next to her and looks out over the city. A great view, though boring after 13 years of heroing, "What's wrong? You seem distracted."

"It's just..." She stops, lets out a deep breath and shakes her head, "Look, I'm gonna sound crazy, but just bear with me, alright?" She looks up at him and he nods, "Alright, alright. So...you said you didn't recognize me when we met up a few days ago. Everyone else knows who I am, tells me about all this awesome and badass things I did and-"

"You don't remember?" he finishes for her.

"...Yeah." She pulls up a knee and hugs it close to her, "I...I know it sounds crazy, but it feels like I got plucked from the middle of one story and got pasted into another." She sighs, "I remember a bunch of things, and some of them match up with what I see, but others...it just feels fucked up, you know? I mean, I _know_ it sounds crazy-"

"Actually, not as much as you think." He sits beside her and puts a hand on her shoulder, "Some things are different, definitely. Look, I'll be honest; I don't remember you. Everyone else seems to think you were there for a lot of things I remember, but whenever I try to recall the picture I see is different from the one everyone's telling me. It's the same for you too, right?"

"Definitely." She lets out a soft laugh, "I thought I was going crazy, but I guess I'm not the only one." She sighs again and pulls up her hood, "That end of the world bullshit must have scrambled a bunch of things. Guess we were 'lucky' enough to still remember how things work. Trust me, there's nothing freakier than waking up one day and listening to your dad talk about shit you got no idea about."

"Better than dying, right?" They both share a forced laugh, "We're here now. Let's make the best of it."

 **~o.O.o~**

It doesn't take him long to figure out she's from the other earth, the one that was threatening to collide into theirs. As far as they could guess whatever saved them blended their worlds together in some kind of weird hodge-podge. It was the only way he could explain Felicia going from a crime lord (thanks, Ock...) to a famous international pop star...not that he was complaining. He'd take gimmicky songs over trying to kill him any day of the week.

"This place is weird." She says one day. Ever since they both figured out that their memories didn't add up with everyone else's they'd spent a lot of time with one another. It was easier than facing their friends and family while feeling like outsiders, "I just saw the news...is Matt Murdock really Daredevil? As in an actual superhero?"

"Oh yeah." He waves a hand through the air and grins. It still surprises Peter how much guts the guy has, outing himself to testify on the Serpents group. He doesn't know if he can do the same thing, "One of the oldest in the business, actually. He's a friend of mine. Why, what's he like in your world?"

"In a word? Gigantic asshole." She snorts, "He worked for the Kingpin, took up the mantle when the police chief put the big guy behind bars. I called him Matt Murderdock."

"Very creative." He laughs, "Still, I don't think you have to worry. Matt and Willy hate each other; have been ever since he took his criminal empire down."

"Weird...though I'll let it slide. It's a shitton better than his 'come to the Dark Side' bullshit."

They talk about what they remember and what's different. They don't tell each other who they are behind the mask, and he doesn't expect it. In the hero business friendships lived and died when both parties didn't see each other as anything other than their masks. Besides, not everyone could be a fame-seeking blowhard (he was kidding...mostly) like Johnny.

"I'm in a band," she says one day out of the blue, "My bandmates are different, but it's the same problems. They get pissed at me for flaking out, think I'm not taking it seriously. I wish I could tell them..."

"It's hard. Trust me, I know." He lets out a soft breath, "Tell them if you want, but there's a reason we wear masks, you know? Even my au- er, mom, doesn't know about this. She'd probably have a heart attack." Or maybe she'd be proud of him. He doesn't know; without another earth looming over their heads people tended to act different.

"Yeah, maybe..." She sighs and stands up, "You know what, enough moping. Let's find some bad guy butt to kick."

"Ha...well alright then. After you, Spider-Woman."

 **~o.O.o~**

Captain Stacy is alive.

Peter supposes he should have expected that considering how many things have changed, but seeing Yuri introduce him in the middle of a crime scene comes as a surprise that nearly knocks him off his feet.

"Nice to meet you, Spider-Man. I've heard a lot of great things about you." He reaches a hand out and takes Peter's hand in a firm grip, "I hope we can work well together."

He's different from how Peter remembers him. The Captain Stacy he remembers was tall and lean, a friendly smile on his face that remins him of his Uncle Ben. The man in front of him is opposite in all the important ways: He's younger, his build is muscled and bulky and the thin goatee only helped to emphasize the stern expression that seems to come naturally to him. He definitely doesn't look like he's going to be retiring any time soon.

"My daughter talks about you a lot. Seems like she's a fan."

This time Peter does stumble, falling flat on his face before he quickly pulls himself up, "Y-Your daughter?" he stutters out.

"Mhm. She's- Oh, you don't wanna hear about that. Come on, we gotta focus."

He does. More than anything he wants to ask the veteran officer to continue the story, but he bites his tongue. How would it look like if a guy in a mask suddenly starts asking a guy about his daughter? He wasn't willing to test it. He had enough of a bad rap was it was...

And he was afraid of hearing the answer.

MJ looks at him like he's grown a second head when he asks her about Gwen later, "Gwen? You mean Gwen Stacy?" He nods, feeling the lump in his throat growing larger by the second, "She's in my younger sister's band. A drummer, I think? Why are you asking?"

"No...No reason."

 **~o.O.o~**

Peter doesn't have to wait long to meet Captain Stacy again, and this time he isn't even wearing a mask.

A charity event of some kind with a bunch of rich guys and gals mingling in fancy suits and expensive wine. He doesn't want to go, but Anna Maria forces him, "You're the CEO of Parker industries! Your name's literally on the title!" She pushes the folded tuxedo at him with a stern glare, "You've skipped out on the last few parties and people are starting to talk. We don't need to those kinds of rumors."

"But, Anna-"

"Don't 'But, Anna!' me." She rolls her eyes, "You're going. And just to make sure you don't skip out I invited your aunt, too. You don't wanna leave her all alone in that sea of sharks, right?"

"...You're an evil woman. You know that, right?"

"I try." She smirked, "Now, enough complaining. The limo's gonna be here soon."

Now here he was in a stuffy party nursing a single glass of wine he refused to take a sip of for fear of making an ass of himself. Off in the distance he can see Aunt May along with Jay chatting with a couple of older guests, "Should've known Jay would be coming..." He mutters. If he knew his step-dad would be present he'd have made an excuse not to come; probably why Anna Maria didn't tell him, now that he thought about it.

"Mr. Parker?"

He nearly drops his glass at the sound of the familiar voice. Turning around, he plasters on a fake smile when he catches sight of Captain Stacy standing in front of him, the man's formal police uniform standing out amongst the sea of designer suits, "Ah...it's Captain Stacy, isn't it?"

"Yes. I'm surprised you know who I am." He shakes his free hand with that firm grip of his, "Sorry for the interrupted, but I just wanted to thank you for your work. Your technology and donations have really bolstered the police force and it'd be wrong of me not to express how much I appreciate it."

Peter feels himself visibly deflate in relief. If it was just that then it was nothing to worry about, "Oh, you don't have to do that. It's you and your men who go out there risking your life every day. I'm just glad I could help lighten your load-"

"Dad, you wanted to see me?"

Peter's breath stops when he sees the captain put his arms around a younger girl. She's young, probably no older than eighteen or nineteen, and the blue dress and heels seem ill-fitting on her given the way she fidgeted. Still, he couldn't deny the spiders swarming his stomach when he looked at her face. Far younger than the one he remembered and her hair was shorter and lacking the dark headband, but it was her.

"Gwen, there you are." The police chief gives his daughter a warm smile and nudges his head to Peter's direction, "I wanna introduce you to Peter Parker, the head of Parker industries. He's one of the reasons me and the other boys are so well-equipped nowadays."

"Oh, yeah. My dad talks about you all the time." She gives him a wide smile and Peter feels like he's been punched. The last time he'd seen her like that was before the Goblin...he didn't want to think about it, "So, I guess I have you to thank for my dad getting that medal."

She offers him a hand. Peter looks down at it for a brief moment before common sense kicks in and he accepts the gesture, "N-No problem, Ms. Stacy. It's my pleasure..."

He sees something in her eyes, but he can't tell what it is. Their handshake lingers for a few more seconds before her smile twitches and she pulls back, "Just...call me Gwen. Ms. Stacy sounds too formal." She looks back and finds her dad has already left to meet with someone else, "Well, I'll see you around then." Peter watches her go before he finally musters enough energy to speak.

"Yeah...see you around, Gwen."

 **~o.O.o~**

He's on the bridge again.

Peter sits on top of the bridge, looking down at the murky water below. In the night sky he doubts anyone can see him, and it allows him to think. He knows things changed ever since the Incursion, but this was...he doesn't know whether to laugh or cry. Gwen was _alive_. She was different from the one he remembered, but she was alive. Her, Captain Stacy...it was like someone was giving him a second chance.

He looks back when he hears soft footsteps and finds Spider-Woman walking towards him, her steps slow, "Hey, Spider-Man." She sits behind him, "What are you doing up here? There's not much to look at."

"Just...needed to think about some things." It's technically not a lie, though it's a hell of a lot more complicated than he's making it sound, "Just needed a place to get away from it all, you know? What about you?"

"Getting some fresh air." She waves a hand through the air and clicks her tongue, "I had to go to a party. My feet feel they've been through a torture rack. I'm _never_ going in heels again. I don't care if my dad begs me to come with, those high society shindigs definitely aren't my thing."

"Ha, sounds a lot like my night." The two share a soft laugh and Peter gestures to the city, "Wanna a night out on the town?"

"Tempting, but no. I gotta get back; my band's gonna kick me out if I don't show up to at least one of our practices this week." She stands up and stretches her arms above her head, "Trust me, you haven't seen scary till you hear Gayle Watson yelling at you for not taking shit seriously."

He doesn't know if she realizes the mistake she makes in saying her bandmates name, but either way he can only watch her go in silent shock before he recalls her previous words, "She said she went to a fancy party..." He shakes his head and stands up, his breaths shaky. No, it couldn't have been...could it? No, it-it had to be a coincidence.

It had to be.

 **~o.O.o~**

Peter finds his answer later.

He does his best to ignore the niggling guess at the back of his mind when he sees her again. They spend the next few days as partners again; Jonah has definitely take notice given how much he's taken to slandering her too, but she doesn't it let it bother her, "The Jameson I remember is a bigger douche," she says, "Least he's not accusing me of murdering my best friend."

The days turn to weeks and he almost forgets that niggling doubt. He doesn't see Gwen again, doesn't go to any more fancy parties and refuses MJ's invitation to watch her sister's band. He doesn't want them them to see him make a fool of himself. Instead he spends more time with Spider-Woman, enough that Cindy and Jess tease him about having a crush on her.

He doesn't tell them the real reason. They'd just think he's crazy.

It all collapses when they fight the Lizard.

Connors escaped the Raft and Peter knew where he was going. The makeshift lair in the sewers had become his home and his instincts wouldn't allow him to go anywhere else without checking there first.

Spider-Woman's unusually quiet when they make their way down. Peter doesn't miss the way she clenches her hands or how often she mutters to herself, "I have bad experiences with Lizards," she says. That's all he manages to get out of her before she shakes her head to make it clear she wasn't going to say anymore. Whatever it is, he can tell it cuts deep.

Connors is more fierce than he remembers. The Lizard was never an easy opponent, but there's something different about him compared to the other times. Peter does his best to restrain him and Spider-Woman does the same, webbing him up on a cocoon long enough for S.H.I.E.L.D to arrive to take him back into custody.

What scares him the most is that Connors barely even looks at him. His eyes are focused only on Spider-Woman, and she definitely noticed given the way her shoulders shake, "Peteeer..." He snarls, and Peter almost feels his heart stop. Connors shouldn't have known who he was under the mask, "Where's Peteeerrr!?"

The Lizard breaks through the webbing and lunges at Spider-Woman. The other Superhero remains rooted at the spot and Peter moves on instinct, ejecting two lines of webbing at the overgrown lizard's back and trying to keep him tethered, "Spider-Woman, run!" He feels his muscles burn from the effort and Spider-Woman finally jolts out of her stupor, looking up at the monstrosity with a gasp.

Too late. The webs last for a few more seconds before Connors finally reaches her, one of his clawed hand running up the left side of her face and tearing through the mask keeping her face hidden.

Blond hair spills out followed by a torrent of blood from the scratch on her cheek. Spider-Woman... _Gwen_ stumbles back briefly before she grits her teeth and looks up at Connors with a murderous glare, " _Stop_ saying his name!"

The next few seconds are almost a blur. Peter barely manages a blink before Gwen delivers a punch that knocks Connors flat on his back, the Superheroine straddling him and delivering continuous blows against his jaw.

It was definitely her, but the absolute rage in her features wasn't something he ever thought he'd see on Gwen Stacy. Peter can't will himself to move and can only watch in shock at the continued attacks the Lizard took. She won't kill him - her absolute refusal to take a life was one of the things he admires about her - but the painful strikes almost make him doubt.

Eventually she stops, stepping of off Connors with an exhausted breath and hissing when she put a hand to her left cheek, "Fuck...fuck!" She punches the wall with her free hand and takes another hissing breath, "Damn it..."

"Gwen..." He doesn't know what to say. What can he say? He's known her for months and he knows her memories are different. She isn't the Gwen Stacy he remembers, "We need to get out of here." He webs Connors down and looks down the tunnel. S.H.I.E.L.D. would be here in a minute.

"D-Don't look at me!" She turns away and shuts her eyes tight, "Just-"

Peter turns her around and takes off his mask. He doesn't know what he expects when she sees it, but her mouth parts open before she shakes her head head, "...I must be dreaming." She swallows nervously and steps closer to him, "You're...Peter, aren't you?"

"Yes."

That's all he has to say before she steps closer and pulls him in a bone-crushing hug, her head pressed against his chest. He doesn't know what else to do besides reciprocate the gesture. It wasn't how he wanted to see her again - in the middle of a sewer covered in blood with a giant Lizard unconscious nearby - but he doesn't say anything else. All he can feel is a rushing sense of relief.

 **~o.O.o~**

They go back to his place in in lieu of anywhere else. Her dad doesn't know who she is and neither do the other Avengers. He was the only one who knew.

"...How did you get your powers?" He asks once they've settled in, applying a bandage at her cheek. Her healing factor already changed the wound from a gash to a barely noticeable cut, but it was better safe than sorry.

"Science fair. Radioactive spider." She gives him a strained smile. It's the first time they'd ever been unmasked in front of the other and there's a tension in the air that he can't place, "You?"

"Same." He sits beside her on the bed.

They just...talk. It's different from how they always did it. Usually they try to make the chatter mindless; hobbies, favorite color, whether Harry Potter was the greatest work of literature or not. There's some accidents of course - her little slip about Gayle Watson comes to mind - but for the most part they never divulge anything too personal.

Now they let it all out. He tells her about anything she asks: Where he studied, what he does now, what happened to his Uncle Ben...the only other person he'd shared so much was with MJ.

She tells him about herself as well. She's different from the Gwen Stacy he remembers: She's in a band, she doesn't particularly care about science or fashion and her dream is to be a musician. But there are sparks of the woman he loved: The same fire to accomplish whatever she sets out to do, the sense of justice she inherited from her father and an independent streak a mile wide.

They tell each other about the Peter and Gwen they knew. He tells her about the bridge, about the Green Goblin targeting her because he found out it was Peter Parker under the mask. She tells him about the night at prom, about how her Peter injected himself with the Lizard serum to try and get back at the people who bullied him and because he felt powerless. It scares him just how much alike the two of them are if not for Uncle Ben's teachings.

"You know...when I saw you at the party I tried to convince myself it was a coincidence." She lays her head against his left shoulder, her voice soft, "I mean I always assumed that Peter Parker was dead so I never brought it up to my dad or the others."

"Me too..." He takes her hand in his and squeezes it gently, "Seeing you back there...I thought I saw a ghost coming back to haunt me." He still remembers the nightmares, the clones...even now a part of him is doubting. What if it was just a trick by Miles Warren to break him down again? He'd been burned enough times to know that many of the people he fought would go to any low to hurt him.

"...This is fucked up." She lets out a light laugh and looks up at him with half-lidded eyes, "I never thought Peter Parker would grow up to be a bigshot CEO. We always joked about how you'd be the next Tony Stark, but seeing it now...it's unbelievable."

"Well, I never thought Gwen Stacy would turn into such an amazing Superhero." He laughs back, "I'm almost afraid this is a dream, but if it is then I don't wanna wake up."

"...That's really corny, Pete."

Before he can throw something back she smiles and puts her head to his chest and closes her eyes. Peter gives the young woman a soft smile and holds her closer to himself as they drift into long overdue sleep. He doesn't know if he's holding Gwen Stacy or Spider-Woman, doesn't know if things will ever truly be normal for either of them, but right now he doesn't care.

All he knows is Gwen Stacy is alive and he's not letting her go again.

* * *

 **Well...that was painful :/ Romance is definitely not my forte, as evidenced by the abrupt as fuck hook-up at the end, not to mention the rather glaring 10 year age gap; at least Gwen's a legal adult. Still, I promised a 616/Spider-Gwen oneshot and here it is. I'm aware I left off on a bit of a dry note, but there's not much I can do about that. It was difficult enough getting the 6k words out considering I don't have too good a grasp of canon Spidey's really long history.**

 **I'm actually wondering if this is good enough to keep as a oneshot or I should make one more chapter from Gwen's POV. I only ever made this since people who reviewed here/elsewhere wanted it, so I guess we'll see if people think it's good enough or it needs more.**


	59. Cracks in the Mask

**Hey all :) Now I know for many places Spider-Man: Homecoming is releasing tomorrow, but we don't get it here till the first week of July so I'd appreciate it if no one gives out any spoilers in their reviews/comments.**

 **Anyway, story announcement: I looked over the story again and made some modifications in my plans for the upcoming chapters. The first half of the story concerned Gwen more with her conflict over releasing the data and trauma from Noir being infected with the serum, but once she got that after the Vulture arc the story focused more on Peter what with the search for Octavius and the bad twist on his identity.**

 **But after that we've ground to a screeching halt with arcs like Paperdoll, PGH and Muse. So I'll be making changes to tie the villains more closely together and make some major headway into the Octavius plot. It might not happen till the arc after the next, but I'll definitely be combining villains like Murdock, 65-Silk, Jack-o-Lantern, Hobgoblin, Octavius etc etc so that they all have stronger presence in the main story as a whole.**

 **One other change is narration. It's relatively minor, but starting from this chapter on I'll shift POV's without line breaks and even from one paragraph to the next; one example of this would be seeing a conversation between Gwen and Noir from both their POV's rather than just one with the POV shifting dependent on the one speaking. It might get confusing, but bear with me. It's how I wrote Twisted Reflections and it allowed more of a grasp on the various characters.**

 **Oh, and someone suggested Resident Evil Vendetta for Noir's fights, particularly Leon's bits. I dunno, doesn't it seem too over the top like John Wick? It's a comic book, but how much is too much?** **On a side note, I saw the design notes for Earth-65's version of Shadowcat and am definitely interested in adding her as a side-character. Though I'm curious if she'd work better for Gwen or Noir's segments given that she's ostensibly a bounty hunter/assassin for hire used by S.H.I.E.L.D.**

* * *

Sometimes Gwen wondered if the supervillains were overconfident or just plain stupid.

Growing up with a policeman dad and a mom who enjoyed her share of crime dramas instilled a certain expectation of how criminals 'should' act: Wear clothes that blend in, surgical gloves to avoid leaving fingerprints and (most important of all) learning to lay low while the police manhunt was going on. It wasn't like in The Rowdyruff Boys where an evil chimpanzee could rob a bank and then lug the sack over to the convenience store to buy a milkshake. Criminals couldn't just walk out in the open.

That was how it was supposed to work...right?

Apparently not. She'd read up on her dad's stockpile of Captain America comics too, so the idea of costumed criminals wasn't something she was wholly unfamiliar with. Still, the few times she'd seen them in real life before she got bit they were a minority, and a lot of the time it was usually some kind of publicity stunt gone wrong or a cry for attention like Bodega Bandit. Most of the criminals still stuck to guns and balaclavas to carry them through their misdeeds.

Now? Well, after five years of putting on the mask she was confident enough to say that she couldn't swing through three blocks without running into some criminal or another wearing bright green plaid claiming that they were the new criminal overlord of the city.

"...You guys are seeing this too, right?" She looked to Kate and Eugene and gestured to the building across the roof from where they were all standing. At first glance it didn't seem like anything out of the ordinary; just a fancy restaurant someone would take their date when they planned to propose or a family when their kids got a good grade on the finals. A dime a dozen in a place like New York, really.

Problem was, most of the time those kinds of places weren't nearly abandoned with only the Sinister Six (even though there were only five of them...) being the sole customers.

"Yeah, definitely seeing it." Kate whistled and knelt down close to the edge of the roof and pulled out a monocular from a pouch at her back, "No waiters or staff; they must have bolted. I'm counting five supervillains, four of em wearing cheap costumes- Woah, are those fishnets? Who gets up in the morning and thinks wearing bright yellow fishnets are a good idea?"

"That would be Shocker." Gwen sighed. Among her 'Rogues Gallery' - really it felt more like a carnival of nuisances most of the time - she found herself sympathizing with Hermann, at least to a certain degree. From what he gathered he actually tried to go legitimate with his invention unlike 99% of every other Supervillain in the city and he got stiffed by a corrupt CEO. She couldn't excuse him deciding to turn to crime, of course, but there was definitely a twinge of pity in there.

The rest of the clown brigade she didn't feel much of anything for. Apart from Shocker she could make out Overdrive, Boomerang, Beetle and...and, she couldn't believe she was saying it, but goddamned _Slyde_ was there in the table, too. The other 3 she could kinda get, but _how_ in the fuck did a guy wearing rollerblades, store-bought katanas covered head to toe in a glistening wetsuit get out of prison? It was like Bodega Bandit all over again.

"Woah, that's...a lot more than I was expecting." Eugene swallowed, clenching and unclenching his hands nervously, "Wooh, okay, okay..." He shook his head and coughed, "Um, uh...alright so...how do we do this? I mean there's like 3 of them so do we, like, take two each for two of us and one for the last person? H-How do we split this up? I'm cool with whoever, you know...though hitting a girl doesn't sound very good. , so I'd prefer if it wasn't the purple lad you. I can-"

"Alright, Frog-Boy, calm down. You're gonna give _me_ a heart attack." Kate rolled her eyes and gave Gwen an exasperated look. She didn't want to admit it, but she felt the same. She could understand Eugene's drive to help prove his dad innocent, she really did, but fighting a group of villains with nothing but a frog suit on definitely didn't seem like a good idea...even if three and a half (Shocker was competent half the time) of them were less dangerous than a normal guy with a switchblade.

"...You know, I could do this myself," Gwen said, giving them both a quick look, "I've fought the Sinister Some a bunch of times and I pretty much know how they tick. Taking down Beetle pretty much means the group's gonna crumble." It helped that Beetle's suit seemed to be the only one that was professionally made...though Gwen wondered how she thought robbing fancy restaurants could pay back how much the suit must have cost.

"And what are we supposed to do? Just sit here and play cheerleader? No thanks." Kate snorted and waved a hand through the air, "Look, we..." She gave Eugene a quiet look before turning back to her, "Alright, I'm pretty sure _I_ can help. I'll deal with the boomerang dude and the guy with the motorcycle helmet. I've seen em on the news before and I'm pretty sure I can take them."

"Leave Beetle and Shocker to me." Gwen nodded. That only left...

"Well...I guess I'll take the the ninja guy." She could definitely hear a sense of disappointment coming from the younger teen, though she let it slide. A bit of hurt pride was easier to deal with than a broken leg.

"Let's try to separate them if we can," Gwen said, "Beetle can fly, so I'll gunk up her wings first. I'll keep Shocker and her inside. Hawkeye, you take Overdrive and Boomerang; those two'll retreat to the back at the first sign of trouble and it should be easier to pick em off with your arrows in a narrow alley. Just be careful with Boomerang. Guy might look like an idiot but those boomerangs of his can pack a wallop. Overdrive should be easy without any vehicles nearby."

"Aye aye, chief." Kate winked and gave her a two finger salute.

"What about me?" Eugene asked, looking at her expectantly.

"With Slyde..." Gwen paused. What was she supposed to say? She was pretty sure he was just a guy facing a midlife crisis; she wasn't even sure if those katanas were legit or they were just fancy replicas. The latter would certainly explain how he could afford them, "Actually just do what you do best. I'll pull him to the street and you can deal with him. Good thing the street was abandoned, probably on account of the whole 'villains taking over a restaurant' deal.

"Right, lets get this started then." Kate grinned and pulled out what Gwen recognized as a smokescreen arrow from her quiver, "Bet you 20 bucks I finish first."

"Ha, you're on!"

Inside the store, Shocker couldn't help but let out a tired sigh as Boomerang gave one of his infamous tall tales. This time it was about how he single-handedly beat an entire group of S.H.I.E.L.D agents with a boomerang he'd carved out of a tree.

"Alright, so there I was trapped in a forest at the ass end of South America," Boomerang said, taking a messy swig of the fancy wine and earning a groan from Beetle, "I had nothin' on me 'cept a pocket knife - a gift from my old girlfriend - and my own wits and grit. S.H.I.E.L.D was on my ass, and I already took out a dozen of their agents an hour before. I was tired, I lost a lot of blood and I really thought it was gonna be the end."

The story's details changed every time. Sometimes he was in South America, other times it was Wakanda or Latveria. Sometimes it was S.H.I.E.L.D hunting him for some supposedly epic crime while other times it was another group like A.I.M or Hydra trying to recruit him; in the latter case he'd change 'being hunted for a crime' to 'being hunted cause he refused to join and become a puppet to that poser Red Skull'.

At this point the entire group knew it by heart, but ever since Speed Demon was put under a dark hole and was replaced by Slyde (or was it Slid? Zlide?) he had a new member to try and lord over.

"Oh man, this is getting good!" Slyde (he was pretty sure it was Slyde) said, leaning forward excitedly, "What happened next?"

"Alright, so this is where things get complicated..."

Shocker let out another sigh and drowned out Boomerang's self-fanfiction. He really thought things would change ever since they got that deal from the new boss, but so far it was same shit different restaurants. He didn't want for much - a good score to set him aside for a few months was good enough for him - but the rest of his teammates seemed to think 'getting a score' was the same as 'making it on the 9 o clock news'."

He eyed the bag full of jewelry with a frown. The first decent score he'd made in months, and now it was a 5-way share _and_ they had to kick up to their new would-be overlord. He'd be lucky if he could last a week with this score, _'This team thing really isn't working out...'_ He pushed away the plate of cold steak. Maybe he should turn in his pink slip once they finished splitting the haul.

...Then again, he remembered exactly why he took the team gig: Spider-Woman was a pain in the fucking ass. Didn't matter if he was on one end of town or the other she'd always pop up like Michelle goddamn Myers and put him in jail with a good wallop and a not-so good joke (seriously, her material was getting stale). Although at this point the team didn't do much except buy him maybe an extra minute before he got his ass kicked, and splitting the loot five-ways didn't seem like a fair trade all things considered.

Right, that settled it. The second they split the loot he'd go off on his own again, that was a promise.

With that in mind Shocker nodded and stood...only to nearly fall flat on his ass when an arrow crashed through the window and embedded itself right in the middle of their table, "Hey, what the fu-" Boomerang's curse was cut off when a thick blanket of smoke hissed out of the arrowhead and the entirety of their surrounding were covered in a sea of black and gray that he could barely see out of.

"It's an attack! Get into positions!" Beetle screamed. It didn't do any good; already he could see Boomerang and Overdrive bolting for the exit that led to the alley, the former holding onto the bag of loot for dear life. Overdrive would be back to help them once he got a car, but he was pretty sure Boomerang was using this as a chance for his customary double cross.

He really needed to quit this team...

Slyde was the first to get his bearings. Unsheathing his (fake as hell) katanas, he looked to the shattered window and raised the toys threateningly,"Come out, whoever you are, and face the wrath of-"

That was as far as he got before a string of black webbing attached itself to his torso and he was pulled out of the window, screaming all the while, "Sorry guys! Reservation's cancelled!"... _Oh no._ Immediately Shocker felt a sinking feeling in his stomach, which only grew worse when he saw a dark blue and white blur swing in through the shattered window and land on their table on all fours, "Hey, guys! Been a while!"

Spider-Woman.

"Fuck you!" He raised his hands and pressed the gauntlet's triggers. Spider-Woman's 'eyes' widened before she jumped and clung to the ceiling, the blast catching the still flat-footed Beetle instead and knocking her to the ground. Before she could stand an absolutely massive wave of dark webbing came from above and pinned her to the ground. She wouldn't be going anywhere for the next hour.

"Woah, that must have hurt! Am I sensing some hostility in the group?" She dodged another blast, the ceiling cracking and breaking at the force of the impact, "You know, I'm getting the feeling you're not happy to see me, Hermann! I mean I'm just imagining that, right? We're buds!"

"Shut up!" He wasn't in the mood for joking. He had nothing against her personally - her appearing in his nightmares like Freddie Kreuger aside - but he was _not_ gonna go back to prison again! He'd already exhausted all his favors and this was his last chance, "Just leave me the fuck alone!" He turned up the frequency and let out an angered scream. All he had to do was take her down and then he could get out of this place.

"No can do, Hermann! You've been a bad boy!" She shot a glob webbing at his right hand, the entirety of his fist getting covered by the sticky substance, "You and the Sinister Not-Six really need to find a new career. This whole criminal thing isn't working out for you."

This was always how it went. She never took them seriously; to her they were just a bad joke to play around with before she got to signing her autographs...or, the year before, running away before the police showed up. She liked it better when people didn't crowd around her. It definitely felt a lot less embarrassing than it did now.

Still, it'd definitely gotten worse since she got the new suit. Now it felt like they were throwing toothpicks at her or, in his case, never even getting so much as a glancing shot.

The others weren't doing any better.

"You dare face me alone!? Prepare to be Slydomized!"

"I don't think so! Frog-Man...er, Leapfrog never goes down!"

She had a team now!? Past the haze of smoke he could barely make out Slyde fighting a guy in an oversized frog suit, the two of them not doing much besides trying to pathetically grapple or slap at one another. He didn't dare look behind him, but judging by how she was staying around to toy with him he didn't doubt that someone else was taking care of Boomerang or Overdrive.

"Alright, Hermie - Can I call you Hermie?" She dodged the next blast and landed on the wall, "I'll take that as a yes. Real talk, Hermie; you're one of the more reasonable guys I've fought and this isn't just one of our usual hangouts." He ripped off the webbing on his hand and nearly shot before she covered it up with another ball, "No need to be rude! Where was I? Oh yeah."

She jumped towards him. Shocker raised his remaining hand to blast her away but she landed on him before he could fire off a shot, pinning his free arm to the ground with another line of webbing, "Get off me! Just leave me alone!"

"Geez, you sound like my last boyfriend." She snorted and straddled him properly, making sure both his gauntlets were restrained, "As I was saying: I'm hearing rumors that the costumed criminals started becoming unionized. Normally I wouldn't pay attention to that, but my friends convinced me otherwise. So here's the deal. You tell me anything you know and I'll put in a good word to S.H.I.E.L.D and the cops when they haul you off. How's that sound?"

She wanted him to be a snitch? Oh, that was rich. Normally he would've laughed at such a piss-poor joke, but he knew for a fact that she was being serious, "You expect me to play the stool pigeon, Spidey?" Good thing he'd upgraded. He sneered and clicked his right hand to reverse the polarity, "Go to hell!"

The web exploded outward. Before she could step off of him he re-corrected the polarity and aimed the gauntlet right at her stomach. If she screamed or cussed him out he didn't hear it. Spider-Woman was blown backwards by the point blank blast, landing on the ruined floor in a crumpled heap. Struggling to stand, Shocker blew off the webbing that destroyed his other hand and aimed both gauntlets at her prone form.

He hit her with the full blast and stopped only when he could hear his heart beating in his ears. Shocker lowered the gauntlets and blinked when he saw her lying prone on the floor, parts of her outfit seemingly sheared off and exposing pockets of pale skin on her neck and back, "...What the?" His brows furrowed and he stepped closer. Were her clothes...moving? He wasn't just imagining that, right?

Still, his curiosity was already being replaced by a rising sense of shock. He'd hit her before the first time they fought during his solo gig, before she'd wised up to his tricks. He managed to knock her into the wall, but even then she just got up again. Now she was...it looked like she was dead; or at the very least out for a while. Honestly he didn't know how to feel; excitement at victory, relief that he could escape or something else entirely. Like he said before it wasn't personal.

His inner turmoil didn't last long.

Shocker had barely taken another step before he saw the dark fabric surrounding her make an unmistakable lurch, "What the-" Before he could do anything two tendrils materialized from her back and lashed out towards his hands, "The hell!?" He tried to click the switch, but the tentacles were faster. Shocker let out a pained cry as the abnormal 'limbs' tightened their grip around his wrists and crushed the metal with an ear-splitting crunch.

"Fuck, fuck, fuck!" He slipped his arms out of the mangled gauntlets and hissed. He'd managed to get his arms out before the metals were completely crushed into little balls, but it did little to give any sense of relief. A second or two later and he would've had stubs instead of hands.

His rising dread only worsened when he saw Spider-Woman stand up, her body once again completely covered by the dark fabric. There was something eerie about her. Her stance was hunched over and he heard what distinctly sounded like laughter coming from under her mask, "...You really shouldn't have done that." She raised her gaze to meet his and he nearly wet himself when he saw the jagged and _moving_ edges of her eyes.

Before he could say anything to plead his case the tips of her fingers sharpened into crude claws.

"Any last words?"

"Wh-What-"

"Too late!"

Spider-Woman jumped towards him and Shocker stumbled away, landing on his back with a panicked breath. The Superhero(?) landed right where he was standing, the floor cracking from the impact, "What's wrong, Shocker?" She looked down at him, tilting her head mockingly, "Don't tell me you're scared of little old me? Come on, I don't _bite_!"

Shocker ran.

He scrambled into a stand and shoved what remained of a table her way before he turned his back to her. The costumed criminal didn't know where he thought he could go, but all he knew was that he wasn't gonna stay there, "Gotta run, gotta run!" He rushed to the stairs that led to the second floor and did his best to ignore the sound of breaking glass and wood that emanated from behind when she threw the table at the bottom of the stairway.

"Get back here, Shocker!" she screamed, her voice sounding more and more distorted as the seconds passed, "You can't escape me! I'll chase you to the _ends of the earth_ if I have to!"

 _'It's going to be okay, it's going to be okay!'_ Shocker felt tears welling in his eyes, but he held them in. Looking back at the stairway, he pressed his back against the window at the other side of the dining room and pulled out his emergency pistol. It'd been years since he ever fired the thing, but beggars couldn't be choosers. He didn't know what the hell the deal with Spider-Woman was, but he wasn't going to let himself get killed to find out!

The next few seconds were the worst in his life. It would've been one thing if he heard the sound of fighting and struggling, but everything was so quiet that he could hear every bead of sweat that seeped through the mask and hit against the floor. He hadn't just imagined all that, right? He would've given anything at that moment to have the last few minutes be nothing more than a hallucination from some bad shrimp.

He'd even take jail over facing that nightmare again.

"Found you, Hermann!"

It wasn't a dream. Shocker turned around and came face to face with Spider-Woman, the deranged maniac clinging to the surface of the window outside. Normally he wouldn't have been against a woman in spandex pressed up against glass, but right now all he felt was the overwhelming desire to empty his bladder, "Aren't you gonna let me in?" She knocked on the glass insultingly with one finger, the surface showing more and more cracks with every tap, "Guess I'll just invite myself in!"

Spider-Woman punched through the window like it was nothing and jumped through the rain of glass, her hands morphing into the claws she had downstairs, "Holy crap..." Shelving any hesitation, he raised his shaking hands and aimed right at her torso before he pulled the trigger, hammering the switch till he heard nothing but the sound of empty clicking.

She didn't even bother dodging it.

Shocker saw the bullets impact against her upper body, but if she even bothered to notice or care he had no idea. She continued to stalk towards him and he dropped the gun, holding up his hands in front of his face, "D-Don't hurt me...!"

Spider-Woman didn't say anything, only giving him that quizzical and mocking tilt again. He wondered for a brief moment if this was her telling him to run, but those hopes were dashed when he saw the bottom of her mask split open. The row of sharp teeth peeking over the top and bottom half drew his attention at first, but they paled in comparison to the oversized tongue covered in green slime that that peeked out and made her look even more inhuman than she already did.

He'd just about had his limit before she spat out the 7 bullets into her right hand, the small stubs of metal covered in the same green slime that ran down her 'mouth', "I think I have enough iron in my diet, thanks." She let them fall onto the ground with a dull clink before turning back to him fully, "Didn't even tickle, Hermann. Got anything else?"

"N-No." His legs failed him and scrambled back desperately with his hands, feeling an uncomfortable warmth running down his lower body, "You're the good guy, y-you can't do this!" She stepped closer to him, the claws on her hand primed and her tongue dragging along the serrated teeth slowly, "I'll-I'll tell you everything I know, I swear! Just-Just don't do this! _Please_!"

Gwen looked down at Shocker in complete silence, her thoughts running in a chaotic jumble. He'd offered to give her the information...that was what she wanted, right? _'He's lying, just trying to save himself,' s_ he thought. Flexing her fingers, she reached a clawed hand towards him and watched as he curled up into a ball, more pleading whimpers coming in-between his crying, _'Calm down...have to calm down. He's already beaten.'_

Everything was a mess. Gwen took a deep breath and looked around the dinning room, _'Remember what you're here for...'_ Criminals being in a union, trying to prove Eugene's dad innocent...beating on Shocker wouldn't get her anything...but it would've been satisfying after what he did to her, _'Focus! You're better than this!'_ She took another step and knelt down in front of him, ignoring the stench of urine that wafted up her nostrils.

"D-Don't hurt me and I'll tell you!" Shocker pleaded again, shaking hands raised in surrender, "L-Look, I'm sorry! I'll give it all up! All the loot, surrender myself to prison! I...please don't kill me!"

 _'Kill him?'_ She looked down at her clawed hands, the digits covered by green slime and the barest traces of blood, _'Kill...I'd never kill.'_ She shut her eyes tightly and felt the makeshift claws retract, the ends of her 'mouth' sticking together again till her face returned back to its normal state, _'Calm down...'_

"What...?" she said, her voice soft. All at once she the chaotic jumble ceased and a dawning sense of realization and horror washed over her. She'd...that was her, right? She'd nearly... _'What happened...?'_ Shocker looked up at her quietly, refusing to move from the quivering ball he'd curled himself into.

A part of her knew exactly what happened, but she didn't want to think about it. After Shocker had hit her with a full blast it felt like her skin was being cut away with a dull knife. She felt angry, and she just wanted to make Shocker pay for doing it, "Oh, god..." She shook her head and backed away, her hands shaky and the urge to vomit rising with every second.

"Y-You-"

"Hey, Spider-Woman!" Gwen snapped to the new voice and found Kate running towards her, Eugene trailing after not far behind, "We took down the others, how's it...going..." she trailed off when she caught sight of Shocker quivering in a puddle of his own pee, "Uh...wow, what'd you do to the guy? That's probably the first time I've ever seen a Supervillain literally piss his pants."

"Yeah, he looks like he's been through a lot," Eugene said. Gwen didn't miss the way he panted or how out of breath he sounded, "I mean I kicked Slyde's ass and all, but he wasn't...well, you know."

"I..." Whatever she wanted to say died in her mouth. What could she say to explain what the hell she did? What she tried to do? "Uh...nothing, just asked him for info...worked him over when he refused."

"Yeah, yeah! Exactly! That's all!" Shocker cried, his tone desperate. Whether it was out of a desire to scavenge what was left of his pride or not wanting to piss her off she didn't know, and honestly she didn't care. She had more important things to deal with.

"Huh...well, that's surprising." Kate looked at her for with narrowed eyes for another couple of seconds before she shrugged, "Well, I suppose I really shouldn't be _that_ shocked. Guess your boyfriend's rubbing off on you, huh?"

"Yeah..." She didn't want to say anything else; truth be told she just wanted the day to be over. Taking a deep breath, she walked away from Shocker and waved off Kate when she called dibs on performing the interrogation.

 _'Webster...you and I are gonna have a talk when we go to Ms. Van Dyne. Are we clear?'_

 **'...Yes, Other.'**

* * *

If there was any way she expected the day to go after that clusterfuck at the restaurant, going to her ex boyfriend's(?) place to find a clue definitely wasn't one of them.

Shocker's interrogation wasn't much help. He'd given them some details: A masked figure covered in orange wearing a goblin (of course it was a fucking goblin...) mask sent a representative over to their prison and gave them an offer; work for him and give a cut of their illegal earnings and he'd get them out and make sure to put them in a group of like-minded felons and thugs to ensure the best chance of success.

That was pretty much all he knew. Apparently they dropped off the 'tribute' at specific dead drops, but with Sinister Several's very wide and public arrest said dead drop would be avoided like the plague and they couldn't pull a tail job...not that an archer in purple, the city's 'beloved' Superhero and a teenage guy in a frog suit were very discreet. She didn't know if Hermann was lying or holding out; she really wished she had Peter's lie detector Spider-sense right now.

The last thing he'd told them was about a supposed hangout where many of the 'Black Masks' converged while 'off-duty'. 'The Hellhouse', he called it, though apparently he'd never been there himself. Again she didn't know if he was holding out, but she didn't get a chance to grill him any further before the police showed up.

"Wow, so this is the great Spider-Man's place, huh?" Kate whistled and gave a disapproving look at the peeling wallpaper that barely clung to the walls, "You know I have to admit, I never thought there'd be a day where I found a place that's shittier than Ms. Jones'. I should remember this."

"Yeah, it's kind of surprising." Eugene said, his voice much clearer now that he'd taken the ridiculous frog head off. She had to admit it still felt worrying seeing someone who hadn't even grown peach fuzz trying his hand at the Hero gig, "I've seen the posts online. Rumor has it that he slept in a penthouse with a different supermodel every week."

"It's the same rumor I got, and it's not any more true..." Gwen muttered.

Which led them here. A search on the internet didn't give them anything, but then she remembered Peter mentioned going to a place called the Hellhouse with that creepy Bullseye guy during one of their chats a few days prior. One call to Peter and everything could go back to normal, right?

Right...if he'd bothered picking up his fucking phone.

 _'I really hope he and Jess are having fun...wherever the fuck they are.'_ Gwen sighed and started pulling out one of the cabinets. She had no idea what her ex-boyfriend(?) and her step-mom(?) were planning to do, and they were mum on the details when she and her dad asked, but right now she couldn't afford to worry. The could take care of themselves, and right now she had to...

"What are we looking for, again?" Eugene asked.

"Pe- Er, Spider-Man mentioned going to the Hellhouse before with a guy called Bullseye. So...maybe he wrote down the address or Bullseye's phone number." Yes it was a fucking stretch, but what other choice did they have? She couldn't see swinging down the street asking people if they knew what the Hellhouse was to be a good idea. It was bad enough that Sinister Syndicate's capture was caught for the evening news.

"Bullseye? I heard about that guy," Kate said, "Something about him being on S.H.I.E.L.D's shit list...huh, Spider-Man really needs to make better friends. First that Frank Castle guy and now this?"

"Tell me about it..."

The next few minutes were spent in quiet searching. She didn't know whether to be impressed or frustrated at how much _nothing_ Peter had in the place. Granted the place was small, but apart from a few packets of cigarettes and some cheap alcohol lying around the place was almost barren. The only signs of clutter were the clothes, and even then that was confined in a laundry hamper that Eugene was searching through. It was like he was doing his best not to leave a single mark.

The quiet allowed her thoughts to drift back to what happened back at the restaurant. She should've been more worried, but despite the bubbling at the pit of her stomach she couldn't think of anything else to do. What was the proper response to something like this? Breaking down crying? Getting angry? Ripping off the suit at a church and crying for God to save her while church bells rang in the background?

...She _really_ needed to see Ms. Van Dyne after this, but for now she'd do the 'focus on something else and try to ignore it' method. An old reliable that never failed her.

It was only into their tenth minute of searching that someone finally spoke up...and it wasn't exactly what she wanted to hear, "W-Woah!" Eugene sputtered out. Gwen looked back and found him holding onto...

...

"Is that a...bra?" Kate asked, jolting Gwen out of her brief moment of shock. Gwen looked again and, yes, there it was. It was nothing special, it looked like dark fabric that you could buy at any clothing store, but the fact that it was in Peter's laundry hamper brought out all sorts of questions that she really didn't want to think about.

"Y-Yeah..." Eugene gulped, his eyes shifting from the piece of of underwear to her, "I knew you and Spider-Man were close, but I didn't think you-"

"Woah, woah, woah! Wait a fucking second!" she screamed, interrupting him before he could finish whatever _wrong_ thought passed his mind, "Look, that is _not_ mine! I think I'd remember leaving one of those at this place!"

"I dunno..." Kate mumbled, a mischievous smile on her face. The brunette was enjoying this far too much for her own good, "I mean, aren't you two going out? It kinda makes sense that you'd leave your undies here. What other explanation is there?"

"I don't fucking know, maybe he crossdresses! Either way, it's not mine!" Why was she feeling so defensive? It wasn't like she had anything to prove, right? Who cared if they thought it was hers? "Look, we're wasting time. We gotta find a clue about the Hellhouse and I'm pretty sure that," She gestured to the underwear that Eugene was _for some reason_ still holding onto, "Isn't it. This is an investigation, not a goddamned panty raid, so just put it back before-"

"...What the fuck is going on here?"

The three of them froze and reluctantly turned to the new arrival. Seeing Lana standing at the front door with her arms crossed and a pissed off look on her face was embarrassing enough, but the sight of Susan Storm behind her looking at them all like they were a bunch of frat boys who got caught in the middle of before mentioned panty raid was even worse."

A pregnant silence settled over the unlikely group before Eugene once again broke the quiet, gaping at Susan with a wide-eyed look, "W-Wait a minute, I recognize you! You're Susan Storm! I'm a big fan of your show! You are Susan Storm, aren't you?"

"Uh...yeah, and you're a guy in a frog suit holding onto a bra." Susan gave the aforementioned item a weirded out look.

"Huh?" He looked down at his hands before he suddenly let go of it, "O-Oh no, this isn't what it looks like! Look, we can explain! You see there's this rumor that criminals are becoming organized and we couldn't find their base and Spider-Woman thought that we could find a clue here!"

"And...how does that lead to you grabbing a bra?" she asked, still looking like she was tempted to bolt out of the apartment entirely.

"Well, you see-"

"Let me take over, Frog-Boy. You can speak up again once you can keep it in your pants," Kate interrupted, rolling her eyes exasperatedly, "Look, we were looking for clues on a place called the Hellhouse. Spider-Woman said that there was a clue here and we've been turning the place upside down looking for it. Eugene was searching the clothes and I guess he got surprised when he saw that Spider-Man owned the aforementioned piece."

"It's not his." Lana snorted and picked it up, tossing it back into the hamper carelessly, "It's mine. Me and Pete do our laundry every Saturday."

"Wait, why are _your_ clothes here?" Gwen asked, "I know you and Spider-Man are friends, but-"

"It's not what you think." Lana gave an eye-roll of her own, "I stay over here sometimes...alright, _most_ of the time. My grandma's a pain in the ass." She sighed, "I haven't exactly moved in or anything, so don't worry your pretty little head about your boyfriend cheating on you with jailbait."

"That wasn't-"

"I'm more interested in why Susan Storm's here," Kate interrupted again, looking at the blonde teen curiously, "I didn't think you were one for slumming it in the dangerous parts of town, Ms. Storm. I'm surprised a trail of paparazzi aren't trailing you right now."

"It's not that." She shook her head, "Lana and I are friends; we've been hanging out every few days ever since Spider-Woman saved us from Ms. Piper Dali." She gave an appreciate nod to Gwen, "Um...what was that you all said about a 'Hellhouse'?"

"Oh, right." Gwen rubbed her face through her mask. She really needed to focus, "Look, Spider-Man mentioned before that he went there and he's not picking up a phone so I figured his place might have a clue. That's when you two walked in." She pinched the bridge of her nose and sighed. She was getting a headache, "No luck so far, and since he's not answering his phone we're kinda stuck."

"The Hellhouse? You mean that dive bar Pete goes to?" At Gwen's reluctant nod the younger girl snorted, "I know where it is. Well, actually I can call Bullseye and he'll tell me where it is. I can show you."

"Oh...great." Well...that was easier than she thought. Maybe things were looking up-

"Hey, do you have powers?"

...She should've kept her mouth shut.

The question came from Kate, who was giving the other brunette a look of utter curiosity, "You look kinda familiar. Are you one of S.H.I.E.L.D's hopeful recruits?"

"I guess?" Lana shrugged and raised her right hand, a ring of light covering the edges of the clenched fist, "I can make shit explode with my mind. It's come in handy a few times." She smiled wryly and dispelled the white circle, "Why, what's it you?"

"Hmm," Kate hummed, a light smile on her face. Gwen didn't like where this was going, "...How old are you? 15?" Lana nodded, her expression questioning, "Hmm...actually, rather than being a tour guide why don't you join us? You have powers, and I think-"

It was Gwen's turn to interrupt this time, "Are you crazy!?" She glared at Kate, though the archer just gave her a nonplussed look, "She's just a kid! We can't just take her with us!"

"Why not? Frog-Boy's like 17 and he's following us...and no offense, but I sneaked a peek on her file and she seems like she can take care of herself more than he can." Eugene winced, though he didn't say anything, "Captain America wouldn't make her an offer to join the group when she turns 18 if she couldn't use those glow-rings of hers. Besides," She snorted, "I started at about her age and I don't even have powers. Can't start too early."

"Hawkeye, this is insane-"

"I'll do it." Gwen's head snapped to Lana, though the latter didn't deviate from the light scowl she was sporting, "Look, Spider-Woman, I can take care of myself. I survived with just Bullseye with me when we raided that terrorist base, so I think a bunch of costumed nutjobs shouldn't be that much harder. Shit, you let a guy in a fucking frog suit follow you around, so why not me?"

"Hey..." Eugene looked like he wanted to say something, but he turned away when Lana focused her attention on him.

"...I still think this is insane, but fine. I can see I'm not convincing you." Gwen sighed. At this point she knew better than to try and keep up the argument.

"Duly noted." Lana finally let herself smile and turned to Susan, "Sorry, Sue; gonna have to take a raincheck on that hangout. Same time next week?"

"It's alright." She gave her friend a quick embrace and laughed, "Just make sure to tell me all the details when you finish, alright?"

"Promise." The two shared a personalized handshake and Lana watched her leave before she focused back on them, "Alright, I'll call Bullseye and he'll text me the address. I actually stashed a disguise somewhere so we can make a slight detour to pick it up, but after that we should be set." She walked past them and picked up a packet of cigarettes from the cabinet, lighting it with a flick of the lighter-

Hold on.

The teen had almost put the cigarette to her mouth before Gwen snatched it out of her hands, "Hey, what the fuck!?"

"Alright, I can't convince you not to come along, but I can make sure you don't start smoking like a chimney while we do it," She squashed the barely lit stick into ash and took the rest of the pack before she could complain more, "Does Spider-Man know you do this?"

"Dunno, but if he does I doubt he gives a shit. He's not my dad or anything."

Right...she needed to talk with Peter when this was done. First Webster and now him? This day was just getting better and better...

* * *

 **Before we have the ending notes, lets all give a standing ovation to Shocker who has come _the closest_ in this fic by far to defeating Spider-Gwen. Unfortunately he hesitated when it mattered most and got a bucketload of Nightmare Fuel instead. You were so close, buddy :( Viewers of Spider-Man: The Animated Series will find the scene very familiar ;)**

 **Anyway, the first part ended up being kind of dark so I tried my best to make the second half a fair bit more lighthearted; pretty easy when you have Frog-Man and Kate Bishop as supporting characters. Peter can look forward to a lecture from Gwen when they meet up again, that's for sure. Oh, and Frog-Man once again proving he's the true hero by facing the wrath of Slyde all by himself. What a guy! Potential LI for Gwen, perhaps? ;)**

 **Questions:**

 **1\. I mentioned changes in the AN above and this is one of them: I'm going to end each protag's arc by the next chapter to avoid the filler dragging out. The only decision comes to which conclusion you wanna see first - Do we focus on ending Muse's insane attempts at creating a masterpiece or do we finish up Gwen's plans to stop the so-called Villain union? Given complaints I doubt anyone's gonna complain about me shortening these two, so just pick what you want ;)**

 **2\. More of a personal question, but do you guys prefer it when Gwen and Peter work together as a pair or when they're separated and working with arc partners like they're doing now? The latter leads to less arguments - which are growing stale - but considering how many apparently love the ying-yang dynamic the two have going I find myself wondering.**

 **Review answers:**

 **This is a first for me. Due to the sheer amount of reviews - the most in this story for a chapter so far -I got in the last chapter about romance with similar arguments I'm gonna make a group answer...especially since I'm pretty sure one of them (the one arguing for Cindy x Peter) is the same person given similarities in the posts.**

 **Alright, so many people argued for the 'main' couple of Gwen x Noir since they 'challenge one another' and other such reasons. Thing is, the way they do so doesn't seem conductive to a romance, doesn't it? I mean philosophers challenge each other, but romance is hardly a requirement to spout ideals vs cynicism. Other arguments include 'they make each other happy when they're not making each other miserable', which seems like a crap argument since that leads me to believe the couple is dysfunctional.**

 **Following up on this, what exactly is everyone expecting? By that I mean what kind of couple? If people wanted to pair the two because it'll lead to drama, fallouts and breakdowns then I could see the appeal, but a lot of people call these two a 'great couple' or a 'cute couple', which honestly confuses me. I mean when i think of that I think of a long-lasting relationship with romance and whatnot, which I can't see here. Can you imagine these two settling down into a house with rings in their hands? I can't, same way I can't imagine Catwoman/Batman or Felicia/616 doing it.**

 **Lastly, for people who suggested other pairings like Black Widow, Echo, Quake or Cindy (though that's also my fault for suggesting her), is everyone forgetting that Noir's _18_ and these women are in their late 20's to early 30's? In-universe wouldn't this be a massive turn-off once they see his unmasked face? I mean for Cindy's case she's stunted so maybe, but other 'older women' pairings run on the idea that said women don't mind sleeping with a barely legal adult. Regardless of how he acts he's still considered a teenager.**

 **Gwen's suggestions are far healthier. Granted she doesn't get much relationship building compared to Peter given that I exploit her having pre-made relationships vs Noir creating new ones for all its worth, but hey. Kate seems to be a favorite, so we'll see...though she did seem annoyed with her inviting Lana along for the arc's end.**

 **Guest - Must is a Daredevil villain from the latest comic run, so he's pretty fresh.**

 **Lejuan James - Wow...this is possibly _the_ biggest review in the entirety of the fic I've ever received, which makes it a shame I can't answer since the word count would require a chapter all on its own. Do you have an account? I can PM you :)**

 **SunshineSparkles - Even if she is I doubt Peter's into it given what we know of him. I doubt he'd let her get anywhere near him the second she sprouts a tentacle.**

 **tpowe15 - There aren't many more female vigilantes, so if it's not on the list then I dunno who you could want.**

 **Mingyu - Gwen asking Jessica would make a funny segment, though the embarrassment factor of asking your dad's girlfriend will probably prevent her from doing it.**

 **Esquire-Man - I doubt who Noir porks factors into his Outsider status, especially since in Cindy's case she and Peter broke up shortly after Spider-Verse. That and isn't Lana too young for him currently? She even mockingly calls herself jailbait in this chapter.**

 **Krolikson - We don't know since nothing's beaten him to death like the Morlun case, though remember he has the Lizard serum; it's unknown if he can die without triggering a transformation.**

 **TheOkWriter - She's 19 and 616 Peter's perpetually 28 according to the current floating timeline, so they're 9 years apart. Odd, but it doesn't stop people from pairing Noir and Cindy together despite a similar gap.**

 **Cyclopz - As above, would Black Widow or Quake be cool with Peter being 18? I know the former has Infinity Formula, but she should have standards. Also, no other X-Men. I have no problem putting specific mutants like Lana in, but definitely no other X-men either as a group or whatever. No offense, it's just not my thing.**

 **Hardlight: Thing is, you say he can be 'serious' with Felicia but all your reasons point to the relationship being short and fiery rather than long and warm: Distant, concerned more about what Peter can do for her with romantic feelings a distant second etc etc...though I have to point out Noir can make an income just fine; he's just shown consistently giving away his money to the church or bums instead and favors living off the grid unlike Kain. He wouldn't need help if he bothered not giving 95% of his cash flow away. Ditto Gwen if you consider her given her SHIELD paycheck being filled with zeroes.**

 **For Black Widow and Echo look at the argument above, but I'm curious: What power-ups do you suggest for MJ? And does she really need it? Kate has no powers and she works just fine as a possible LI.**


	60. Meet the Hobgoblin

**Whoo, today is huge: Red carpet premier of Spider-Man: Homecoming according to Youtube, a new chapter in the Spider-Gwen comic and a new sneak peek on the upcoming 'Marvel's Spider-Man' being featured on Disney. Conversely this chapter is slightly shorter than normal, but it balances out since it's mostly action and wrapping up the arc.**

 **Anyway, the new Spider-Gwen chapter shows off Murdock's manipulation chops again by putting Gwen in a position where she either has to save Harry or lose her powers forever. Likewise Gwen actually acknowledges that Harry is becoming more and more animalistic and how in over her head she is...along with Captain Stacy looking like he's about to face his maker now that the corrupt cops let Rhino into his cell for a presumed beatdown. On the bright side there's apparently a Madripoor version of the Bodega Bandit, so this dimension has a sense of humor.**

 **Things are looking grim for Gwen in canon. She has no allies in sight, Harry's regressed into a monster and now she's stuck with no plan and no way out and she's even resorted to stealing from convenience stores while Harry _eats rats_ right in front of her...she's definitely living up to that 616 legacy, isn't she? :/ Makes her life in this fic feel like sunshine and rainbows. Wonder if I should change it...**

* * *

Focus...she had to focus.

Gwen leaned over the edge of the roof and stared at the seemingly innocent building at the edge of the alley. At first glance it didn't seem like anything out of the ordinary - just another run-down building in Hell's Kitchen - but that made it the perfect place for a Supervillain hideout. Way too many people expected the big lair to be flashing neon or to be somewhere hilariously over the top like the middle of an active volcano. She'd seen far too many abandoned warehouses and apartment complexes to know that the best lairs are the ones people don't pay attention to.

She had to wonder how people could live in this part of town. She wasn't one for fancy schmancy living like Felicia, but she could safely call Hell's Kitchen as living up to its namesake with condemned buildings and poverty galore. What did it say about a place that the only person who even tried to fix it up was the Kingpin before her dad put him behind bars, and even that involved evicting or murdering everyone who stood in his way?

"You sure this is the place?" She turned to Lana. The younger girl was now sporting a new outfit consisting of a black and pink bodysuit, a white trenchcoat and a domino mask that barely covered the area around her eyes. Gwen didn't know how Lana thought she could get away with anonymity with just that, but considering Kate seemed to have no problems keeping a low profile despite having nothing but a pair of shades she didn't bother to question it.

"That's what Bullseye told me," Lana said, joining her at the edge of the roof, "He wanted to join in, but I told him not to since he doesn't know what we're doing. The last time you guys teamed up he didn't really have a good opinion of you."

"Feeling's mutual." Gwen rolled her eyes and clicked her tongue. She really had to wonder how Peter even knew that guy. Castle and Lana she kinda got, but where in the hell could he have met 'Moon Knight' (weird name) and Felicia? Last she checked Peter didn't seem like the type to join cults that worshiped the moon and he definitely didn't act like he was into Black Cat's kind of glam rock.

"So what's the play here? Frontal assault or do we try the subtle approach?" Kate cut in. Despite what they were planning the archer was the very picture of confidence, her posture lax and the same relaxed smile on her face that seemed to never leave.

Sadly, the same couldn't be said for Eugene. Despite the oversized mask and his best attempts to hide it she could see him quaking in his frog's legs and he hadn't so much as said a single word the entire way here. He really was in over his head; even Gwen had to admit it was kind of sad that a 15 year old girl seemed more nonchalant about the idea of raiding a gangland hideaway...though said girl could also explode stuff with her mind so who the hell knew.

"...Alright, we gotta deal with this first." Gwen sighed and turned to Eugene fully, the frog-based vigilante standing rigidly in response, "Look, Frog-Man, I can see that you're scared. I could stand here and give you the speech about believing in yourself or some other bullshit, but this isn't about asking a girl out or trying out for the basketball team. This is going to be dangerous, and you could get seriously hurt."

"I-I know that-"

"Don't think you do, Froggy," Lana interrupted, giving the other teen a critical look, "Look, I'm not a fucking expert, but the last time I ran into a hideout cause I thought I could deal with it I tripped a goddamn grenade and I would've died if Spidey didn't shield me. And that was just one deranged asshole with a shotgun. Is that frog suit bulletproof? Cause I've seen the way you jump and you're gonna take a bullet to the gut if that's your best."

"It wasn't that bad..." He kicked the ground, refusing to meet her gaze, "You're new at this too, aren't you?"

"Yeah, thing is I'm not gonna choke," she countered, "Look, it's your fucking funeral, I'm just telling you that if you think this is some grand adventure then you're gonna be disappointed. Spider-Man's told me about the kind of guys who go that shithole and most of em wouldn't give a rat's ass that you're a minor wearing an oversized frog suit. They'll shoot you dead and dump your body in the gutter all the same."

"That's..."

"Look, not everyone's built for instant heroing," Kate said, patting his back comfortingly, "I know people from S.H.I.E.L.D that took years before they became badassess, but once they got there it was a straight shot up. Trust me, there's nothing to be ashamed of. Even most heroes start off with purse snatchers and muggers; you'll get to Spider-Woman's level at some point."

"Right," Gwen added. She'd never really been one for Disney-esque pep talks, but her dad's policy of being cruel to be kind felt rather appropriate right now, "I know you're disappointed, but this is for your own good, alright? Just stay here and keep watch and contact us if you see anything out of the ordinary."

"Right...sure thing."

Gwen could tell he was disappointed, but broken pride was better than a broken leg. Giving Eugene one last pat on the back, she jumped off the edge of the roof and landed on the ground in a crouch, Kate and Lana following after her in their own way. She really would've preferred going at it alone or with just Kate, but if Lana could handle a bunch of terrorists then she could deal with a bar...right?

The bouncer standing guard raised an eyebrow when he saw them walking up to him, his mouth curled into a frown and his arms crossed defensively. She really would've preferred if they could do this with as little fighting as possible, but at this point she knew that was as realistic as MJ and Felicia stopping their fights and just fucking already.

"Hey there, big guy!" She stopped in front of him and looked up. The dude was huge, easily nearing 7 feet tall, and the leather jacket practically screamed 'gang member' in flashing lights, "Me and my friends here are out for a night on the town and I heard this place is the place to be seen. Wanna let us in?"

Gwen didn't need her spider-sense to warn her about the gun, but it definitely helped. The big guy barely pulled the pistol out of its holster before she released a ball of webbing and stuck his hand to his chest, "Really didn't want to do this." She sighed and slammed him against the wall, pinning him to the surface up to his mouth with a blanket of webbing, "Just hold tight, would you? Won't be a sec."

The superheroine took a deep breath and looked to her allies. Kate had already drawn her bow with an arrow at the ready while Lana stood firm, both hands covered in the telltale rings of light. Spider-Woman, Hawkeye and...whatever Lana decided to call herself. It was like they were Charlie's Devils.

Well, time to make a show.

Gwen kicked the door down and stepped inside with her head held high, Kate and Lana following after her. The inside of the bar made her crinkle her nose in disgust: The pool tables and rows of alcohol were normal enough, but the abundant stripper poles (with said strippers wrapped around), the thugs with women draped around them with barely any clothes on and the stench of something unmentionable in the air reminded her of every cautionary tale her dad had told her growing up.

Even worse she could see at least a few guys and gals in costume. She recognized at least one of them - you tended to remember girl whose power was to disintegrate cloth - but for the most part the marks were strangers to her. There really was a rising monopoly for costumed criminals, wasn't there? It took a special kind of sad to have a worse costume than Shocker, but a guy with an 8 ball stuck to his head beat out both him and Mysterio without even trying.

Everything stopped. The 'dancers' stopped their seductive twisting, the music screeched to a grinding halt and every set of eyes on the bar turned towards them. It reminded her of a bad TV drama she'd seen when she was younger, but she shouldn't have been surprised. A place like this was a getaway for lowlifes, so seeing someone S.H.I.E.L.D was parading around as their second sanctioned Hero right after Captain Freaking America along with two other people in costume was bound to draw attention.

"Alright, listen up!" she said, raising her voice till she was sure it sounded appropriately loud and confident, "A friend of mine told me that a certain Goblin has made his base here! Anyone who doesn't want to get involved leave now!" Was she doing it right? Peter was better at it than she was, "I'm not gonna say it again!" She stomped her foot on the ground, the wooden floor cracking from the force of the impact.

That did the trick...sort of. Most of the crowd hightailed it out of there, running towards the exits or even hiding under the tables in their panic. Still, for every man or woman that decided to to do the smart thing she saw a near-equal amount pulling out knives, pool cues, chains and whatever else they could get their hands on.

"...So much for the easy way."

It was chaos. Gwen jumped towards the closest thug and slammed him against the ground, "I think you need a time out!" She webbed him down and dodged the next one's clumsy attempts to hit her with one of the pool cues, "Do I look like a billiard ball to you?" She yanked it out of his hands and hit him in the gut with the tail end of the stick, the thug barely getting a chance to let out a pained grunt before he joined his buddy on the ground.

"This reminds me of my time with S.H.I.E.L.D!" Kate flipped over a charging Supervillain and shot an arrow at his back, a jolt of electricity running up his body as soon as the arrow made contact. That done she delivered a kick to nearby stripper (really?) that charged her with a broken bottle, "You're joining when you grow up, right, Bombshell?"

" _Bombshell_? The fuck?" Lana ducked under the thug's punch and aimed an explosion at his chest, the poor bastard being flung through the air and slamming against the opposite wall with a painful crack, "Fuck kind of name is 'Bombshell'? That makes me sound like a goddamn stripper!"

"Hey, it's something! Sorry, I've never met a girl who can blow things up with her mind before!" Kate nocked another arrow and shot it at the rightmost wall. A string of rope immediately expelled from the blunt end and embedded itself on the opposite wall, clotheslining three unlucky thugs that were trying to charge her.

"Well I'd rather you didn't make me sound like I turn tricks, thanks!" She delivered a sweeping kicked to another attack's leg and shot him before he could land. The thug quickly joined his friend on the cracking wall, "Know what, just call me Charger or Striker or something!"

"Sure thing-"

"Girls, can we focus, please? We're kind of in the middle of something here!" Gwen picked up two more costumed criminals and slammed their heads against one another, webbing them to the wall afterwards.

Despite her words she almost found herself zoning out throughout the fighting. Ever since she'd gotten her powers there was a definite sense of superiority she'd had ever since she faced down her first mugger. She did her best not to let it overwhelm her, but there was a reason she almost never paid attention when Bodega bandit was coming at her with a palette knife or when random thug #267 declared that he was the one who had her number.

It only got worse when Webster had bonded to her. She couldn't say that she was a kung-fu master - especially since her dad only taught her the basics of grappling self-defense - but with it attached she almost felt bad for anyone she had to fight. It was hard to feel threatened when she could apparently spit bullets out like they were nothing but candy and any punch someone managed to land felt like she was being slapped by a five year old.

If only it stopped there. She still remembered the claws on her hands, her mouth splitting open with the insides being filled with razor sharp teeth...

She was jolted out of her thoughts by the sound of another explosion, "Yeah, that's real rich coming from the Superhero who can't go a single fight without making a dozen jokes!" Lana snapped back, aiming another blast at a clustered group of bad guys all wearing the same costume.

"Spider-Woman's right, though!" Kate said, "Tell you what, me and Striker'll finish up here! You go to and find the big, bad boss and make sure he doesn't get away! We'll meet up when we're done!"

"Alright!" She webbed one last pair of would-be Supervillains together and ran for the back door, punching out anyone dumb enough to go after her. Shocker told her that a guy in a Goblin mask was the one who sent them the offer, so even in a place like this he must have stuck out, right?

The answer to that was a big, fat yes.

Gwen kicked down the only untouched door and blinked when she came face to face with a figure wrapped in an orange cloak sitting at the head of an expensive table...in fact, the entire room was fancy. Contrary to the grungy decorations and trappings that littered the bar behind her the place looked more like it belonged to a CEO with expensive paintings hanging on the walls and furniture that looked like they belonged in a glossy magazine about the lifestyle of the rich and famous.

Still, all of that paled in comparison to the room's sole occupant, "Hmhmhm," He (she was assuming it was a guy,what with the voice being modulated) laughed and raised his head to meet her gaze fully. Immediately she felt a rising sense of disgust when she saw the wrinkled goblin mask looking up from under the orange hood, its mouth formed in the shape of a malicious grin, "A little early, aren't you, Spider-Woman?"

"I'd say I'm right on time." She took another step into the room and clenched her fists. She doubted Shocker had been lying after what transpired in the restaurant, but this seemed far too easy, didn't it? "You're the new boss of this would-be union, I'm guessing."

"Too right, my dear. You can call me...Hobgoblin. It's what the others have taken to calling me." He stood up from his seat and crossed his arms, looking down at her almost gleefully. Gwen managed to make out what looked like chainmail on covering his arms and legs, "I must say this is sort of unexpected. I knew you'd come after me eventually, but to think you'd catch on so soon before I'd even fully established the groundwork for my new company is disconcerting to say the least."

"A company? That's what you call this?" She looked back and smiled slightly when she saw Kate and Lana already mopping up the remaining thugs. Maybe she was wrong about her assessment on the latter, "No offense, but if you really thought this was going to work then you're dumber than I thought."

"You think about me? That's flattering." Gwen felt a shiver run up her spine at his words. Yeah, definitely a creeper, "But to answer your question, yes. No company starts off as a multi-billion dollar corporation. I can start off small, but with hard work I'm sure that I can make something out of this."

"Yeah? I don't think so." She narrowed her eyes and clenched her hands tightly. She really didn't want to deal with this guy anymore, "I'm putting a stop to this. Now."

"Oh...I'm afraid that's not going to happen." He raised his hand and clicked something in his gauntlet.

The ring of of spider-sense was almost deafening, the same one she'd gotten back at the restaurant. As soon as Hobgoblin pressed the button she heard an ear splitting groan and she was forced onto the ground, almost overwhelmed by the sound coming from the speakers mounted to the walls all around her.

She'd felt this before. The same thing Shocker did to her, _'God damn it! Not again!'_ She forced herself to look up and glared at the chuckling psychopath. Again she felt like her skin was being ripped off, like someone was dragging a rusted scalpel all throughout her body, _'Gotta move...'_ She couldn't fall here...or worse, lose control. Not after what she nearly did last time.

Despite her best efforts Gwen found herself unable to move. The pain was enough to almost make her cry, but she refused to give him the satisfaction, "What's wrong, Spider-Woman? Feeling squeamish?" Hobgoblin taunted, another wave of laughter coming from under the mask. Already she felt the familiar sensation of blacking out and her consciousness began to fade as the seconds passed.

Despite it all her body felt unimaginably warm. The bottom half of her face split open again, the razor sharp teeth and oversized tongue quickly peeking in through the edges. Besides that she fell the telltale signs of her fingers extending, the clawed tips digging into the wood hard enough to break the surface.

Webster was trying to take over again.

 _'No! Not this time!'_ She shook her head aggressively, the claws and 'mouth' receding in response. She was going to be in control, not it, _'I'm not losing control!'_

 **'Other will die! Need to save us both!'**

 _'I can handle it! Stay out of my head!'_ She forced herself into a kneeling position and resisted the urge to vomit. The suit was peeling apart, pockets of skin showing through the increasingly large tears, _'Just...gotta...'_ She aimed a line of webbing and pulled down one of the speakers, but that was all she managed before she was forced onto the ground again. She could already hear Hobgoblin laughing at her pathetic effort.

 **'Other, please!'**

 _'I said no!'_

Gwen felt a burst of heat from above and a deafening explosion drowned out the sonic vibrations attacking her, "Fuck, that's annoying!" Lana's voice cut through the haze. The younger girl charged into the room with Kate in tow and blew out another set of speakers while the archer helped her up.

"Sorry we weren't here sooner." Kate smiled at her and Gwen found herself smiling back despite the situation. Already she could feel her strength returning, her consciousness reasserting itself now that the vibrations had ceased, "Come on, we have a Supervillain to catch."

"How touching." Hobgoblin's mask shifted to a sneer and he gave them all a mocking clap, "The power of friendship defeats all. Such a cliche."

"Shut the fuck up." Lana scoffed and pointed a glowing fist right at him, "Put your hands up before I blow you into little chunks, asshole!"

"Charming." He raised his hands and gave another laugh, "But I have other plans."

Her spider-sense rang again. Gwen barely managed to give a strained 'look out!' before the wall next to their left collapsed with a powerful explosion, the impact strong enough to knock the three of them off their feet, "A good mastermind never puts all his cards on the table!" A makeshift glider swooped in through the rubble and he jumped onto it, "See you around, 'heroes'!"

 _'That could have gone better...'_ Biting her tongue to keep from screaming in pain, Gwen forced herself up and pulled Kate off the ground, "Forget about us!" The archer shook her head and pushed her off, "Go after him! I'll help Striker, just go!"

Gwen could only nod stupidly before her brain finally caught up and she jumped past the rubble, breaking out into a swing as soon as she could taste the fresh air outside. Hobgoblin was already a fair distance away, but she'd be damned if she let him get away after that stunt he pulled.

"Going somewhere, Hobbie!?"

The bastard looked back when at her taunt, the mask's expression blank before he returned to the same wide-open grin from before, "Hah, I figured you weren't going to let it stop there! This isn't time you've tangled with a Goblin, after all!"

Gwen grit her teeth and swung faster, putting thoughts of Harry out of her head. Hobgoblin found her sudden silence really fucking funny judging by the new wave of laughter he belted out, "Aww, what's wrong? Don't like being on the other end of a joke!?" He turned the left on the corner, his glider nearly smashing in to the glass of an office building, and Gwen followed, "But I'm not like Harry Osborn! I don't use robots to do my dirty work for me!"

Her spider-sense rang again and she moved on instinct when she saw the orange grenades thrown her way, _'More fucking pumpkin bombs!?'_ She grit her teeth and dodged the explosives, creating a large net behind her to catch the falling grenades. The last thing she needed was someone in the street getting blown up.

"That young man had so much he could've done with these, but instead he wasted them on petty revenge!" He threw another cluster of grenades. Gwen covered them in a sack of webbing and tossed them into the air, the grenades exploding harmlessly over their heads, "How much time and effort it must have been, all to try and make himself feel better? Like father like son, I say!"

 _'How does he know so much...?'_ She webbed up another grenade and scowled. It was already nighttime so there weren't as many people as there could have been on the streets, but the longer this went on the more they had a chance of getting hurt, "You're oneto talk, Hobbie! You think hiring out a bunch of c-listers isn't wasting your fucking time!?"

"You think you have it all figured out, don't you? The big, bad Spider-Woman has foiled my evil plot!" He took out another handful of grenades and slowed down slightly to get a better shot, "Life isn't so simple, girl!"

Now was her chance. Before he could throw the stack of grenades her way she attached two lines of web to the back of his glider and propelled herself forward, landing at the back of the metal monstrosity with a flip, "You talk too much, you know that?" She wrenched the grenades from his hands and covered them in a final net of webbing, sticking them to a nearby water tower as they passed.

"This isn't a two-seater, Spidey!"

She dodged his attempted headbutt and flipped over to the front of the glider, "Not in the mood for jokes!" She grabbed him by the collar of his chainmail and delivered a punch right to his jaw, the mask cracking from the impact of the blow, "Land this thing before I break your nose!"

"That's it? Anyone ever tell you that you stink at making threats?"

This time her spider-sense was annoyingly absent when he shot a laser from his wrists and knocked her off the glider. Gwen found herself flying back, Webster already repairing the damage to her stomach, "Son of a..." She looked up at Hobgoblin with a scowl and shot her arms back, ejecting more webbing to keep her momentum going, "Can't...get rid of me that easily!"

Swinging backwards...not something she ever thought she'd do, but necessity was the mother of invention and all that.

"You're not going to get away with this!"

"So small, so dumb. Another cliche from your handbook?"

One last grenade. Gwen's eyes trained on the the explosive he threw and she focused, _'Come on, come on!'_ She snagged it mid-air and pulled it towards her, hoping that just once luck was on her side and it wouldn't explode in her face, "Hey, Hobbie, catch!"

She stopped, letting Hobgoblin pass her for a brief moment before she threw the grenade towards the back of his glider. She just barely caught sight of the fucker's mask slacking in surprise before the pumpkin bomb exploded, tearing the glider into little pieces and causing him to plummet down towards the unforgiving streets below. At the rate he was going he'd have turned into a pancake on impact.

Of course, she wasn't just going to let him die.

Gwen dove down after him, prying him away from the glider and covering the offending piece of machinery with webbing and gluing it to a nearby building before it could crash into the street and hurt anyone. That done she propelled herself towards the wall of a nearby building and clung to the brick's surface, webbing Hobgoblin nearby before he could even think to struggle out of her hold.

Now for a little high-altitude interrogation.

"I'll take these." Gwen pried the laser gauntlets off his wrists and crushed them into little balls of metal, "And don't even think about pulling yourself out of that web unless you fancy breaking your legs. We clear?"

He nodded, oddly quiet now that their positions had been reversed. Gwen didn't exactly like doing these kinds of things, but a little scare was far better than beating him black and blue until he squealed.

Besides, the fall wouldn't be _fatal_...though she wasn't exaggerating the threat of broken legs. Thankfully no one had ever been dumb enough to try and prove her wrong.

"First things first, how did you know to use those speakers against me?" Nothing. Gwen's eyes narrowed, but Hobgoblin just continued to look at her with the same slack-jawed expression as before, "...Alright, silent treatment. Here's another question, then: How do you know about Harry Osborn? Who he is behind the mask isn't public knowledge." S.H.I.E.L.D definitely woudn't have wanted it outed that one of their agents had gone rogue.

Still nothing. Gwen felt her frustration well up until she saw him pointing one of his fingers towards his head, "...What are you doing?" she asked. He pointed at his head again, frantically shaking left and right, "...Are you talking about your mask?" That got her a nod. Lips pursed in suspicion, Gwen drew herself closer and grabbed the mask on his face and ripped it away with a sharp tug.

The face that greeted her didn't cause some grand revelation. It was a man, his features marking him as slightly under middle age with nothing distinct about him save the goatee on his shin and the snake tattoo on his neck.

What really caught her attention, however, was the thick roll of tape that covered his mouth.

"What the-"

"Caught on to my ruse, have you?" The voice was coming...from the mask? Gwen looked down and blinked when she saw the high-tech machine covering the other half of the mask's surface.

"Ruse? Who the hell is this guy?"

"What, you don't know? I'm disappointed." The voice let out a melodramatic sigh and clicked its tongue, "I told you before, my dear, that a good mastermind _never_ puts all his cards on the table. Did you honestly think I spend all my time sitting in an office surrounded by the dregs of society? No, no. I'm _far_ too busy to play nuresmaid to a bunch lowlifes 24 hours a day."

"Then...all this was a game? And who the fuck is this guy?" She threw a venomous glare at the bound 'Hobgoblin'. He may not have been who she was after, but he didn't seem to have a problem throwing bombs at her.

"Jason Macendale. Former U.S. Marine, dishonorably discharged and currently a petty thug and mercenary for hire. I needed to keep up appearances, you see, and what better way than to ensure that someone was keeping a seat warm for me? I had to keep him quiet, you understand, but he played his role admirably. It's a shame that he choked at the last second. Probably why he was discharged, in all honesty." He sighed, "Oh well, he's easily replaced."

"You're pretty smug considering I just stopped your plan." She looked down at the street below. People were crowding around, taking pictures of videos of the two of them while police cars made their way down the street to where they were. "Your plans are finished, Hobbie."

"Are they? What makes you think that?" He laughed again. Gwen really wished she could reach through the mask and punch his lights out, "Do you honestly think that this is my only endeavor. No, no, no, Spider-Woman. I'm a good businessman, and this is just one of my investments. I'd be a fool to put all my hopes into pathetic excuses like the so-called Menagerie or the incorrectly titled Sinister Six."

"...What do you mean?"

"Do I have to spell it out for you? This is just _one_ of my plans, and the lowest one in the totem pole at that. All you've accomplished today, and all it will amount to is a _speedbump_. You haven't 'foiled my dastardly plot', my dear. Far from it, really. You've just lined up a new set of investors for me. You have my thanks, truly."

Gwen grit her teeth and nearly crushed the mask in her hands. Why was he telling her this? Why not give away the illusion that she'd beaten him and leave her clueless? Why expose himself at all? Was he just overconfident and wanted to taunt her or was it a trap like Murdock had been prone to do?

"Ah, but you don't have time for me or Mr. Macendale." The police were right below her now. She could just toss the rent-a-thug if she wanted, "A little piece of advice, Spider-Woman: I never create even a single business without having a way to ensure no trace is left back to me. You might wish to check on your friends...something tells me if you dawdle you won't have time to say your goodbyes."

That was the last thing he said before a burst of static overloaded the machinery and left the mask useless. Gwen scowled and nearly threw the mask away in her anger, but she managed to reign it in, _'It could be a clue...'_ She stuffed it into one of Webster's 'pockets' before she ripped off the tape covering Macenadale's mouth, "What did he mean by 'no trace'? Don't lie to me!"

"A-A bomb!" He stuttered out, his voice raspy, "Timer...set it off when you barged into the office...it's strong enough to burn down the whole bar..."

"You son of a...!" She let out a frustrated growl and ripped him off the wall. It was _so_ tempting to beat his face in, but she didn't have time to waste. Ignoring his panicked cries, she jumped onto the ground and landed with a crack on the asphalt, "This is the maniac who's been throwing bomb's everywhere." She dumped him in front of the gathered police officers.

Gwen ignored the civilians asking for photos or the police asking for details on what happened. Without missing a beat she broke into a swing and rushed back to the Hellhouse, praying and hoping that she wasn't too late and that just maybe both Macendale and his twisted boss were just lying to try and psyche her out. It wouldn't have been the first time someone called a dangerous bluff.

No such luck.

She'd barely landed in front of the hole the glider made previously before her spider-sense gave its telltale tingle and an explosion came from inside. Gwen threw her arms in front of her face, but it did little to shield her and she found herself being slammed against the wall by the force of the blast. It didn't hurt, but the physical pain really wasn't what she was focused on right now.

"No...no, no, no!" She pulled herself up shakily and gaped at wall of rubble that blocked the office (and Kate and Lana) from sight, "Shit! Fuck!" She swung to the entrance and grimaced. Macendale hadn't been lying; what little she could see of the inside showed nothing more than a fire spreading across everything sight and she felt the heat of the flames all the way from where she'd landed, "I...I have to-"

She'd taken only a single step before her body froze and the same overwhelming fear from before took over her. It was just like Ogre's mansion; everything inside her was screaming at her to run, to forget everyone else and save herself.

 _'Webster...we have to help them!'_ She grit her teeth and took another step forward. Every part of her body felt like it'd been weighed down by multiple tons of weight, _'I'm not abandoning them again!'_

 **'The fire will kill us, Other!'**

 _'It's a risk we have to take! Trust me!'_ She took another step, ignoring the rising pang of fear when saw the fire spreading more, _'Webster, please...we already ran away before. I don't want my friends to die.'_

She didn't know if Webster had fully agreed with her, but her next few steps were lighter than before and she felt the all-consuming fear from before begin to ebb away. She found herself stopping at the entrance, Webster tightening its hold on her to an uncomfortable degree _'I won't let us die, Webster._

 **'Webster knows...'**

She managed to push herself through the front door and instantly coughed at the smoke that wafted up her nostrils. Webster shivered all around her and bursts of pain ran down her body with every little ember that managed to so much as graze her, _'Ah, damn it! Why does it hurt so much!?'_ She pursed her lips and avoided the fire as best she could as she made her way to the Hobgoblin's room.

"Come on, come on!" She blinked at the sound of Eugene's voice. Stepping inside the room in a rush, she found Kate and Lana unconscious and pinned under the oversized desk while Eugene tried and failed to lift the heavy piece of wood, "Please, please, please-"

"Eugene?"

"Spider-Woman!" He stopped his attempts to lift the desk and looked back at her. Gwen could see one of the costume's eyes popping out of its socket, but apart from that he was in pretty good shape, "Good, you're here! I came in when I heard the explosions and-" Another blast came from overhead and he stumbled, "N-No time! Just help me lift this, alright!?"

"Right!" She knelt next to him and touched the heated desk. The dark fabric covering her fingers immediately retracted, the scalding hot wood burning her skin, "Fuck, that hurts! Son of a bitch!" She shut her eyes tightly and threw the desk off, her scalded hands immediately getting covered again now that the burning wood was far away from her, "I'll grab them both! Go!"

She grabbed the two unconscious heroes and waved Eugene to the entrance. Gwen followed suit and hissed when a stray lick of fire rushed past her shoulders, "Come on!" Eugene grabbed her arms and led her towards the exit. Gwen could do nothing but follow blindly, her eyes closed tightly from the pain she was experiencing. She heard Webster scream into her mind, and it took all she had to give some words of comfort to the symbiote.

 _'It's okay, Webster. We're going to make it.'_

As soon as she felt the rushing wind of fresh air she jumped. Opening her eyes, she found herself falling towards the opposite building and she braced herself for a rough landing.

The impact wasn't as graceful as she liked, but considered she'd managed to shield Kate and Lana from the brunt of it she didn't have too many complaints, "Fuck..." She let go of her teammates as gently as she could before practically collapsing on her hands and knees, "Urk..." She pulled up the mask till it reached her nose and she vomited, tears and mucus running down her face even as she vacated her lunch.

Eventually she emptied out as much as she could and she finally stopped, her breaths shaky, "...Damn." She stood up shakily and gave a strained smile when Eugene walked towards her, his steps hesitant, _'Are you okay, Webster?'_

 **'Alive...this is a victory, yes?'**

 _'Absolutely...'_ She put her hands on her knees and panted, letting the cool night air relax her. She was just glad she managed to get everyone...wait, "There...There are people still inside." She mumbled. God only knew how many thugs and others were in there before it... "W-We have to-"

 **'No, Other. Cannot survive second trip.'**

"We can't go back." Eugene shook his head, "T-The entire place collapsed a few seconds after we left...it's a miracle we managed to get out at all."

"...Damn it." She shut her eyes tightly and lowered the mask to cover her entire face again. She could've comforted herself by saying that she did the best she could, that the people inside had attacked them and that they knew what they did, but it didn't help the growing pit in her stomach...at least she managed to get Kate and Lana out. She could take some comfort in that, at least.

She turned back to the unconscious pair. Their breaths were shallow, but at least they were still kicking. She'd take whatever victory she could, "...She took a hard hit." She knelt by Kate's side and frowned at the burn that ran up the side of her face. It could have been worse - something she didn't want to think about, really - but it'd definitely leave a scar for a while.

"Her, too." Eugene took off his mask and gave the unconscious teen a pained look. Lana's coat was in tatters and the beginnings of a severe black eye peeked through the edges of the domino mask.

"...We need to get them somewhere safe." She took Kate in her arms and let Eugene handle Lana, "Come on...I know a place." With the Parkers under 24/7 watch from S.H.I.E.L.D she couldn't think of any other place to stash two unconscious heroes who needed medical care.

She could only hope the Parkers didn't mind a surprise visit after so long...

* * *

 **Hobgoblin - 1, Spider-Gwen - 0. Noir might have stolen Matt Murdock from her as an antagonist, so let's hope that Hobgoblin can pick up the slack and function as an equal to Jack-o-Lantern when it comes to antagonizing their respective heroes. Not as many reviews last chapter, but that's to be expected given the questions involved.**

 **Anyway, more Gwenom weaknesses showcased. If she hadn't convinced Webster to trust her Kate, Eugene and Lana would have bit the big one :/ Also, once again we gotta give props to Frog-Man, showing that heroes don't need things like powers or special training to save people's lives ;) This guy just gets more and more awesome with every chapter, doesn't he?**

 **One more thing. I just checked out Red Hood's intros/clash quotes in Injustice 2 and a bizarrely high number of people think Jason and Supergirl would 'make a great couple' despite all their intros being various degrees of insulting and hostile. At this point I've learned to accept that people just like Opposites Attract and take it to logical extreme, hence the readers who argue for Noir and Gwen despite their tense interactions. I don't really _get_ it, but I can accept it.**

 **Up next: Noir and Jessica Jones traverse Muse's gallery of insanity and put a stop to the madman's latest masterpiece.**

 **Questions:**

 **1\. Follow up on the argument question from before, would you guys like it if I managed to make Noir and Gwen function cohesively without devolving into arguments? I'm actually thinking of them deciding to just quit arguing after their solo arcs here and make headway into 'agree to disagree' and letting the other do what they want within reason.**

 **2\. Another romance question, so once again answer only if you care about this stuff. Many people who review seem to either ignore or justify Peter's young age and pair him with older characters despite his youth. So...do I just bite the bullet and give some justification that because he's emotionally mature none of the characters should dwell on it? Persona 5 did this with your 16 year old protagonist being able to romance multiple women in their 20's who have full blown careers while you're still in high school.**

 **Review answers:**

 **Nameless - Did you really just read all 59 chapters straight through? Also, I don't want to go for too much of a timeskip given some things we find out in the next chapter and Peter would probably go insane...well, _more_ insane, if he had to spend more time in Earth-65 without a single clue about Octavius.**

 **Cyclopz - Nope, hate them even more than the X-Men :/ That new Inhumans series just makes things worse. Same deal with mutants: I'm not above putting individual Inhumans in, but the larger orgs can go burn in a fire. Inhumans vs X-Men in particular made me despise the ruling elite like Medusa, Karnak etc etc and I kinda blamde Ulysses for the entirety of Civil War II.**

 **As for the age. He might not advertise it, but the second they take off his mask they're gonna notice something is wrong...also, Quake and Black Widow would read his file and _know_ he's a teenager. In the case of comic Quake, she seems to like _dangerous_ men given what you've told me, which doesn't translate to forbidden since by that logic she'd also be gunning for kids since that's also illegal. Doesn't matter either way; I'm using MCU Quake since I never read her comics.**

 **Jajo Camello - Why blood? Simple: Muse is _insane_. Look at his narration; dude's completely bonkers and believes that suffering and sacrifice in equal measure are needed to perfect his paintings. Same reason why Riddler commits crimes despite not needing to; he thinks he has to because it's what he enjoys and he can't ignore that compulsion.**

 **Also, Red Hood uses gun-fu as well. His stance system in particular involves using his pistols like tazer clubs, something Noir emulated on Jessica before he realized who she was.**

 **Nathan Drake, Ben Dover, Erica Collins, Joe Roe and Kevin Johns - Pretty sure you're either the same guy/gal or a bunch of friends/siblings given similarities in the reviews, so here are the answers in order - I wrote Kate as gay, so no chance with Noir; Quake is basically MCU Daisy, and I can't see her falling for him given that Peter is unfriendly towards her and she willingly lies to him; also, this is Marvel, not DC, and I have no plans to give MJ Firestar's powers.**

 **MCJB Echo - Wish fulfillment for what? Again I get people like opposites attract, but wish fulfillment isn't something I see the relationship being.**

 **Hardlight - As above, Red Hood uses gun kata as well. For the age gap thing, society tends to be more judgemental when women do it rather than the other way around, as do many readers.** **With regards to MJ getting Shocker's gauntlets? First she'd need training, which could take months or years. Second she has no motivation to be a hero and risk her life.**

 **Lana I can see avoiding the pratfall given that she grew up on the streets: She probably knows how to take care of herself and she has enough built-in anger after Sin Eater to want to be a vigilante, whereas MJ lived in the suburbs of Queens with her worst experience being a dad who yelled at her. She'd be on par with Eugene, who was forced to sit out the majority of the chapter due to lack of experience.**


	61. A Man with a Mask

**I've been reading up on the alternative Spider-Man titles to get some inspiration. The new Spectacular Spider-Man 2017 comic is interesting, if only cause they re-introduce the sub-plot of Peter Parker having a sister :D Really interested to see where that goes.**

 **Also, Venom-Verse is apparently a thing (cause Spider-Verse was memorable, if nothing else) and it's no coincidence that in both Spider-Gwen and Renew your Vows, Gwen Stacy and Mary Jane have either bonded to their symbiotes or they're leading up to it. It'll be interesting to see how these two function in the Spider-Verse sequel, especially since neither of them willingly bonded with their suit given the stories we've been given.**

 **I already read through most of the Mary Jane novel. It's...interesting; certainly never thought a _Spider-Man_ book would focus on issues such as anorexia, peer pressure, drug intake and various other 'very special episode' issues. I've got about 64 pages left, but I'm not holding my breath since Uncle Ben _just_ died and they're still on said issues. I'm debating on whether to trudge through the sequel since it apparently introduces Gwen Stacy into the fold.**

 **Speaking of Venom-Verse again, my friend suggested I (at least temporarily) give Noir access to a symbiote suit to really live up to the M rating. I have no clue how he thinks I can pull that off considering Peter's explicitly shown to reject Venom during their brief contact, but whatever. We'll see, I guess.**

* * *

Peter awoke to the stench of blood.

Ever since he'd been trapped in this asylum he had a tendency of getting in over his head. Back home - or at least the home he remembered - most of the time he just had to deal with the thugs who thought they were untouchable. Enough money and a bunch of greased palms and every two-bit chump thought that they could get away with whatever depravity their shriveled little minds could think up.

And then of course there were the freakshows. Vulture and Osborn were just the tip of the iceberg - There were the 'X-Men', Xavier's little group of sociopaths who thought they were the next stage in human evolution; that bastard Tombstone who had skin hard enough that it felt like punching a brick wall; the Russian broad who grafted a pair of knockers onto his chest after a train accident; and of course there was Brock, the insane voodoo shaman who drank the venom from the same spider that cursed him.

Still, all of them paled in comparison to the 'Supervillains' that festered in this place like a damn disease. It seemed like he couldn't go a single day without finding some new clown in a costume scurrying out of the woodwork like a rat. Peter thought the point of criminal endeavors was to get what you wanted without working so hard for it, but these clowns were just making their lives harder by putting targets on their foreheads.

...But hell, what did it say about him that he'd gotten caught in one of their snares?

Groaning softly, Peter twitched and opened his eyes only to be met with the sight of a dark room, the shadows dark enough to blind him to the interior despite his abilities, "Urgh..." He blinked and looked up to his left. His hand was chained to a pipe hanging high above his head, thin drops of water running down the rusted metal onto his bloody fingers.

Drip, drip, drip...the sound of the constant drops smacking against the cold floor drove him up the wall. It didn't help that his body couldn't make up its damn mind; one second he felt numb, like he'd taken an extra strong dose of morphine, and the next everything was amplified and he could hear every slap of water on the concrete like was an explosion going off next to his ear. The only consistent thing was the feeling of the tight metal clamped around his left wrist.

 _"This is your fault, you know."_

Looking up weakly, Peter gave a withering glare to the specter that stood in front of him. Twice he'd seen the thing now...he probably should've been scared that he was going insane, but he'd passed that worry a long time ago. Even before he got trapped in this madhouse his sanity had already begun to take a nosedive after the things he'd seen and done, the dead bodies he left behind without a second thought.

...No, it happened even before he got bitten that night at the docks. Finding his uncle's mutilated body had sent him on downward spiral. It would've been one thing to find him shot; at least then Uncle Ben would've retained some sense dignity. Instead he found him with his guts hanging out and a frozen look of horror on his face. He thought Osborn had set dogs on him...he would've preferred that to the truth.

Finding out Urich was a junkie that was under Osborn's thumb and that he'd _taken pictures_ of Uncle Ben's death was the last straw for him. Urich, someone he thought he could trust, someone who he thought was his friend, was there when his uncle died and he didn't do a damn thing about it. It made attending his funeral a twisted affair. Half of him mourned the friend he grew to look up to while the other thought it was karma come for its due.

 _"You should've left well enough alone, kid. Now you're going to die here."_

He didn't bother saying anything back. What was the point? It seemed like everyone around him thought they knew what was best for him more than he himself did. Gwen, May and Ben Parker, those Spooks who held his leash...now even the voices inside his head. At the rate he was going it wouldn't be too long before the 'original' came back to tell him off, too.

Ignoring the specter entirely, he focused instead on the only other occupant in the room. Through the darkness he just barely made out Jones with her back to him, knuckles and feet beating against the thick metal door that kept them confined. Every hit left more and more traces of blood on the dark metal, but whether she even noticed he didn't know. Considering his body felt numb and unresponsive half the time it wouldn't have surprised him if she just didn't feel her knuckles turning into paste.

 _'Gotta get out...'_ He sat up straighter and gave a muffled hiss when he suddenly felt a rush of pain at his right side. Looking down, Peter grimaced when he caught sight of the intravenous drip embedded into his right hand, the see-through wire siphoning out a torrent of blood and feeding it into an overflowing can of paint.

It was strange, even for this place...

Biting his tongue to keep from screaming, he pulled his left hand down and snapped the cuffs in half, leaving the small chains to dangle from his wrists with a constant droning click. That done he pulled the drip off with a soft growl of pain and let it fall to the puddle of extra blood that had pooled at his side. Even at a single glance he could tell he'd lost an unhealthy amount of blood, but there wasn't time for a nap.

"Ah..." He ejected a small burst of webbing and covered his right hand, wrapping the limb in a tight blanket of dark silk. It wouldn't last him for too long, but it'd get the job done till he got out of...wherever the hell this place was, _'...No time to waste.'_ He grabbed the grimy walls with both hands and pulled himself up, ignoring the the agonizing sting that ran down the right side of his stomach.

The warmth of the blood rushing through his shirt was almost comforting considering everything else. Sucking in a deep breath, he raised his shirt and sprayed the gaping wound with a thick net of webbing. Evidently this artist had taken his pound of flesh; at least it wasn't close to his heart. He didn't fancy fighting a shyster, and he sure as hell didn't owe any debts.

Taking one last deep breath to steady himself, he walked to where Jones was pounding on the door. The private investigator finally stopped her ceaseless attacks and turned back to look at him, her expression morphed into a scowl, "...You're alive."

"Yeah...thanks for the help." He gave her a wry smile and eyed her bloodied knuckles. How long had she been trying to batter the door down? The traces of blood on the dull surface were numerous and he could see the metal bending in various spots. It shouldn't have taken much longer, though he doubted her hands would survive much more, "...Don't your hands hurt?"

"Half the time, but I can look at it later." She threw a kick at the door, the metal twisting with an ear-splitting groan before it suddenly cut off and his eyesight dimmed. Whoever this bastard was he was going to make him pay for playing havoc with his senses, "-ar me?" Jones' voice came back suddenly, his eyesight returning just as quickly.

"...Could you repeat that?" Peter shook his head. He had to focus...

"I said help me with this." She nudged her head to the door, "Dunno what this 'Van Gore' prick used to trap us here, but the metal's thick. With the both of us we might be able to get out of this shithole."

"Fine...but don't expect too much. I'm not like Gwen."

His thoughts drifted back to his unexpected partner (in more ways than one) despite his best efforts. The two of them hadn't said a word to one another when they met back in Jones' office. What was he supposed to say? That he blamed her for Martha Connors dying and her son becoming an orphan now that 'The Lizard' was trapped in one of the Spook's prison cells? He'd gotten tired of their arguments.

Peter shook his head and rammed his shoulder on the door again. What was the point of worrying about her? She was the hero of the city. Everyone in this madhouse loved her and he couldn't go a single block without some billboard or ad singing her praises. She probably didn't care what a vigilante that half this damn city hated thought about her.

It took the better half of 10 minutes before the door finally came off its hinges with a dull thud. Both Peter and Jones took a moment to stop, the former holding onto his side while the latter wiped her bloodied knuckles on her jacket, "...That wasn't normal steel. Someone put a lot of money into this place," Jones said, Peter giving a subtle nod in response, "Can you move? We need to keep going."

"I've had worse." Little miss lightning bolt came to mind immediately, though he shook the images off. The last thing he needed was thinking about that crazy broad, "Right hand hurts and the bastard took out a chunk of my stomach...he take anything from you?"

"Yeah..." She didn't say anything more, but judging by the splotches of blood where her breasts were he had the feeling it wasn't pleasant. Jones crossed her arms in front of her chest and grimaced, "I guess we're lucky he didn't just slit our goddamn throats."

"You and me got the same definition of lucky, Jones." He gave her another wry smile and raised his left hand to touch his face. Right at that moment he could barely feel the clammy skin, but it was definitely clear that his face was bare, "Fuck..." Jones gave him a wary look, "...Gimme your scarf."

"Why?"

Despite her words she'd already offered the blood-spattered piece of gray cloth. Peter took it without a word and wrapped it around the lower half of his face, pulling up the hood of his jacket to cover up as much as it could, "Need a mask..." He winced. It smelled like sweat and blood, but he didn't expect to be able to notice it for long. It'd be a miracle if he could smell anything by the next minute.

"...You look like an idiot."

"It's your scarf." He scoffed.

If the room they were in was barren the hallway outside was the complete opposite. It still contained the same rusted walls and the floor was drenched in flecks of blood and other fluids that he didn't want to think about, but the walls were filled with numerous 'paintings' that reminded him of the monstrosity he'd seen back at the warehouse. Canvases filled with blood, garish shapes shaped crudely like animals...it was like an infant's first attempts at fingerpainting.

Jessica grimaced, ignoring the pain that ran down her knuckles and toes. Every step was a struggle, but the thought of Trish being in this madman's grasp kept her from stopping. All of this was wrong. Her senses came and went; one second she thought she'd been rendered blind, deaf and dumb and the next everything was clear and she could see every single splatter of blood on the walls.

It reminded her of her time under that old bastard Kilgrave. Moments of clarity, close enough that for a brief second she thought that she could be free, before it was suddenly yanked away and she was put under the haze again. At least now she still had her free will.

Her gaze shifted to her 'partner'. She hated to admit it but she found his presence comforting. They weren't friends, but having someone to watch her back was a relief, especially since she thought he'd died earlier in that room.

Peter stopped in front of one of the paintings, "...This look familiar, Jones?" He nudged his head to the painting and frowned at her strained nod. It was hard to make out because of the blood and chaotic shapes, but he definitely saw the shape of a devil in a business suit, a wide smile on its face while everyone and everything around it burned in hellfire.

Either their mystery artist was a fan or Murdock made a commission.

"Guess I shouldn't be surprised..." Jessica scowled and tore the painting down with a frustrated breath. The 'Devil of Hell's Kitchen' was a figure well-known to everyone who even had an inkling on who really ran the city, "He's probably the reason for that reinforced door..." It wasn't Vibranium, at least not purely, but a door strong enough to keep her contained would've been rare. Someone like Murdock could've gotten it easily, and for all his proclamations about being the lesser evil she knew he would make a deal with anyone that paid.

Kilgrave was more than enough proof of that.

"Didn't think he was into this kind of thing." Spider-Man muttered. She had no idea what the vigilante's beef was with the city's most crooked lawyer, but there was clearly some bad blood there, "...Come on, let's go."

Nodding, Jessica barely managed two more steps before her senses went into overdrive and she stopped. Spider-Man looked back and gave her a worried look before she suddenly bent over and vomited. He stepped back slightly at the suddenness of it, but she continued to expel whatever food she could before her senses numbed again and her sickness suddenly abated.

A uncomfortable quiet settled over the pair. Jessica closed her eyes and pushed herself off the wall, managing a few more steps before she sat with her back against the wall with her eyes shut tight, _'Damn it...'_ She thought she could keep it under control. She could keep going during a monstrous hangover, so why not this?

"...What's the matter with you?" Peter looked down at the private investigator through narrowed eyes. It wasn't trauma, and it wasn't because she had a weak stomach; she didn't even look twice at the paintings or various grotesque works of 'art' that littered the halls.

"It's nothing." She shook her head frantically, "Just...nothing."

"Cut the act, Jones." He sighed and ignored the scathing glare she gave him, "We don't have to be friends, but while we're in this demented gallery we need to be able to work together. If you're dealing with a hangover then say so. And don't bother lying; I can tell." If she was then it would've complicated things, but he'd dealt with worse. Least she knew not to walk into the obvious tripwires like Lana had.

"Hah, if only. A hangover would be easy..." She looked up and gave him a bitter smile, bloody hands clenched tightly, "...I'm pregnant."

 _...Son of a bitch._

Peter didn't say anything. What could he say? This wasn't the time or the place for congratulations or warnings about diet and proper behavior for someone carrying a kid. Instead a brought his hand over his face and took a deep breath, willing himself to calm down, _'Pregnant...'_ It almost made him laugh. Everything that happened today - The fight at the penthouse, the electrocution at the club and finally beating her knuckles raw at that door...she did it all while she was carrying someone's _kid_.

"God damn it, Jones-"

"This doesn't change anything." She let out a strained breath and pulled herself up, "We have to-"

"That kid's probably dead, Jones!" Peter hissed. He had no idea why he cared so much; it didn't concern him and this wasn't the situation where pregnancy would've been the first thing on his mind, "Do you realize that? Everything that's happened to us today...you'll be lucky if there aren't chunks of that thing in your vomit!"

"I'll deal with it if it comes to to that. It's none of your business." She gave him her usual scowl and let out a soft, frustrated growl, "I don't think you understand, Spider-Man. My _sister_ was taken by that bastard and for all I know she could be _dead_. I only told you because you're right; we need each other. Just help me get my sister and everyone else this bastard took. Then you can call me out on how much a shitty mom I would've been."

A part of him was tempted to keep arguing, but the rational half of his mind reminded him that she was right. The middle of this twisted gallery wasn't the time of lectures...and it wasn't his place anyway.

Still, they'd barely taken first steps again before he opened his big mouth.

"...Whose kid is it?"

Jones gave him an aside glance and kept walking. He thought that she would've kept quiet or told him that it was none of his business, but as they turned the hall she suddenly spoke, "It's George's..." she mumbled, her voice so soft that even if his senses hadn't been crippled he would've had a hard time hearing her, "He doesn't know...and I wasn't sure if I was going to keep it, so I thought it was better that I didn't tell him."

George Stacy...in hindsight he shouldn't have been surprised, but right at that moment he could only let out a single, wry laugh. 'Captain' Stacy and Gwen didn't know; if they did he doubted they would've let Jones out of their sight. Even now he had to admit getting Gwen's help wouldn't have been the worst thing he could wish for. At least she would've been motivated for her possible younger brother or sister.

The rest of their walk was spent in complete silence, the only sound between them being the clicking of boots and the clinking of the chains dangling from his cuffs. It was annoying, but it helped him keep focus. A constant in a place where his senses were in a chaotic flux.

Eventually they managed to reach the end of the winding hall and came face to face with a door that looked similar to the one that kept them caged. Peter twisted the knob and blinked when it gave no resistance, "...It's unlocked." He and Jones shared a single look and nod. This was the only door; either their 'artist' was one the other side or his victims were. Either way they had to brace themselves.

Peter took a deep breath and pushed the door open, charging into the room only to find...nothing. No mad artist, and no kidnapped people either. What he saw instead made him wish he had a sudden onset bout of amnesia.

He'd seen the bastard's works before: A canvas lit up with blood or severed finger left on the floor like a piece of dirt. Gruesome, but it was nothing compared to the macabre displays spread around the 'studio'.

Hanging from strings on the ceiling were heads, brains and hearts, the various lengths of rope leaving them to either hang above far above his head or dangle low enough to meet him face to face, "What...?" He reached out a gloved hand and touched a finger to the closest hanging head. He desperately wanted to pretend that it was a prop, that perhaps it was just a twisted hallucination like he'd been getting recently.

The skin was cold and rough like leather, but the expression on its face, the abject agony stuck at that moment...he'd seen it before and knew that it was impossible to replicate completely.

Stepping back, Peter walked over to the next morbid display. The next one almost gave a facsimile of being normal. A family gathered around a table, a father, a son and a daughter sitting around the table while the mother cut into a rotting piece of meat at the center. Again he was tempted to pretend what he was seeing was different, but he knew what it was: Innocent people hollowed out and stuffed, forced to become statues for some madman's amusement.

 _'...He's going to pay for this.'_ He took the kitchen knife the facsimile of a housewife held, his eyes catching sight of the hollowed out sockets and wide smile the poor woman had been forced to give. Peter looked down at the dried blood coating the knife and growled. After this he was going to go back to that cult of his and make sure every single one of them paid for what happened here.

Off to the side, Jessica looked up at the slab of cement that leaned against the wall, her mouth parted open slightly. Frozen on the surface she made out a screaming figure, his mouth frozen open while his limbs were stuck to the cement in an angle that would've left it irreversibly broken had he still been alive. This was just one of them, the others...her eyes scanned the rest of the room. How many must have died for this?

...She had to find Trish. _Now_.

Peter was about to follow Jones out of the room before he heard it. The soft inhale and exhale of someone unfamiliar followed the soft clicking of metal against brick. It was only for a split second, but he knew what he'd heard.

The artist himself was finally here.

Peter looked up and caught sight of a black and white blur that crawled its way through the ceiling. Without thinking twice he grabbed Jones by the arm and pulled her back.

And none too soon. It took only a second before knives came from the ceiling and embedded themselves where the private investigator was just standing, the metal cutting through the concrete with disturbing ease. Jones' eyes widened and she turned to the source of the attack, but he was already gone.

"What the-"

"Hmm...guests. I wasn't prepared for company." Peter scowled and tightened his grip on the bloody blade. The bastard's voice echoed all around them; he couldn't pinpoint where he was coming from, "This embarrassing, it truly is. Don't you know it's bad luck to interrupt an artist before he finishes his next work? You've tainted my masterpiece."

Peter heard Jones let out a frustrated call, but he ignored it. The mad artist was around here somewhere, he just had to pintpoint where...easier said than done considering he was half blind at this point.

"Ah, another critic. How disappointing." His spider-sense gave a weak blare and he ducked, forcing Jones down with him and barely avoiding the next wave of knives aimed at their heads, "I suppose you think you can do better, that creating works of art is easy.

He was getting closer.

"...Keep him talking, Jones," Peter mumbled.

"I don't care about any of that! Just give me my sister back, you sick fuck!"

"Sister? Hm..." The clicking stopped. He'd fallen from the ceiling, "I think you'e mistaken. Raven hair, ivory skin...I would remember if I took someone who shared your features. Ah, but you would make the perfect model! Both of you! People who suffer extreme pain and yet choose to keep pushing onward. It's inspiring, truly. The only question remains, then, is that I can make out of you both."

He was on a tangent now. Peter could hear his voice rising, slowly but surely giving away his position.

"There's this mystique about art. A shared fiction, if you will. An artist presents a piece to the world in its finished form, and pretends that it simply appeared that way, effortlessly birthed from his genius."

Peter could hear his footsteps.

"Both artist and audience prefer to believe that's the truth. It's nice to think that the really good creators have some direct connection to the divine. But it's a _lie_."

Peter could hear his breaths.

"In reality, it's hours and hours of missteps, frustration, and bad ideas that get sliced away to reveal some kind of truth. It's never easy. In fact...it's _agony_."

Behind him, his spider-sense blared.

Moving on instinct, Peter turned and drew up the knife as hard as he could through the wall of flesh that met it. Van Gore's tangent stopped and he stumbled back, a deep gash running across the length of his chest, "Hah...clever..." The blood seeped out, mixing with the dried crimson that already stained his white disguise, "I should've known my disciples would pick good sacrifices."

He and Jones tried to press the attack, but again they found their senses dulled. Peter nearly stumbled to the ground at the sudden blindness that gripped him while Jones fell on her knees, her breaths shallow and faint.

"I'm afraid our time together is over."

Rapid footsteps retreating. He was trying to escape, "No..." Peter forced himself up and grabbed Jones' wrist, "Get up, he's getting away." Shadows danced at the corners of his vision, but he ignored them. Follow his instincts, his spider-sense...they'd never failed him before and they wouldn't now.

Footsteps to the right. He didn't know if Jones followed him or not, but he charged to the source and almost stumbled through the ajar door that met him, "Jones, hurry!" His footsteps were growing faint. Gritting his teeth, he continued to let his spider-sense guide him, sometimes stopping just inches from a wall or window before it warned him of the danger. He'd never relied on his sixth sense to such an extreme before, but it was better than the alternative.

He rounded the corner and finally caught sight of the madman. The bastard looked like nothing more than a blob of white against the overwhelming shadows, but Peter refused to turn his gaze for even a second no matter how much his eyes begged for release.

Peter charged and tackled him to the ground. He heard the sound of something snapping followed by scratching at the concrete, "You aren't supposed to be able to see!" Bladed fingers scratched at the right side of his face before a kick was delivered to his stomach, strong enough to launch him through the air and through a nearby doorway.

His senses came back all at once, though he almost wished they hadn't. Picking himself up, he raised his head and gasped at the sight above him: Numerous bodies hanging from the ceiling, all of them with numerous wounds around their bodies dripping blood into the assorted paint cans below. Most of them were dead - he didn't need enhanced senses to tell him that - but a few of them were still breathing.

Peter looked down at his hands. Covered in a thick blanket of blood after the paint cans spilled on him during his unexpected crash. With his senses back the stench of copper in the air was almost overwhelming and he felt like vomiting.

"My materials...you've spoiled them...!" Van Gore picked himself up, his voice finally losing the cool edge he'd sported previously, "All of my work is ruined...!"

Peter didn't say anything. Ignoring the agonizing stings from the cuts running down his face he charged towards the madman and tackled him through the window.

Shard of glass cut through them both before the rush of cold air met them. The fall wasn't steep by any means, but Van Gore crashing on his back with him on top was no doubt painful, "Bastard!" As soon as they'd landed on the ground Peter brought both fists down on the monster's face and didn't stop. He was vaguely aware that it was raining and that the sounds of sirens drew closer with every second that passed, but he didn't care. All he wanted to do was make the monster pay for what he'd done.

The bastard didn't fight back. Peter barely heard him mutter a 'You win' before he smashed his hands on the masked face once again. It was a miracle Van Gore could still talk at all given how much blood had pooled and spread all over his mask with every hit, but it didn't matter to him. He wasn't going to stop until he was-

"Spider-Man, that's enough!"

The commanding voice cut through the haze. Looking up, Peter only managed a single blink before a wave of spotlights lit the place place up like it was the 4th of July. Raising a hand to block the bright lights, he just barely made out Page standing there with an umbrella in her hands, her posture confident. It likely had something to do with the fact that she was surrounded by what looked like a mix of reporters and police officers.

He was tempted to go back to cathartic beatdown before Page spoke up again, "Spider-Man, that's enough," she repeated. Without a single hint of hesitation she grabbed his wrist and pulled him up, giving him a brief reprieve from the rain before he pushed her off, "He's beaten, already. We're here to arrest him."

"...You didn't see what he did in there. You don't know what he can do." Peter shut his eyes tightly and took a deep breath. The cold rain was almost a relief, and it was calming having the thick covers of blood being washed away by the torrent of water, "He deserves to die."

"Perhaps, but that's not your decision." She gave a nod to the assembled police officers and a couple of them pulled the bastard up to his feet. Last he checked prosecturs weren't supposed to be able to cops around, "I'm aware of his abilities and I contacted someone who can deal with him." She offered him a phone - _his_ phone - and gave a clipped smile when he took it back, "I found it in the club. You really should be more careful of your things."

"Very funny..." He pushed past her and stood face to face with Van Gore. Despite his hands being bound by a pair of thick cuffs and his mask being filled with blood he stood tall and proud, the very picture of confidence.

"I'm sorry you couldn't get the resolution you wanted," he said, his voice returning to the same confident drawl he once had, "It's a shame. Our meeting was short, but I'll always remember. An artist never forgets a source of inspiration."

"Why did you do all this?" He needed an answer, some sort of justification. _Anything_.

"Weren't you listening before?" The bastard tilted his head to the side mockingly, "Art requires suffering, and what better way to get that than with human help? It's a shame you stopped me; I was only halfway to completing my next masterpiece-"

Peter's hand lashed out before he could stop himself, bloody fingers grabbing the mad artist by the scruff of his neck and pulling him close. Just barely he heard the two closest police officers bark out an order, "Drop it!" They unholstered their guns and pointed it straight at him. At this range it'd be hard for them to miss, powers or no, "Drop him, freak! We're not asking twice!"

Freak...after everything this sick bastard had done _he_ was the freak? Peter didn't know whether to laugh or cry. Eventually he loosened the vice grip he had on his neck and let him go, "Fine...defend this madman if you want." He wasn't going to argue with the padfoots in this place. No point to it.

"Hmm, the raw emotion you have is...enrapturing." The bastard _laughed._ Peter was tempted to take his chances again, coppers or no, "...Alright then, I suppose I can give you a parting gift. It'll look better for the story, anyway."

He didn't get a chance to ask what he meant before he raised his hand and, with disturbing precision, cracked his thumb and twisted it at a sickening angle. Without missing a beat he did the same to the rest of his fingers, twisted and breaking till each of the fingers on his right hand were near-irreversibly broken. The police at his side turned away, as did many of the reporters and cameramen.

He didn't scream at all.

"There, I hope that was satisfactory to you." He lowered his hands and let out that serene laugh again, "That _is_ what you were going to do, right? Make sure that I couldn't create art ever again? Don't worry, happy to do it. No sense in you getting shot after everything that's happened, after all."

"You son of a..." He wanted to wipe that smug voice off and make him _scream_ , "...Who _are_ you?

Peter didn't know what he expected to find when he pulled off the mask, but he was left almost disappointed by what he found underneath. Past the injuries and missing teeth he looked normal; some would say handsome or even angelic given his features. His blond hair was matted by fresh blood and his light blue eyes stared back at him passively like all was right with the world.

"Just a man with a mask."

He gave him a satisfied smile and let himself be dragged back to the car. Even now Peter was tempted to cave his skull in, damn the reporters and police officers surrounding him. Instead he took a deep breath and turned around, making his way back to the other side of the building. He half-expected the footpads to try and arrest him too or the reporters to try and follow to pin the blame on him, but another wave of her hand and he and Page were walking alone.

Definitely not just a prosecutor, then.

"...How did you find us?" he asked after a moment of silence.

"I put a tracking device on Jessica," she said, seemingly uncaring, "It nearly broke down when it received a large burst of electricity, but thankfully it held up long enough to lead us back to this place." She let out a soft breath, "The people at the club proved uncooperative when we questioned them, though we have enough to put most of them where they belong. They won't be out on the streets again."

"So we were bait..." He wasn't surprised. Prosecutors or lawyers; regardless of which he never really had good experiences with them. At least she took care of those crazies back in the cult house.

"Yes. Sorry about that." She gave him the same clipped smile from before, "I thought using Spider-Man and Jessica Jones would've been safer than putting in an undercover officer or, God help me, an innocent civilian. I knew with your gifts that you'd be able to survive and, if I was lucky, you would've taken down Frost all on your own. I dare say it was a success, though you did nearly kill him."

"Frost?"

"Hm? Oh, yes. His name is Richard Frost; brother to someone who has very high reach in certain circles. I recognized him as soon you took off his mask." She twirled the umbrella around, a ghost of a laugh playing at her lips, "I don't know what caused him to go insane, but this is another lucky break, actually. I can push his sister Emma for a favor now that her brother's been exposed as a madman."

"...Do you even care about your niece?" His spider-sense hadn't blared before, but some lies were almost inseparable from the truth.

"Of course I do, but I can't ignore the opportunity in front of me." They stopped at the entrance, "Like I said before, I'm in opposition to Matt Murdock. Keeping up with him without taking every advantage I could get would be suicidal."

"Speaking of, you might wanna check one of the paintings inside. I think Murdock's got his finger in this pot, too." The madman being rich and connected certainly would've explained it. That and those yahoos at the club...

"I'm not surprised. Despite Matt's arguments on being the lesser evil there's no low he won't sink to if it means getting just a little bit more power and influence. I'm sure the Frost name was far too tempting for someone like him." Peter rolled his eyes. Pretty rich coming from the dame who was already thinking of how she could bank on it, "You seem to know a lot about him. That's something we have in common."

"Something tells me you're about to make me an offer."

"Very intuitive." She offered him a card, which he took after a moment of hesitation, "I have no idea why you're in conflict with Matt, and honestly I don't care. Someone with your abilities would be useful. We can help each other, Spider-Man. We both want Matt taken down and we can do things the others aren't capable of. I'm no fighter, and you're no politician. Think about it; you have nothing to lose."

Peter was about to say something before the door opened with a loud crash. Looking up he found Jones walking down the steps unsteadily and carrying a blonde woman in her arms. He couldn't see much since she'd used her jacket as a makeshift blanket to cover her from view, but the slight movements at her shoulders indicated that she was at least still breathing.

Page was the one who spoke first, "I see you've found your sister." She looked at the unconscious woman with a hint of fondness, "Did you find my niece or anyone else?"

"Yeah, they were in that room hanging upside down. I freed them, but they need medication attention." Jones shifted her sister's position in her arms and frowned. She must have seen Frost's arrest if she found the room, "So does Trish...he took one of her fingers." She shut her eyes tightly and grit her teeth, "That bastard has to pay."

"I understand." Page nodded, "Leave her here with me. I'll make sure she and everyone else still alive will get the treatment they need."

"Not gonna happen." Jones shook her head, "Tell me where the ambulances are and I'll take her there myself."

"Unless you want to be put under intensive questioning, I don't recommend it," Page said, lips curling down in a frown, "Spider-Man is a known vigilante, Jessica, but if you out yourself as being part of this disaster then you're going to have to answer some uncomfortable questions. Let me take care of her; I can make sure her name isn't on the record and that your involvement in this isn't broadcast."

Jones looked at her sister's sleeping face for a few seconds before she sighed, "...Fuck. Fine." She placed the other woman as gently as she could on the steps and crossed her now-bare arms, "You call me as soon as I can visit her. You hear me, Page?"

"Of course, Jessica." Page squeezed her arm gently and waved them off.

Peter gave one last look to the card she gave him before stuffing it into his pocket. He didn't trust her, but he couldn't exactly afford to be picky. Right now all he wanted to do was forget this day ever happened...

* * *

 **Pretty short, just a little over 6.4k, but it makes sense: Muse has no henchmen unlike Jack-o-Lantern and despite being a decent combatant he ran away when Daredevil found his base in canon, so he probably just knows when to cut his losses.**

 **Anyway, like I said this chapter was cut short due to streamlining the story. Originally Muse was supposed to escape, leading to Noir and Jessica to free the hostages and find clues in the hideout which inevitably led them to the Hellfire Club and one of it's most prestigious members, Emma Frost. Besides introducing the HC it also gave Noir a friend/enemy in Emma since she was opposed to Murdock on 'business' terms.**

 **This was chunked out in favor of Noir stopping Muse right then and there with Karen Page being his ally instead, along with her meeting Frost off-screen rather than it being on the forefront. It's probably for the best - Peter's already bloated with too many enemies in the Rogues Gallery and the alternate plan (making her an enemy of Jessica) wouldn't accomplish anything since Jones isn't a main character. Same reason we don't see Jigsaw fighting Punisher, for example.**

 **Also, a slightly embarrassing confession; this chapter's actually a day late since I was debating whether to put this and the epilogue in the same place or not. I eventually decided this was big enough to stand on its own, especially after tips online suggesting 5k-7k was a sweet spot for most chapters. I'll post the next chapter in a while, since some reviewers have complained my update rate gives them no chance to read.**

 **No questions this time. I want you guys to tell me what you thought of the chapter, especially since I don't feel like I lived up to the M rating and might turn it back down to T. The last time I tried this I got less reviews, but I'm nothing if not an optimist. Also, don't be shy in giving suggestions on how you think the story would be better :)**

 **Review answers:**

 **Hardlight - His physical appearance would a turn-off, wouldn't it? A teenager can act mature all he wants, he still looks like a teenager. Also, I question the _point_ of giving her powers if she won't _do_ anything with them except maybe augment her singing. Is it to make her a more viable LI? Cause neither Peter or Gwen are the type to care about that. One reason I added Lana to the Franchise arc is to actually show her using her powers as a hero instead of just being Noir's roommate. **

**As for the gun-kata, it depends. You argued that Red Hood has showmanship and cockiness, which is a trait _Gwen_ has. This makes sense: Gwen in canon learned how to fight by _watching kung-fu movies_ (I'm serious)and being in a band has a degree of showboating. Noir is a street fighter and his fighting focuses on ending it as quickly as possible with very little flipping, acrobatics or even kicks. While he's not trained like Wick or Leon, he doesn't seem like the type to twirl his guns or perform needless flips and circles when firing like Red Hood.**

 **aach06 - We'll see. Just one more month.**

 **Nameless - I answer everyone if I can :) As for the arguing vs acceptance, I did say it'd be more agree to disagree. They can't change each other so they just decide to live with it.**

 **Cyclopz - Um...no, I've never been asked about Snake Eyes and I have no idea who that is. As for Widow, a kindred spirit and a romantic partner are something different. She'd probably sympathize with many a child soldier, but that's different from romantic inclinations.**

 **Krolikson - Apologies for that. I'll let the next chapter sit for a bit before releasing it :( Anyway, I noted Black Widow and Echo cause others suggested it. That and a weird amount of people ship him with Cindy considering she's 28, though that may be cause she doesn't look like it. End couple or temporary? We'll see where the story goes.**

 **Lana runs into the opposite problem: She's underage and outright mockingly calls herself jailbait in one of the previous Gwen chapters. Considering just how much shit Spider-Gwen got for the Miles pairing - accusations of going for underage teens were the least of her problems - I _really_ don't want readers thinking Noir's an Ephebophile. That and I have no idea why you pair them considering their interactions have a brother-sister vibe. **


	62. Two Spiders on a Web

**This chapter ended up going way longer than I intended, so it's a good thing I split it from the previous one. Anyway, I'm posting this slightly early since I'm planning to watch Spider-Man: Homecoming in a few hours and I wanted to get this out before I did. Don't worry; I'll make sure to (try to) stick to an update once a week from here on due to suggestions to slow down.**

 **Anyway, I just read the latest Miles Morales book and...damn it, I'm torn between shaking my head and laughing. To recap (skip if you don't want spoiler): Lana gets her ass kicked by Hammerhead and Miles goes apeshit and nearly beats Hammerhead to a pulp in response. Lana finds out later in the hospital and the two share a hug and a heartfelt moment**

 **...Only for her to interpret what Miles did as _proof that he's in love with her_ and telling their mutual friend Goldballs (who seems to have a crush on her, to add insult to injury) that she's been holding a torch for him and never told anyone (not even her mom), but now she's sure that it's mutual since he fought Hammerhead for her.**

 **This is both hilarious and sad. I'm pretty sure Miles mentioned that he saw her as a sister at one point in his narration, so I expect a lot of awkwardness and heartbreak later assuming Miles is still holding out for Spider-Gwen. Likewise this is bad news for me since I took inspiration for a lot of Noir and Lana's interactions based on how she and Miles acted in his solo book and Ultimates. Unless I wanna follow their lead I'm definitely gonna have to stop using those two for ideas...**

 **...Especially since this future rejection apparently causes her to _join Miles' version of the Sinister Six_ according to the Marvel Legacy covers. WTF, Bombshell? ****WTF, Bombshell? Let's just hope it's a case of lying cover like Bendis is prone to do.**

 **BTW, I've got a few people who talked about the Hellfire Club and Emma Frost being cut so I'll leave some of the plans here. Just skip it if you don't care:**

 **Original plan was that Noir makes a deal with Emma. He gets her brother back and she ensures that he stops killing people, but he's also put in a luxurious asylum, meaning he's not truly punished. This leaves the Muse arc ending on a bitter note since Noir feels like he only got the job half done.**

 **From there the two work as tense allies. Emma's position in the Hellfire Club is powerful - she's the 'White Queen', after all - but she always wants yet more power, especially over her rival Jean Grey the 'Red Queen'. In return for Noir's help she gives him advantages over Murdock, but it's a slippery slope since the things Emma has him do are amoral at best such as kidnapping , blackmailing and just flat out assassination at one point. The only upside is none of the victims are innocent.**

 **Their relationship is also strained because, unlike every other pawn she has, Noir has absolutely no loyalty to her. Whether it's because she has powers or she's just _that_ good at getting people indebted to her is unknown, but regardless she's annoyed that one of her most unique assets has no tie to her except his own self-interest. She can't trust someone she can't control. ****Things come to a head when Emma tries to recruit Lana and Gwen - two more Gifted - to her side. Noir reacts...poorly, and she becomes another antagonist.**

 **One reason this was cut was because the Hellfire Club (even just the NYC branch) on its own either equals or surpasses Kingpin's Criminal Empire, meaning Noir making an enemy of them while he's antagonized Murdock is just goddamn suicidal. That and the original plan was for him to somehow scrape a win with Bullseye, Punisher and Moon Knight's help with some asssitance from the 'Red Queen' on the sly, which leads to a boatload of fridge logic.**

 **If these 4 can take down the Frost's faction of the Hellfire Club why exactly can't they just raid Murdock's safehouse and shoot the bastard dead? Can't be much harder, right?** **So yeah...cut and probably for very good reason. Defenders vs Hellfire Club is a fic all on its own, and this story's bloated enough already.**

* * *

The trip to Queens was quiet, though Peter couldn't complain. He'd managed to hotwire a motorcycle - he didn't feel too guilty considering the Dogs of Hell insignias plastered all over it - and both he and Jones didn't say a word before they made their way to the impromptu rendezvous.

He'd checked the phone earlier. A few missed calls from Gwen until eventually she just decided to give him a single text, 'At the Parker house. Meet us there.' Honestly, he'd been tempted to disregard the message altogether until he saw the second message that followed, 'Your friend Lana's with us.'

Peter knotted his brows and quickened the pace of the motorcycle, Jones giving an annoyed grunt at his back at the sudden burst of speed. His spider-sense didn't work on text messages, but he doubted she was lying. He had issues with her considering the 'white lie' she'd fed him for two months and the deal with Osborn, but he liked to think that she wasn't so two-faced that she'd use his friends against him.

"You trust Page?" he asked, voice raised so she could hear him over the drum of the engine.

"More or less. I'd prefer if I was there with my sister, but she knows what she's doing. She helped me out of a bind before."

"Sounds like there's a story there."

"Yeah, but it's not exactly something I wanna talk about." Her grip on his waist tightened, "Ask her about if it you want; if I'm right she's probably already given you her business card. Just a word of advice: She'll use anyone if it gives her an advantage over that bastard Murdock. She won't stab you in the back, but watch yourself. Don't go thinking she's your friend."

"Don't worry, I won't."

The rest of the trip blurred together as he drove through the streets on autopilot. Frost was going to be in prison for a long time...and if he escaped the next week then Peter would be there to end what he started. Still, he found himself taking inventory, if only to try and fall back into some sort of routine. He'd lost his guns, his mask...he'd need to ask Castle and Cindy for replacements, which meant more favors owed for the former and a bout of teasing from the latter. He couldn't tell which was worse.

They were in front of the Parker house before they knew it. The rain had slowed to a light drizzle by the time they'd arrived and the streets were abandoned; or at least that was how it seemed. Peter didn't miss the single van parked on the other side of the road with a guy and a dame occupying the the inside. The Parker's protection detail. There were probably more scattered around, but he didn't care to look for them.

The dame in the driver's seat looked to him and he quickly recognized Johnson. The agent gave him a slightly raised eyebrow before she smiled and winked. Peter rolled his eyes; she was far too friendly for someone who held his leash.

"Home sweet home..." he muttered sarcastically. The two of them shucked off the helmets and trudged towards the front door. Even though the rain had abated to a light drizzle both of them still felt wet and miserable; not to mention their injuries still stung, though considering they'd managed to stop them from bleeding neither of them were in the mood to complain too much.

They stopped in front of the front door, neither of them willing to bite the bullet and knock. Peter gave the private investigator a sideways glance. Despite being absolutely soaked and wearing only a tanktop she didn't so much as give a single shiver, though it was obvious by the way she shuffled her feet and clenched her hands that something was on her mind...and he had a good idea what it was.

"...You planning to tell them about it?"

She gave him a glare, though it was a weak and eventually it faded into a forlorn sigh, "I dunno." She shrugged her shoulders and shook her head, "Like you said, I probably threw up chunks of it back at that place. I've had morning sickness for a while now, so maybe it was just that, but..." She shook her head again, "I didn't even know if I planned to keep it. I'm not exactly mom material, you know?"

"Hm..." He didn't know what to say. They weren't exactly friends and he was never one for inspirational speeches. Instead he knocked on the door and stood next to her without saying a word. Whatever she decided it was her choice.

Seeing May open the door again hurt more than he would've liked to admit. It was as if everything slowed to a crawl. He saw her open the door with a faint smile on her face, her head slightly turned back because of something Ben said behind her. When she turned to them fully her smile quickly faded, replaced by a look of wide-eyed worry when she noticed the faint splotches of blood and injuries that covered them both.

"Peter...Jessica..." She nearly stumbled in place before she shook her head and moved to the side, "C-Come in. Wh-What happened to you both? You look..."

"Like hell. We know, May," Jones finished, giving the older woman a wry smirk. Not that she noticed; already her attention was focused back on Peter, eyes lingering on the three cuts that ran down the right side of his face. He was lucky; Frost managed to miss his eye, though the gashes still looked nasty. Still, it was nothing that a good night's sleep wouldn't be able to fix.

Jessica passed by, but May reached out and took hold of his arm gently when he tried the same,"Peter...what happened to you both?"

"...Long story." He shook off her grip and sighed. He doubted 'fought a deranged serial killer using people as art materials' would calm her down, "...Gwen said my friend Lana was here?"

His (not) aunt blinked at the sudden question before she nodded weakly, "Oh, yes. She's in the living room."

When she said that he expected to find her lounging around on the couch. He was half right; she was definitely on the couch, but she wasn't doing much relaxing considering she was laid up and covered almost head to toe in bandages while Ben attended to her.

"Lana!" Ben jumped up in surprise at his sudden yell and stood back just in time to avoid Peter knocking into him. He'd apologize for that later, but right now his attention was focused elsewhere, "What happened to her?" He was tempted to reach a hand out, but he reigned himself in. Her injuries didn't look fatal, but they were worse than the occasional black eyes she came back with after one of her attempts at heroics.

"She was in a bar when it exploded." He turned to the source of the voice and found Patillio walking to him with his mask off. The costume still looked idiotic, "Spider-Woman said we should take her here, that it was safe. Hawkeye's in the guest room..." He pointed to the room he stayed in a few weeks prior, "They're under painkillers. They'll probably be unconscious for a while..."

"Why would she be in an exploding bar...?" Peter grit his teeth. He knew she got involved in dumb heroics, but this was a cut above even that.

"We were stopping a union of criminals. There was this guy Hobgoblin and..." He trailed off awkwardly at Peter's withering glare, "Uh...right, short version then: We went to your place to look for clues and we ran into her. Hawkeye offered to have her join. Spider-Woman didn't want it, but it was a 2-1 vote and..." He shrugged, "We went to a place called the Hellhouse, but the Hobgoblin guy had a failsafe and blew the place up when he got caught...I think."

"God damn it..." He shut his eyes and took a deep breath, willing himself to calm down. She'd be okay...and it was none of his business what she did, right? He wasn't her father or anything...

"Peter." His (not) uncle put a hand on his shoulder. He was probably trying to be comforting, but Peter wasn't in the mood for it, "She'll be alright. I know it looks bad, but she and er, 'Hawkeye' are going to be walking before you know it. Gw- Spider-Woman wouldn't take them here if their injuries were fatal."

"If you say so..." He shrugged her hand off and watched Lana's chest rise and fall. Her breathing was stable, though slower than he would've liked. He'd chalk that up to the painkillers, "...Where is she, anyway?"

"Upstairs, in your room." Yeah...'his' room. Still under that delusion, huh? "It's, uh...good to see you, son."

"Yeah...you, too."

 _That_ wasn't a lie, at least.

Giving the older man a nod, he made his way to the stairs and let his stare linger at Eugene for just a moment. The kid saw him unmasked and now Ben just called him Peter like it wasn't any big deal. He shook his head. Probably shouldn't have been worried; no one would believe him if he tried to squeal...and besides, he knew where he lived. Frog-Man was hardly the worst thing he had to worry about.

He caught sight of Jones and 'Captain' Stacy sitting at the kitchen table. He didn't know what they were talking about, and really he didn't care. Right now all he could think about was ascending the stairs and waiting for this day to end.

Peter opened the door to 'his' room and found Gwen pacing without her mask...on the ceiling, because apparently the ability to stick to walls meant you couldn't worry like a normal person. Both their eyes met and an uncomfortable silence settled over them. What did it say about him that having a staring contest with someone that was standing on the ceiling no longer registered as something weird?

Whatever spiteful thing he thought to say faded. What was the point? They get into an argument, they stay away from each other for a couple of weeks, they patch up and it starts all over again. It was like a bad penny dreadful.

"Hey..."

"...Hey."

Gwen winced at the lingering quiet. The rational part of her mind told her that maybe detaching herself from the ceiling would've been a good idea, but her feet remained bolted to the wolder surface and they continued their awkward stare-off. Eventually the quiet became too much and she blurted out the first thing that came to mind.

"...You look like shit."

And once again her mind proved that she must have hated herself.

"Nice." He rolled his eyes and crossed his arms. At least he wasn't offended, "Trust me, you should see the other guy."

Ha. Well, if there was one thing she could count on it was that he preferred brutal honesty to being coddled and babied. That was one thing they had in common; she'd lost track of how many times she'd gotten annoyed at Glory fussing over her after a rough night of patrolling. Just cause one guy got lucky and managed to give her a black eye didn't mean she was going to _die_...

"So...what'd you and Jess do?"

"Serial killer using people's blood and organs as painting materials. Took a chunk out of me, too." He gestured to his side. Even through the dark colors of the long-sleeved shirt she made out a large stain of blood, "You?"

"Supervillain with a Goblin motif. Fought the guy, but apparently he was just an impostor." She frowned (though it must have looked like a smile from where he was standing), "Seems like we've both had a busy day, huh?"

"You said it..."

That was the end of that conversation. Peter made his way to the bed and sat down and Gwen joined him...sort of. Most friends sat side-by-side, but when you had spider powers there was nothing stopping you from attaching a web to the ceiling and hanging down like some kind of fucked up circus acrobat. She didn't even know why she did it; a lame attempt at trying to lighten the mood, maybe?

A part of her wanted to confess what happened at the restaurant, tell him about how she'd lost control of Webster and nearly...she sighed. What would that accomplish, though? He didn't know about Webster, not really, and she couldn't deny that a part of her was scared that he wouldn't find anything wrong with what she did. His grasp on appropriate force was just one of the things they frequently disagreed on.

Never in her life did she think the two of them would end up this way. She still remembered having sleepovers in this room, staying up all night to play videogames and then waking up to the smell of wheatcakes and bacon coming from downstairs. Now here they were after a day of crime fighting, smelling like blood, ash and god only knew what else.

Peter looked up (down?) at her for a split second before he shook his head and let out a soft laugh, "You're really sticking to the spider motif, huh?"

"One of us has to." She gave him a weak smirk, "You don't really look like 'Spider-Man' anymore with that costume of yours...actually, is that Jessica's scarf? And a _handcuff_?" She eyed the bloody piece of gray cloth hanging loosely around his neck before shifting to the single handcuff clamped on his left wrist.

"Lost my mask...figured I needed a replacement. The cuffs helped me focus when I was in that gallery." He broke off the restraint and let it fall to the floor without a care.

"Really?" She snagged up the cuffs with a line of webbing and looked at it distastefully, "Between all the leather, the chains and the handcuff I'm starting to wonder if you're a masochist or something. You don't have a ballgag under that jacket of yours, right?"

"Wouldn't you like to know?" He gave her an almost teasing smirk before he rolled his eyes, "Besides, you're one to talk about costumes. That thing's still bolted onto you."

"Yeah..." She tossed the handfuff between them. Webster hadn't said a word since they left the Hellhouse. She liked to think it was because it was sleeping, but that was cold comfort, "...Look, Peter. About Lana-"

"She got hurt, I know..." His mouth dipped in a pained frown, "...She always told me she wanted to a hero, but I never paid her any mind. Maybe I should've..." He sighed and brought a hand through his face, "I'll talk to her about it...after I move to a new place. She really needs a better a place to stay than that rathole."

Whatever lecture Gwen thought of giving died in her mouth. Peter was hurt, and she wasn't going to kick him while he was down by talking about his ward smoking cigarettes when she was laid up in a couch downstairs, "Yeah...I think that's a good idea." She let out a soft breath and considered her next words carefully, "Look, Peter...about what happened with Harry a few days ago-"

"I don't wanna get into another argument, Gwen." Peter interrupted. He tucked his left leg into his chest and hugged it tightly to himself. He refused to look at her; it would've made it difficult to focus. "I'm tired of the fighting, the endless circles...we've known each other for 4 months now and I think we have to face facts. We're not gonna change each other, and I've made my peace with that." Martha Connors' death was at the tip of his tongue, but he reined it in. What was the point? "You told me before that you trusted me...was that true?"

"Of course it was..." She took a deep breath, "Look, Peter...I'm never going to like what you do, but whether you believe it or not you are a hero." She reached a free hand out and cupped the uninjured side of his face, "I told you already: I accept it."

She didn't know who leaned forward first, but the two found themselves tangled together before they knew it.

The next kiss was odd. Despite what rumors online might have said she'd never kissed someone upside down before. Their movements were awkward and hesitant, and it didn't help that they hadn't had the best day. Gwen smelled iron in the air and her tongue tasted a hint of copper. Another reminder of the chaotic life they both led. Glory did say it would be the death of him one day...

Peter smelled ash, the overpowering stench of fire and embers running up his nostrils. But he didn't care. Raising his hands, he grabbed her shoulders and pulled her down from her perch. Gwen didn't offer any resistance as he pulled her down. She landed on the mattress with a dull 'oof' before he was on her again, pushing her down onto her back with their mouths pressed desperately together.

Gwen's hands went under his shirt, fingers running up from his novel to his chest gently, lingering on the firm muscles underneath. Still, she forced herself to be careful; if she made a single mistake she might aggravate his wounds, "P-Peter-" Whatever she was about to say was replaced by a breathy moan as he shifted his attention and pressed a rough kiss to her neck, teeth biting into the skin lightly.

She wasn't inexperienced, and evidently neither was he given the way he moved. It almost made her forget everything that happened before, everything that would happen afterwards if they even made a single mistake.

 _This was wrong_ , the rational part of her mind tried to tell her. She could list a dozen reasons why it was a bad idea: they still hadn't fully made up, she had no idea what their relationship was, it wasn't her house, the room wasn't soundproof, the bed didn't really belong to either of them now, they didn't have protection, her dad was _right downstairs_...there were a fuckton of ways it could've gone wrong, and even one of them would mark her for life.

But right at that moment she didn't give a shit.

Peter winced slightly when she lightly touched his injured side, but it was replaced by an uncomfortable stiffness between his legs when she grinded her body against his, her arms lingering on his chest for a brief moment before she wrapped them around his back and pressed him closer.

Gwen would've been lying if she said she hadn't thought about this before. She wasn't a robot (theories from the internet aside); Peter wasn't built like a pro-wrestler or some kind of super athlete like Flash or Harry, but the few times she'd seen him without the all-covering clothing she couldn't deny the lingering stares or the thoughts she wouldn't have been comfortable mentioning out loud.

She'd ignored them for the most part, but right now with the two of them holding each other so tightly those thoughts came right to the forefront.

They were tangled mess of limbs, each of them refusing to let the other go. It wasn't like the the times he'd done it with Felicia or Lori. They were more experienced; all too aware of what they could do and the effect they had on him. This time both he and Gwen were slower, more uncertain. Back then sex was always something distant, either because Felicia took the lead or because he just needed a distraction.

This was different.

Peter took a moment to let his eyes run along the length of her body, gulping nervously when he saw the 'costume' shift to expose more flecks of skin among her chest and thighs. He didn't know of it was the suit or his own lust, but the tight spandex(?) that clung to her so tightly suddenly looked far more tempting than before, "...I...I can stop if you-"

She interrupted him with a kiss of her own, a hand snaking between his legs and giving a soft squeeze. Peter felt a shiver run down his spine at the continued contact. It was so tempting ignore all that to lose himself in the moment again, to forget his problems. This wasn't like the last time. The door was locked, the curtains were closed and no one was going to interrupt them.

...But then what? This wasn't just sex, was it? Not like with Lori or Felicia back home...home, back in the 30's.

It was an act of impulse, and he knew exactly why he did it. Everything he'd seen inside that madman's demented gallery, the strung up bodies and organs and paintcans filled with blood. He wanted to forget, to sear the image away of human beings being reduced to their basic makeup and treated like they were nothing more than tools. That's what he always did; ignore a problem and try to forget it existed.

It was why he threw himself into suicidal odds, made himself the lapdog of anyone that didn't try to use him to commit evil. To forget that he was trapped in this madhouse, that he might never go home and that he'd die here without seeing his friends and family again.

 _'...This is wrong.'_ Peter felt a warmth spread throughout his body before he forced himself to separate from her.

"Peter, what's wrong-"

"I'm going home."

Gwen's mouth parted open, but no words came. Moving automatically, she sat up and moved next to him on, their legs almost touching. Her breaths were still quick and everything inside her screamed for them to continue, to talk later after she stopped feeling so damn excited.

"What...you mean back to that apartment? I'm sure Uncle Ben and Aunt May'll let you stay the night-"

"That's not what I meant." He shook his head, his expression pained. He couldn't look at her; he'd be tempted again considering how tightly the 'suit' clung to her body. After all, he was only human... "I...you know I don't belong in this world, Gwen. Whatever you believe is the truth, my memories don't lie. I...I made a deal with the Spooks. I do their dirty work, and they'll give me information on Octavius once they find him. I'll...when he creates another one of those portals I'm leaving to go back."

Whatever warmth Gwen felt was doused in a bucket of cold water. She'd heard him say he was going back before, that he didn't belong and that he'd leave the first chance he got, but the more days that passed the more it faded from her mind. He'd been here for 4 months, he'd made friends, they'd started a relationship - fucked up and strained as it may have been.

She'd just convinced herself that his complaints were just that; complaints. Like her dad complaining that he was too old for running around. Neither of them actually believed it.

"I..." What was she supposed to say? A hundred arguments played across her mind: he had friends here, he could start over here, his memories might not have belonged to him, the Parkers would miss him, the 30's sucked, it wasn't his body, _she didn't want him to leave her_. Each subsequent argument was more selfish and desperate than the last, and by the end of it they only concerned what she wanted.

She didn't want him to leave. She didn't want to lose her best friend again.

"I'm sorry...I know this a terrible thing to spring after what we nearly..." he trailed off and looked down at the floor like it held all the answers, "But hell, I think we both knew it would end this way-"

"Don't say you don't have feelings for me, cause I know that's bullshit." She hated feeling like this, acting like this. It would've been easy if she just accepted it, brushed it off like a mature adult, but instead here she was trying to start an argument _again_.

"That's not what I said." He shook his head and gave her a slight scowl, "Gwen, we were _miserable_ with each other. I won't deny that it wasn't bad all the time, but remember when you punched the hell out of me or when I pointed a gun at you? Remember when we didn't talk to each other for 2 months? Hell, we still haven't dealt with Osborn. I've seen people who've separated for far less."

"So what...you're just going to end it? Just like that?" she asked back bitterly.

"How exactly did you think this would end? I'm not staying here, and you're not coming back with me. This wasn't going to end in wedding bells and a picket fence. This...what it is, it was going to end at some point; only difference now is that we're dong it earlier rather than later."

Neither of them said anything. He was right, though she didn't want to admit it. She didn't exactly go out with people thinking about marriage or where they'd be the next 10 years, but she also didn't want to enter a relationship if she knew it was going to crash and burn in a couple of months. No point in trying to make something out of nothing, right?

"So...what happens now?" she asked.

"Same as before, I guess." His mouth raised in a wry smile, "I'll help you with whatever you need, be your 'partner' for as long as I'm here. But once I find a way back I'm taking it." He sighed and ran a hand through his (still blonde) hair, "But let's stop the arguments, all right? There's no point to it and we've already said our pieces on that front. Don't you agree?"

"Depends...does that mean you trust me?"

"Wouldn't have nearly done that if I didn't." He looked distinctly uncomfortable referring to what they nearly did, though that might have just been because he was frustrated like she was, "You, Lana, Cindy and Bullseye...aren't much people I really trust in this madhouse."

"Ha...I'll take it, I guess." She would've preferred it if that crazy fucker Bullseye wasn't on that list, but she wasn't going to argue about it, "So...friends?" She offered him a hand.

He took her hand in a weak handshake, "Friends."

A handshake...it felt so impersonal, so distant after what nearly happened just a few minutes prior.; they might as well have just nodded at one another for all the good it did. Gwen couldn't deny that she felt insanely frustrated, which wasn't helped by the fact that it was probably the first time she'd nearly done it in months. Hard to find a date in-between all the superheroics, after all...

'Thankfully' she didn't have to suffer alone. Peter wasn't holding up so well either given how stiff (har har...) his posture was and how he refused to look at her, _'Fuck. My Life.'_ It figured this would happen. Life seemed to be looking up for once, so of course fate had to turn around and suckerpunch her right in the goddamn nose. Stacy Luck struck again; she had to wonder what she did to piss off whatever deity or alien ruled mankind to get so much shit piled on her.

"We should...probably go. He turned to her, eyes trained at her face and nothing else, "Ben and May are going probably wondering what we're doing."

Gwen definitely knew what they _weren't_ doing, "Yeah, maybe..." She sighed and brought a hand through her hair, mussing it up even more than it already was, "So...what are we going to tell them? They were so excited to hear we got together...you know, in-between all the panic and first aid we had to give Kate and Lana. By the looks of them they were probably expecting grandkids."

"Kids? Please, even I'm not cruel enough to make some kid deal with both of us as parents. We screw each other up enough as it is." He let out a soft laugh. She had to wonder if his wording was on purpose or he was just that deaf, "Just...tell them when you can, I guess."

"Hey, why do I have to do it? _You_ broke up with _me_ , wise guy. You do it."

"They're disappointed in me enough as it is. I don't want them thinking I ruined something else. I already took their son's corpse..."

"Well, thanks for reminding me of _that_." It was really something she didn't want to think about. Just one more reason why she preferred that maybe he was still her best friend come back from the dead, silly as it sounded, "...Fine, but you'll owe me for this." She put on her mask again; really just let the suit run up her face like it always did. Eugene and Kate still didn't know who she was, and she wanted to keep it that way.

"Run it up my tab, Spider-Gwen. You wouldn't be the first person I've owed a favor to."

"Spider-Gwen? You need to stop hanging out with MJ."

"Not gonna happen." He stood up and took a deep breath, "...Come on, lets go. I need to take a shower..." Probably a cold one...shit, she really needed to get her mind out of the gutter. A few more minutes and they wouldn't have had this problem...

"Wait, first things first." She took out her last remaining webshooter from one of Webster's 'pockets' and tossed it to him. Peter caught it without even turning around, "You broke my last one, so take care of this one, alright? I'm gonna give the other back to Ms. Van Dyne when I get the chance."

He attached it to his right wrist and nodded, "Sure...and thanks."

"Hey, what are friends for?"

She hated that the words sounded so bitter. She'd definitely need to get her frustrations out of the way before she started leaving passive-aggressive comments in his Headbook account or something.

* * *

Unfortunately whatever plans they had for said showers faded when they went down the stairs and found Aunt May and Uncle Ben standing outside the kitchen, their faces unnaturally taciturn. Gwen felt spiders at the pit of her stomach; the only time she'd ever seen them like that it was either right before they told good news or really terrible ones.

"Ah...Gw- Spider-Woman..." Aunt May gave her a weak smile. She had to guess it was bad news, then...she found it impressive the older woman still managed to call her by her alias at all, "George and Jessica are in the kitchen...I think you should join them. You too, Peter."

"Why me?"

"You were with Jess earlier, son. Maybe you can help," Uncle Ben said.

'Help with what?', she wanted to ask, but Peter gave her a look that practically screamed 'don't ask questions'. Gwen bit her tongue and mumbled a "Thank you," to Aunt May and Uncle Ben both before making her way to the kitchen, Peter following after her silent as could be.

She found both Jess and her dad at the round table, but they didn't have the usual subdued cheer they had when they were around each other. Instead Jessica stared at the bottom of her mug of hot chocolate without a word while her dad pressed both hands to his face and covered his eyes, muttering things to himself that she couldn't make out even with her enhanced earring.

"...Guess she told him," Peter muttered next to her.

Gwen furrowed her brows and took of her mask, "Huh? Told him what-"

She stopped when her dad raised his head to look at her. The expression on his face brought a worsened the put at her belly - when she thought of her dad she always remembered the police chief who had all the answers, the man who put up a tough front even when they buried her mom in the cemetery. His expression now was pained, but more than that it was uncertain.

The last time she'd seen him like that it was when she unmasked herself at the concert after Hippo's attack.

"Dad...what's going on?" She turned to Jess, but she still refused to look up from the mug, "...You're scaring me. Did something-"

"Jessica said she's pregnant."

She honestly had no idea how she felt at that moment. As soon as the words left her dad's mouth she felt every hint of frustration, every thought about her other problems, drain away, "Wh..." She looked between her dad and Jess, her mouth opening and closing like a fish.

She had no idea what to say. Congratulations? Ask when the wedding was? Make a joke to try to defuse the tension? It wasn't like on TV or the last time she'd heard about a friend of a friend who got the positive test result. Usually when she saw the news there was a lot of happy tears and congratulations before people popped out the streamers and champagne.

But the mood inside the small kitchen wasn't festive in the least. It reminded her of when someone died instead...

"...Why are you so glum, dad? Is it-"

"We don't know if the kid's still alive, Gwen," Peter answered, his arms crossed with a frown, "I...me and Jones went through a lot trying to put Frost behind bars, and we didn't come out unscathed." He gestured to the three scratches on his face, "Knives, electrocution and getting pieces of ourselves cut out. After everything we went through...I'm not sure if she didn't just miscarry."

"Miscarry...?" She stepped closer to Jess and put a hand on her shoulder, the other woman finally looking up with tired eyes, "Jess...is it true?"

She didn't answer at first, looking back down at the table with her lips pursed tightly. Gwen was tempted to ask more forcefully before she suddenly spoke, "Yeah, it's true." Jess rubbed both hands on her temples and put up a shaky breath, "I...fuck, I didn't want you to find out like this. I probably shouldn't have said anything."

"I'm glad you told me." Her dad reached out and took hold of her hand gently. Despite his comforting words his voice was weak, barely heard even in the silence of the kitchen, "I...whatever happens, I want you to know that I don't blame you. Your sister was in danger; I'd do the same thing if Gwen was in trouble."

"Your sister?"

"One of Frost's victims," Peter answered for her.

"His victim..." She took note of the splotches of blood on Jess' chest and Peter's side and she tightened her grip on the table, cracks appearing next to her fingers, "You should've told us, Jess. We would've helped you!"

She didn't say anything back. Gwen didn't know if she wanted to hug her or slap her for being so stubborn. She knew the reason why, of course; Jess was stubborn to fault with a fierce independent streak that even her dad couldn't push through sometimes. Her dad had justified it because of what happened with that murdercorpse guy, but right now all Gwen could think about was how stupid she'd acted.

"Jess!"

"Yelling at her isn't going to change things, Gwen." She rounded on Peter this time. He met her glare without so much as a single flinch, "We went through hell to put Frost behind bars. He wasn't normal; he could take away our eyesight, our hearing, even the feeling in our skin...it was like the guy was a walking black hole. I'm not sure even you could've helped us out of that."

"I still could've tried! I could've-"

"I fucked it all up, I know!" Jess' sudden scream nearly caused her to jump. All three of them stared at the dark haired P.I, none of them saying a word, "I know I should've asked for help, but when I heard that he had Trish I..." She shook her head, her eyes shut tight, "I thought I could save her on my own, like I did before. That I wouldn't lose either of you if I just kept it a secret. The only reason I let Spider-Man tag along was because he already knew."

Gwen suddenly felt like complete shit. She wasn't wrong - she definitely could've helped Jess out somehow - but what was yelling at her now going to do? Peter was right; the damage was done.

"We...still don't know if the baby is okay or not, right?" she said. Only her dad nodded, "We...can't you do a test? Check to see if the fetus is intact or anything?"

"Yeah, but I'm not liking the odds, Gwen," Jess replied bitterly, "Look...I told George because he deserved to know; however it goes he shouldn't find out after the fact. It was just an accident, a broken condom and both of us being too fucking dumb to notice before it was too late. I didn't tell George earlier because I thought it'd be fine. That maybe I'd get lucky and nothing would happen." She let out a morose laugh, "Guess not."

"Jess..."

"It doesn't matter either way, right?" She continued, her voice dipping even lower, "George and I weren't planning on raising a kid, so even if this didn't happen I wouldn't have kept it. I'm not exactly mom material."

"...I'm not so sure about that, Jess," her dad said, "It's been a few weeks and you threw up today...you could've aborted the baby earlier if you wanted. You've also stopped drinking for nearly 2 months now...if you didn't care about it why go through all that trouble?"

Again, she didn't answer. Gwen took a deep breath and sat between them on the table, a weak smile on her face. Jess was tough; if anyone had a chance of keeping through after what happened it would've been here. Maybe it was hoping for too much, but she couldn't help but believe that for once the old Stacy luck would just let up for fucking once and give them this.

Peter watched the three sitting on the table for a brief moment before he stepped out of the kitchen silently. It wasn't his place to be there; that was a family matter, and he was barely friends with Gwen at this point. Instead he made his way to the sofa where Lana rested and knelt next to May, the older woman giving him a weak smile and nod.

"She'll be fine, Peter. Don't worry." She put a hand on his shoulder.

"Yeah, I know. Lana's a tough kid." He let out a strained laugh. Most people would've given a middle finger to a city that ignored what happened to her and Lori, but she just kept going.

"Is she a friend?"

"One of the few people I can trust." He took hold of her hand and squeezed it gently for a quick second before pulling back. He could feel her heartbeat; still stable and going strong, "...Thanks for helping her. She's already been through a lot and a helping hand is hard to say no to."

"Of course." She took her hand away from him and stood up, "I think she'll be awake soon. I'll get some soup burning; she'll be hungry after everything she's been through."

Peter only managed a nod and stayed by the young girl's side. It was only after 30 minutes of waiting that her remaining exposed eye finally parted open, a weak groan escaping her before she let out a pained moan, "Wh-Wha? Where-"

"Easy, kid. You're safe." He did his best to give her a comforting smile.

"Pete...?" Her suspicious expression faded into a relieved one when she caught sight of him, "Y...You're here..." She intertwined her fingers with his and let out a single, soft laugh, "You know, I had the most fucked up dream. I worked with Spider-Woman, Hawkeye and some dude in a frog suit and we raided a bar. Can you imagine? Me working with a bunch of goody two shoes like them?"

"Yeah, impossible." Bullseye was going to _kill_ him once he found out that Gwen had something to do with his favorite watering hole going up in flames.

"Hey...where Spider-Pug?" She tried to look around, but she'd barely craned her head before she let out a pained squeak and she sank back into the cushions, "Ah, fuck...feels like I got caught in the wrong end of my own explosion."

"Something like that." He brushed a sweaty strand of hair from her forehead and exhaled through his nose, "Dog's with Winters, remember? You were supposed to be hanging out with Storm so I thought we needed a sitter." Probably for the best. If he knew the mutt he would've followed Lana and he really didn't want to think about both one of his best friends and his dog getting blown up, "Just rest up. We'll be home soon."

 _"'We'll' be home? Laying it on a bit thick there."_

"Home...heh, my grandma's gonna fucking freak." She looked up at the ceiling with a wince, "...You got anything to eat? I'm starving."

"Yeah, here." He took the still-warm bowl of chicken soup and stirred it gently, "Uh..." He raised the spoon awkwardly. He'd never actually helped people like this before. Back home Aunt May and Uncle Ben taught him to tough out fevers without getting laid up in bed, "Er...here comes the train?"

"Really, Pete?" She gave him a flat look, "I got blown up, I'm not a fucking 5 year old."

"Whatever you say, kid."

" _Stop_ calling me that."

"Alright then...Junior."

"...Asshole."

He helped her eat the soup fully before letting her go back to sleep. She was lucky, Ben told her; considering she'd been in an explosion her wounds weren't particularly fatal or deep. In a few days and a generous dosage of painkillers she'd be back on her feet blowing up gangbangers and saving damsels (and guys) in distress.

The sound of flippers smacking against the floor caused him to look back, "She was really badass, you know?" Patillio said, sitting next to him on the floor. Peter only gave him a half-nod, "I mean, she's even younger than I am but she was kicking ass with the best of them."

"Hmm..."

"...Hey, you _are_ Spider-Man, right? Cause you look-"

"Younger than you thought I was? I get that a lot." He scoffed. Not his fault everyone in this madhouse thought he was some kind of geezer...granted, he didn't try to correct them, so maybe that was his fault. It was easier to keep a low profile if no one had a single guess on what he was like under the mask. It would've been better if they thought he was a Ne- er, Black. Then no one would be able to tell.

"Not what I was going to say...well, okay, kinda." Eugene shifted awkwardly from his place on the floor, "I just...you look so _normal_."

"...Thanks?" How was he supposed to take that? "You're...normal, too?"

"No, not what I meant." He shook his head and took a deep breath, "I mean...when you think about who's behind the mask, you kinda have an expectation, you know? I've seen people try to piece together what you and Spider-Woman look like. All the pictures I saw...I mean, it's two extremes, you know? Either you look like Quasimodo's uglier cousin - mostly from Spider-Woman fanboys - or you look like Vin Diesel...probably from fangirls."

"Good for them." He rolled his eyes. This place was just... _wrong_ on a lot of levels.

"Yeah..." He wrung his hands together nervously before speaking up again, "So...how do you do it?"

"Do what?" Another question on where his webs came from or where he got his powers? Lana'd asked it before and she pretty much didn't believe him when he told her about the docks and the Spider-God.

"You know...get girls?"

...Maybe not.

Peter just stared at him blankly. Half of him was expecting the kid to suddenly tell him he was joking, but the other, rational half knew that he was being serious because, hey, this place was kooky like that, "Get...girls?" he repeated. Eugene's weirdly serious nod didn't help make him feel at ease at all, "Uh...I think you're barking up the wrong tree if you need advice there, Patillio."

"No, no! I'm serious!" he said, completely ignoring Peter's reply, "I mean, you have fans online. Not as much as Spider-Woman, but a ton of girls on forums and chatrooms think you're this dark and mysterious bad boy. So how do you do it?"

"I...have no idea what the hell you're talking about." Would it have been poor taste to turn invisible and just leave? ...No, he couldn't just leave Lana.

"Come on, dude!" He clasped both hands together desperately, "I mean, I'll be blunt; you aren't much more of a looker than I am, and you managed to make-out with _Spider-Woman_!"

 _'Well...thanks for reminding me of **that** , Patillio...'_ That 'break-up'...he would've been lying if he said it didn't still sting. But it was for the best, even if he was sure May and Ben would be so disappointed when they found out.

"Dude, come on, there has to be something!" Patillio was getting awfully chummy now that he found out that they were close in age. Should've kept the damn scarf up, "I mean I just checked online and I'm practically a meme already. Someone recorded me landing on that White Rabbit chick and the vid's already got like, 30,000 views last I checked. I'm a joke...I just want people to take me seriously, you know?"

 _'Take you seriously or find girls? Which is it?'_ He sighed. God, he _really_ wasn't in the mood for this. Between the thing with Gwen, Jones' little family drama and now Lana getting laid up he really wasn't in the right mindset to give a damn kid advice on stepping out with someone, "...You know what, get a tattoo. That'll impress people...and maybe ditch the frog suit."

That was good enough, right? And if it wasn't then tough.

"Huh...alright, thanks." Patillio nodded, "Hmm, tattoo...how would they see it under my costume, though? Should I put it on my face? No, no. Secret identity-"

At that point he tuned the other teen out. He really just wanted this day to be over.

* * *

Dinner that night was altogether andawkward affair, which wasn't helped by the fact that since Eugene and a now-conscious Kate and Lana joined them, meaning she had to keep her mask on throughout the entire thing and the others had to tiptoe around her. That wasn't even getting into how weird it must have looked to see 'The Spider-Woman' having dinner with the Parkers of all people, though apart from one mumbled comment by Lana it went unnoticed.

Peter left soon after with Lana followed by Kate and Eugene, though the archer had promised to stay in contact in case she found anything new. Gwen wanted nothing more than to go with her dad and Jess back to her house, but she let them be. The two of them needed to talk, fix their relationship after the goddamn nuke that'd been dropped on them.

She was barely past the driveway in a fresh set of 'civilian clothing' - really just a turtleneck, ripped jeans and a pair of boots that she was pretty sure belong to Jess - before she caught sight of Mj sitting on the curb outside of her house. The torn jean jacket and beanie pretty much said it all: 'I had to leave in a hurry and don't ask me why'. It was the same thing she always wore when she was like that.

Which was of course Gwen's cue to ask. If there was anything MJ liked, it was attention; even if she pretended she wanted to be emo and alone.

"Alright, you've got the 'I'm depressed' beanie on. What's wrong?"

"Mom's dating again." Gwen pulled her up and they began to walk down the street, "I mean I don't really mind it and all - I'm actually glad she's forgetting dad - but a little warning would've been nice, you know? She asks me to visit and suddenly she's putting on the blue dress and I'm outta the house. Now I can't even concentrate on the lyrics of the next song."

"The blue dress? Oof." She clicked her tongue. She'd seen it before; and it wasn't what someone wore for just a nice dinner out.

"Yeah...well, you should know. Isn't your dad going out with that P.I?"

"Right, Jess..." Probably best if she didn't mention the whole pregnancy thing to the redhead, at least not till they were sure whether she was going to get a new little brother or sister (she was partial to the latter) or...well, _not_ , "Yeah, everyone's going on dates but us. I mean Betty's going out with Falcon and Glory and Flash are 'trying things out'." It was kind of sad that a Superhero couldn't get a date, wasn't it? She-Hulk never had to deal with this problem.

"What do you mean 'but us', Gwencent? Last I checked you were going out with Tiger. Or at least you were sucking face."

"Yeah...about that." She rubbed the back of her head and sighed, "It...didn't work out. We broke up." Well, technically he broke up with her, but MJ didn't need to know that. It was frustrating enough (in more ways than one...) as it was.

"...No shit?" The redhead blinked, looking at her to see if she was joking before she continued, "Wow...uh, sorry. I didn't think that you two would break it off. I mean he's been holding a torch for you for years."

"So others tell me." She kicked a loose stone down the street, the small pebble going farther than she intended. She really needed to get a better handle on her new powers, "Well...what happened, happened, right? No use moping about it. I'm not gonna cut my hair or make some Taylor Swift breakup song or anything."

"So...you're cool with it? Just like that?"

"Hey, I managed to deal with him being _dead_ for 3 years. A break-up's chump change compared to that." Then again he was planning to leave this dimension altogether, but MJ didn't need to know that.

"Huh. Alright then." MJ stuffed her hands into her hands into her pockets. They spent a couple more minutes just walking quietly before she finally spoke up again, "So...if I wanted to ask him out, you wouldn't freak, right?"

"...Really, Watson?" She gave her friend a flat, unamused look. If it was a joke then she wasn't laughing, "Trust me, he's not your type. And I'm pretty sure you're breaking some kind of code in a hundred different ways...that and I never thought you were the rebound girl type."

Or the dating type at all, really. Despite being considering one of the prettier girls in Midtown High School (the natural red hair helped) MJ'd never actually gone out with anyone; she knew because she and the others in the band were usually there when some jock or would-be bad boy (and a few girls) tried to ask her out before getting rejected before they could even finish. A lot of rumors started that day, mostly with which team MJ was supposed to be batting for.

She knew the real reason why, of course. Her dad wouldn't let her and after he got his drunk ass out of the house she'd been soured on the idea of dating at all with a role model like that.

"Hey, what can I say? Take your shot while you can get it, right?" Using her own freaking lyrics as life advice? That had to be against some kind of rule, "Hey, I'm not saying I'm in love with him or anything, but a date wouldn't hurt, right? You can't do much worse than someone like him. And like you said, it's kinda sad we're being forever alone considering even our parents are getting back on the scene."

"Yeah, but it'll be even sadder if I'm alone with no one to share the misery with." Gwen snorted, "You know what, ask him if you want." It wasn't her place to tell MJ about his plans. If he wanted to he could tell her himself, "Me? I just wanna get drunk...ah, you might wanna come with me to make sure I don't do anything stupid. Please? I know a good club that won't ask for ID."

"Fine, fine." MJ gave a snort of her own.

Gwen had no idea what compelled her to ask her next question. Either it was raging hormones or the fact that she needed her ego satisfied after a really shitty day, but the words were out of her mouth before she knew it, "Hey, you ever thought about the two of us...you know?"

"What, dating?" She let out a laugh at Gwen's hesitant nod, "Well, kinda, I guess. I mean I kind of had a crush on you back in high school?"

"You did? I didn't notice..."

"You didn't notice Tiger and Harry pining after you either, so I'm not surprised." She rolled her eyes, "I didn't get into it, though. I mean I really wasn't going to fight the two of them for your hand in datehood or anything. Besides..." She smirked, "The crush kinda faded when you started flaking out and missing practice a whole bunch."

"Hey, you know the reasons now." God, she was never going to let her forget the time she skipped out on the 'biggest concert of their lives'. Was it really her fault that the Sinister Several decided right then and there to hold up a bank on the other side of town?

"Yeah, but I'm still not asking you out. Sorry." Her smirk pretty much screamed 'not sorry'.

"Really? I thought you'd be all for going out with a Superhero."

"I don't see Spider-Woman when I look at you, Gwencent. It's 'just Gwen'...god, that sounded really fucking corny."

"Just a bit." Gwen couldn't help but let out a laugh. Not exactly the ego boost she was hoping for, but it was something, "Come on, MJ. Let's go get stupid drunk and pretend everything's totally cool."

"Right..." She gave her a wary look and clicked her tongue, "Just make sure to keep the tentacle hentai monster thing away, alright? I really don't want anything shoved up anywhere, if you catch my drift."

"Heh...no promises."

* * *

 **You gotta love Noir. Wait's till _just before_ he managed to get to 4th base with Spider-Gwen before he decides 'Alright, I gotta break up with her right this second', leaving them both (though more her than him) hilariously/stupidly frustrated and giving Gwen a major case of blue bean. What a guy , No wonder 90214-Felicia rolled her eyes when he suggested a relationship.**

 **But it's probably for the best; we still haven't dealt with the whole 'sex=partner turns to mash potatoes' problem and he'd probably be walking with a limp for the next week if they didn't stop.**

 **Still, at least he and Gwen agreed to stop arguing and now they're totally platonic friends with no problems whatsoever. Really... :)**

 **Anyway, something I have to point out as of the latest chapter - Noir is a goddamned Gremlin [0,0]. And by that I mean he has a _really_ bad habit of nicking his allies' stuff and literally almost everything bolted on him is from someone else: The mask is from Cindy, the customized pistols are from Castle, Gwen gave him one of her webshooters, Lana sewed and customized the jacket, throwing knives from Bullseye (rarely used), voice modulator and bike from Moon Knight and as of the latest chapter he's even stolen Jessica's scarf.**

 **This isn't even mentioning the fact that he has Jack's combat knives, had a pair of Frog-Man's boots before they broke and in the original plan he was meant to keep Sin Eater's rosary and wear it around his neck. While some of it does make sense, it's getting kind of silly at this point, especially contrasting Gwen who keeps consistent gear. At this rate he's going to steal one of Felicia's wigs or Murdock's shades :/**

 **Anyway, next arc will be the final cleanup so it'll be Mr. Negative, a pair arc for Noir and Gwen with Lana and another arc ally as support; it's half-filler since while he's an independent baddie Noir's character development is focused on during said arc. Before that, however, the next chapter will be the Janet van Dyne visit so I can finally introduce Wasp and get more info out on Venom.**

 **No questions again, just say what you thought of the chapter, especially since Gwen and Peter act weirdly hormonal. I chalk that up to stress, but it varies on whether you buy it considering the cast seem almost asexual for the most part.**

 **Review Answers:**

 **aach06 - Can't tell if you got cut off or what, but that convo is gonna be a tad difficult to write. Especially since if she asks Jessica will probably notify her dad, who'd be mighty curious as to why his one and only daughter who he's very protective of is asking sex advice...**

 **Krolikson - Partnership of necessity fits Quake or even 65-Shadowcat better, right? The latter also has the bonus of being canon. Also, for Dawn/Xander to apply we have to wait for 3 years for Lana to turn 18, and something tells me Peter wouldn't be able to survive 3 more years in Earth-65 without going irreversibly insane.**

 **Anyway, the Mary Jane novel? Not recommended. Spider-Man shows up a whopping _two_ times in the book - both times doing jack squat - while we spend entire chapters on Mary Jane's anorexia and her gushing about how much of a greek god Harry Osborn is. The 'Loves Mary Jane' comic handles this far better. And yes, I already read through/played through all of those suggestion...shame Brock killed the Foundation, though. **

**Ben Dover - Honestly? I don't think about romance. This story was never meant to be about romance, hence the tags. I only put it in because literally over half my reviewers mention it, hence why in this chapter Gwen and Noir nearly got to 4th base.**

 **The only time I considered dating was pairing Noir with Norah Winters, and even then that was more a friends with benefits thing since Norah flirted up a storm with 616 in canon and only broke off when he went missing in the negative zone for like a month. Beyond that no long-lasting pairings.**

 **Jajo Camello - No X-men; Lana is the only planned mutant so far. Anyway, Muse actually _broke his own fingers_ in canon as a consolation prize for Daredevil. I was going to include that scene but then...I just forgot :/ It was a long day.**

 **Cyclopz - Most of the details are above, but to answer your questions: I don't hate you, don't care about her outfits, HC is run by either gender with the influence/power, Cyclops was her lover and her venue's pianist, and she wouldn't be a Gwen antagonist since Noir specifically fights Emma to avoid her from even contacting Gwen.**

 **Also, Venom needs a molecular bond to work, and no Vampires. This story's crowded enough as it is.**

 **Dr. Sugarcakes - 600th reviewer :D Anyway, calling Noir animalistic seems a tad much, doesn't it?**

 **Mingyu - Hey again :) Anyway, Hobgoblin's knowledge of Gwen is a plot point for later. And yes, Noir is the Butt Monkey of Earth-65...though one could argue Gwen is during this chapter considering what she goes through.**

 **Nameless - Hellfire was cut for a reason. Look above ;)  
**

 **Bagration -** **Hey, nice to you got an account to post with :)**

 **Anyway, Gwen handles the identity thing better since, unlike Noir, she knows for a fact that she's Gwen Stacy and that there's no lie about that. Noir on the other hand still struggles to decide which he is, and his growing insanity doesn't help. That and a Shocker and Gwenom rematch would not go his way since at this point Gwen would know what to do and counter it...or hell, if Noir hears about what happened he'd probably fight Shocker in her stead and beat him black and blue till he cried uncle.**

 **No pairing route was definitely my original plan, but, well, the readers want what the readers want and this story is half for me and half for them so I included a lot of changes. I do have my limits - you're not gonna see Noir and Typhoid Mary together even if all the reviewers suddenly asked for it - but I'm nothing if not malleable ;)**


	63. Calm before the Storm

**Another early update...again. Sorry about this, but Spider-Man: Homecoming really inspired me and, well, I'm having midterms in a few days and I wanted to get this out of the way before I went full focus on all my requirements.**

 **I actually took a chance to look back at the story as a whole and...wow, this spiraled out of control :/ Originally it was just Noir being trapped in Earth-65 and the only hero characters were Gwen and Noir with Captain America and Punisher playing opposing mentor roles; Cap would encourage Gwen to be more heroic while Castle would twist Noir to being more anti-heroic. While the former still manages it, the latter's relationship become less mentor/student and more focused on a strained partnership of sorts due to Noir despising Castle for abandoning his family.**

 **That's not even getting to the additions like Kate Bishop, Bombshell, Bullseye, Moon Knight etc etc or the whole 65-Peter bodyjack thing that he's still dealing with. Still, I thought a return to the roots was in order so I made Peter's segments in this chapter more film noir and Gwen's more lighthearted. The Mr. Negative arc in general has a very gritty tone outside of the action scenes, since those take more cues from Gwen's arcs.**

 **Anyway, this chapter's relatively lighthearted. Don't worry; it's very likely to be the last light romp given that we're going to have Mr. Negative, then Jack-o-Lantern back to back with no filler arcs in-between. You'll also see a definite shift in tone between Noir's and Gwen's segments and how the deal with their actions towards their partners.**

 **Side note - My friend suggested listening to 'Me Against the World' by Simple Plan since it seems like an anti-hero song. I kind agree, though it sounds sort of whinging for me. I recommend 'Birds of Prey' from Batman the Brave and the Bold. Fits considering the theme in this chapter.**

* * *

Another night, another warehouse in some forgotten dock. It was one thing that remained consistent. Criminal types were always attracted to these kinds of places. Isolated? Sure. Full of valuable goods? Of course. But there was something else; it was a place at the edge where many worlds overlapped, things coming and going in some tangled web. Lot of chaos in places like that.

Lots of bad things, too.

"You nearly done there, Spider?"

Peter looked back from the computer screen and found Hardy backflipping over one of Murdock's ninjas, the Jank in the funny suit smashing against the wall when she kicked his back. He counted at least half a dozen from the clown convention, but he wasn't worried. Whoever Murdock hired to join his pajama brigade they were about on par with the drunk finks back home when it came to fighting.

They might have had better luck if they used guns instead of katanas, though considering their performance so far he found it more likely that they'd shoot themselves in the foot. There was a reason the ninjas died, after all, and he was pretty sure it wasn't cause they got bored.

"Just about." He turned back to the computer and continued poring over the files. Page's instructions were clear; lots of 'junk data' in-between the real thing, and the hard drive she gave him could only decode so much. He had to memorize the entire damn list before she let him go on this damn thing, which was a pain in the rear end if he ever saw one. Really not how he wanted to spend two hours considering Lana finally got better after a damn week of getting laid up.

Hacking was more Winters' forte than his, but beggars couldn't be choosers.

The sounds of fighting continued from behind him, though again he paid it no mind. Page's info was good, which honestly just made him suspicious. Murdock was a bastard who had his fingers in a lot of pies and he was smart enough not to announce it to the world despite how goddamn smug he was that no one could stop him. Info like this couldn't have come cheap, and he couldn't help but feel that it had something to do with Frost getting put into that golf-course basket bin Ravencroft.

Or maybe he was just paranoid. Either or, really.

"Spider, I'm getting impatient." Hardy wrapped her whip around one of the pook Jank's necks and tossed him through the window, the ninja screaming in a panic as he fell towards the unforgiving concrete below. The fall wasn't fatal, but he'd be breathing through a straw for a while.

"Keep your mask on, Cat," He fished out the last of the data - one of them was called Murderworld, if you could believe it - and unplugged the hard drive. And none too soon; he'd barely put it in his pocket before his spider-sense blared. Stepping to the side, he raised an eyebrow when he saw the gray half-portion fly through the air and smash through the computer with a painful crack. He'd be feeling that in the morning.

"...Was that really necessary." Peter looked back and found his 'partner' wiping her hands on the pants of her costume with a self-satisfied smile on her face. A win like this was good for her, especially after their last attempt at trying to home in on Murdock's fronts ended in disaster. He would've preferred having Gwen or Cindy here too, but Hardy didn't exactly play nice with others. It was at least one thing they shared.

"Not really, but you were dragging your feet." Hardy raised her hands above her head and twisted her neck lazily, "Come on, we're done here."

"Not quite." He grabbed a chair and tossed it at one last ninja running to stab her back. Her eyes widened for just a moment before she heard the muted groan and the chair breaking apart behind her, "You need to pay more attention, Cat."

Without missing a beat she aimed a kick at the dazed attacker's face and knocked him to the ground, a pool of blood seeping through the mask. Probably broke his nose, "Hmm, guess I owe you one." Her gaze shifted to the storage device barely sticking out of his pocket, "Information on all of Murdock's operations, correct?"

"Not _all_ of them, but yeah..."

"And you're just going to give it away to this woman?" Her voice had taken a more prodding tone. He knew it meant bad news, "Are you sure you can trust her, Spider? For all you know she's just making a play."

"She wasn't lying when she said she wanted to put Murdock behind bars. That's something, at least." He shrugged. Granted he had no idea why she did, but he knew it wasn't cause of a territorial dispute. She'd told him the truth - or at least his spider-sense didn't blare - when she said she wasn't a criminal...well, he was pretty sure that a prosecutor enlisting a vigilante was against the law, but if every person who broke the rules counted as a criminal then everyone in the world was guilty of something.

"You didn't answer my question. Do you trust her?"

"About as much as I trust you." He gave her a wry smile that she didn't return and nudged his head to the broken window, "Come on, lets get outta here. The padfoots are gonna be here soon and unlike Spider-Woman we don't have fancy ID's telling us we can be here."

Of course, not everything was so simple. The two of them barely left the docks behind them - the sounds of police sirens cutting a little too close for comfort - before his spider-sense blared again. He tilted his head to the side to avoid the sai that whizzed through the air and embedded itself on the ground, the thin blade cutting through the brick with far too much ease to be normal.

"Huh..." He knelt down and picked up the ornate dagger, Hardy stopping to look at him questioningly. Between all the night noises she hadn't heard a thing.

"What's wrong?"

"Someone's trying to send a message." He stood back on his feet and turned to the source of the attack.

Anyone else would have missed her, assumed it was a trick or a shadow in the overbearing darkness, but to him she was clear as day. She knelt on the edge of the building, dark hair tied in a ponytail a red scarf covering the lower half of her face. Her costume - a red and black ensemble that made her look like a ninja - pretty much confirmed his suspicions. She looked different, but he recognized that face anyway: the bitch who saved that Otomo bastard that night at the alley.

Elektra Natchios. Page had a file on her - she was one of Murdock's three top stooges along with that bald prick Otomo and some other clown called Ikari. He got the feeling he'd run into all 3 of them at some point soon enough.

He expected a fight, or at least another warning, but nothing came. She stood up properly and stared down at him through narrowed eyes. The two of them continued the silent stare-off before she suddenly turned and walked away out of sight.

"Find someone?"

He turned back to Felicia and found her staring at the sai in his hand, "Murdock knows what we did." Not a surprise; he knew far too much and too fast. At this point he just assumed the blind prick was psychic, "You better watch your back, Hardy. Wouldn't wanna turn on the news and find out he bombed your penthouse or something..." Then again, the same could be said of him. Murdock knew where they both lived.

"You don't have to tell me, Spider. Besides," she gave him a coy smirk, "You're the one who was attacked. I think you have to watch your own back."

"Yeah..." He twirled the impractical knife between his fingers and put it on his belt. Another souvenir for the road...and he could use it if push came to shove. _When_ \- Murdock rarely dealt with ifs - he sent her after him for real he'd stab the damn thing through her gut and send her back to him in a box. Peter wanted to see the smug bastard smile through that, "...Lets go."

It probably would've been better if they'd gone their separate ways, but he had to admit a part of him worried that Murdock really did plant a bomb back at her home. His spider-sense would give them some kind of warning, at least.

Worries plagued him the entire way there. Lana was still at his old place - it was annoyingly hard finding an apartment that didn't ask for records close to her grandmother's place - and given all he knew it wasn't unlikely that he knew where Cindy was crashing. The latter could take care of herself just fine, but with Lana just a single mistake and she'd be 6 feet under.

He could only hope that the Spooks honored their deal on keeping a watch on her and Lori. It'd cost him a tighter collar, but it was worth it if he could rest easy without worrying if Lana or her mom were in danger from one of those clowns in the pajama brigade. He doubted even Murdock was suicidal enough to piss off the Spooks to kill a little girl, exploding hands or not.

Thankfully he didn't have to worry, at least as far as Hardy was concerned. His spider-sense was almost eerily quiet as he stepped inside the fancy digs, a bucketload of cats immediately running to meet their owner in a cacophony of purrs and mews, ' _Dog'd hate this place...'_ His mouth twitched into a (very small) smile when a few of the little furballs rubbed up against his leg. He'd been here enough times for them to get used to him, and a few even liked him; something Hardy found more than a little unbelievable.

"Make yourself at home." She peeled off the domino mask and tossed it to the fancy couch without a care before making her way to the counter filled with drinks, "Want something to drink, Spider?"

"Depends. You got anything that doesn't taste like sugary fruit?"

"Hmhm, I think I have something." She ducked under the counter and he found his attention shifting to the tight costume that hugged her body. With Gwen he at least knew why - the spandex was easy to move around in and, before she got that freak suit bolted onto her, it was practical considering it patched itself up. Saved her a fortune on repair bills, at least, even if her outfit was louder than she was.

With Hardy he didn't have a clue. Maybe she just thought it was funny? He'd seen some of her concerts and some of the costumes she wore on the stage put even the most audacious broadway starlets to shame.

And Mary had more than a few choice comments about it, that was for sure.

"See something you like, Spider?" His eyes snapped to her face and he found her giving him a coy smile, both her hands holding onto a couple of fully filled glasses. She walked towards him and offered him the one in her left hand.

He'd seen all this before. A drink, a fancy apartment and then... "No..." He took the glass she offered and detached the lower half of his mask, taking a tentative sip of the concoction. He was thinking too much, "...Still too sweet."

"Really?" She raised an eyebrow and offered him the other glass, "Here, how about this one?"

He took the second class in his other hand and tried another sip, "...Not much better." The last one tasted like strawberries and this one tasted like apples. Hardy really needed to update her stock of spirits. He placed the two glasses on the table and tried to ignore the lingering taste of fruits on his tongue. Ever since the Hellhouse was burnt to cinders he hadn't had a decent drink, "Got anything else?"

"Hmm, I might have something."

The attempt at seduction was almost pathetically obvious, but it was so... _familiar_ to him that he didn't resist when she reached out both hands and pulled him into a sudden kiss. He only hesitated for a brief moment before he grabbed her waist and pulled her close, feeling the warm skin through the tight leather. Some part of him realized that it wasn't the smart play, but after what he gave up nearly a week ago he didn't care enough to listen.

...She tasted like cherries.

Peter woke up hours later to something licking his face. Cracking one eye open, he saw a brown furball staring back at him with an almost eerie silence before it curled up at his side, "Heh...nice to see you, too." He petted Olivier's side and shivered slightly when the cold air from the air-condition hit bare skin, "What time is it...?" He looked around blearily and found the wall-clock with its hands pointing just a little past 4:30.

About 5 hours of sleep. More than he got most of the time.

Throwing the blankets off, he managed to grab his boxers, pants and boots before his phone suddenly rang. Sighing, he pressed the answer button and raised it to his ear without bothering to look at the screen, "Yeah, who is it?"

"Pete?" Cindy's voice came from the other end. Immediately he felt the slight irritation dissipate, "Wait, sorry, am I interrupting something? I actually didn't realize it was, like, 4 in the morning. I've been, you know..."

"No, it's fine. You're not interrupting." Felicia wasn't here. No surprise there; just another brush of familiarity on the damn painting, "What do you need, Supergirl?"

"Ah...well." He could practically see her chewing her lip. She always did it when she became tongue tied, "I was actually wondering if your offer to visit my family with me was still on? I'm planning to do it in a few days and- I mean, I know I should probably do this shit by myself, but it's like I've got spiders crawling all over my stomach, you know? I dunno what they're like. What if they hate me or something-"

"Cin, it'll be fine." He wanted to say something about how they couldn't really hate 'her' considering they weren't her family, but he wasn't one to talk about things not belonging to him, "Look, if you want me there I'll be there. You know you're...I mean, I owe you a lot." He shook his head. No need to get sappy on her. Besides, he'd screwed up things enough with Gwen. No need to let his mouth run faster than his brain with another Spider.

"Heh, yeah..." She laughed. It was relieving to hear, all things considered, "Hey, listen; you don't owe me anything, alright? You were late, but we bailed each other out of that shitshow. Far as I figure we're even."

"Whatever you say, Supergirl." He didn't really believe her. She could've left him to rot and escaped from her 'evil twin' whenever she wanted. Common decency made her save him and doom herself, and he wouldn't forget it.

"Well, now that the stressful stuff's done; wanna go watch a movie tomorrow?" He blinked. That was...an abrupt change of topic. Then again it was just how she was. One thing he liked her, really.

"A movie?" Well, the movies in this place were definitely better than back home...though many of them had far too many explosions. He went to movies to forget about his problems, not remember them, "What'd you have in mind?"

"Yeah! I heard something about a marathon about a sparkling Vampire and a shirtless Werewolf going after the same girl. And I'm pretty sure _that_ wasn't in my dimension, so it should be a trip. What do you think?"

"...Doesn't sound like my thing."

"Come on, Pete! I dunno anyone else here! I mean there's Gwen, but we aren't exactly on movie-going terms." Ugh, her voice was going soft and pouty. She knew he found it hard to say no to her; something she was all too willing to take advantage of, "I mean, I'll beg. I'll pout and throw out the puppy dog eyes if I have to. You know I will."

"Rrgh, _fine_." He rolled his eyes at the triumphant 'Haha, yes!' she gave. She won that round, "Look, if it gets too stupid I'm leaving the theater. You hear me?"

"Right, web your feet to the floor. Got it."

He was about to snipe something back, but his attention was drawn elsewhere. Peter had opened the door back to the living room and found Hardy standing with her back to him on the balcony. Despite the cold air outside she wore only a purple silk nightrobe, and through the slightly ajar glass door he just barely heard her singing Frere Jaques to herself.

Again another pang of familiarity hit. The scent of perfume, Felicia overlooking the town below...

 _"Are you going to stay up there all night?"_

 _"I thought it might be too late to visit."_

 _"I never sleep before dawn. Come on down and have a drink with me."_

"Hey, Pete, you there?" Cindy's voice cut through the haze, "You still with me?"

"Yeah, uh..." The lullaby almost made him sleepy, "I'll call you back..."

Without waiting for a goodbye he shut the phone off and stuffed it into his pocket. It was scary, how hypnotized he felt. His feet moved on their own and soon he was in front of the sliding glass door, just listening to her sing about a lullaby that he didn't even fully understand. If Felicia had any inkling that he was standing and just listening to her then she didn't show it,

Eventually he managed to shake off whatever took hold of him and opened the door. Hardy stopped singing and looked back at the intruder, her expression going from light frustration to a relaxed smile when she caught sight of him, "Ah, Spider. Didn't think you'd wake for a while."

"Your singing woke me up. Any reason you're singing lullabies?"

" _That_ woke you? I doubt it. As for the song...well, it's a lullaby." She shrugged, "I remember my mother singing it to me...it's one of the few good memories I have of her, really." She gave him a bitter smile, "My father and her disagreed. She's still out there somewhere, but we don't keep in contact. Probably for the best; I don't need that _connard_ Murdock using her against me."

"Hm..." He made his way to her side and leaned across the railing. Usually he had to wear noise cancelling headphones if he wanted to get a decent night's sleep - just one price for his new gifts - but up here it was quiet. It was both relieving and disturbing.

She picked through the robe's pocket and pulled out a packet of cigarettes, "Want one? I don't usually smoke since it's terrible for my voice, but a little reward now and then never hurt."

"No thanks, I have my own." He took out a packet of cigarettes from his own pocket and lit both it and Felicia's coffin nail with practiced movements. Immediately he felt a sense of relief at the first puff; it'd been a while since he'd tried to give himself lung cancer.

The two of them just stood there, neither saying a word as the bright lights of the city met them. It was a moment of peace, but he knew it wouldn't last. At some point something bad would happen or he'd mess something up and then they'll be back in danger, dodging gunfire and swords thrown their way. There was a reason the Spider God called power a curse, after all.

"It didn't mean anything," she suddenly said. Peter gave her a sideways glance, his expression neutral. Hardy continued to look at the view in front of them, her next words were measured and calm, "We both know what we did. It didn't mean anything-"

"This isn't my first time around the bend, Cat. Give me some credit, " He rolled his eyes. Last part of the painting and the canvas was filled, "We had sex, we didn't declare wedding vows or anything."

 _"Time you were leaving."_

 _"Leaving? I thought we could do something today..."_

 _"Like what? Go for a soda? A walk in the park? I'm not your **girlfriend** , Peter."_

"Hm...well, good. You'd be surprised how often people misconstrue." She tapped her cigarette daintily at the edge of the terrace, watching the ash fall down to the street below, "Don't worry, I'll be discreet. I wouldn't want to compromise your relationship with New York's idol."

"...That's over." He took a long drag of his cigarette and ignored her look of utter curiosity, "We split up...though now I'm wondering if we were ever together in the first place." He sighed. It was for the best, but he couldn't deny he felt presumptuous. A 1 day relationship built on nothing more than a moment of impulse...it wasn't exactly a romance for the ages.

"Really? I'll admit I'm surprised. With the way this city props her up you'd think she was a modern day Helen of Troy." She stepped closer to him, her free hand lingering on his bare chest, "Hmm, what do you say about continuing where we left off, then? There's nothing holding you back now, right?"

 _"Why not? I know you're...I mean, I'm **younger** thank you, but..."_

 _"What are you going to do? Take me to meet your Aunt May? 'This is Felicia, she runs the hottest speakeasy in town. Used to be a dancer...the exotic kind."_

"Maybe...but I want the drive back first."

Hardy didn't even try to deny it. She gave him a single, soft laugh and tossed him the drive. Peter caught it with his free hand and put it to his pocket, "Let me guess, you tried to get the information?"

"Make a copy, actually, but it's encrypted and protected; it almost destroyed my laptop." She clicked her tongue, "Whoever your new source is she doesn't want anyone else getting the information."

"You both want Murdock's head. Difference is she wants him humiliated in a jail cell and you want it on a platter." He tossed away the spent cigarette over the edge and focused all his attention on her, "If Murdock goes to jail will that be good enough for you?"

"I...don't know," she replied. It was more honest than he was expecting, "I doubt it'll be possible. That _diable's_ reach is far, but from what I gathered from you so is hers. If she can do it? ...I guess we'll see when it comes to it." She followed his lead and tossed her own coffin nail, though not over the edge, "It's more than I've gotten in years, so I'll take anything I can get."

"If Page can't do it then we both know what we have to do."

"That I do." She kissed him on the lips briefly before smirking up at him, "So...about my earlier offer?"

 _"Find yourself a_ ** _nice_** _girl, get married, settle down. Then when you need a little excitement on the side, come and see me. That's what I'm good for. Late nights, when the mood lighting and the booze give everything a misty glow. I don't look so good in the daylight."_

 _"Felica..."_

...How could he say no?

* * *

Gwen woke up to a raging hangover.

"Urgh..." The superheroine shut her eyes tightly and curled deeper into the covers. Her head pounded and right at that moment all she wished for was that the sun would just fuck off and give her maybe 9 more hours of sleep or something.

Sadly, even though she could break the laws of physics just by jumping the sun didn't seem to want to give her the same preferential treatment. Even through the air-conditioning she felt the heat peeking through the glass windows, the bright rays of sunshine seemingly determined to screw her over and give a metaphorical middle finger to the idea that she might get some decent shut eye.

Her little houseguest moving around really didn't do her any favors.

 **'Other, wake up.'**

 _'Not now, Webster...'_ Gwen tried turning on the other side of the bed on the vain hope that maybe it would give her some relief, but again Webster's voice speaking into her mind kiboshed that idea.

 **'Other, please wake up.'**

"Ah...fuck!" Mentally screaming out a string of curses (that she was pretty sure Webster heard), Gwen forced herself up and rubbed her eyes, trying to ignore the way her head pounded and just how much she really wanted to punch the wall in frustration. The last thing she needed was paying a bill cause she had a goddamn tantrum, "What...time is it?" She looked around the room and found the happy...face...clock...

...

This wasn't her apartment.

All at once the pounding headache was replaced by a feeling of dread, "How many drinks did I have...?" She threw off the blanket and grimaced when she found that she was wearing nothing underneath, "...Shit, I went overboard." She winced and stood up shakily, using her power to stick to the ground to its full advantage to avoid falling flat on her face.

She wasn't an idiot. All signs pointed to a one night stand...she knew she'd been frustrated, but really? She liked to think she was smart enough to go with some rando guy or girl she didn't know.

What she found on the ground didn't reassure her in the least. She (just barely) recognized the clothes she wore before she went out for drinks, but they were torn into numerous pieces along with a a violet dress that look it'd been ripped in half, "Oh, fuck..." She grabbed her head with both hands and took a deep breath. She'd trained herself to still hold back even when she was inebriated, but considering most of her brain went cuckoo crazy she couldn't control herself fully.

"Alright, gotta think..." She trudged her way to the nearby cabinet and looked through the assorted clothes, picking up a pair of underwear, jean shorts and a gray blouse and putting it on in a hurry. Thankfully it was the same size, more or less, "Uh...Webster. You remember what happened?"

 **'Does Other not remember? Came here with friend.'**

 _What friend_ , she'd been tempted to ask before she heard faint music coming from the other side of a wooden door. Steeling herself, Gwen tiptoed her way to the room's entrance and twisted the doorknob as silently as she could and pulled it open.

What she saw on the other side made her wonder if she should have felt relieved or even more terrified.

It was Kate. The brunette's back was turned to her and she faced the stove, the sounds of sizzling food interspersing with the music. Gwen wanted say something before the other girl suddenly started singing, "I, I love you like a love song, baby! And I keep hittin re-peat-peat-peat-peat-peat!" she sang, her voice horribly off-tune while she juggled cooking and trying to dance to the beat.

Gwen had to admit, she almost laughed her ass off. She knew the archer could be silly at times, but seeing her in nothing more than a tanktop and panties singing off-key Selena Gomez and dancing around barefoot in her kitchen without a care in the world was definitely a new one.

"You are beautiful, like a dream come alive, incredible! A centerfold miracle, lyrical-"

"Am I interrupting something?"

Kate gave a surprised squeak and jumped to face her, both hands raised in a defensive posture. The two of them stared at one another for a few seconds before the other superhero suddenly burst out in a wave of laughs and turned down the radio, "Hey, Gwen! Didn't expect you to be awake!" She lowered the stove's temperature and gestured to the omelette, "I actually wanted to surprise you with breakfast."

"Oh, that's...nice of you." She didn't what else to say, really. She had vague recollections of making plans to go out drinking with her, but beyond that it was mostly a blur, "I, uh...alright, I'll just say it straight out: What the fuck happened last night?"

"Last night?" She gave her a confused look before she put the omelette on a plate and started burning some strips of bacon, "Well, we had a few drinks and got wasted. My apartment was closer so we went here instead and then we..." She gestured to their sparse clothes, "I don't have to give you a blow-by-blow, do I? Cause trust me it's not as hot as those romance novels make you think."

"No, no. It's just..." She sat on the table and rubbed her temples, "Ugh, I'm a crap drunk. I almost never remember what I do, you know? I mean I know we did it, but beyond that it's kind of a blur."

"Nothing much else happened, really." She hummed and waited for a few seconds to pass before transferring the bacon to another plate, "We had a few drinks, we did the horizontal tango then we presumably passed out cause we got shit-faced. I woke up ahead of you to cook breakfast and you caught me in my most embarrassing moment. That clear it up?"

"Kinda..." God, she knew that she should've gone with MJ instead, but the redhead was busy with a family thing. She just had to get a drink that night, didn't she? "I...look, if I did anything weird-"

"Weird? Trust me, you haven't seen weird like I have." Kate set down a plate for each of them and placed the assorted food at the center, "Come on, we should probably eat. I've got some coffee burning and there are painkillers in the cabinet if you need it."

"Yeah...thanks." She grabbed a chunk of omelette and picked at it with a fork. If Kate was right then nothing abnormal happened...right? She took a deep breath and shoveled some of the egg into her mouth. Right, she was just worrying too much-

"So...how long have you been Spider-Woman?"

Gwen wasn't ashamed to admit that there was a lot of undignified choking and gasps for water for the next few seconds. Kate handed her a glass, her face a cross between worried and slightly amused by the fact that a Superhero was choking on buttered eggs, "How..." She took a generous sip of the water and let out a gasping breath, "How...did I say something while I was drunk? Cause-"

"Uh, not exactly..." She rubbed the back of her head and gave an awkward laugh. Gwen didn't like the fact that there were tinges of red on her cheeks. She didn't like it at all, "I mean people say stupid shit all the time, you know? You'd be surprised how many people claim they have superpowers. No one ever has any proof, so you don't really think much about it."

"Right..." She didn't like where this was going, "So I told you I was Spider-Woman and I, what, tried to climb up a wall?"

"Well...kinda-sorta?" There was that laugh again. If Kate was trying to relax her it wasn't fucking working, "I mean...when we got here you said you were Spider-Woman and you did crawl on the wall, but afterwards you said that you had some kind of super cool suit on you. And then you, uh... when we were having sex-.

"Oh, god..."

"There may or may not have been tentacles involved at some point-

"Oh, _god_!" Gwen smashed her head against the table...which was a bad idea considering cracks came from the unrestrained impact. Still, right at that moment she couldn't care about the fact that she was wrecking her friend's furniture and was more focused on the fact that apparently _tentacles_ had been involved at some point, _'God, fuck- Webster! What did you do!?'_

 **'Did Webster do something wrong? Other asked and Webster followed, as always!'**

 _'Yeah, well, don't listen to me when I'm drunk! That's the first rule on drunks!'_ She let out another mortified groan and raised her head to face Kate. Again the archer looked torn between being worried and amused, "I...I thought you said we didn't do anything weird!"

"No, I _said_ that you haven't seen weird like I have. Didn't actually deny that you didn't do anything weird." She shrugged, "I don't see what the big deal is. I mean maybe if it was someone who hasn't fought fucking Vampires or worked for a PI with super strength it'd be pretty goddamn weird, but trust me; a few tentacles are nothing-"

"Would you stop saying tentacles!?" Gwen hissed, trying her utter damndest to ignore the overpowering heat on the lower half of her face, "It's just...stop, would you!?"

"Alright, so your _extra hands_ may or may not have been involved." Kate raised her hands and rolled her eyes at the half-hearted glare the blonde gave her, "Come on, really? It happened, Gwen, let's just move on. I mean it wasn't the _worst_ night I've had this year."

"Oh, I really doubt it..." Gwen groaned again and covered her eyes with both hands. She really fucked up this time.

"Don't believe me? Alright, what I'm telling you doesn't leave this room."

She gave Kate a pathetic look. Whatever the other girl told her couldn't have been any worse than this-

"My ex-girlfriend is Madame Masque."

...Okay, maybe not.

"Uh..." Gwen paused, trying to find the words, "Wait, wait, wait. You mean Madame Masque? The one female boss of the Maggia? _That_ Madame Masque?"

"You know any other crazy crime bosses wearing golden masks?" Kate shot back, a strained smile on her face, "Look, in my defense I didn't know it was her. I mean when you think about Madame Masque you expect her to look like Quasimodo or something. WHy the mask, right? You gotta be hiding something ugly if you're covering up your entire face."

"Hey!"

"Present company excluded, of course!" Kate said quickly, "Look, I just heard rumors that she was scarred up so when this gorgeous older woman is hitting on you at a pool in a really nice swimsuit your first thought isn't 'Huh, I wonder if she's secretly a crime boss'. And to be fair she was perfectly nice when we had dinner dates."

"So when'd you..."

"Ah...right after one such dinner, actually." She blew through her mouth, "We both had to split early. S.H.I.E.L.D caught onto one of her operations. They wanted me to help raid the place while MM had to leave to try to defend it. We met up in the warehouse; she knocked off my shades, I knocked off her mask...it was really dramatic all around."

"Yeah, I'll bet."

"Needless to say the breakup was short and painful. Last time we met she said she wanted me alive cause she wanted to use my head as an ashtray...and then she tried stealing my body that one time for some stupid reason or another. I think she thought it'd help her get superpowers? I dunno. I can't tell if she hates my guts and wants to get back together." Kate shuddered, "You know what they say: don't slam your clam on crazy."

"Hah, I guess..." Gwen laughed under her breath. It did make her feel better, stupid as it sounded, "It's just...I dunno, I wanted to tell you at some point, but I didn't think I'd have my clothes off and that there'd be... _extra appendages_ involved."

"Could've been worse. We could've been outside when it happened."Still, two drunk friends who got together. Just another day in New York, right?" Kate smirked and winked, "Don't worry, though; I'll make sure to keep mum when Spider-Man's around. I get the feeling he's the jealous type."

"Yeah...I doubt that." Gwen sighed. Great, just what she needed; to be reminded of what happened a week ago, "...Well, while we're on the subject of secrets and failed relationships: Peter and I broke up a week ago."

"...No shit?" Kate chewed on her eggs thoughtfully before she spoke up again, "I mean...wow. Considering you two were smacking lips on the jumbotron I thought it'd be a set for life kinda thing. I mean, being completely honest here, I was kinda bummed when I realized Gwen Stacy was Spider-Woman cause I thought I missed my chance, you know? Sorry for objectifying you, BTW."

"It's fine. At least we know each other; you wouldn't believe how much porn there is of Spider-Woman..." She _really_ hated Betts for showing her that webpage. Porn of yourself is something _no one_ should ever see, "Anyway, not cheating. No need to feel guilty on that front."

"Oh...cool." Kate took another biteful of omelette and nodded, "So...wanna go out after this? Just look around-"

"I'm...really not in the mood to start dating right now, Kate." She did her best to give her friend the 'letting her down easy' smile. MJ had a lot of practice with it, though oddly enough she almost never actually _used_ it, "I mean a lot of things are going on and-"

"Hey, hey. No need for the sob story. I get it." She clapped her hand and winked again, "Don't worry, Gwen; I don't wanna be 'that guy'. You know who that is, right? You sleep with someone once and suddenly they're texting you non-stop about how much fun they had and bringing coffee at your apartment. I've been on the other side a few times...whoever said girls are less clingy is spewing bullcrap, let me tell you. You've had that happen before, I'm sure."

"Uh..no, I've never had that happen to me." Then again, considering she'd only ever gone out with Randy and Peter - and that second one lasted less than a week - was it that much a surprise?

"Huh, really? That's a bit of a surprise." She smirked into her coffee cup, "Well, bottom line is I'm cool with getting the brush off. You ever wanna start dating again hit me up, alright? I'm pretty sure getting a girlfriend's gonna be impossible for me too, what with having to be your dad's new partner and all in a few months."

Oh, right...Jessica's baby was (miraculously) still intact after all the shit she and Peter went through. Gwen wasn't ashamed to admit that she'd been a bit of a helicopter step-daughter (they were getting married, right?) and her dad wasn't much better. It took all of Jessica's arguing to convince them both that she wasn't helpless, and even then they'd only relented on the condition that she let Kate take her cases when the bump started becoming obvious.

A part of her still didn't know how to feel about it, but for the most part she was happy for them both. They'd gone quicker than she thought they would have, but them's the breaks, right?

"Just some advice, though," Kate suddenly said, jolting her out of her thoughts, "If you ever do stuff like this again you might wanna hold off on the tentacles...actually, just hold back in general. You're lucky I'm used to superpowered people; anyone else might have been dealing with sprains or sore hips at the very least."

"Yeah, duly noted." Gwen sighed and mussed up her hair. Just another reminder of how much she needed to check herself in the future, "Hey, do me a favor, would you?"

"Sure, what is it?"

"My dad...I'd really rather he didn't know. I mean he got on my case when I kissed Spider-Man, so I don't even wanna know what he'd do if he found out I got shitfaced and slept with...um, well-"

"A totally awesome archer who puts the other Hawkeye to shame? Yeah, how could he live with the shame?" She rolled her eyes, a teasing smile on her face, "Is this one of those coming out stories?"

"Hey, my dad knows that I bat for both teams. I just don't want him to-"

"Find out his one and only daughter is a woman and has needs. Believe me, I've been there." Kate waved a hand through the air lightly and chuckled, "Don't worry, Spider-Woman. Your secret's safe with me."

"Thanks, Hawkeye." Gwen gave a chuckle of her own. Maybe things were finally looking up and she'd gotten most of her bad luck out of the way.

* * *

Martin woke up in a cold sweat. Sitting up on the bed, the priest brought a hand through his sweat soaked forehead and took a deep, strangled breath, "Where...?"He looked around the simple room in a slight panic before he quickly recognized it as his own humble lodgings. Looking down, he noted with some relief that he was already fully dressed for the day. A good thing considering the clock struck as a little past 8 am.

He went to a shaky stand and took another deep breath. The last thing he remembered was doing some errands around the chapel and then... "Another blackout..." he mumbled, lips curled in a frown. He'd attempted to go to the doctors, but they all told him the same thing: stress, alcohol, drugs...some suggested a split personality, but testing found no proof of it.

Most of them chalked it up to stress given his profession, which he was mostly inclined to agree with. Running a chapel - even as small as it was - took a toll on many of his colleagues, and it didn't help that he only had sister Maggie to really help with the upkeep. Many of his other colleagues considered running a house of God in a place like Hell's Kitchen to be an exercise in futility.

Adjusting his robe, he stared at his reflection in the mirror and deepened his frown when he saw the dark circles under his eyes. He had no idea what happened every time he lost consciousness, but he had to assume it wasn't anything too severe considering he never seemed to stray too far from the church.

The door to his room opened just a crack and sister Maggie peeked her head in, the wizened nun's face a tinge uncertain, "Father, I'm going for my daily errands."

"Of course, sister. I will stay and do my own tasks." He did his best to give her a comforting smile and watched her leave without another word exchanged. He and sister Maggie never talked much - the woman was quiet and withdrawn even among many of his colleagues - but he appreciated her unerring support all the same. He doubted he'd have been able to keep going without her even with Peter's constant donations.

He found himself tending to his own errands, his previous worries slowly but surely abating as he ran back to a routine. It was Thursday, meaning he didn't have to worry too much about being overwhelmed with too many tasks.

Martin was barely into the second hour of his duties before he heard heard the door to the chapel open. It wasn't Peter or Ms. Winters; the former's footsteps were hard to hear and the latter was unrestrained, often bounding down the hall with a glee that felt almost out of place in a building like this. The footsteps he heard were slow and measured, confident. Like his old boss back in the Snakeheads gang.

"Top of the morning, Father."

...He knew that voice. Taking a deep breath, Martin turned around and found himself face to face with Matthew Murdock. The blind lawyer's mouth was split in an open smile, his eyes as always hidden behind thick red shades. The priest's hands balled into fists, though he tried his best to remain calm. Whatever malicious thoughts ran through his head, it wasn't the proper way to handle it.

Everyone knew of Matthew Murdock's connections to Wilson Fisk. The Devil of Hell's Kitchen many called him, though as a priest Martin found the title disconcerting. His teachings instilled in him the idea that anyone could be redeemed. He himself had been a criminal and human trafficker, and yet now he lived every day instill as much virtue as he could. To call someone a devil implied they were irredeemable, that there was no option but to cast them to damnation.

He hated to admit that a part of him thought that, just maybe, that thought was correct when it came to Matthew Murdock.

"Good morning, Mr. Matthew...what brings you here?" Martin did his best to keep his voice level. As a priest he as supposed to be impartial, not pass judgements as if he was an executioner.

"Just wanted to see you, old friend." He grinned. Martin wondered what he meant by 'old friend'; he was pretty certain they'd never actually met, "Just wanted to inform you that you're overstepping your bounds. Don't make me push back, Father. I do actually like you, after all."

"I...I don't know what you're-"

"What's going on here?"

Both of them turned their heads to the new arrival and found Peter at the end of the walkway. Before Martin could say anything the young man made his way towards them, a fierce scowl marring his face, "What the hell are you doing here, Murdock?"

"Visiting the church, Mr. Parker. I am a practicing catholic, after all." Matthew replied coolly, a calm chuckle escaping him, "I'm more curious as to what _you're_ doing here. Here to confess your sins? You did have a busy night, after all."

"You'd know, wouldn't you?" Peter's scowl morphed into an ugly sneer, "Sending your lapdog to send a message? You think I'm scared of you?"

"No, of course not. Once you've passed death I'm sure there's very little that can scare you." The older man tapped his cane on the ground, "Of course, that only applies to you, doesn't it? How is the young Ms. Baumgartner, by the by? Have her injuries healed yet?"

Martin saw the twitch for half a second before Peter pulled out a pistol and aimed it right at Matthew's head, his finger just an inch from the trigger, " _Stay away_ from her, you son of a bitch."

"Of course, Mr. Parker. I was just giving my condolences," He raised his hands in mock surrender and chuckled again, "Still, I'm surprised you care so much. I thought you wanted to go home? Or do you plan to stay here and protect her from the big, bad boogeyman all her life?"

"Wouldn't be a problem if I blew your head off right here..."

"Really, Mr. Parker? Guns in church? I knew you could be crude, but this is kind of pushing it." He turned to Martin, "What say you, Father? Are you just going to stand there and watch it all unfold?"

That knocked him out of his hesitation. Steeling himself, Martin looked towards Peter and looked the young man straight in the eyes, "Peter, please put the gun down. This isn't the right way."

"Right way?" He gave him a look of disbelief, "Father, you don't know what he's capable of. Not everyone deserves a second chance."

"Perhaps, but this is a house of God and I cannot stand idly by as you kill someone," Martin said firmly, "Please...put the gun down. Let's end this without bloodshed, Peter."

Peter looked as if he was tempted to pull the trigger damn the consequences, but eventually he let out a frustrated breath and put it back in its holster, "This is a mistake, Father...he has blood on his hands."

"As do you, Mr. Parker, and I'm sure Father Martin does as well. No one here is innocent." Matthew looked between them, the smile on his face never fading, "Still, I'm surprised at your restrained, And here I thought only Ms. Stacy held your leash." He let out an amused breath, "Well, I've said my dues. I'm sure I'll see you both soon."

Peter's eyes never stopped staring at the Lawyer's retreating figure. Matthew seemed to not have a care in the world, humming a song to himself until he finally exited the threshold of the chapel and lost himself in the streets.

"...That was a mistake. I should've killed him."

"Perhaps...but I appreciate your trust in me, Peter," Martin said. Peter's only response was an annoyed grunt, "...Is there some specific reason you came to visit? Anything I can help you with?"

"Huh? Oh...no. Actually, I was hoping to ask you that. I'm meeting up with my friend Gwen later, but I still have some time to kill. Anything around here need doing? I've got at least a couple of hours free and I'd rather not spend it with Winters..."

"Haha, yes, she can be overbearing at times." Martin clapped the young man's shoulder, "Well, I'm sure there's something that needs doing. Come join me, Peter."

The time seemed to pass by in a blur, and it only took a few minutes before he again lost himself in the routine. An hour or two passed before he said his goodbyes to Peter, the young man telling him that he'd be back later and to contact him if he needed. Martin made his way to the back, kneeling down for daily prayer in front of the altar, "Our father who art in heaven, hallow be thy name..."

That was as far as he managed before his consciousness faded, and when his eyes opened once more his mouth curled up in a disconcerting smile.

Martin Li was sleeping once more. It was time for **him** to take the reins now.

* * *

 **This went on longer than I intended, particularly Peter's segment with Felicia. It was just supposed to be about them having a one night stand, but then I added all that crap in and it ended up at 4k words. Oh well, it probably works out; Felicia has almost no representation in the fic, so a little focus is alright now and then. The Janet van Dyne chapter will be next.**

 **Anyway, I do have say one thing: Cindy's got Peter W-H-I-P-P-E-D. He's not even going out with her and he's already agreed to watch Moonlight with her and suffer through 3 movies of Vampires sparkling and angsting while a Werewolf can't go two scenes without taking off his shirt; next thing you know she's gonna convince him to wear spandex. He should probably thank Mr. Negative for giving him a proper alibi, really. Even possessed, Martin Li is a bro.**

 **Also, very much for the best that Gwen was drunk and we didn't see what she and Kate got up to. Considering even Venom sounded defensive it was probably not safe for work...oh well, at least we know both leads managed to get some action...even if it did take a week later.**

 **Meta note - Besides the midterm exams I'm trying my hand at Miraculous Ladybug fanfiction to help distract myself from this fic again. I actually had a Christmas/New Years themed fic in mind, but I had my doubts...and then I saw a Spider-Gwen and ML crossover oneshot in archiveofourown that paired Chat Noir and Spider-Gwen. Now I have no regrets :D**

 **Question:**

 **1\. I'm trying to cut down on questions, so I have just the one - fight scenes. Looking at Homecoming, one thing you notice both there and Civil War is that Spidey tends to get hit a lot (even the trailers show this, so it's not a spoiler). This is coming from a guy who has a spider-sense that warns him of danger and should by all rights be dodging everything.**

 **Gwen they gave the excuse of her spider-sense being wonky, but characters like 616 and Silk really get hit more than they should; even the holding back excuse doesn't work cause weakening your punches does not equal letting yourself get smacked. So...what do I do about Noir? By that I mean do I keep letting him get hit like he does despite the fact that he has enhanced reflexes, speed and bullet time or put it to use and have him dodge almost all attacks against him?**

 **I mean I know why they get hit; it'd be a boring comic if all we see is 616 or Silk running circles around their opponents. Still, what do you guys think? I tried the latter approach of Peter dodging everything at the beginning and this led to him being hilariously non-threatened by Elektra nearly sniping his head off with a goddamn sai. If I continue this then Noir's likely to never get hit, which'll make my fight scenes even more boring than they already are...your choice.**

 **Answers:**

 **Persin 2 - Peter and Lana? Not unless she's 18, dude, and I'm not sure the story can go for 3 years.**

 **Hermes Tonsils - I'll take that bet. The two remain friends, so I decree.**

 **samkwan217 - Depends on how you look at it. They were kind of in a relationship during the PGH arc, though Peter himself bitterly notes it might have been nothing during this chapter.**

 **Bagration - Lazy? Your reviews are larger than most of my readers...also, no Typhoid x Noir. The only drilling Peter would give her is a bullet between the eyes.**

 **I resent the accusation that I go out of my way to make the characters suffer. It's just how the story works cause they have Parker/Stacy luck. Also, not offended; I write fight scenes badly and smut scenes even worse. There's a reason I prefer dialogue. As for Gwen; I have to assume given her dialogue with Venom this chapter that any kinky or weird shit she does is her choice, no Venom's.**

 **Though I wonder why you said she's had fantasies since Ch. 19 considering Peter showed attraction first with the sudden kiss, and that was on Ch. 28. Also, what did you mean by Noir has chats with himself? Do you mean his burgeoning Multiple Personality Disorder?**

 **aach06 - Woah, you reviewed just before I posted 0,0 Anyway, I don't think stopping trying to go home will immediately rekindle a relationship: as he pointed out, they were miserable with each other and they'll never fully agree on him taking a life.**

 **Anyway, to note: Tony Stark is already rescued in canon and he's still amoral given that he had War Machine PMC with Castle and Kraven as former members. Likewise Shadowcat (E-65 X-23) and Wolverine are also canon, and I have plans for her. I also have plans for Orson Randall, the previous old Iron Fist before Danny Rand. And like you said; I have enough side characters in New York with the Defenders and proto-Avengers.**


	64. Symbiosis

**I just read of Edge of Venomverse and I have to wonder if it was deliberately taking the piss out of the current Spider-Gwen arc: Gwenompool's relationship with her symbiote is far more stable, she enjoys being bonded to Venom despite some hiccups and she has/had a burgeoning romance with her world's version of Matt Murdock. Contrast to Spider-Gwen being forced at gunpoint to bond, calls Venom a freaky goop and hates her world's Matt Murdock.**

 **Anyway, both that and the current Venom issues with Eddie Brock make me somewhat glad that I bonded Spider-Gwen to Venom now that the symbiote's transitioned to a more heroic/anti-heroic bend. The next few months of comics are definitely gonna be Venom-focused given what we've seen so far.**

 **On a side note, I just found out Spider-Gwen's original costume...and by god it's even worse than Noir's original costume. Apparently the current SG costume was the wrong one. The correct one? A red web patterned coat, white gloves, blue dress and knee-high boots and a 616 Spidey mask that only covered the upper half of Gwen's face and left her hair uncovered. Yeah...thank fuck for that 'mistake' considering her current costume is one of the best in current comics and I doubt recreating 616 Gwen's fridge outfit would've gotten the same reaction.**

 **Oh, and before I forget: I modified the end of the Muse arc - 'man with a mask' chapter, to be clear - to be more like the canon resolution. Also does more to help cement Muse's character, so yeah...check it out :D**

* * *

So...this was the Van Dyne building.

Peter looked up at the almost shining piece of architecture through his helmet, a slight frown etched on his face. Gwen told him to meet in front of the building, but she didn't mention that the place would be so...open. This place made him uncomfortable, full of skyscrapers and crowds of people packed together like cans of tuna. Give him an alley or a warehouse down by the docks any day.

He removed the helmet and shut the motorcycle off, ignoring the slight heat from the glaring sun above. He couldn't spot Gwen in the crowd milling around in front of the building, but right now that wasn't his greatest concern, _'Son of a ...'_ He shut his eyes tightly and tried to drown out the voices blending into one another in some ungodly cacophony. To anyone else it would've been mildly annoying, but to him it was like someone firing off a shotgun next to his ear.

Just one more prize from his new gifts...

The noise cancelling headphones came as a relief. Peter sighed softly and put his hands into the pocket of his cargo pants, _'Of course she's late.'_ He opened his phone and found '10:30' in bold numbering. They were supposed to meet 30 minutes ago, and he'd actually worried and rushed out of Felicia's penthouse without so much as an explanation. Granted he doubted she cared, but she'd make a show of having been the next time they met up.

Sucking in a soft breath, he pressed Jones' scarf (he hadn't realized he'd taken it with him till a day after the fact) closer to the lower half of his face. It only took a cursory glance at the area to find a nearby newstand, _'Might as well get some coffee...'_ He made his way to the small kiosk and slapped some bills on the counter, gesturing to the beaten down coffee machine in the telltale New York way.

The owner said something, but he couldn't make it out. Ignoring him entirely, Peter grabbed one of the newspapers and looked at the front page. He wasn't surprised to see both him and Gwen still being front page news - this place was addicted to the heroes and vigilantes - and he was only mildly put-off at the fact that while they sung her praises the DB was again smearing him to the floor.

"Spider-Man: In League with Mad Artist?" He sighed and put it on the counter, the owner of the kiosk again saying something he couldn't make out, "...Sorry, what'd you say?" He lowered the left ear of the headphones.

"I said you're paying for that newspaper. Off the counter, it's yours," he said. Peter couldn't place his accent; was it Spanish or something else? He wasn't sure.

"Fine by me..." Peter handed the irate owner a dollar and tossed the newspaper into a nearby trashcan. No need to see it since he was pretty sure he knew it by heart at this point: some ranting by Jameson about how vigilantes were just criminals in disguise followed by 'proof' about how he must've been secretly colluding with Frost despite him trying to beat him to death. He was sure he'd get a phone call from Winters to apologize and claim that this wouldn't have happened if he gave her the scoop first before Jameson got its ruddy hands on it.

Worse part was she was probably right.

The coffee tasted like cardboard, but that was to be expected...and it was still better than the stuff he got back home. Peter downed half the cup in one go and sighed. There was a reason he liked staying in Hell's Kitchen, broken as it was. It reminded him of home - it was the one part of the city that didn't seem to know what it wanted. One foot was out the door towards progress and gentrification, the other remained firmly inside and stubbornly clung to its own identity, and in the end it was just a constant flux. It was like a junkie trying to decide whether it should snort the floor polish or not.

"This Spider-Man guy. He's weird, yeah?" the owner asked. Peter didn't bother answering, but he continued regardless, "I can't tell what his deal is. I mean Spider-Woman is sanctioned by the government or some shit, but this guy? Total fucking clown running around like a Superhero."

"What makes you say that?"

"Just what I said. I mean what does he get out of it?" The owner shrugged, "Is he getting paid? What's the point of it all, you know?"

"Spider-Woman helped save this place even after 3 years of scorn." He scoffed. Gwen's guilt complex would've put the messiah to shame. He just hoped this madhouse didn't ask her to crucify herself for their sins; it wasn't worth it.

"Well...yeah, but she's famous now, you know? Everyone likes her. This spider guy...eh, I don't think he's gonna be like her, not with the bad publicity he's getting. If I was him I'd cut my losses while I could, you know? Doesn't seem worth it, you know?"

"No, I don't 'know'." He shook his head and sneered into the cup. This guy asked if he 'knew' things a lot.

The conversation died down after that, which Peter was grateful for. The last thing he needed was advice from some wannabe barista, _'Where is she...?'_ He walked away from the newsstand and pulled out his phone before using the speed dial. Cellphones were definitely one of the few things he'd miss from this place.

The phone was barely into its second ring before a pair of hands wrapped around his head and covered his eyes. His first instinct was to elbow the offender, but the familiar laugh at the edge of his ear made him hold off, "Guess who?" Norah asked, her voice almost sing-song. Peter could tell she was forcing it, trying to pretend that she was her normal chipper self and that she wasn't frustrated with the Bugle's headline.

Still, he'd play along. He still owed her for Ogre.

"Is it Spider-Woman?"

"Oooh, so close!" Winters stepped back and winked when he turned to face her. She still had the same smile on her face as always, but it was strained, "Hey, Ben, didn't expect to see you in this part of town. What's wrong? Got tired of the booze and cigarettes clogging up your apartment?"

"You wish, Summers." He smiled wryly, "I've got business here. You?"

"Trying to go for my next scoop." She tapped the camera around her neck with a slight frown, "Urich's got me doing a pitch on companies to show how they help the the little guy, so it'll be me talking to some cheap suit who spouts propaganda. You know, some fluff piece that everyone ignores." She sighed and brought a hand through her hair, "Wanna come with? The Ogre thing with Spider-Man was a bust, but I could always use my photo monkey to hold my stuff for me."

"Tempting as that is, I'll have to pass. I'm meeting with someone-"

Speak of the spider and she shall come. Even through the bustling of the crowd he made out Gwen's frantic footsteps and 'sorry's' before she emerged from a tightly knit group of people, her breaths frantic and her face flushed. Peter raised an eyebrow at the sight. He didn't think she _could_ get tired anymore, especially after the thing bolted onto her. If he had to hazard a guess it was probably more out of habit than anything else.

"Hey, Pete, sorry! I didn't..." She stopped in front of them and trailed off when she caught sight of Norah, "Uh...hey, Norah. Didn't expect you here."

"Huh, Gwen, you must be who my photo monkey blew me off for." Her smile came back in full force as she looked to the other blonde, "By the way, did you just call him Pete?"

"I, uh-"

"It's my middle name," he interrupted. Last thing he needed was Gwen coming up with some over the top story like him coming back from the dead, "Benjamin Peter Reilly...it's kind of awkward, so it's usually just one or the other."

"Huh, learn new things about you every day. Maybe I should come up with a new name for you, too? How does Manuel Labor sound? I think it has a ring to it."

"Only if you let me call you Fall? Or do you prefer Spring?"

"It wasn't funny the first time, Ben." She shook her head, "Ah, I'll think of something. Well, I'll see you two around. Have fun on your date."

"It's not a-"

Gwen's refusal was cut off when Norah gave them both a wink and a teasing wave goodbye. Peter watched her leave for a few seconds before focusing his attention back on his 'partner'. Despite the fact that they were going to visit a scientist she was dressed like they were going out on a trip to the park...and he was somewhat annoyed by the fact that his eyes lingered on the long spans of skin that the jean shorts didn't cover.

 _'I really need to get my mind out of the gutter.'_ He internally scowled. He would've thought going at it twice with Felicia would've helped with it, but he guessed not. He needed to change the topic, "...You're late."

"Right, sorry about that." She rubbed the back of her head and winced, "I lost track of time and then I just rushed over here. I haven't stopped running since I realized."

"Why didn't you just...?" He cured his ring and middle finger to his wrist, "That thing gives you all you need, right?"

"'That thing' has a name, you know-"

"I'm not calling it Webster." He rolled his eyes, "Every time I hear about that name I keep thinking about limousines. You can blame your friend for that." He also couldn't stop thinking about her using throwing stars, despite how impractical those would've been...matter of fact, he could probably blame him for the lingering looks and a whole lot of other things, too.

"...Point taken." She sighed, "Look, I decided to give Webster a break. Besides, it wasn't _that_ far; thought I didn't need to swing over here." She shrugged, "Come on, Janet's waiting."

The inside of the building was exactly how Gwen remembered. Same sleek interiors, same (way too cold, though it might have just been her clothes) air-conditioning and the same young receptionist who had her eyes glued to her phone. She could only hope that Janet and Hope were still the same; 3 years was a long time to not talk to someone, and if Peter was any indication people could become completely different in that time.

"So this is where all the money in the city goes," Peter mumbled next to her, the headphones now lowered to his neck, "Maybe it's just me, but I don't see what a fancy leather couch has to do with being a scientist."

"Hush." She slapped his leg and made her way to the counter, "Hi-"

"Gwen Stacy. Ms Van Dyne's expecting you and your plus one," The receptionist interrupted, "Please ensure that both of you are unarmed and that you submit to check-up while leaving to ensure there's no theft or accidents. Have a nice day."

Gwen and Peter shared a look before she shrugged and made her way to the elevator. She wasn't sure if the woman was psychic or just really good at memorizing schedules; knowing her luck it was probably the former.

As soon as the doors closed she saw Peter flinch away from her. She wanted to ask him what was wrong, but he growled and lit up a cigarette before she could, "...Wow, really?" She raised eyebrow and looked at the cancer stick distastefully, "I know you said cancer wasn't a thing for you, but I think you're addicted. It's common etiquette not to light up when in a cramped space, you know?"

"Trust me, it's better if I smell cigarette smoke..."

"And why is that?" she asked back. She'd already talked with him about fixing Lana habit and, though he seemed to think it was none of his business, he'd agreed to hold off on 'sharing' his cigarettes with her. Now if only she could convince _him_ that it was stupid to keep smoking she'd be all set, "Look, we said we didn't want to argue, so let's just be honest, okay? If you have an addiction I can-"

"You _reek_ of sex, Gwen."

She opened her mouth, closed it, opened and closed again. What...the fuck was she supposed to say to that? She didn't know whether to be offended or just plain creeped out. Was he calling her a- no, he wasn't like that...so what the fuck? "Uh...you're gonna have to clarify that. Cause I took a shower before I got here and I'm pretty sure that-"

"...Both of us were changed when we came out of Moon's butcher shop. You got that thing bolted on you, I got bitten again. It's why I could turn invisible." He took a long drag of the cigarette before continuing, "One of my new 'gifts' is like my senses are on a load of cocaine all the time, and it's gotten worse every since I passed Frost's gallery. It's why I wore the headphones outside. I can ignore it for the most part, but in places as crowded is this it's like everyone has an airhorn."

"And that translates to me stinking up the place cause...?"

"I said my senses, not just my hearing. I couldn't make it out outside because of all the conflicting scents, but in a cramped place like this..." He wrinkled his nose and frowned, "Well, I said it already. No offense, but I'd rather smell smoke over your pheromones."

"Yeah...none taken." Great, now she felt paranoid. She was sure anyone besides Peter wouldn't smell anything but the fruity soap she used, but she couldn't help but feel self-conscious, "Look...I just got drunk with Kate. One thing happened after another and..."

"You don't have to explain, Gwen. You're free to do whatever you want." He gave her a slight smile, "Look, I won't ask for details and I won't tell you what I'm doing. We agreed to end it a week ago."

"Yeah..." She looked down at the borrowed chucks and bit the side of her cheek. He was right, and she was pretty sure she'd get over...whatever it was eventually. It was just lingering attraction, nothing more. She remembered moping about Randy for a least a couple of weeks, and she was the one who broke up with him because of the whole Spider-Woman thing.

Her eyes trailed down the length of his upper body. Peter wasn't one for spandex or overt costumes, but even through the dark shirt it was easy to tell he was well-built; though that might have just been because she'd seen under it a few times already. She had to wonder if his weaker powers were a reason for it. More strain equals more muscle mass gained, maybe? ...Ah, she wasn't a scientist.

...Though, she was curious why he still had Jessica's scarf. Somehow she didn't think the two were besties now.

 **'Might able to help, Other.'**

She didn't have to ask what her other partner meant. Peter looked at her weirdly and lowered the cancer stick "...I'm guessing that's your friend. It's masking your scent..can't smell anything but the soap you've used." He tucked the cigarette into a portable ashtray and gave a single, soft breath, "I guess it does have its uses."

"Hmm..." It was new to her, too...honestly, she'd kinda given up trying to explain away all the things Webster did. Poison, enhanced strength, teeth and now it could mask her scent? She wouldn't be surprised if it could just do her homework for her once she started attending University...it actually scared her somewhat how much she was beginning to rely on it.

The rest of the (thankfully short) ride was spent in silence. The elevator doors opened with a faint woosh and Gwen's face split open in a smile when she saw the wide laboratory/home on the other side. It'd been years, but like everything else it hadn't changed at all.

Unlike the lobby downstairs the top floor was more casual with a a wide carpet covering most of the metal floor and tacky drapes on the window. Even the furniture was pretty humble, just typical light wood that wouldn't look out of place in a thrift store. It stuck out like a sore thumb after the the sleek and high tech aesthetics the rest of the place had.

"Huh...not what I expected," Peter mumbled next to her, "This doesn't look like a lab at all."

"Yeah, well, Janet's not one for too many luxuries. Says it distracts her from her research." Gwen smirked. She could practically see him eating his words down in the lobby, "Come on, I know the way to her lab."

The place was just as cozy as she remembered. Gwen closed her eyes and allowed her muscle memory to guide her, her mind wandering to a few years ago. It'd been so long since she'd been here. After the 'incident' at prom she'd cut off contact with Janet. She knew she wanted to help, believed she was innocent and help prove it to the world, but the last thing a well-known scientist needed was to tie herself to the sinking ship that was the S.S Spider-Woman. She'd ended it, and Janet respected that.

Still, even after she'd been declared innocent of all chargers something kept her from coming back. Cap told her that Ms. Van Dyne wanted to see her again in-between all her business trips and research studies, but every time the opportunity presented itself she'd make some excuse: family time with her dad, some supervillain that needed to be stopped or even just pretending she forgot about it. Maybe she was afraid that after 3 years Janet might've considered her as nothing more than a passing fancy, dated as the word sounded.

Gwen shook off her lingering thoughts when she found the metal door that led to the lab, "Alright, here we go..." She look to Peter for a split second before opening the door (Ms. Van Dyne wasn't one for knocking).

Peter expected a lot of things when he saw Janet van Dyne. With the way Gwen talked about her he thought she'd be an elderly scientist, stern and focused on her work. Books talked about her breakthroughs in the Dyne Particles and size/mass matter manipulation, so she probably wasn't some kind of kook either. The idea of shrinking and enlarging something without completely compromising the mass flew right in the face of the square-cube law, but at this point he was no longer surprised. Either way she must have been a one of a kind genius to pull it off.

"Gwen!"

Still, he definitely didn't expect to see someone who looked like she was barely pushing 40 hugging Gwen like some kind of excited schoolgirl.

Peter raised an eyebrow and said nothing as the older woman caught his 'partner' in a bone-crushing embrace. Gwen for her part seemed surprised by the sudden bout of affection, but eventually smiled and returned the gesture with a relieved laugh, "Ms. Van Dyne, it's, uh, good to see you!" She clapped her back and gave and awkward cough when the scientist refused to let go, "Uh...you can let go now."

"Oh, sorry!" She stepped back, the wide smile on her face still present, "Oh, and dear, it's Janet! Ms. Van Dyne's so formal, I always tell you that."

"Yeah, sorry, Janet. It's just it's been a while, you know? Didn't know if..."

"Don't think too much, Gwen. You always have that habit." She shook her head slightly, "It's just...wow, it's been so long! You've grown up so much since I saw you last!"

"Yeah, well, puberty does that." Gwen rubbed the back of her and gestured to him, "This is my friend Peter. You know about him, right?"

"Oh yes, Spider-Man. I've read the reports from shield that Samantha sent me. Very...enlightening." Her smile twitched slightly when she looked at him. He doubted Gwen noticed, but if he had to hazard a guess it was pretty likely Dyne didn't fully trust him.

Not that he could blame her. He didn't trust her, either.

"Um...oh, wait!" Gwen fished through one of the 'pockets' at her side and fished out the broken webshooter, "I accidentally broke one of the webshooters." She rubbed the back of her head and laughed. A lie, but he didn't dispute it. It was clear the scientist had a soft spot for Gwen and it'd be easier than saying Connors chewed through it like a goddamn animal.

"Really?" Dyne took the webshooter and looked down at it with a slight frown, "I made these things to last, Gwen; all you had to do was clean it up to make sure the gunk didn't get on the exits." She twisted it around and noted all the cracks, "What'd you do, bite it or something?"

"Oh, you know...shit happens." Gwen attempted a light shrug and wiped her hands on her shorts. For someone who lied about her identity for 2 months she was acting rather amateurish, "You could fix it if you want, but I don't actually, um, need them anymore. Webster comes packed with webbing." And a lot of other things. Peter didn't miss the extra limbs she sprouted whenever the going got tough.

"Ah, yes, your mysterious new passenger. I've seen some of the research notes S.H.I.E.L.D took, but I get the feeling that it's only scratching the surface." She stuffed the webshooter into the pocket of her labcoat and gestured to the table, "Now, first thing first I'm going to need a sample. Just a small amount should be sufficient."

"Oh, sure." Gwen stuck out her right hand and let a small blob of black flesh rise from her palm. Without so much as a hint of hesitation Dyne sliced through the top of it with a scalpel and put it in a nearby container, "Ouch." Gwen winced slightly and shook her hand, "Um...I'm gonna need that back, I think."

"I'll do my best." Dyne's attention shifted to him now, her eyes narrowed, "...Actually, Mr. Parker, would you mind terribly if I did an examination on you as well?"

"I get enough of that from Hill. No thanks." He scoffed.

"I don't need a full body test. Just a skin and blood sample should suffice."

Peter wanted to tell her to pike off, but Gwen's lightly begging expression caused him to bite his tongue instead, "...Fine." He pulled back his sleeve and stuck out left arm. With the same precision as before she took both of the samples she needed. He wasn't scared of needles, but he had to admit seeing a syringe filled with his blood knowing it was full of that poison was unnerving.

"Alright, thank you for your cooperation." She nodded that them both, "The testing should only take about an hour. Why don't you visit Hope in the meantime, Gwen? She's been looking forward to seeing you for a while now."

"Oh, uh...sure."

Gwen left the room with a lightness in her step, Peter following as silently as ever. She had to admit, seeing Ms. Va- er, _Janet_ again felt good. She thought the older woman would've been cold considering she'd told her to 'leave her the fuck alone!' all those years ago. It wasn't like she wanted to act like a mega bitch or anything, but she really didn't want her to get caught up in all the media frenzy. Jameson would've ruined her given half the chance; there wasn't a single low that grumpy bastard wouldn't sink to.

"She's...different from what I thought she'd be," Peter said.

"Yeah, Janet has that effect on people." She grinned at him, "I mean when people think about the Wasp and see all she's done they think she must be this larger than life celebrity or something, but she actually hates the spotlight. She just wants to help people like Cap does."

"Hm...why'd she retire then?"

Gwen chewed on her bottom lip before answering, "Well, she told me it was taking time away from her research. The Dyne particles can change the world, you know? Imagine being able to shrink down cargo en-route and then growing it back up again? Or hell, what about turning a chicken leg a hundred times its size or something? World hunger and a lot of nasty crap would be cured overnight."

"That's assuming the people in this world let it. Corporations are the ones who make money off of the tragedies, and they're the ones she has to push this idea to. Why cure someone of cancer when you can spend years or decades gouging them for treatment that might not even work? The day someone decides to put life over profit is the day people like us won't be needed."

"Wow...you've read way too much conspiracy theory books." Gwen rolled her eyes. She really did have to wonder if he practiced these speeches in front of a mirror every morning, "We're not in a cyberpunk, dude. Corporations don't run the world."

"The government's just as corrupt, Gwen. Or did you forget that Jameson ran his campaign on fear of 'the Spider-Woman' even though his proof was circumstantial at best?"

"People like Jameson aren't the government." She ran a hand through her hair and let out a frustrated breath, "Look at us, we agreed to stop arguing and here we are having a fight about...I don't even fucking know. Philosophy?"

"More or less." He gave her a faint smile, "Let's just agree to disagree. If you're right then I'll eat my words, if I'm right then we both lose. Either way I want you to win."

She didn't say anything else. Instead she shook her head and opened the door to Hope's room and stepped inside. The young girl was nearly 7 when she'd seen her last, so she should have been 9 years old now.

Gwen only managed a single step before Peter shoved her aside. She stumbled to the left for a brief moment before quickly righting herself, "Hey, what the fuck!?" She turned to him and found herself staring into thin air, "Uh..what-"

"Down here."

Her gaze shifted downward and she caught sight of Peter...who was about 3 feet tall, "Uh..." His expression murderous, but right now Gwen couldn't find the proper response. Logic dictated the proper response to a friend being suddenly shrunk would be to be worried, but right now the she felt an overwhelming desire to laugh. He looked like Santa's really grump elf.

Before she could say anything more concrete a yellow blur whizzed past her face. Focusing her eyes, she was blindsided once again when she caught sight of a 4 inch tall Hope van Dyne zipping through the air between her and Peter wearing a smaller version of her mother's Wasp harness.

"Oh no, oh no! I'm so sorry!" She said, her voice somehow carrying despite her miniature size, "I thought it might have been an intruder, so I just shot and-"

"I'm not looking for an explanation, kid." Peter sighed and pinched the bridge of his nose. Gwen could tell he was making a herculean effort not to go off on a bitter tangent, "Just...fix me up, would you? I'd rather not be the same size as Howard, thanks."

"Um..." Hope flew from side to side, her hands crossed behind her back guiltily, "I, um...don't have the reverse particles. Mommy has those...I can only fix myself."

"You gotta be-"

"N-Now, now! Let's all just calm down!" Gwen raised both hands, a strained smile on her face. She knew Hope was already interested in her mom's gadgets even when she was just 6, but she really didn't expect to find her flying around the room like Wasp Jr., "Look, Pete, you can probably just ask Janet for a fix-up. And Hope...you shouldn't zap people who go into your room."

"W-Well...you didn't knock!"

"Wha-"

"Bumblebee's got a point there, Gwen." Peter let out a soft breath, "You do have a tendency to barge into places without asking first."

"H-Hey, Janet's not one for knocking! I thought it was a house rule!" Gwen did her best to ignore the fact that she was trying to argue herself to a 3 feet tall vigilante and 4 inch 9 year old. All things considered it was probably the least weird thing that happened to her all week, "Look, just- Pete, go and get yourself fixed up. Do you need me to-"

"I may be 3 feet tall, but I'm not a 5 year old, Gwen." He looked look he was deliberating on doing something else before his eyes trailed to Hope. Instead he shook his head and turned away without another word.

Thankfully there was no awkward silence. As soon as Peter left Hope all but tackled her right cheeked in an odd embrace, nuzzling into the skin with a loud laugh, "Gwen, long time no see!" She flew away from her and gave her a cheery smile, "I missed you!"

"Yeah, kid...been a while." Well...she'd brushed off what happened weirdly quickly. Gwen shook her head; it was just something she inherited from her mom, "So...the harness? I'm assuming Janet knows you have it."

"Mmm-hmm!" She flew threw the air and did a little circle with a whoop, "Mommy gave it to me a few months ago. I can only shrink down for a couple of hours, but it's so cool! Is that what you feel like when you're flying through the air?"

"I don't really _fly_ , but I guess." She nodded, "Hey, why didn't your mom tell us you shrunk? A little warning might've been nice."

"Oh, uh..." She could see Hope blush even through her miniature size, "Mommy made me promise not to use the suit today cause you were visiting, but I was so excited and..." She flew from side to side again, "Please don't tell her when you meet up again, okay?"

"Sure...your secret's safe with me." Peter was probably going to tell her, but the last thing she needed was a 4 inch tall Hope Van Dyne zipping past the hall. Better she keep mum for now.

Gwen eventually found herself sitting on a nearby beanbag with Hope cupped in her hands. She'd suggested the younger girl raise her size, but apparently the allure of being able to fly was too much for her, "So, how's it been, Hope? You've grown up a lot...well, you know what I mean." She poked the miniature girl in the stomach and got a giggle in response. She had to admit it was really cute, "Was Wakanda fun?"

"Yup! It was really cool! Mommy talked with some king guy and that was boring, but the rest of the trip was fun! You should come with us next time!"

"Sure, kid." She smiled down at her. Gwen doubted she'd be leaving New York anytime soon with her new responsibilities and college, but she couldn't bear to say no to that face.

"Hey, Gwen, who was that guy earlier? Is he your boyfriend?" Hope asked, sticking her tongue out as soon the word 'boyfriend' left her mouth. Despite the uncomfortable question Gwen couldn't help but stifle a laugh; she remembered the 'boys have cooties!' age all too well.

"No, no...Peter's just a friend." Granted they'd only broken up from their 2 day long relationship a week ago, but she didn't need to know that. It was sad enough that they'd split up before even going on a first date...and no, she didn't count stopping Piper as one.

"Oh, good. He was kind of a jerk..."

"To be fair you _did_ knock like 3 feet from him. But yeah, he kinda can be." Gwen ruffled her hair gently with the tip of her pointer finger, "So...why the harness? You planning to be a Superhero when you grow up?"

She'd said it as a joke, but the miniaturized girl gave a nod in response, "Yup! I wanna be like mommy! The 'Unstoppable Wasp'!" She held up her hand and struck a pose, "Putting the bad guys in prison and saving the town! It's what you do, right?"

"Um, yeah..." Gwen nodded numbly. Normally she would've been happy someone wanted to help out their fellow men and women, but there was a reason Janet quit the heroics. Did she know what her daughter wanted? Was her giving a customized version of the Wasp harness a sign of support or just an innocent birthday gift of some kind? She'd need to talk to Janet about it at some point.

The rest of the hour passed by before she knew it. As soon as she saw the clock strike noon she said her goodbyes to the little Waspling (oh god, she better not call herself that when she grew up) and made her way back to the lab. She had to admit she was anxious about the results, which wasn't helped at all by Webster being uncharacteristically quiet. The last time that happened it didn't spell good things.

When she opened the door she found Janet poring over a microscope in full-on 'scientist mode'. Peter was at her side, still short except now he was wearing an oversized labcoat. She didn't know whether to tell him he looked stupid or cute with it on.

Thankfully she didn't have to decide. Before she could open her mouth to make some kind of snarky comment he suddenly shot up in height, the labcoat now looking far more fitting (and disturbingly familiar...) compared to before, "Finally..." he muttered and turned to Gwen, "Huh, you're just on time. Your friend figured out what's up with that thing bolted onto you."

"Yes, Gwen...you may want to sit down for this."

Oh...that was _not_ a good sign. Gwen took a tentative seat on a nearby stool. Webster shifted slightly from under her blouse, but beyond that it was mostly still, "So...what is it, doc? Is it a boy or a girl?" Try to make a joke, play it off.

Unfortunately, Janet wasn't smiling, "Um...alright, there's no easy way to say this so I'll just say it. I examined the sample you gave me and...well, I compared it side by side with the infected blood sample I got from Mr. Parker. Gwen..." She took a deep breath, "That suit you have...one half of it is made out of the Lizard serum."

Gwen didn't know what to say. The room was silent, and even Webster had turned deathly still, "Wh-What?" she barely managed to choke out. The Lizard serum, the thing that ruined their lives - that turned Harry and Peter into those things - and... _that_ was what Webster was made of?

"Not completely," Janet continued, her voice even, "It's...I almost didn't recognize it due to the changes, but with Mr. Parker's blood to serve as a comparison I saw the similarities. It...well, the closest thing I can think of would be a mixture. The Lizard serum was combined with some kind of radioactive isotope and it created this...symbiote that's bonded itself to you."

"That means our mutations are linked, then?" Peter asked.

"Yes and no. The serum was a base, but it's just one part of it like I said. You told me before that during a scuffle the symbiote seeped into your wounds, and from there I can gather that your immunity saw the similarities to the serum and attempted to purge it. There's just enough of the serum that remains inside to keep it registered as a threat, but not enough that it's not its own unique entity."

"S-So what does this mean, Janet? Is this..." Would it turn her to a monster? Was what happened at the restaurant going to be a recurring thing?

"Truth be told, Gwen, I don't know what it mean fully." She pursed her lips and ran through some notes, "I pored over as best I could, but what I managed to gather was that no one but you could have this symbiosis. This symbiote releases traces of radiation, but because of your spider bite you're immune to it. You talk as if this symbiote is sentient, and if that's the case...then I doubt it bonded itself to you out of sheer chance. It must have sought you out."

"Sought me out..." She looked down at her hands and clenched her fists tightly. She probably would've died to that Agent 47 bastard if Webster hadn't bonded to her, but this, "...Anything else?"

"Yes." She picked up another stack of papers, "Have you noticed your powers increasing? More strength? More durabilty?"

"Uh, yeah, yeah..."

"That's its doing. Enhanced abilities, though a trade off in a weakness to sonics and extreme heat." She opened the container containing the sample and it quite literally _jumped_ back to her and meshed itself back to the skin, "The symbiote augments your powers, and the more you remain bonded the stronger you become."

"S-So what you're saying is-"

"It's becoming a part of you, and it will be inseparable. You won't be able to separate it from yourself anymore than you can take out any of your five senses; it'd be possible, but the consequences would be severe," She took another deep breath and considered her next words, "I...don't know what advice to give you, Gwen. From what I can gather it doesn't seem malevolent and there are many examples of animals that function on pure symbiosis. Ultimately it's up to you."

"I..." She stood up and left the room, "I need to think...talk."

Peter watched her leave without a word. He wanted to say something, but what could he? This was all above his head, "Something tells me finding out that suit she has is made out of poison isn't gonna make her happy," he muttered.

"Perhaps not, but she deserves the truth, Mr. Parker." She gave him a strained look, "She isn't the only one who deserves scrutiny. Your blood is...I read the notes, but it's the truth; your entire body seems to work as some sort of dead zone. Any disease or poison that enters your bloodstream is neutralized, but the second it's taken from your body it comes back in full force. I can't think of any scientific explanation for this, and couple that with you coming back from the dead..."

"This again? You're a woman of science, doctor. I would've thought you wouldn't believe it."

"I believe in proof, and though I can't explain it the proof is standing right here in front of me. Mr. Parker...you were _dead_ for at least 2 years. I don't know whether it really is you or this...film noir character, but either way a body has recovered from decay and has been given life again. Scientists have long since craved a way to defeat death and you treat it as if it's no big deal."

"Mostly because I don't control it." Him and Moon Knight...brought by their patrons to do whatever it was they wanted them to do, "Is that all? If so I should probably go."

"Hold a moment, Mr. Parker," she called, "Look...we may not trust each other fully, but I can see that you're intelligent. I don't know the state of your mind after your...resurrection, but it seems your intelligence remains intact. You picked up on the Dyne particles remarkably quickly and if what you told me is correct you even managed to modify the webshooter that Gwen loaned you."

"What's your point, doctor?"

"You could do more than beating up thugs in alleyways. I could get in contact with friends, get you to do things with that intelligence of yours. Think about it, Mr. Parker. Isn't it better for you to play into your strengths rather than risking yourself like this in pointless violence?"

"Heh...no thanks." Her eyes widened slightly at the blunt rejection, "I might seem like I'm wasting time to you, doc, but this...I can't be like you, thinking about the greater good and waiting for the big breakthrough that can change the world. I belong down there in the gutters, trying to clean up the mess..." By the people, for the people and all that inspirational crock. He preferred being down there where he could see people rather than living in some gilded tower where lives became numbers.

Besides, he wasn't planning to stay here. No sense in making a career if he was leaving before the year ended.

"Hmm. I'm disappointed, but I can't say I'm surprised. A mind like yours could've done great things, but you're like Gwen. Once you get something in your head you won't stop. It's admirable in a way."

"...What's the deal with you two, anyway?" Peter asked, "You gave her the suit her new one ate-"

"Wait, the symbiote _ate_ the suit?" she interrupted, expression aghast.

"What, you didn't notice?" He scoffed, "She's been wearing those new threads for a while now, thought it was obvious. Anyway, don't change the subject. Gwen kept her identity close to her chest, so why would she tell you before she told her dad or her friends?"

"She didn't tell me per-se." She sat down on a nearby stool and and pressed her hands together on the table, "It...well, an accident would've been the best thing to describe it. Me, Hope and Gwen shared an elevator during an earthquake. We found out later it was one of Red Skull's schemes, but that's neither here nor there." She waved a hand through the air, "Point is the elevator fell and Hope was pinned under the rubble."

"I can guess where this is going..."

"I didn't have my harness with me, and I wasn't strong enough to lift the rubble off. Hope would've died there if Gwen hadn't exposed her powers and saved her..." Her smile had turned wistful, "This was before she was considered your murderer, of course, but even then risking her identity to save the life of a stranger...it stuck to mind. And even after she was blamed for that horrible accident she still tried to save people. As I said, it's admirable."

"Huh..." He had nothing else to say, really. It was exactly how he thought it would've gone, and after knowing Gwen for a few months he couldn't cast doubt.

"Well, if you change your mind then my offer's open. I'm sure Gwen would also prefer it if you were safe from harm. I can't read minds, but if I was in her place I wouldn't want to see my best friend risking their life if they already paid for it once."

"Maybe, but I'm not living my life for her." And once he got Octavius it wouldn't be her concern anymore, right? Once he was home he wouldn't see her again...it was how it was supposed to be. If he hadn't hesitated in the asylum then none of this would've happened - or maybe 'he' wouldn't be alive, "I appreciate the offer, I really do, but I'm not trying to put down roots."

"Really? You seem pretty concerned with crimes that don't concern you for someone just trying to coast through." She ignored the light glare he gave her and stood up again, "Well, I've said my piece. Do what you will with it."

"...Wait." She turned back to him with a brow raised, "I have a friend who's doing an article on corporations. Could you lend her a hand? Her name's Norah Winters."

"Ah, yes, the journalist who reported on Sin Eater. A real eye-opener, that one." She crossed her arms and seemed to consider it before she eventually nodded, "Fine. Tell her I'm free in 2 days; I can answer any questions she needs."

"Thanks...well, I should probably go see Gwen."

"Hey, look out for Gwen, would you? I know she pretends she's always in control, but powers or no she could use all the friends she could get. Some day I'm afraid she's going to get in over her head and, well..." She took a deep breath, "Just make sure she's alright, okay?"

"Sure..." First Osborn and Dyne. Did people think he was a protective kind of person or something?

* * *

"Webster...we need to talk."

Gwen locked the door to the storage room behind her and took a deep breath. She needed to talk this out rationally and _not_ panic...much as she kind of wanted to at that very second. The bombshells were just...what the fuck? That was the easiest thing she could say about it, 'what the fuck?'. By all rights she knew the explanation wouldn't be easy or sensible, but this...she never thought Webster would be involved with that serum.

 **'Webster is here, Other-'**

"No, not like this." She shook her head, "Just...I want to talk face to face. Can you do that?"

 **'...Yes.'**

She didn't know what to expect, but seeing what looked like herself in costume standing in front of her definitely wouldn't have been the first thing that came to mind. Gwen blinked and tried to take in all the details. It was similar to the costume she wore, but not exactly. It was way darker than before, the outer rim of the hood chalk white and jutting forward in uneven spikes.

What drew her attention most was the red line that came from the bottom of the hood all the way down to 'her' navel. At first glance she might have assumed it was a scarf, but the occasional spikes that peeked out of the tear made her realize with no small amount of disgust that it was a _mouth_.

 **"Here, Other..."** Webster looked up at her, its expression unreadable underneath the facsimile of a mask - _her_ mask, she noted numbly - barely hidden by the jagged hood, **"This is what Other wanted to see, yes?"**

"Um, yeah..." She swallowed. It was odd hearing it outside of her head, to realize that yes it did sound like she was talking to herself because it copied her voice almost perfectly, "Well..." She crossed her arms and took a deep breath, "What Janet said...are you really made from the serum?"

What did she want to hear? Did she want Webster to deny and pretend everything was alright? Did she want it to affirm Janet's data and say that it was the truth so she could face it head on? She didn't know.

 **"...Yes."**

She took a deep breath and clenched her fists, "Alright..." She nodded, her eyes shutting for a brief moment before she looked at it head on again, "Alright, so..." She swallowed nervously and stepped closer to it, "Um...alright, I'm going to ask you some questions and I-I want you to be honest with me, okay?" The 'or else' was left unsaid, but they both knew it was there, "Do you understand, Webster? No lying or-"

 **"Webster... _I_ understand. I never meant to hurt Other... _Gwen_."**

She stopped. It was the first time she'd heard it say her name, "Huh...that's new. When did you learn pronouns?" It was a stupid question to ask, but after everything it was the first thing that popped to mind.

 **"Days ago. Web- _I_ am always learning. Learn from you, from others." ** It raised a hand and pulled back its ring and middle finger, **"Always learning, trying to understand. Learned the most from Gwen."**

"From me?"

 **"You use powers for good. Not like Creator. Creator was cruel, wished to create weapons. Only reason it failed was because no one survived bonding. Rats and other animals died when she attempted it."**

"So Janet was right? Only I can bond with you?"

 **"Yes. I felt it when you smashed into my containment cell. During fight with-"**

"Agent 47, yeah..." she finished. She hadn't even noticed smashing into any kind of storage bin, but given the situation it was easy enough to see why, "So...you bonded with me because, what, you wanted to escape?"

 **"Yes."** It nodded. It didn't have to, but she found the attempt at body language comforting, **"Didn't want to remain trapped, thought Gwen could help me escape. I...didn't expect you to use powers for good. Thought to separate the first chance I could to avoid being used as a weapon, but you used new powers to save people. Be...'Superhero'."**

"Then..." She mussed up her hair and chose her next words carefully, "What happened back there at the restaurant with Shocker? I mean in Ogre's mansion with the fire I get, but that...I know Janet said you were weak to sonics, but-"

 **"Desperate. Thought we would both die."** It looked down and shuffled its feet, **"It wasn't all me. I...it is difficult to explain. Tapped into mind, released things Gwen keeps hidden. Needed to survive, to fight, so I released rage."**

"That's why I acted like a fucking maniac." She bit her lower lip. She wanted to deny it, say that she'd never act like that, but she would've been lying. There'd been times, particularly right after Peter first died, that she'd been resentful and angry. Everyone calling her a murderer, accusing her of killing her best friend...she couldn't deny that thoughts of pummeling Jameson to a bloody pulp kept her up more times than she cared to count.

All Webster had to do was break down the freaking dam...

" _Don't_ do that again, Webster," she said, her voice icy. She couldn't deny having parts of the responsibility, but those thoughts were just that - _thoughts_. Thinking and doing were two different things, "I mean it, Webster. If you _ever_ do that again I'm separating us. I don't care how, I'll manage it."

 **"I understand."** It paused, tilting its head to the side to look at her, **"Is that all Gwen wanted to ask?"**

"No, not even close..." She brought a hand through her face, "What Janet said, about you being made from the serum. Why didn't you say anything when we were dealing with PGH?"

It didn't answer.

"Webster, I need you tell me-"

 **"I was afraid you would tear me away."** It raised a clawed hand, the fingertips quickly blunting to look more normal, **"I did not wish to be alone again...to be treated as a weapon again."**

"That's not-"

 **"I did not choose to be born this way, Gwen."**

And she didn't choose to get bitten by a radioactive spider. Gwen bit her lower lip and turned away. It wasn't like she couldn't sympathize, she definitely could, but the idea of being bonded to something permanently, _especially_ something that had the Lizard serum in its genetic makeup...she couldn't deny that it scared her. Especially the part about being inseparable at some point.

Webster put a hand on her shoulder. It felt warm...almost human, really, "Webster, this is..." She took a deep breath and turned to face it again, "The idea of being inseparable...I mean you see those articles about transhumanism with people and AI and shit, but all that crap is just theory, you know? Stuff nerds think about after playing too much Space Consequence. I didn't think it could actually happen."

Then again, was she really unaware? She knew Webster was sentient, but she treated its presence like it was normal. Most people weren't comfortable doing things like taking a shower or having sex when they knew someone else was watching, but she seemed to have no reservations even though she knew it was right there. Had she simply grown to rely on it so much that she treated it like a part of herself already?

 **"...You are scared."**

"Yeah, no shit..." She gave it a strained but genuine smile, "Look...I know we're working together, but this symbiosis thing...can we take it slow? I mean I might change my mind some day and I'll be cool with bonding permanently, but right now I just-"

 **"I understand."** It stepped back and raised both hands, **"Same as before. I will bond, but the symbiosis shall be slowed till you are certain. This means your powers shall not grow as strong as they could be. Is this alright?"**

"Yeah, I think I'm strong enough." She scoffed. It was, what, 25 tons last she checked? Unless Tony Stark started supplying muggers she was pretty sure she was safe, "Also, we need to set some ground rules. When I'm taking showers or doing...other personal things, do you mind taking a walk or...you know, slither? I'd like some privacy." Better late than never, right?

 **"It is not something I have not seen before before, Gwen-"**

" _Not_ the point!" she interrupted, a slight flush on her cheeks, "It's just for me, alright? So do we agree?"

 **"I do not understand, but I agree."** It raised its right hand in a handshake, **"We are...partners, yes?"**

"Partners."

As soon as she gripped its hand she felt the familiar warmth and she allowed herself a slight smile. Was she cool with everything? Fuck no. But this...she couldn't deny that she'd made the best out of a really fucking weird situation. Gwen closed her eyes and let the sentient costume cover the entirety of her body. When she opened her eyes again she was surprised to find herself looking down at her old costume.

"Woah, that's new." She raised her right hand to the light. It was identical to the her old costume; same colors, same web patterns, except now it felt like a second skin rather than spandex.

 **'Thought Other would prefer it this way.'**

"Well, you're not wrong..." She took a deep breath and allowed herself a bigger smile. Yeah...she could work with this.

* * *

There was no rest for the wicked, and that went double for superheroes. It wasn't long before they'd said their goodbyes to Janet and Hope that she got an anonymous message on her phone that told her there was a gang making its headway on some business at the edge of town.

Normally she wouldn't have paid it much attention, but the fact that they knew her number was a cause for concern. She could count on one hand the amount of people who knew the number to her 'work' phone, and she was pretty sure Cap graduated to actually calling and explaining rather than vague instructions for dead drops. So it was either Murderdock or some other do-gooder who wanted to help; either way it needed investigating.

Gwen landed on cargo container with Peter in tow and raised an eyebrow at the sight that greeted her. Normally she was used to thugs crumpled on the floor, but that was usually _after_ she kicked the crap out of them. Instead she saw a bunch of guys in a creepy masks either unconscious or curled into fetal positions, muttering something about a wraith or ghost.

"I know this gang," Peter said next to her. She still found the voice filter kinda annoying, "The Demons...they've been making powerplays all over the city, but most of their activities are focused on Hell's Kitchen. I've been trying to find their leader, but they don't squeal."

"Coming from you that's almost scary considering what you get up to."

"I won't deny I haven't been too motivated. Most of their victims are Murdock's thugs. I know they're no better, but least that blind bastard's getting hurt."

"That doesn't make it better, you know."

"Yeah, I know." She practically saw him roll his eyes and nudge his head to the warehouse, "Come on, lets get inside. I doubt we're gonna get anything out of these bozos."

He was right. She tried to ask questions, but they either ignored her completely or just continued ranting about how 'the wraith' was going to come for them. It was scary: most people would've said something when faced with the prospect of getting arrested, but none of them resisted when she webbed them for the police later. Hell, some of them seemed almost relieved when she realized they were going to jail.

"Hold up..." Peter raised his hand and sniffed the air, "...There's something in the air. I'm guessing it's what caused these clowns to go insane. Here," He pulled out a miniature respirator and tossed it towards her, "Put it on...not sure if that suit can protect you from gasses, but better safe than sorry."

"What about you?"

"I can deal with some bad gas. Part of my 'gifts', remember? Now put it on." Gwen nodded and raised it to her face. Before she could lift up her mask Webster suddenly lashed out and took it under the white fabric, "...Huh. That thing does everything for you, doesn't it?"

 **'Thank you.'**

"Webster says thanks..."

They found the source of the attack not too far in. The purple bodysuit that covered the entirety of her body stuck out like a sore thumb, and so did the elastic yellow fabric she currently had around some poor suit's neck, "Where are your operations!?" she snarled, her voice unnaturally deep and menacing. Definitely a voice changer of some kind, "I can make it stop if you tell me!"

"A-Alright, please! Enough!" The poor bastard started rambling off addresses and names...she couldn't tell if he was lying or not, but judging by Peter's non-reaction she was banking on fear getting the truth out.

It was only when the final address finally came out that the masked superhero(?) finally had mercy and knocked him out with a swift kick to the side, "Huh, that was easy..." She raised her head and paused when she caught sight of them, "Spider-Woman, Spider-Man...you're here early."

"Yeah, I'm guessing that anonymous text came from you." Gwen stepped forward warily. The respirator kept her from breathing in whatever gas she was feeding the thugs, but that didn't mean she could be careless, "You must be the one these guys are calling the Wraith."

"I didn't come up with it. These guys call themselves the Demons, so I'm not surprised they came up with names like that." She shortened the elastic fabric till it was safely wrapped around her arm again, "But it'll do."

"I'm guessing you didn't call Spider-Woman here for a chat," Peter said.

"Right." She walked until she was in front of them both, "These guys are a rising gang and the police aren't doing anything about it. I can't tell if it's because they're corrupt or they just don't notice, but either way I wanna cut the head off the serpent. I could use your help."

"I don't kill...hope that's cool with you."

"I want these people arrested, not executed...besides, you should probably tell your partner that." She gave a pointed glance Peter's way.

"Trust me, we've already had that talk. Come on, lets get this over with."

* * *

 **Done. I debated on whether to split this chapter in half, but I didn't want to extend the arc needlessly. So yeah, got a lot of parts done - Finally figured out what the deal with Webster is (though a glance at the canon comics also confirm this), Noir becomes more like the Daredevil Earth-65 needs, the protags are on the trail of Mr. Negative and they gained a new arc ally in the form of Wraith.**

 **I know some people are gonna be annoyed that I didn't go with the typical 'rip off suit' plotline. but a lot of people actually said that they wouldn't have liked it if it went this way and preferred a sort of partnership. I went with Gwen being wary and putting up boundaries, along with putting up an ultimatum that if Venom ever takes over her mind again she will rip it off.**

 **Anyway, stupid action scenes next chapter. Wish me luck...**

 **Question:**

 **1\. Similar to before, I have just the one - should I include Lana in this arc? I first planned to make her Noir's partner since Gwen's action is going to focus more on aerial combat while Noir stays on the ground, but I'm wondering if I should just make Wraith his partner and leave Lana out. What do you guys think? If Lana's included then Wraith will work with Gwen, but if not then SG will likely go solo.**

 **Review Answers:**

 **Roxasdualwielder - Yes, he specifically mentions killing Murdock if Page can't arrest him. He also notes he'd stab Elektra with her own sai given the chance.**

 **Mingyu - Heh, you're early :D Also, what made you think of that? Kate just mentioned tentacles, nothing else.**

 **Bagration - Already replied in PM. Looking forward to review.**

 **Yorhart Meltz - Wonder who recommended it to you.**

 **aach06 - Bullseye did kill Elektra in canon, but Peter's comments imply he's going to do it if given the chance...also, calm down. The characters are adults; considering the other crap we see like Connors gutting his wife, Jack's entire entrance and whatnot I'm surprised _that_ is what gets to you.**

 **Hardlight - Modified the Muse arc, as stated above. I'm curious, though, as to why you consider the Frog-Man chapter to be worthy of nothing. I mean it was different since he's not a larger than life character, but is that the only reason? Also, I have tri-semester Masters college. Not summer school.**

 **As for the gun kata; Murphy did that because his son liked it, right? It wasn't for bragging. Noir seems more like the kind who'd make excessive reloads and toss magazines as distractions.**

 **Cyclopz - He already has one pet in Spider-Pugface, he doesn't need another. Also, I already checked out most of those moves, but thanks.**

 **Guest - Let me guess: Opposite attract, yin-yang and they challenge each other? Don't mean to sound annoyed, but all those things weren't meant to be romantic. I've given up on arguing at this point, but hey.**

 **Krolikson - The problem is timing. Can you really see Noir staying in Earth-65 for at least 3 years? At that point he might as well just give up. It's a miracle he hasn't given up hope entirely given that he's essentially a bodysnatcher zombie _at best._**


	65. Extra 2: White Queen and Dark Pawn

**So...surprise! I know most don't really care, but I got some interest in the Hellfire Club idea so I made a snippet of the introduction between Emma Frost and Noir. Sadly for Cyclops fans he doesn't get much here since I planned to develop him independently, which isn't gonna happen now that the entire arc has been cut.**

 **Still, it was fun to write, even if I never read X-Men and thus only have a shallow idea of who Emma Frost is. Most of this came upon comic snips I found online on forums and some wiki searching.**

 **Anyway, writing this and looking back at the story made me realize something: the film noir elements are almost gone :( I mean Noir will still narrate and growl out dialogue, but for the most part he feels more like Red Hood than Terry Bogart. I'll fix that after the next chapter, which is so stupid and over the top that it's basically a full Spider-Gwen chapter despite the two protags splitting the POV.**

 **Thankfully I've just recently discovered Ed Brubaker and I'm currently reading his new comic Kill or be Killed, which is a deconstruction of the murderous vigilante archetype. It should prove good reading since the tone turns really dark after the next chapter, particularly with Noir and his motivations and actions in light of Martin Li's...unique situation.**

* * *

The party was getting rather dull. That was the thought that ran though Emma Frost's mind as she observed and comings and goings of the monthly gala. It was a masquerade party, themed such by the esteemed Paris Seville, and it was...adequate.

Certainly the dim lighting provided a nice ambiance and the music - provided by her darling Scott's mastery of the piano - was calming, but it was, as she said, dreadfully dull. It didn't stick out from others of its kind, and the conversation was the same repetitive hum-drum as it always was: a little bit of gossip on who was sleeping with who, a little bit of blackmail, a new rivalry between to upstarts who thought taking each other out would advance their position in the hierarchy. More of the same, really.

Emma swirled the glass of red wine she held in her hands and crossed her left leg over the right. Even through the clustered crowds she sat alone in a corner table; just the way she liked it. Her title of 'White Queen' meant it wouldn't have been absurd for her to sit on a throne in the center of the room, but it would've been trite to do so. She preferred it like this, a little corner all to her own where she could observe and wait.

That and it would've been in poor taste to upstage poor Seville at her own party, and Emma was nothing if not gracious.

She took a sip of the rich vintage and hummed softly, adjusting the decorated white mask that adorned the upper half of her face. Truthfully she'd been tempted to skip this little gathering, but it'd been a while since she'd had time to relax. Between dealing with that upstart Grey, her twin brother's disappearance and a whole host of other minor issues she truly needed a bit of comfort and respite.

Her eyes shifted from the assorted groups to her beloved. The two of them hadn't shared a word ever since she'd arrived, but that was to be expected. It was an open secret that the pair were involved, but it wouldn't do to be so candid. Her position was highly coveted and while she had little doubt that Scott could take care of himself she didn't wish to give any hungry upstarts any idea of some shortcut through the ranks. If they wanted to rise then they would have to earn it like she did.

Still, despite the relaxed chatter of the partygoers she couldn't help but feel a sense of unease. Her brother's absence from the gatherings had already been noted and people were starting to talk - and it frustrated her to no end that she could offer no rebuttal to the rising rumors. She could claim that he'd taken sickness and returned home, but even then she had little proof. They would no doubt seek him out as soon as they saw any sign of weakness in the vain hope that they would gain some sort of leverage over her.

Her attention was drawn away from her thoughts when she caught a dark blur move from above. Emma blinked to refresh her eyesight, but when she looked back there was nothing there. Others would have passed it off as a trick of the light, but she knew better. Her gifts allowed her a certain insight, and they'd never failed her before. Someone was here, and she was certain they weren't on the guest list.

Her prediction was proven right.

Only mere seconds after the thought passed her mind did a darkly clothed individual fall from above and land a small distance away from her with a muted thud. All at once the music and chatter stopped, the guests' attention immediately shifting to the uninvited guest. Scott looked up from the piano, his expression unreadable under the onyx mask that covered his face.

"...Spider-Man. Did you come for the festivities?"

Emma gave him an icy smile and made a show of taking a nonchalant sip from the glass. Everyone knew who he was, of course; every member had to pay attention to the current events if they hoped to find opportunities. And honestly, what better opportunity (or ally) could there be besides the Gifted? It wasn't a credible replacement for influence or money, but one couldn't deny that an ally who could throw cars or seemingly vanish into thin air would be a unique asset.

Still, this visit was unexpected - even through the masquerade his attire stood out as an intruder. She'd thought of possibly offering Spider-Woman an alliance of sorts given her troubles in recent years, but her recent acquisition by S.H.I.E.L.D ended any thoughts of that. She'd had dealings with the peacekeeping force before, but it was always under strict terms. While she had little doubt they might've offered her assistance, the price they would've asked would no doubt be too severe.

Spider-Man was another beast entirely. No one quite knew where he originated, but he seemed to care little for public appearances or propping himself up as a hero. From what she could gather from her observations on the lower dregs of society he - intentionally or not - cultivated a reputation of fear. Spider-Woman was too moral to see the gray lines, but perhaps the same couldn't be said of her other half.

Of course, that still left the matter of his unexpected visit.

"Frost..." Emma raised an eyebrow. The voice was rough and low, but artificially so. It was as if a child attempted to emulate what passed for intimidation, "We need to talk."

"Do we now?" She gave him the same icy smile as before. It truly was tempting to take this chance to try and make a deal, but she would've preferred this in the privacy of her own home. Still, she couldn't deny the possibility of turning someone with his skills to her employ would've been a definite positive. She was certain even Grey didn't have much Gifted under her employ.

"I'm not here to play games. You're going to tell me what I want and I'm leaving."

Making demands now, was he? Her smile twitched slightly and she spoke her next words evenly, "You seem to overestimate your place here, vigilante. This is a private event which you have interrupted without so much as a single forewarning. You are in _no_ place to make demands."

She snapped her fingers, but there was no sudden onset of laser sights on the intruder. Emma's smile faltered slightly and she tried again, but again there was no response from the sentries above.

"If you're looking for your guards, they're not gonna be up for a while." She caught a hint of amusement in his tone, but it was fleeting at best, "I didn't kill them, don't worry. I'll leave once you give me the information I want."

"Hmhm...very clever, dear." She gave him a single clap before her smile returned in full force, "Unfortunately, you were only one step ahead. I always make sure to stay at least three."

It only took a single nod for some of the guests to pull concealed pistols from inside their suits and dresses and take aim. At least a dozen red lasers landed all over his body; something she was certain even someone of his abilities wouldn't be able to avoid. She always concealed at least a few guards within the crowd, as did anyone who knew better than to rely on the supposedly neutral sentries. A shame to play her cards for some unplanned vigilante, but better safe than sorry.

A few of the guests flinched, some screamed outright, but Spider-Man didn't say a word. His only response was to look back at the hidden guards and scoff, "Huh...knew I missed something." He turned back to her and took a single step closer to her table, uncaring of the guns trained on him, "You win, Frost, but it doesn't change anything. I still need something only you can give me."

"Hmph...you're confident, I'll give you that." Audacious, definitely. It reminded her of her dear Scott in some ways, "But again, you seem to overestimate your place here. What's to stop me from shooting you dead right here, besides the fact that it'd be rude to our host?"

"I know who your brother is, and if I don't come back in an hour a friend's going to expose him for the madman he is. How's that for incentive, Frost?"

A silence settled over the large room. A few of the guests turned to look at her, their fear and uncertainty replaced by a burgeoning sense of curiosity. The fingers on Emma's right hand twitched, but she retained her cool. It wasn't the first time someone had dangled family over her head, "Really now? You'll forgive me if I have my doubts on that, Spider-Man."

He didn't answer. Instead he put a hand into the pocket of his jacket and - again ignoring the guns trained at his back - pulled out an ornate, leather bound diary, "Look familiar?" He tossed it at her feet, "Found it in his safehouse next to his creations...he talked about you and this place a lot. Do you want to give me what I want or should I tell everyone here about the new artist that's the talk of the town?"

She wanted to call his bluff, but she recognized the gold engravings on that decorated the worn leather. A personalized gift for Richard, a miscalculated action she'd done in her youth that she had yet to correct. A foolish notion in hindsight, but she'd always kept a close enough eye on her brother that it'd never been a problem before. If Spider-Man had it then it was either he'd encountered her brother or someone had given him information to make a convincing copy.

Regardless it meant that she couldn't afford to ignore him.

She gave the guards one final nod and they immediately began to escort the guests outside. Some hesitated more than others, but in the end they didn't want to risk earning her undue attention and they followed along. She was certain that Seville would send her a strongly worded letter, but she could worry about the grievances of an old woman whose power was slipping later.

It took less than a minute before the ballroom was abandoned save her, Spider-Man and Scott. Her beloved immediately made his way to her side, his eyes never leaving the masked vigilante. It was a risk to place herself in such a situation without extra protection, but the cost demanded that she improvised. If he truly wanted nothing more than information then perhaps she could find a way to turn this to her advantage.

"It's just the three of us." She leaned back on the seat and uncrossed her legs, "Now that the festivities are over perhaps you would take off that mask? It is rather distracting."

Nothing. Spider-Man crossed his arms, but besides that he made no move to humor her request. Her smile twitched slightly, but she managed to keep it under reins. It shouldn't have been a surprise: she didn't have her father's gifts to such a potent degree, and while she could affect many of the people around her there were individuals who wouldn't bend under her influence.

She always found a way to twist them in the end. There was more than one way to control someone, always some vice or temptation that they couldn't resist or a loved one they'd give anything for.

Still, there was something odd about the vigilante. Everyone always had a tell, some weakness they tried in vain to keep hidden. A few like Grey kept it hidden better than most, but even then she'd caught glimpses. But with Spider-Man there was nothing; it was as if her gifts had been rendered blind and deaf.

"...Who's the guy wearing the skull?" he asked, looking at Scott with an imperceptible expression. To his credit her beloved didn't so much as twitch at the blunt question nor did he bite back some retort. The situation was tense enough that she didn't wish it to devolve into a needless fight.

"Scott Summers. He's of no concern to you." She leaned down and picked up the diary, a soft breath escaping her, "...You mentioned before that if you didn't leave this place unharmed an ally of yours would 'expose' my dear brother?"

"More or less." He nodded, "You know that Vincent van Gore bastard that's been making the rounds? Well, looks like he was more important than I thought he was." He gestured to the journal, "It's all there: the motive, his relationship, this hellish little club...and you. You were there a lot."

"Really? Do tell." She'd never pried into her brother's secrets. Logic would've told her that it was a glaring blindspot, but familial love hadn't been completely lost to her just. Both she and Richard were the bastard children of the esteemed Frost family and they only had each other growing up. Perhaps she should have been more restricted, but she couldn't think of business all the time.

"How he wants to please you, how all his art is because he can never measure up to what you've done..." He let out a scoff and she imagined he sneered afterwards given his body language, "Ramblings of a madman, but that's about what I can expect coming from this place. Either way I figure you know where he is."

"Interesting...and your insurance?"

"I know someone who can publish that journal all over the newspapers and I've already made copies. Even if there's no proof that it's yours, the rumors will be enough to damage someone in your position."

"You seem sure of that. What makes you so certain?"

"The name 'Red Queen' mean anything to you?"

She tried to hide it, but her smile twitched and faded into a light frown. It was only for a second, but the way his head raised slightly made it painfully clear that Spider-Man caught sight of it. At her side Scott gave her an unreadable look and it was evident that he'd seen it as well.

"...How do you know that name?" she asked, managing to retain her calm tone.

"Your brother was a real blabbermouth, like I said." His posture relaxed ever so slightly, "Some rivalry between you two...honestly, I don't care. Rich parasites stab each other in the back and it doesn't affect me. But here's the deal, Frost: you don't give me what I want and I publish it in the papers. Maybe this Red Queen sees it maybe she doesn't, either way it's not a risk you can take. And if I can't find any information some other way I'll find this Queen somehow and ask her. Something tells me she won't be as nice to your brother as you will."

"Hmhm...well played." Her mouth curled up in a humorless and chilling smirk. Grey wouldn't give up the chance to use her brother against her, and if she didn't give in to her demands she'd parade her twin around the next gathering in an attempt to discredit her. They all had their secrets, but that was all they were: _secrets_. There was no greater embarrassment in the Hellfire Club than to have the things you so desperately tried to keep hidden brought out into the light.

"So, you giving me what I want or do we get a new headline?"

"I have some terms." He didn't say anything, but he did give a small nod after a few seconds of silence, "Once you find my brother you will give him to me. I will ensure that he will kill no one anymore and that he is kept out of society."

"Ha, right. What's to stop you from putting him in a mansion and hand delivering new 'materials' to him?"

"And what would that solve? Darling, I make no claim to innocence, but everything I do is for a purpose. I see no need in pointless sadism." His scoff made it clear he didn't believe her, but she continued on regardless, "I have no interest in exacerbating my brother's insanity. If you give him to me then I shall put him in Ravencroft Asylum where he shall get the help he deserves."

"A golf course madhouse. He'll probably have the time of his life up there. What he deserves is a bullet to the gut."

"Perhaps you may think so, but regardless of what he's done he's my family. And I will not let you kill him or parade him around as a common thug." She stood up and stepped closer till they were face to face. She idly noted that he was shorter than she expected, which only strengthened her assumptions on his youth, "Bring my brother back _intact_ and I will give you all the information on any place he could have absconded to." She stuck her hand out, "Do we have a deal?"

A few seconds of silence passed before he eventually accepted the gesture. His grip was firm and what little she could see of his eyes never wavered from hers. Impressive; most others would have been distracted even slightly, "Deal." He pulled his hand back and shook it as if he was trying to wipe something away.

"Very well then." She turned back to her beloved and her expression softened, "Scott, be a dear and accompany Spider-Man in saving my brother from himself."

"Understood, Emma."

"You never said anything about a partner, Frost..." Spider-Man cut in, his voice lowered into that artificial growl once more.

"Was I supposed to take you at your word, Spider-Man?" she asked back, her voice dripping with sickly sweet sarcasm, "Even a blind man can see the rage you're exuding, darling. It would be foolish to send you to my brother without any insurance, and there are precious few I can trust. So, you and Scott will will apprehend my brother together and if you even attempt to betray me you won't survive the consequences."

"What, you think I can't take your boyfriend?"

"No, I'm certain in a physical fight that he would be overwhelmed, but that isn't the point. If you betray my trust I will know, and as confident as you are you cannot survive my attention when given in such a way. Are we clear?"

"...We're clear." He let out a frustrated breath and made a sound at the back of his throat, "Your brother'll be in one piece."

"Good. Perhaps after this ill business is over with we can work together again." If he kept up his end of the bargain then perhaps he could be trusted with other tasks. He said himself that he held no stake into her conflict with Grey, but if he was adept enough that he could survive an encounter with her twin brother then he was definitely skilled. Abilities like his weren't something she could willingly waste.

"What makes you think I even want to see you again, Frost?"

"It's not about want, but rather need." Her expression grew more confident. He was caught, even if he didn't know it yet, "I've heard about your conflicts with the so-called 'Kingpin' of the criminal underworld, Matthew Murdock. Surely you don't believe that you can wrench his empire away from him without aid?"

"...How do you know Murdock?"

"I've had dealings with the man. Purely business; we're not friends, if that's what you're intimating." She held a healthy respect for the man, but that where it ended. A professional courtesy for someone who clawed his way to the top despite all the trials life had given him, "If you aid me in my endeavors then I will give you information that should prove crucial to your little private war. I only ask that you keep my involvement secret."

"Playing the odds, Frost? Can't say I'm surprised." Despite his words his stare lingered for a few more seconds before he eventually sighed, "...Fine, I'll be in touch. But don't try to pull anything. I can tell a wold from a sheep."

"Something we have in common, then." She let out a soft laugh and took her seat again, "Well then, I hope that this is the start of a fruitful partnership."

"Don't count on it."

With those last words he disappeared into a wisp of smoke, his footsteps fading soon after. The White Queen raised an eyebrow at the sight before she let out an unrestrained laugh, her beloved giving her a subtle glance in response. Oh yes, this would be interesting indeed.

* * *

 **Well, that was fun :) I'm actually wondering if I should keep doing this - making Extras chapters of things that I can't put into the main chapters because it'd disrupt the flow too much. I could show a Frog-Man to segment with him trying to make it as a Superhero in New York or some of the things Peter refers to such as him working Moon Knight to stop a renegade Koshnu Cult or him getting drugged along with Bullseye when they try to dismantle Leland Owlsley's human trafficking operation.**

 **Considering I got complaints that these two never showed up it might solve that problem, but I guess we'll see. I might also be able to add some Gwen missions with Cap to show her being more of a big-time hero rather than just beating up clowns in costumes.**

 **Also, to add some context given that I can't expound on it - Emma and Muse are bastard offsprings of Killgrave since I mentioned using the late 50's to mid 60's comic version rather than the MCU one and he had a problem with leaving children behind. This is why Muse can disable people's senses and why Emma makes reference to being able to influence people; the former got the numbness the victims feel and the latter got a weaker version of the pheromone control.**

 **As seen in this chapter Emma's control doesn't work on Noir given his new powers and even Muse's numbness can be fought through with enough effort. Still, it would've added a sense of continuity to Jessica since she managed to kill Killgrave and now his offspring placed a danger to her sister and unborn child. Them's the breaks, I guess.**

 **Question:**

 **1\. I doubt I'll get reviews for such a short chapter, but I'll ask anyway: as above I got complaints that I've left Moon Knight and Bullseye starving in screentime. Though this was intentional given that unlike Cindy and Lana they're usually off doing their own thing, I'll play ball. Should I replace Lana in the next chapter with either Bullseye or Moon Knight? A couple mentioned they wanted Lana, but I'll ask again just in case.**

 **So yeah, make a choice: Bullseye, Moon Knight or Gwenpool...that last one's a joke. Don't pick her. Seriously.**

 **Review Answers:**

 **Superior Tennyson - I dunno how it works, sorry. Probably the same way Gwen can lift 10 tons but isn't an amazon. Also, giving both protags symbiotes is overkill...and runs into the face of the fact that Janet says he can't be infected. He's a deadzone, remember? No outside factors cause Anansi doesn't like sharing.**

 **Red Rain17- Well, answer above if you really want either of the two. Anyway, I'll take a raincheck on the costume for next chapter. Oh, and Gwen hasn't changed colors that much; she wore white first, dark blue second, then went back to her original white. She's got nothing on butter fingers Noir.**

 **Bagration - In the future give thoughts on the chapter in the review section and not PM, thanks ;) As for Norah, she's just flirty. We've seen her act like that throughout the entire time since she's been introduced.**

 **Nameless - A trip? Sounds nice; I've been stuck at home :/ Anyway, hope you keep reading and reviewing when you can.**


	66. Though I walk through the Darkest Valley

**A warning right now - this chapter basically consists of stupid and poorly written action scenes, most of which aren't even original. A huge chunk of this chapter (Gwen's segments) were stolen point for point from the Spider-Man E3 2017 game demo while Noir's is stolen from every generic chase scene on racing movies/games.**

 **So yeah...you've been warned. Consider it a necessary evil, and if all else fails just watch the demo if you want actual competent choreography. If nothing else search 'Paul Blart Mall Cop 2' fight scene on youtube to get a gauge of how I write fight scenes :[**

 **Thankfully this is not going to be a staple. As I said before I realized that the film noir aspects are really downplayed/outright gone as of the recent chapters outside of Peter's narration, so the the next chapter and many that come after that will place more focus on that aspect again :) So more Spider-Man Noir, less Noir Hood.**

 **Anyway, Red Rain 17 sent me a pic of 616 Spidey's original design. Dude looked like Paste Pot Pete, but at least it's more sensible given that it was made in the 60's whereas the Spider-Gwen one was a 2014 design that looked like it was straight out of the 70's. Speaking of which, I did some research on the new Spidey cartoon - Spider-Gwen's being voiced by Laura Bailey (no surprise there) and her design looks like a tomboy version of her ASM movie counterpart.**

 **Bright side is it's apparently confirmed Gwen and Miles from that cartoon come from alternate dimensions where their Peter died, so I might be able to get some inspiration for Looking Glass and a possible second chapter of Tangled Webs.**

 **Last thing: I re-read some earlier issues of Venom and I've now been inspired (as in spent 2 hours just brainstorming) to put in a character who has a hostile/dysfunctional relationship with their symbiote to help contrast Gwen. So the Carnage arc is definitely a go! :D And before anyone asks; no, I'm not turning Kasady into an anti-hero. I already pushed my luck with Bullseye. It's another character entirely.**

* * *

Peter had the weirdest friends.

Granted Gwen wasn't one to talk considering the people she palled around with, but he seemed to do his best to one-up her in that regard. That or maybe it was just New York in general being really goddamn weird; that was what her dad thought, at least. And considering he was in a relationship with a superpowered P.I he probably knew what he was talking about there.

Still, Captain America and Janet seemed almost normal compared to the 'Punisher' (sounded like an edgelord meme) and 'Moon Knight' (again, really culty sounding). It annoyed her more than a little bit when Cap told her that _Frank Castle_ \- cause Punisher was a stupid fucking name - was off limits due to some deal he made with her boss. There was something really messed up with the fact that she couldn't arrest a freaking _serial killer,_ even if he kept his attention focused on 'the deserving'.

...Well, that and Cap warned her that if she put Castle in jail he'd escape within the month and probably murder every prisoner inside.

She _really_ hated that she couldn't disagree with that line of thought.

But yeah, back to Peter having weird as shit friends. Wraith led them to a building under construction that supposedly belonged to Murderdock. Gwen had no idea what he wanted with a place like this, but she didn't question it. Peter seemed to think that she was telling the truth and she'd learned to trust his built-in spider-lie detector not to lead them astray.

Wraith was right, of course. They'd barely landed on one of the open floors before they caught sight of Murderdock's ninjas in a fight with the so-called Demons. Before they could join in the fray the crazy bastard literally flew in on a goddamn drone and started hitting everyone that wasn't him, fists and truncheons and whatever else he had on him used without hesitation. Gwen didn't know whether to be impressed or worried at the sight of it.

In the end whatever thoughts of stealth or planning went out the window and they were forced to wade in themselves. The white ninja only paused slightly when he caught sight of them before he continued his attacks, though he didn't miss the way his gaze seemed to linger on her best friend. Again she had no idea what exactly the deal was between them, but she doubted they met up in a hooters bar.

It took only a minute before it was only the 4 of them left standing with over a dozen unconscious suits and ninjas surrounding them. Moon Knight wiped the blood from his extremely white gauntlets and regarded them all silently for a few seconds before he finally spoke up.

"Spider-Man, your presence here is...unexpected. Koshnu did not inform me of your presence." Gwen's eyes narrowed. There was something odd about his voice. It reminded her of those otherworldly spirit type characters from The First Firebender.

"Didn't expect to see you either, but I guess that explains the constant buzzing I got since we got here." Peter crossed his arms and gave the other vigilante an unreadable look, "Surprised you're here, too. Don't you usually work at night?"

"The same can be said of you, and yet here you are. It appears we both have reason to tackle this quarry-"

"Alright, alright, gonna have to cut in here!" Gwen said forcefully, getting between the two, "Look, do you have any idea what's going on here, 'Moon Knight'?" God, was there something else she could call him? She didn't know why, but the name just sounded dumb to her.

"Presumably the same as you all. A new parasite wishes harm on the innocen to benefit himself and we are all here to cut off the head of the serpent." His gaze shifted from them to Wraith. For her part the purple-clad vigilante met his stare without so much as a single flinch, "You have gained a new ally, one who cloaks herself in fear."

"Great, another poet. I'm tried of dealing with crazies..." she muttered, her face scrunching up slightly from underneath the mask.

"Says the dame who uses gas that makes people wanna claw their own eyes out." Peter scoffed, "You're just as crazy as anyone who puts on a mask, us included."

"Play nice, you two," Gwen said, her voice taking on Glory's lecturing tone, "We're all here to do the same thing...I think." She waited for Moon Knight to nod before she continued, "Right, okay, so we both want to stop whoever this guy is. So we should probably-"

That was as far as she got before she heard a groan from behind her. Looking back, she raised an eyebrow at the sight of one of the Demons trying to stand, seemingly ignoring the beat-down she'd given him earlier. She had to hand it to this mysterious new boss; the dental must have been amazing if these guys were willing to keep getting their asses kicked so much.

Her thoughts were cut off when Moon Knight suddenly threw one of his crescent stars. For a second she thought it'd impact his arm, but instead the curved metal sliced through the dragon mask and embedded itself right between the guy's eyes.

Later on she would look back and gape at the fact that she didn't care nearly as much as she did when she saw someone die right in front of her than she did before, but that could wait. Right now she had to deal with...this, "You- What the fuck!?" She rounded on Moon Knight, face morphed in a murderous glare. He didn't even bother to face her and kept his attention to the rapidly cooling body, "You can't just-"

"He's not dead," he interrupted, still without facing her, "The Demon's gifts give them a durability that surpass that of humans."

"You-" She was cut off by the sound of another groan. Sucking in a deep breath, she looked to the source and blinked when he saw the aforementioned Demon pull himself up shakily; all while completely ignoring the _gaping wound_ on his forehead.

Peter moved next, pinning the guy to the ground with a burst of black webbing before he could stand up fully, "...That should keep him down for a bit." He sighed. She recalled him mentioning before that one of his new bonuses as a paralytic in his webbing, but she didn't exactly know how it worked. Usually the thugs were unconscious already when she webbed them up, and even if they weren't it was pretty hard to break through without super strength.

"What...was that?" she asked, looking back at Moon Knight fully.

"Part of their gifts." He grunted, "Whoever their benefactor is, his chosen receive blessings above even what the demon Murdock bestows. It is why your ally uses the fear gas, correct?"

"Pretty much," Wraith replied, "These bastards ignore a lot of things. I shot one of them in the head in self-defense a couple of weeks ago and he just got back up after a minute. Their minds are still intact, though; their invulnerability doesn't protect them from pissing themselves."

"Strangulation also works, though it's difficult given their enhanced physiology," Moon Knight continued, "I worked with Punisher to destroy one of their rackets the previous night and they survived everything else we threw at them; explosives, bullets, blades...they all recovered. I recommend that you not hold back your strength when it comes to fighting these pawns; they will simply return to be an obstacle if you do so."

"Yeah, duly noted..." She looked down and clenched her right hand. Not hold back her strength? It was practically second nature at this point. It would've been like someone asking her not to blink.

 **'Will help as much as I can, Gwen.'**

 _'Thanks, Webster.'_

"Wait, you said Punisher? You mean that psycho Frank Castle?" Wraith asked. It was evident by her voice that she wasn't a fan, which Gwen was completely cool with. Way too many people she knew were far too blase about the fact that deranged nutbag was running around out there.

"If you'd like, yes." Moon Knight shrugged, completely ignoring the annoyed growl she gave in response. _Really_ not a fan of him, then, "I had hoped to enlist his aid for this task as well, but he refused. He's currently in a conflict with a man who bears a maze of scars on his visage."

Peter webbed down the last unconscious rent-a-clown before responding, "You mean Jigsaw? Yeah, no surprise. Castle's probably still annoyed he managed to escape his little rampage." He sighed and brought a hand through his face, "What do we do about these jokers? I doubt the police can handle people who can survive getting a bullet to the brainpain."

"I'll give a call to S.H.I.E.L.D, they can probably do something." They had to, right? Cause she didn't feel good leaving these guys just running around being super thugs, "Alright...look, we need to work together, and after what I just saw I'd really rather that none of us pick an open fight with these guys." She could probably survive, but the others? She had her doubts.

"I always prefer ending a fight before it starts, Spider-Woman, you know that," Peter said.

"Fine with me. What's the plan?" Wraith asked.

"Splitting up is our best option," Moon Knight said before she could reply, "The building is wide and going in a cluster will only trap us." He tossed each of them an earpiece, "Keep in communication with one another and relay any details that should prove useful. If you find the leader then take caution; if his gifts allow his adherents to survive mortal wounds then I dread to wonder how powerful the one who bestowed these gifts upon them could be."

"Right..." Webster snatched the earpiece from her hand and stuck it on her ear, "You carry earpieces around with you all the time 'just in case'?"

"Its helps to be prepared." He trapped something on his gauntlet the oversized drone came back up on the side of the building, "Keep in contact. Good luck."

Gwen didn't get a chance to say anything back before he jumped and grabbed the drone, flying away from sight soon afterwards. It only took a second for Peter to join him, disappearing around the next corner with a wisp of smoke. She and Wraith could only give one another a helpless shrug before she swung outside, relishing in the feeling of freedom for a brief moment before she pulled herself up to a higher floor.

She landed on a rough pillar of concrete and stuck to the surface, "Guys, I'm on a higher floor..." She couldn't deny that it felt kind of cool being in radio contact like some kind of superspy, "What about you?

"I went down. Wraith's around here too, I think," Peter replied, "See anything?"

"More of Murderdock's ninja's are on the great dojo upstairs."

Her eyes narrowed when she caught sight of two Demons dumping a body without a care in some wet corner. Was it terrible of her that she didn't feel too bad? "Find the rest. Boss wants them dead," another Demon called out.

"We're really in the middle of a turf war here, huh?" She jumped from the wall and landed on the edge of an oversized container, "Murderdock's Ninjas vs a bunch of Super Thugs. Doesn't seem like there's a good guy here."

"It happens. You get used to it," Wraith cut in, "You got this?"

"Yeah, I got this." She jumped as silently as she could to a nearby grid cage before letting herself fall on the ground with a muted smack, _'Gotta stay quiet.'_ A Demon nearby continued his patrol and she snuck up behind him. Peter taught her some rudimentary stealth not too long ago, but she honestly never thought there'd be a need for it with Webster on her. It would've been like trying to sneak with a tank.

She released a line of webbing and spun him around to face her. The thug barely had time to let out a surprised grunt before she webbed his face, smashed him to the ground with a little more force than usual and tied him to the ground, "Take a nap, sap..." She shook her head. She'd been spending _way_ too much time with Peter, "Hope that's strong enough."

 **'Yes. He will be unconscious for a while.'**

 _'Good to know.'_ She webbed herself up a steel girder and looked down. Another Demon on patrol, and he was packing heat. She waited for him to walk under her post before she strung him up, knocked the mask off, and webbed his mouth shut before she covered his entire body in a cocoon of webbing and left him hanging.

 _'Another one down.'_ Gwen made her way to another girder and and couldn't help but grin when she saw two of the Demons milling around in front of a metal hook, _'Wow, they make this almost too easy.'_ She attached a line of webbing to the hook and snapped it back, the two sentries faceplanting on the ground almost comically when they got hit. A part of her felt guilty...almost.

 _'Shoulda worn a helmet.'_ She jumped to the last remaining Demon and smashed him to the ground. Again he only managed a surprised grunt before she punched him in the face and broke his mask, exposing the nondescript face underneath.

Yeah...stealth was definitely not her forte. She'd leave the cloak and dagger stuff to Peter next time.

She didn't get a chance to pause and catch her breath before she heard gunshots coming from the adjacent hallway, "Anyone else hear that?"

"Came from a few floors above." Peter replied.

"Ditto. Guess me and Spider-Man are on the same floor." Wraith continued.

"It came from below." Moon Knight spoke up for the first time, "You are the only one on that floor, Spider-Woman."

"Yeah, yeah. It's up to me, I know." What else was new?

Gwen jumped through a gap in the wall and stuck to another pillar. Again she was met with one of Murderdock's goons surrounded by 4 Demons packing assault rifles, "You think what you do matters?" The ninja looked up defiantly, his voice even. Gwen had to admit, it was ballsy, "I am but one life. Kill me, and a thousand others will take my place. You will not-"

His rant was cut off when the closest Demon smacked him with the butt of the rifle, "Kingpin's territory is ours now."

 _'It doesn't belong to either of you assholes.'_ Taking a deep breath, she jumped into the small group, fired off a line of webbing at the ninja's feet and dragged him upside down before she landed on a crouch, "Sorry, guys, no shooting on my watch."

"It's Spider-Woman! Call the boss-" She pulled him towards her and kicked him in the face, a painful crack reaching her ears. She _really_ hoped that the healing factors applied to everyone in the group and she wasn't kicking the crap out of the wannabes.

Seconds passed and eventually it ended with 4 unconscious Demons and a ninja hanging upside down barely half-conscious. Thankfully whatever powers they had didn't include super speed and once she'd disarmed them it was more or less pinata time, "4 more Demons down, guys. You alright?"

"Yeah, I joined up with Wraith. We're interrogating one of the shot-callers." Gwen heard a muffled scream from the background before Peter continued, "She's applying the gas...he'll crack soon enough. Moon Knight, what about you?"

"Nearing the rooftop. I count at least 4 helicopters, all of them carrying missiles and ordinance." He was suddenly cut off by a synthesized scream and he cursed, "I've been spotted. Going radio silent."

Radio silent? So much for that cult mask he put on.

"We don't have much luck here either, Spider-Woman," Wraith said, "It doesn't look like anyone knows anything about this guy. Just ramblings about how 'The Master offered them salvation'."

"Great..." She debated on whether to join the interrogation or Moon Knight before she heard a soft ringing, "Huh, well hello." She joined the ninja in red on the roof and rifled through his pockets, "A cellphone?" She looked at the smartphone with 'unknown number' pasted across the lower half of the screen. It wasn't just her who found it weird that a freaking ninja had a cellphone, right?

Shelving any hesitation, she tapped the screen only to grimace when she caught sight of her least favorite redhead in all of New York on the video call, "Murderdock..." She sneered, though he obviously couldn't see it. It'd been a while since she'd seen him, but absence definitely didn't make the heart grow fonder.

"Ah, Spider-Woman. This is a bit of a surprise, I must admit. I would've thought you'd be too busy with S.H.I.E.L.D work to concern yourself with those beneath you."

"Always got time to fuck up your day, 'Kingpin'. You know me."

"Hmph, I believe I do at that." He gave her a humorless smile, "I did get reports that my men haven't died. I suppose I have you to thank for that. For once I'm in your debt."

"Stick it up your ass; I don't want _anything_ from you." She snarled.

"Ah yes, charming as always. Like father like daughter, as the saying goes." He leaned back on his seat and sighed, "Fine then. I'll leave you with this parting gift, then: check the roof if you have any interest in stopping these so-called 'Demons'."

He disconnected the call before she could say anything back. Gwen looked at the screen suspiciously for a second before she let out a frustrated breath and stuffed it into one of Webster's 'pockets'. It might be useful later. Sighing, she left the ninja to hang and swung outside again, "Guys, I'm going to the roof."

 _'Trapped between an asshole and a douchebag...gotta love New York.'_ She ran up the building, doing her best to ignore everything else. Murderdock was using her, but what other choice did she have? If she didn't want him to win she could just turn around and forget this whole clusterfuck...then of course this new guy would win and it'd just be business as usual from the criminals.

She really hated these kinds of things. At least supervillains were easy; they practically painted 'I'm a bad guy' in bright neon on their foreheads.

The rooftop was a warzone surrounded by buzzard attack helicopters. The first thing she noticed were the scores of dead ninja that littered the place, quickly followed by who she assumed was the leader of the Demons. He was hard to miss: he was the only one in a suit who wasn't wearing a mask, but he more than made up for it with the flaming goddamn sword and the the inverted black and white colors that covered his entire body.

It was like someone took a picture and cranked the negative up to maximum.

The figure - she'd call him Mr. Negative - turned to face her. Gwen could've sworn he was smiling, but his face was difficult to make out. Blurry and indistinct even if he was standing almost completely still, "What the fuck...?" He suddenly entered the closest chopper and gestured for the other helicopters to follow.

 _'Oh, shit!'_ Moving automatically, she attached two thick lines of webbing to the chopper and planted her feet on the ground, _'Come on, come on, come on!'_ She grit her teeth and pushed her stick-em powers into overdrive. The chopper stopped its ascent a few feet above the makeshift helipad, the metal straining to escape the webbing.

Mr. Negative peeked his out of the side door and scowled. For a second she thought about screaming out her usual 'surrender or face the consequences' warning before he suddenly gathered up a load of energy in his hands and shot...something off to her side.

Gwen almost thought that she'd lucked out for a second there, that maybe he missed and she wouldn't have to deal with anything more absurd than using herself as weight against a freaking _chopper_ , but she was just kidding herself. Between the struggle and Moon Knight screaming into the earpiece that the other Buzzards were circling around she almost missed the sounds of groaning metal and the almost pathetically weak tingle of her spider-sense warning her that the crane was coming for her.

The head of the crane smacked painfully into her left side and she fell off the side of the building. The sounds of groaning metal faded away, only to be replaced with a rising deafness and the feeling of floating in some kind of bubble.

 **'Gwen, wake up!'**

Everything came back all once. Gwen's eyes parted open widely and she gasped. Letting her instincts guide her, she released two lines of webbing to slow her descent and landed on the side of the rapidly falling crane. Just barely she saw the people on the streets look up, hear their faint screams of panic and fear. If the crane crashed she was looking at dozens of casualties at least.

"No, no, no!" She run up the surface and prayed that what she planned would work. Gwen ran until she reached the mid-point before she suddenly jumped and encased the metal deathtrap in a thick sling of white webbing, attaching the other end of the web to the wall of a nearby building, "Come on, come on!" She did the same at the third and fourth quarter, wincing at the various clusters of debris that that rained down around her to the streets below.

 **'The head! Don't forget the head!'**

"I got it!" She ran along the side of the closest building and glued the remaining bits of swinging metal towards it, cracking the surface slightly and no doubt scaring the bejeezus out of everyone inside.

A small price to pay to save everyone. She'd take the bad press later - right now she had a maniac to catch.

* * *

"...That's-"

"Holy fuck...!"

Peter looked up at the suspended crane for only a brief moment before focusing back on the streets below. It was pandemonium: despite Gwen's best efforts the crowds were in a panic, each of them pushing and running past one another to try and get out of the danger zone. He didn't blame them; he had no idea how long that thing's webbing would last.

Next to him, Wraith continued to gape at the crane with a wide-eyed look that was obvious even through her mask. Shaking his head, he adjusted the webshooter for alternative fire and aimed it down. The distance between the floor they were on and the ground wasn't comforting, but he didn't exactly have time to run down all the stairs and he sure as hell couldn't follow along and swing through the city like some concrete Tarzan.

He waited till the web embedded itself close to the ground before he attached the other end it to the roof, the web quickly hardening as per the modification. With luck it'd be able to hold for what he planned to do.

"I'm gonna regret this..." Shelving any hesitation, he jumped off the edge of the building and gripped the web tightly.

An improvised zipline wasn't something he ever wanted to use, but beggars couldn't be choosers. Peter grit his teeth slightly and ignored the slight friction he felt between his hands. The gloves took most of the impact, but he couldn't deny that there was a certain discomfort in the act.

Still, he'd take it over smashing into the ground like a pancake.

Peter was 10 feet from the ground when he released his hold on the improvised zipline. He landed on the solid concrete with a roll and sucked in a hissing breath, "Never want to do that again..." He shook his hands and stepped to the side when his spider-sense blared.

None to soon considering Wraith landed where he was standing, "Hope you weren't plan on leaving me behind..." she muttered, re-attaching the rubbery fabric back to her right arm. She probably used it as a hook, "Come on, we gotta catch up."

They piled onto a nearby motorcycle, Peter on the driver's seat while Wraith took the back, "Moon Knight, you there?" He quickly hotwired the vehicle and breathed a sigh of relief when it immediately started up. He was getting good at this.

"Yes." He heard a pained grunt on the other end before he continued, "Apologies, I'm pre-occupied right now. The rest of the choppers-"

"Yeah, I got it. Spider-Woman, what about you?"

"Chasing after this maniac- fuck, stop shooting at me, asshole!" Business as usual on her end, then, "What about you two? Are you and Wraith alright?"

"Yeah, playing catch up. We see the chopper and we're gonna try to follow."

Peter revved the motorcycle and rushed past the road, making sure to keep a clear distance from the panicked civilians. Wraith held onto his back tightly, her eyes remaining trained on the fleet of helicopters a fair distance away. "Go through the business district. There shouldn't be much traffic at this time."

"Got it." He turned right on the intersection and ignored the sinking feeling in his stomach. Spector instructed him on how to use a bike, and while he'd taken to it faster than he expected he definitely didn't like the idea of going through some kind of chase across the damn city with it, "This is insane..." Stealing a bike and trying to follow a chopper with it while the city spiraled to chaos all around them? Mad even by this asylum's standards.

"You're telling me. I'm starting to think putting on this mask was a mistake."

"Just realizing that now? I thought-"

Spider-sense.

 _'Damn it!'_ Following his instincts, he quickly tilted the motorcycle to the left and barely avoided the stream of gunfire that ran down where they just were, "What the...?" He looked back and barely held back a loud yell of frustration when he caught sight of the mob of motorcycles and an armored van following after them, each vehicle being driven by one of the masked bastards.

"You gotta be fucking kidding me! Where the fuck did these assholes come from?!"

"I don't feel like stopping to ask!" He kicked off another corner into an almost deserted street. They were losing the chopper, but they could worry about that later, "Here!" He took out one of his pistols and offered it to her, "Please tell me you know how to shoot!"

"Picked some things up from the academy, yeah!" She took the weighted handgun and adjusted her position, her left hand wrapped around his midsection while the other took aim. Peter just barely heard the muted pops over the rushing wind before she suddenly cursed, "Try to hold still! I can't aim like this!"

"I hold still and they shoot us! Deal with it!"

"Fuck- screw this!" She placed the gun on her belt and suddenly lashed out with the rubbery fabric. He didn't know how she aimed the thing, but the yellow elastic wrapped itself around the front of the motorcycle and she tugged.

Peter saw it all on the rear-view mirror. At least three of the motorcyles collided with one another, the sounds of tearing metal overpowering everything else. He doubted they were dead, and considering the rest of the bikes and the van continued on without a care their pals either thought the same or didn't care they were running over three of their own.

And unfortunately the cloth was dragged down with them in the crash. Just great...

They didn't get a chance to catch their breath. As soon as they rounded the corner they nearly collided against the back of a cargo truck that sutubbirny remained on the road, "Move!" He swerved to the right and shifted his left leg up with Wraith quickly following his lead. The left half of the bike skidded along the side of the long container, sparks and screeching emitting due to the close contact before he quickly kicked the surface to gain some space.

Unfortunately for their pursuers they weren't so lucky. Two of the bikes smashed against the back of the container with a painful collision, the truck driver looking back and gaping at the wreck behind him.

"4 bikes left..." Wraith muttered. He could hear the slight panic in her voice, though she did an admirable job trying to hide it, "We can do this."

"The van's another problem. That thing's gonna be a harder nut to crack." And he couldn't just tackle the damn thing like he was sure Gwen could, "Focus on the bikes. I'll deal with the van when you finish."

"Got it."

He kept his eyes on the road, ignoring the sounds of gunfire and cursing behind him. Up above he was quickly losing sight of the helicopter, though what little he saw made it clear he shouldn't bother worrying - Moon Knight jumped from his drone to the closest chopper, smashed through the glass window and kicked the pilot aside. The scuffle was brief, and it ended with him throwing out the pilot through the hole he made.

"Hey, be careful!" Gwen's voice cracked through the earpiece. She stopped her pursuit to double back and snatch the guy before he could fall onto the pavement. That done she tossed him to a nearby wall and webbed him to the surface.

"They can survive the falls. You know this."

"I'd rather not risk it! Next time drop them off close to a roof or something!"

"Hey, I'm out!" Wraith's call cut through the argument. Looking back, Peter found only 1 more bike and the van still following after them, "Hey, Spider-Man, I said I'm-"

"Heard you the first time!"

He took the gun back and replaced it with his spare pistol. Again the first few shots missed, but eventually she managed a shot to the last biker's shoulder that caused him to crash into a nearby parked car. People nearby screamed, others threw curses at them both, but he ignored them entirely. The last thing he needed was criticism on why he couldn't take out bikes with people shooting at them a better way.

"Bikes are gone, now what?!" She gave him back the gun. It probably had 5 shots left, "Don't think that pistol's going to punch through the metal."

"Probably not..." He had an idea, but it was stupid even for him, "...You know how to drive this thing?"

"I've ridden bikes before, yeah. Why?"

"You're gonna need to. Hang on!"

Peter pulled on the break and the bike immediately slowed, the van quickly catching up to them. Wraith yelled another obscenity, but he put it out of his mind. It took only a couple of seconds for the van and the bike to end up side-by-side and he jumped, grabbing hold of the van's left side and clinging to the surface as tightly as he could.

Right at that second he really wished he could stick to walls.

"You crazy son of a bitch! Are you insane?!" Wraith yelled through the earpiece.

"Didn't you see you coming up with ideas, dollface!" He scrambled up the top of the large vehicle and grimaced when the left side of the van collided with a nearby building. They were trying to wipe him away like a bug on a windshield, " _Morceau de merde..._ " He hung down the right side of the van and took a sticky explosive from inside his jacket pocket. Big booms weren't really his style, but necessity was the mother of adaptation.

He had to remember to thank Castle later.

The portable explosive detonated almost immediately. Peter winced and hung onto the careening vehicle with his remaining hand - the armored glass was gone, but the driver was still kicking, "Tough bastard..." He shimmied over to the window and jumped inside, ignoring the bloodied corpse (not) of the mook sitting on the passenger seat, "Hey, buddy, wanna stop the ride?"

The driver tried to fight back, but between the smoke and glass he didn't put up much of a struggle. Peter dodged the clumsy attempt at a punch and stabbed him through the neck with a knife. Blood rushed through the deep gash while the poor bastard tried to scream something out. All Peter heard was a bunch of gurgling.

"I tried asking nicely." He kicked him through the door before taking his place on the driver's seat and slamming his foot on the brakes.

It took only a few seconds before the van slowed to a full stop. Peter panted and had to force himself to release the vice grip he head on the steering wheel, "Son of a..." He looked to the side and smiled wryly when he saw the suit next to him moving slightly. They really built these bastards to last, didn't they?" "Stay here." He tied him down with a burst of paralytic webbing and took a shaky step out of the van.

Most of the street was abandoned, though the few pockets of people that stayed behind openly gaped at him. Thankfully he didn't have to bother with their gawking for long before Wraith turned around and parked the motorcycle right in front of him.

"Well...that's one way to do it." She looked at the wrecked van and shook her head, "Come on, we should try to catch up to Spider-Woman and your friend."

"Right...move over. I'm driving."

* * *

This was completely bonkers! Clown town curly fries with a side of crazy!

She was chasing after a bunch of helicopters while they shot rockets at her! Meanwhile a crazy white ninja followed after her on some kind of glider or drone or whatever and hijacked said choppers and landed them because, well, what the fuck else were they going to do? They didn't exactly have an RPG between them and even if they did she didn't exactly like the idea of flaming wreckage pelting anyone down the street.

"1 chopper remains, Spider-Woman."

"Yeah, I can see that!" She swung closer to the last Buzzard and dodged another rocket, "Fuck, that was close!" She winced when it exploded in the air behind her and swung closer to the underside of the attack copter, "Where are you?! I'm a sitting duck out here!"

"I'm on my way." A white and gray blur passed by her and she heard the sounds of struggles above. Swinging to the front of the cockpit, she attached herself to the glass and saw Moon Knight stab the piloting Demon through the stomach before giving her a nod, "I shall commandeer this vehicle to give chase. You deal with this."

"A present? You shouldn't have." She took the Demon limply hanging out of the chopper's doorway and jumped to a nearby rooftop, "This is fucking nuts..." She webbed him to the floor and broke out into another swing. It wasn't the first time she'd chased a flyer - Hobgoblin and Vulture came to mind immediately - but even then the guy was a dude on a glider or harnes. He wasn't piloting a damn chopper.

Well, at least there was only Mr. Negative himself left.

Moon Knight drew the last chopper closer and tried to shoot the larger transport, though the bullets simply bounced off the plating, "Don't shoot his chopper! I'm going in!" She shot two lines of webbing at the underside of the helicopter and propelled herself forward. Gwen landed upside down and breathed a sigh of relief.

Now came the hard part.

She crawled up the left side of the chopper and found herself face to face with Mr. Negative's scowling face, "Uh...hi?"

He swung his sword at her, the metal filled to the brim the same dark energy he destroyed the crane with, "Fuck!" She fell, though she recovered quickly and pulled herself up again, _'The hell's that thing made of?'_ It felt like someone stabbed her with a barbed wire knife, "Come on, come on..." She scrambled up the right side of the chopper this time, though he was still there to met her.

"Wow, we really gotta stop meeting like this!"

 _ **"Enough jokes!"**_ He swung again, but this time she was ready. Gwen dodged the flaming sword and winced when the surface of the helicopter cracked. Yeah, definitely didn't want a direct hit from that thing, that was for sure.

Another strike and dodge came and went, the metal giving another unnerving crack, "Stop it, you fucking idiot! You're going to crash the chopper!"

He didn't listen. The next strike went higher and the rotor finally gave in, the top of the chopper catching fire as the blades sputtered to a stop, _'Fuck, fuck, fuck!'_ She clung to the side tightly as they rapidly began to lose altitude, _'Okay, Gwen, need a plan!'_ She crawled to the front of the chopper and clenched her hands at the sight of the rapidly approaching street.

"Oh, I'm so going to regret this." Taking a deep breath, she focused on the nearest high rise building and shot two lines of webbing at the rooftops, "Guess this is the plan!" She attached the other ends to the chopper's nose and pulled as hard as she could.

It wasn't enough.

The chopper skidded along the street and scraped concrete, the tail blowing off entirely and crashing down the street before the copter rose again, "Fuck, are you kidding me!?" She desperately ignored the screams of the people below and the sounds of metal tearing through the earth and took aim, "Come on, Gwen, you can do this! You can do this!"

 **'Aim down - no, I meant up! And angle right!'**

Following Webster's words, she caught the tail rotor with a line of webbing and tugged it up just before it could hit a group of frozen civilians, "Oh, thank god!" She tossed it to a nearby wall as lightly as she could and webbed it to the brick surface, starling the customers on a nearby outdoor cafe.

The chopper rose higher in its arc and she jumped off, "Alright, one last thing..." She aimed at the sides of the two nearby buildings and shot as much webbing as she could muster to try and make a net, "Please don't fuck up, please don't fuck up..." She watched with bated breath as the chopper landed on the net and stopped, the metal deathtrap bouncing slightly before finally growing still.

 _'Ha...nailed it.'_ She landed on top of the chopper in a practiced crouch. Weeks down the line she'd tell everyone that she had it all under control and she wasn't worried, but the truth was she'd damn near pissed herself. She was pretty sure she could've survived a chopper crash, but everyone else in the streets? Not so much.

People looked up and took pictures or videos, though many of them seemed to have enough sense to run and not get involved in whatever the fuck was happening.

Releasing a shaky breath, Gwen made her way to the open side of the chopper and peeked inside, "Hey...anyone alive in here?" She blinked when she caught sight of the unconscious man in a black suit collapsed near the pilot's seat, "He...llo?" She landed upright and made her way towards him. Was that Mr. Negative? He looked...normal. She reached a hand out to try and turn him around.

Big mistake. Again her spider-sense was annoyingly absent and gave her no warning when he suddenly lashed out and pushed her against the opposite wall with one hand around her right arm and the other around her neck. Gwen's vision started to fade, and her consciousness followed soon after. The last thing that dominated her view was the sight of the photo-negative crime boss' manic grin.

She'd been almost completely deprived of her vision before she felt the familiar warmth around the lower half of her face. Webster had given her a way out. Sucking in a deep breath, she angled her head down and bit as hard as she could.

He screamed, and the sound felt like nails on a chalkboard to her ears. Before Gwen could raise a fist and continue the attack he smashed her through the cockpit of the helicopter and she flew threw the air.

The feeling of being weightless was brief this time, quickly followed by a painful scraping on her back when she skidded along the unforgiving asphalt, "Ahh..." Through blurry eyes she saw clusters of people scream and run with even the most foolhardy recognizing that now wasn't the time to try and make a youweb vid. It didn't take long for the entire street to be fully abandoned.

The mouth quickly receded. She could barely move, and Webster was eerily silent, _'Webster, you there?'_

Nothing, as expected. Shutting her eyes tightly, she took another strangled breath and propped herself up on her elbows. Her legs felt like jelly and right now everything inside was screaming, begging her to let herself fall unconscious and rest.

Any thoughts of sleep were quickly ushered out when Mr. Negative jumped from the hole he made on the cockpit into the ground a fair distance away from her, _ **"You...!"**_ His breaths were ragged and the way he walked didn't have the same presence as it did before, _**"You're going to-"**_

His rant was interrupted by crescent stars embedding themselves in his shoulder. Looking up, a pale figure rushed overhead and landed in front of her protectively, which she quickly recognized as Moon Knight. She definitely didn't expect him to be the one coming to her rescue.

"Halt, Corrupter. Your days end here." Moon Knight charged towards Mr. Negative and brought the truncheon down on his face, "Your corruption is perverse, an aberration of human nature itself." He dodged a blast of energy and threw 3 more crescent stars at Mr. Negative's stomach.

 _ **"So you say. Others would disagree."**_

"Would the one that remains trapped in the cage agree?"

Gwen had to admit that he managed to get a few good hits in, but eventually the photo negative crime boss let out that damn scream again and grabbed the white ninja by the neck before he could make his next strike.

"Moon Knight...!" She tried in vain to push herself up, but she only managed a stand for a few seconds before she fell back on her face, "H-Hey, leave him alone! You want to fight someone then fight me!"

She managed to get his attention for only a few seconds, but it was enough. As soon as Mr. Negative's head shifted away from him Moon Knight pulled out a bladed cestus from his belt and stabbed him right in the eye.

Most people would've been down for the count after a hit like that, but the crime boss just flinched and gave a frustrated growl. Capitalizing on his momentary pain, Moon Knight stabbed the final crescent star to his gut and scrambled back quickly when he finally released the vice-grip he had on his neck. The white-clad vigilante retreated to a nearby wall, his breaths ragged and weak.

"Ah, shit..." Gwen sucked in another deep breath and forced herself on her knees. She was getting feeling back in her body, but she really wasn't in a state to fight with just her and Moon Knight.

Her heart rate spiked when Mr. Negative turned his attention towards her. Before either of them could do more than stare, however, Gwen's ears caught the sound of a revving motorcycle and Peter's garbled voice coming through the trashed earpiece. She had no idea what he said, but it didn't matter. A motorcycle passed by her and she saw Peter and Wraith jump off just before it collided against the crime boss.

Mr. Negative caught the motorcycle with both hands, and for a split second her hopes plumetted before she noticed the blinking explosive attached to the gas tank. Peter raised the detonator and pressed the button.

The explosion that came afterwards was deafening and far larger than she expected. Gwen raised her hand to cover her eyes and winced the feeling of extreme heat that rushed over her. At the back of her mind she wondered how he got a portable freaking warhead, but right now she couldn't find it in herself to care. All she wanted was for this entire mess to be over and the photo negative prick in jail.

She finally managed a shaky stand, though she only took a couple of steps before a surge of dark energy came through the fire and smashed Wraith to a nearby building, _ **"A valiant effort, young man."**_ Negative strolled through the fire seemingly without any hint of injury or care. His gaze lingered on her for a brief moment and she found herself frozen on the spot, **_"But it's not nearly enough."_**

He rushed towards Peter and lifted him up by his neck. Peter struggled, but it only made the bastard laugh. Gwen grit her teeth and tried to move, but her limbs refused to cooperate. She didn't know if it was fear or something else, but she was frozen.

Gwen could only watch helplessly as the same corruption that covered Mr. Negative began to rush up Peter's arms, "No, stop it! Let him go!" she screamed, but this time he paid her no mind, _'Move! I gotta move! I can't let him die!'_ she chanted desperately, though her limbs once again refused to cooperate.

In the end she didn't need to. The corruption suddenly stopped halfway at Peter's elbow, **_"...What?"_** Negative's eyes widened for a split second before he was suddenly forced back as if he'd been punched. Gwen watched with no small amount of relief as the corruption slowly faded from Peter's body and the crime boss stumbled back, the photo negative filter disappearing and leaving parts of his face exposed.

"...Martin?" Peter's voice was soft, but she definitely heard a hint of shock and denial at the words.

Negative didn't respond. Before the filter could leave him completely he rushed through the fire and disappeared from sight. Peter looked like he wanted to follow, but he remained rooted to the spot. An uncomfortable silence settled over the abandoned street broken only by the flaming embers of the wreckage.

Eventually Gwen found her limbs regaining feeling and she managed to push herself forward till they were side-by-side, "Peter, what's wrong?"

"I...it's nothing." He shook his head. An obvious lie, but she didn't want to push him now, "...Let's get Moon Knight and Wraith. I've had enough of this place."

"Yeah..."

Thankfully Moon Knight 'only' broke a few ribs and seemed intent on walking around on his own two feet, but the same couldn't be said of Wraith. The woman was unconscious from the blast and chunks of her costume were in tatters, leaving enough exposed that she saw the auburn hair and _way too familiar_ features through the broken mask.

"...DeWolff?" she whispered in disbelief. Okay, _that_ was new. Definitely didn't expect her erstwhile police contact to try the vigilante gig, "Oh, crap. No time for panic, gotta cover her face." She ejected a small burst of webbing and masked the upper half of her face, leaving only her mouth and jaw exposed, "Oh, god, this is a fucking mess."

The collateral damage was worse than anything she'd gotten so far, and the crane was still hanging by a literal thread back in the construction site. She needed to call S.H.I.E.L.D, call anyone, really.

"Spider-Woman, hurry up," Peter called.

"Right!" Gwen took DeWolff in her arms as gently as she could and groaned internally. Crashing at her apartment was definitely a no-go right now...

...Well, her dad and Jess were DeWolff's friends, right? Right...time for a surprise visit...again.

* * *

 **Once again: apologies to anyone who had trudge through that. I actually had to tone it down :/**

 **Originally Noir was supposed to perform stupidly precise moves with the bike like a powerslide and Moon Knight was going to try to shoot down Mr. Negative on the ground with the hijacked chopper. The former was cut for breaking suspension of disbelief, the latter because Mr. Negative was going to shoot the chopper down and a chopper crashing in a place full of buildings = lots of dead civs. So Moon Knight just parked it elsewhere and tried to melee Mr. Negative...dumb, but better than riding a deathtrap.**

 **Anyway, next chapter will be a talky/drama one. I know some people are disappointed Gwenom didn't get to fight Mr. Negative, so maybe next chapter or for the upcoming Carnage arc she can duke it out with Kasady. Oh well, she got the bulk of the action anyway; sneaking through the site, stopping the crane etc etc. By contrast Peter and Wraith just stopped some bikes and one van, which is decidedly less epic.**

 **Speaking of symbiotes, another friend mentioned possibly giving one to Cindy since 65-Venom should work for her as well, but I disagreed. We need at least one spider that's not infected by some outside parasite/symbiote/virus...**

 **...Although, this chapter was notable - as far as I recall this is the _only_ chapter where Noir saves Gwen rather than the other way around. Just 4 or more rescues before they're even :D**

 **Question:**

 **1\. You know, just a general narrative question you usually don't think about - the ending. After reading everything so far, what would you guys prefer: an ending where Noir ends up back at Earth-90214 or staying in Earth-65? Was it affected by the out-there swerve during the SILK rescue arc? Just a personal curiosity of mine given that I've gotten a few comments that went one way or another in the past.**

 **Review Answers:**

 **Red Rain17 - Mostly cause I can't really write humorous chapters and these 3 would never hang out together outside of missions, and in those case everyone on the Defenders would immediately kick out Gwenpool for being a trigger happy psycho that puts even Frank Castle to shame.**

 **Krolikson - Honestly? If he falls on the Conan-verse he'd probably blow his brains out. Earth-65 is at least vaguely familiar that he can deal, but a place like that would just sap him of all hope. Also, yeah, Hellfire Club was cut. This was due to comments that the story was dragging, so it wasn't like there was no precedent.**


	67. I fear no Evil, for you are with me

**Hey...yeah, I know; this update came super fast. Sorry, but I wanted to get the conclusion of the arc out of the way first and I couldn't wait. I promise I'll try to space the next update out to next week instead. Again, sorry. Hopefully you guys still leave reviews despite this; those do feed my ego, and it desperately needs to be fed all things considered :D**

 **Anyway, there are some shallow religious allusions in the later half of the chapter. I'll apologize right now for any cheesiness; I take full responsibility. The next chapter will be equally cheesy with me going full on film noir with references to angels, sinners and bla bla bla. Again, you've been warned.**

 **Side note - I've been checking out Spider-Man homecoming fics on ao3 and... _wow_ , there are a lot of Michelle/Peter fics despite the movie still airing. I dunno if it was intentional, but the director pretty much made the perfect escapist character: Michelle's a snarky nerd who still manages to look pretty (due to being played by Zendaya) and despite being a gag character she makes enough throwaway lines to protesting (even though she sounds like she's doing it just for the sake of doing it) that the fandom ran with it with fics playing up a feminist angle that wasn't present in the film.**

 **Granted I can't talk much given that Noir is pretty OOC in the fic as well, but it feels like Kingdom Hearts with people making characters and traits with nothing but throwaway references given that her role in the movie is essentially to snark then leave the scene. Ah well, I still read some of them - a few are very well-written - so in this case I guess escapist characters aren't all bad.**

* * *

It was Martin he'd seen...he was sure of it.

Peter shut his eyes tightly and let out a frustrated breath. His mask felt almost suffocating in the overcrowded confines of Jones' office, and yet he refused to take it off. Everyone inside barring DeWolff already knew who he was, but it wasn't the point. He hated being an open book, hated the idea that someone could just take one look at him and pick through his mind like it was a damn experiment.

Was it paranoid? Maybe, but he didn't survive this long by being a trusting idiot. He'd tried it with Gwen for nearly 2 months and that blew up in his face after the donnybrook with Toomes. He should've learned his lesson then; instead he still let her in, still lost himself in the stupidity of a damn crush and falling into the hype of Spider-Woman.

"Jean, what the hell made you think that this is a good idea?!"

His attention shifted to the ratty couch where DeWolff lay. The detective'd definitely seen better days - her costume was in tatters and her mask was absolutely shredded, what little of it that remained lying pathetically on the coffee table. Her face wasn't any better, the skin covered in a myriad of bruises, cuts and flecks of blood. In all honesty Peter found it impressive she was even still conscious after taking a blast from that bastard's...

...

 _'It's not Martin.'_ He shook his head and grit his teeth in a slight scowl. Paranoia served him well, but it wasn't the answer to everything. There were any number of explanations he could use: maybe whatever that white-eyed bastard tried to do to him made him see things, maybe the pain caused him to hallucinate about one of the few friends he had in this place, or maybe he was so damn racist that he saw one Chinese man and put him close to the only other one he knew.

A lot of explanations, and he knew all of them were were a load of dung. He knew what he saw.

"I didn't have a choice, George! Pratchett'd sell his own mother out if someone offered the cash!" DeWolff shot back, glaring up at the former police chief fiercely despite her wounds, "This photo negative bastard's only the latest guy he's spreading his legs for! That prick's turning the station into a complete joke and I wasn't getting anywhere keeping my nose clean!"

"Still, going vigilante?! You couldn't think of any other way!?"

"That's rich coming from the guy who got himself canned defending Spider-Woman!"

Peter pinched the bridge of his nose and drowned the two out. DeWolff was trying to justify herself to Gwen's dad with some spiel about corruption and bending the law in order to serve it, but it was all white noise to him. She could've been admitting that she did it because she got a sexual thrill out of putting on spandex and beating on thugs (and he knew that a few other would-be vigilantes did it for that exact reason) and he wouldn't have cared. He had more important things to worry about than some cop deciding the spirit of the law mattered more than the letter.

It wasn't like he couldn't sympathize - corrupt cops were a definite problem both back home and in this madhouse - but it wasn't any of his business. He'd only met her once, and that was only because he'd helped out Gwen with that bastard Toomes. Gwen and 'Captain' Stacy might have cared, but she was the farthest thing from his mind.

The elusive businessman Martin Li. Peter'd heard his name during his first days here, and he had to admit he'd been suspicious when he first ran into the priest tending to the near-abandoned church, but he'd quickly waved it off. What were the chances that a crime boss and a priest would be the same person? And it wasn't like Martin Li was a unique name, right? In the end he chalked it up to coincidence.

He'd even asked, and his spider-sense never blared. Unless he was bitten by a cursed or irradiated spider like him, Gwen and Cindy he doubted it would have missed it, "There has to be a reason..." He took out a cigarette and lighter. Maybe a smoke would clear his head.

Any thoughts of relaxation went out the window when a gloved hand snatched the coffin nail from his lips. Looking up, he suppressed the urge to sigh when he saw Gwen 'casually' take a seat to his left on the kitchen table and toss the cigarette into a nearby trash bin, "Sorry, Pete. Second hand smoke's bad for the baby." She smiled at him, though he only saw it because the lower half of her face creased in a slight line that resembled it. Another tic of that new suit of hers, "Something up?"

"No, just didn't want to get involved in that fracas." He gestured to three 'grown-ups' clustered around the couch. DeWolff and 'Captain' Stacy were still arguing while Jones of all people tried to play peacekeeper. He didn't know the private investigator for long, but he got the feeling that her usual way of ending arguments included knocking out everyone else involved.

Then again she was nice enough not to say anything about the fact that he'd stolen her scarf, so what did he know?

"'Fracas'?" She snorted, "Your 30's is showing there, Pete."

"It's where I came from. You don't see me complaining about you screaming 'fuck' more than a sailor on duty."

"Heh...point."

The conversation died down after that, though it was anything but quiet. Peter saw her shifting her feet; a telltale sign of nervousness. She probably wanted to involve herself on the argument, but in the heat of the moment it was pretty damn likely 'Captain' Stacy would blurt out her name and that would lead to another can of worms. Right at that moment Peter wished he'd followed Spector's lead and left before the damn spiral started.

"So...it's pretty crazy, huh?" Gwen started, her voice uncertain.

"What is?"

"You know...DeWolff being Wraith," she finished awkwardly. It wasn't what she wanted to say, he didn't need powers to see that. She'd heard him call Martin by his name, there was little doubt about that, and she wanted him to tell her about it, "I mean, when you think about people who might break bad and go vigilante cops are usually the last people on your mind, you know? There's an oath about following the rules in there somewhere."

She was trying to edge him towards the question. He pretended to play along.

"Not really. Back where I come from cops could be worse than the criminals. Even here; remember 'Sin Eater'?" Carter was rotting in Ravencroft, too. He and Frost probably had neighboring cells.

"Yeah, that didn't help the police's reputation. Some of them actually hold it against you if I'm remembering right. They think you made an ass of them."

"People hate admitting they're wrong." He smiled bitterly. Both of them knew it all too well, especially with stubborn bastards like this world's Jameson still sticking to his guns and trying to convince everyone he was right, "'Sides, it's not that surprising she's who she is. I figured it out earlier."

"Uh...really?" The eyes of her costume blinked. Creepy, "How'd you figure that, Adler?"

"Not many people know your 'work number', she knew Castle, the way she interrogated was similar to a trained cop, she mentioned being trained at the academy when we were being chased...all of it adds up." He shrugged, "It was mostly the first one, though. There was a 50-50 shot that it was her or Cooper, and a detective seemed more likely compared to a forensics scientist. Though I wouldn't be surprised if she knew; I doubt DeWolff pulled that costume and the gear out of nowhere."

"Wow...remind me to watch what I do around you. Do me a favor, next time I wanna pick my nose turn around. Don't want you psychoanalyzing that."

"We've already seen each other at our worst, Gwen." The debacle a week ago came to mind despite his best efforts. Peter shook his head and ignored the slight heat that pooled on his stomach. Yes, they'd definitely seen each other at their worst, but seeing Gwen so vulnerable and open with undeniable lust and _want_ was definitely an image that'd been burned into his mind; and it wasn't going to leave any time soon.

It didn't help that the kid's memories were still swimming around in his noggin. The mad scientist would've been ecstatic if he found out that his unrequited crush had been 'finally' returned, that the girl of his dreams - many of which Peter really wished he could sear from his mind - had finally given him the time of day without looking at him as 'just a friend'; or rather the pathetic twerp and glory hound he was.

And all it took was for another version of him to steal his corpse right out of some mad scientist's lab. Fun.

Peter's mouth twitched slightly when her hand locked together with his, fingers intertwining so lightly that he almost missed it entirely. If Gwen realized what she'd done she didn't say anything and her gaze remained firmly focused on the arguing threesome that took up most of the room. He was lucky; if old man Stacy saw it he would've been looking at the wrong end of a service revolver.

He could almost see the soft smile under the mask...or maybe it was just what he _wanted_ to see. He'd spent so much time in this madhouse with the kid's memories muddling up his own that he was getting confused. Now when he thought of 'Gwen Stacy' he didn't think of the socialite who sneered when he puked blood next to her fancy ballet shoes or the snob who tried to convince MJ he was beneath her.

Instead he thought of the girl who went up on stage and beat drums to some loud song, the girl who put on a mask and fought the clowns in stupid costumes and managed to earn the city's admiration after 3 years of non-stop good deeds - and all while keeping the truth of her best friend hidden to avoid tarnishing the Parker name.

She wasn't the only one. When he saw Robbie's name on the papers he almost forgot that he was nothing more than a drooling vegetable cause of that bastard Octavius, that if he hadn't stopped to rest he might have saved him. Or when he thougtt of Felicia or Mary Jane; sometimes he had to force himself to remember that the ones he knew weren't here, that Felicia wasn't some glamorous star or that he and Mary Jane didn't have chats on the roof across his (not) aunt and uncle's house.

 _'I'm losing my head...'_ He untangled his fingers from hers and stuffed both hands into his pocket. Her head tilted slightly to look at him, though she didn't say anything. Peter ignored her stare; the last thing he needed was another guilt trip or reminder of what happened between them a week ago. Down the line he could blame it on hormones or the heat of the moment, but right then and there he just wanted to stop thinking about.

The hours passed by in a blur after that. Gwen didn't needle him again, even though it was obvious she really wanted to find out what the deal was. Instead they'd all agreed to stay the night in Jones' office to let DeWolff recover. Jones griped about it to no end - said something about her place becoming some kind of unofficial meeting spot for heroes and vigilantes - but it was just hot air. Peter doubted she would've kicked her would-be daughter in law and one of her friends to the curb.

Peter woke up only a scant few hours later. Sucking in a soft breath, he stood up from the chair and did his utter best to ignore the crick in his neck. The clock's hands were at '4:21', but already he felt wide awake and alert. Then again that shouldn't have been a surprise; how could he sleep after what he'd seen?

His gaze shifted to the other spider resting on the couch. Old man Stacy and Jones left to give them some space, which left DeWolff to take the bed, Gwen the couch and him on one of the remaining seats. Gwen tried to insist that he take it, made up some excuse that she could sleep on the ceiling if it came down to it, but he didn't bother getting into another argument.

Besides, it wasn't like it was the worst thing he'd slept on.

"Damn it..." He took off the mask and relished the feeling of cold air against his skin. Gwen was a heavy sleeper, and she'd be out like a light for at least a few more hours, _'I'm gonna go insane cooped up in this place.'_ He opened the door silently and left the office. He needed to clear his head, get his thoughts in order.

Peter found himself on the roof. Up here it was desolated, and judging by the rust on the door it'd probably been a while since anyone had gone up at all. He closed the door behind him and let out a sigh of relief. From here everything looked old and aged enough that he almost forgot that it wasn't his home. Hell's Kitchen was the festering piece of rot that New York refused to cut off, it seemed.

He lit a coffin nail and leaned across the edge of the rooftop. Things were quiet, though he didn't count on that lasting long. At some point he'd hear a gunshot or a scream because someone innocent was getting mugged, beaten or raped...or maybe all three at once. Credit where it was due, this part of the city was consistent with how terrible it was. Probably why Lana was the way she was and why Castle insisted on making it his haunt.

He finished the cigarette and lit up another before pulling out his phone. A (curse filled) message from Lana asking where he was and a thank you text from Winters because she got to interview ' _The_ Janet van Dyne/Wasp! XOXO!'. Peter rolled his eyes and told Lana that he was working before putting the mobile device back in his pocket. He still hadn't told his unexpected houseguest what the deal with him was...

Whatever contemplation he had was shattered by the sound of the door behind him opening with an annoying creak. Looking back, his eyes narrowed when he caught sight of 'Spider-Woman' making her way towards him.

For a second he almost believed that it was Gwen, but there was something...off. The costume was pitch black with only a few patches of white and red to make it seem like she wasn't anything more than a moving shadow. The movements were also stiff, robotic and unnatural. The way Gwen moved was always with an exaggerated flourish; 'wore her heart on her sleeve', as the saying went.

"...You're not Gwen." He frowned and tossed the cigarette over the edge of the roof. His spider-sense hadn't blared, but he wasn't going to take chances.

 **"No, not Gwen."** She... _it_ replied back. Peter's frown deepened - it sounded almost exactly like her, **"I am-"**

"That thing bolted onto her," he finished. It paused slightly at the interrupted and tilted its head to the side before eventually nodding, "Yeah, I figured. You've been moving around ever since you two were attached."

 **"Most others would not have noticed my presence. You are...very observant."**

"You learn to pick up signs if you wanna survive." He gave it a wry smile. He didn't trust the thing, but he didn't trust a lot of people in this place. Didn't stop him from working with them in the end, "...Surprised you're upright. Thought you and Gwen were bolted to the hip."

 **"I cannot remain independent for long, but for brief periods I am able to separate. It is a benefit of our prolonged symbiosis."**

"Good for you. What are you doing here?" He doubted the thing came for a meet and greet.

 **"I mean you no harm...Peter."** His name sounded off when it said it out loud. Shy wasn't the right word for it. Hesitant, maybe? Like it wasn't sure of something, **"I helped save you before. When you fell off the building and Gwen tossed the webshooters at you."**

"I wasn't accusing you of anything, pal." He scoffed. Someone was a tad defensive.

 **"I know, but I wished to be clear. That night with her other friend - 'Harry' - when we made contact..."** It's eyes narrowed and he saw the fingers sharpen slightly into claws. He knew what it meant - while it wasn't as severe he definitely felt a backlash when it tried to seep into his wounds, **"I am partially made of the serum that runs through your veins, but it does not mean we have to be enemies."**

"Never said we had to be. Trust me, I've worked with worse." Castle came to mind immediately, though Moon Knight and his 'patron' weren't far behind, "I'll be frank, 'Webster': I don't trust you, and I don't expect you trust me, but as long as you don't do anything to hurt Gwen then you can do whatever the hell you want."

Besides, he didn't like his odds fighting the thing by himself. He'd seen what it could do when it was attached to Gwen, and she was definitely the collar in that relationship.

 **"You care for Gwen."** Its voice changed. More cheerful, confident, **"She cares for you as well. You know this, yes?"**

"Picked that up from her brain, did you?"

 **"Did not need to. Signs are present."** It tilted its head to the side and narrowed its eyes slightly, **"Gwen was saddened by your parting. I...do not understand. You both care for the other and yet you separate and cause each other pain. You lo-"**

"I'm not giving you that talk, kid," he interrupted, his face morphed into a scowl. Calling the dark blob a kid was silly even by this place's standards, but that was what it was acting like, "Look, get to the point. You didn't come up here to gossip about your owner, did you?"

 **"...No, I did not."** It shook its head, voice growing soft at the blunt refusal, **"That man who attacked us, who severed our connection. You know who he is?"** It wasn't a question, not really. An accusation more lik. Regardless, he nodded, **"You did not tell Gwen. Why?"**

"Because I'm not sure." He sighed. Great, now he was confessing to some kind of parasitic blob. And considering the state of psychologists back home he doubted he'd be getting the help he needed when it was all said and done, "The person I saw...he was my friend, someone I thought I could trust. I couldn't just give him up, not without making sure of it."

 **"You do not trust Gwen to help you?"**

"I trust her for a lot of things, but not all of them." He looked down and smiled bitterly. Too much trust and they'd end up back where they were a few months ago. The secret identity farce still stung, "Doesn't matter. I have to figure this out on my own before I tell her."

 **"I may be able to help."** It stepped closer to him, white eyes wide and constantly shifting, **"When Gwen bit him a poison was transferred into his system. It will not kill him, but it should weaken him enough that you should see noticeable symptoms. Flush skin, weakness...look for the signs."**

"It could just be a fever, but thanks..." Great, now he had to deal with this, too. His life was spiraling out of control, "...You're going to tell Gwen, aren't you?"

 **"I have to. She is my Other. I shall give you a chance to do what you must, but she will not like you going alone. You know this."**

"Yeah, I figured..." She'd done her best to hide it, but she still had an overprotective streak a mile wide every time they worked together. The image of her best friend dying in her arms wasn't an easy thing to forget, though in her defense neither was seeing your uncle mauled by some circus geek.

He was tempted to jump off the roof and rush out before it suddenly reached its right hand out towards him, the fingers blunting till they looked normal again, **"This is a handshake. A sign of cooperation, correct?"**

"Close enough." He took its hand and shook. The gesture was awkward and limp, and Peter didn't miss the way its entire body flinched and shook as soon as they made contact. Probably remembered what happened last time they got so close, "...Do me a favor, next time you wanna say something just leave a note. No offense, but I'd rather this be our last talk for a while."

Peter jumped off the roof climbed his way down to the alley below, putting on his mask as soon as he landed. He'd barely made it to the end of the alley before his spider-sense gave a different kind of blare and a taxi stopped in front of him, a familiar head of red hair peeking through the open window.

"Need a lift, kid?" Jake Lockley asked, a friendly smile on his face. Spector changed faces again.

"...Yeah, sure."

The entire ride was painfully slow. Lockley hummed and tapped his hands along the stirring wheel seemingly without a care in the world. Peter knew different - Spector, Grant, Lockley...each of them might have been different, but there were some things that remained. Lockley played the part of the happy go lucky fool to a T, which was exactly why no one bothered to look twice. After all, why be suspicious about the whistling cab driver?

"You know where we're going?" Peter asked, his eyes focused outside the window to the dark and almost empty streets.

"I got a pretty good idea. Marc got a glimpse of his face on the cowl and we did our research. I have to say I'm kind of surprised. A priest of all things? I've seen my share of messed up things, but that has to take the cake. Then again it's not really 'him' him, you know?"

"It might not be him period." He pressed his lips into a thin line. The excuse sounder less and less believable the more he said it, "...Where's Spector? Didn't think he was the type to back away from things."

"Marc's taking a bit of a break. The fight did a number on him." Lockley looked up at the rear view mirror and gave him a lax smile, "Don't worry, he'll be there when you need it. Though from what he's written down I have my doubts just the two of you will be enough."

"Maybe it won't devolve into a fight."

"Yeah, be optimistic. It never works out in the end, but that doesn't mean we can't fool ourselves into thinking it will, right?"

"...Just shut up and drive, Lockley."

* * *

Something was wrong with him.

Martin knelt in front of the altar and prayed, his hands clasped together tightly and his breaths shaky. He'd awoken only an hour prior with his clothes loose and his body burning with indescribable pain. It was as if his blood had been set on fire and every breath was shallow and weak. It reminded him of his time as a youth when he'd taken to a near-deadly fever.

His first thought was to go to a hospital, but something kept him from leaving the confines of the church. Perhaps it was the blood between his fingers and the the lingering bite wound on his right arm, or maybe it was the fact that he had no idea how he came upon such things. Either way the thought of leaving the church entirely and losing himself in a rush of people who might question his state left him.

"Our Father, Who art in Heaven, hallowed be Thy Name. Thy Kingdom come. Thy Will be done-

"-On earth, as it is in heaven."

Martin's breath caught in his throat at the sudden interruption. Turning around to the source, the priest gave a small breath of relief when he saw Peter standing a few feet away, "Ah, Peter. It's a pleasure to see you." He forced himself to a shaky stand and gave the young man a strained smile.

He didn't return it. Martin's brow furrowed in worry. He knew the vigilante - he disliked the word - often wore a mask of being in a foul mood, but right now the barely held back frown was different. He seemed to be searching, his mind full of turmoil that he knew not the reason for.

"Peter? Is something-"

"I wanna confess my sins."

Martin blinked in surprise at the sudden request. They'd talked of confession before, of course, but the young man had often refused his offers of such things. Peter didn't want him involved in his actions any more than he already was, he'd said. The seal of confession would've compelled Martin not to share what he found out, which Peter considered a problem in its own right.

 _"I don't want you bearing my cross on your shoulders, Father. It's bad enough you're letting a killer hang around your church."_

"Of course, Peter. Let us go to the confessional."

Martin had to admit that he had mixed feelings about confessions. He had his own cross to bear and he knew he'd spend the rest of his life trying to atone for his sins, if he ever actually could. Still, many came to the church not for mass but for confessions. Sometimes it was police officers or soldiers who had guilt weighing in their hearts for the things they'd done for the sake of orders. They were the ones he could understand the most.

And then there were those who admitted to crimes. A pedophile that went unpunished, a murderer who killed for something as petty as annoyance or jealousy. Criminals who showed no remorse and yet continued to live their lives and sleep comfortably in their beds. He wasn't ashamed to say that some part of him was tempted to break his oath and report them to the authorities, but ultimately he abstained. He couldn't betray his oath as soon as it became inconvenient to him or because he disagreed with the tenets.

Martin closed the door and sat on the chair with a slightly strained breath. The sickness was beginning to worsen, "In the name of the Father, and of the Son, and of the Holy Spirit. Amen."

"Forgive me Father, for I have sinned. It has been 6 years since my last confession." 6 years...he must've just been a child back then. Sometimes it was hard to remember that he was so young with the way he acted, "I've mentioned before sone of the things I've done, the sins I've committed. Murder, theft, lust...I wish I could tell you all I've done in detail, but now I wonder how much of it was my doing."

"You have doubts on who is responsible for your actions?"

"Yes, it's..." He took a deep breath and muttered something under his breath Martin couldn't make out, "Ever since a few weeks ago I've had doubts on who I truly am, where I belong. I've tried to ignore the question that burned at the back of my mind, but it has been difficult."

"I do not understand."

"I...I'm sorry, I've gone off-topic. I apologize." He made a sound akin to suppressing a cry and continued, "My sins are numerous. I've killed dozens, stolen from others, expressed lust towards someone I shouldn't...and now I contemplate the idea of turning on a friend, turning on someone who has put his trust in me and helped me keep my sanity."

"Why do this, my son?" It was becoming harder to focus. Peter's words were becoming more faint and distant.

"I found proof that he might have committed sins, crimes that led to the death of many, all in a lust for power. I am uncertain, and so I come to you. Father, I don't know what to do."

"Do you..." Martin shook his head and clenched his fists. His vision was spinning, "Do you regret your sins?"

"...No, not fully. There are moments of regret, I'll admit, but even now if I were given a chance to change things I would do them again even if it means repeating the consequences."

"If you do not regret, then why confess your sins?"

"...I have one more sin to confess, Father." Martin just barely heard something click on the other side of the wall, "I lied...I wanted to see how you acted, wanted to believe that what I saw was just a lie."

"I...I do not understand-"

"Martin, you told me before about the crimes you committed. The people you've smuggled and enslaved, the others you've killed...I'm asking you now. If any part of you sees me as a friend and trusts me, then answer me honestly. Have you committed any crimes ever since you donned the frock? Were you lying about wanting to repent for everything you've done?"

Martin could no longer see, and every word felt as if it was being whispered at a distance, "I..." He grit his teeth. He had to answer. He didn't know why, but he had to before he lost consciousness, "I...did not lie...I haven't committed crimes since then...and I genuinely wish to atone for...my sins."

...He wasn't lying.

Peter closed his eyes and put the pistol aimed against the thin wall back on its holster. He didn't know how to feel. Martin was innocent, but what did it mean, then? Was there another copycat flying around with the same face? Or, he thought with no small amount of dread, maybe Lockley's hints were right? Was Martin was just another crazy in a town full of them?

His question was answered by the overpowering blare of his spider-sense. Moving on instinct, he jumped through the door of the booth just in time to avoid the fist that smashed through the barrier between the two.

Rolling on the ground for a split second, he turned back to the confessional and felt his heart sink when he saw the photo negative man that kicked open the other door. Even through the blurry filter that covered his face he recognized him clear as day now.

"Martin..." It really was him, or at least a part of him. Peter bit his lower lip and unholstered the pistol at his side, aiming it at the twisted priest that in front of him, "...I really hoped I was wrong, Martin."

 _ **"Then you shouldn't have dug so deeply, young man."**_ he replied. It was Martin's voice, but distorted and broken so much that it was almost unrecognizable, _**"I came here to recuperate, let 'Martin Li' handle the reigns while our body recovered from the poison Spider-Woman infected us with. I should've known that spark of recognition would come back to haunt me."**_

"Whatever you are, let Martin go!" He was tempted to shoot, but fear for his friend held him back even though he knew he'd taken worse just a scant few hours ago.

 _ **"You seem to be under a mistaken impression, young man. This is not a possession, nor is it something that can be removed by superstition such as an exorcism. I'm Martin, and he's me. The priest you look up to so much is as immoral as any of the criminals you kill without any shred of regret-"**_

"You're lying!"

Peter dodged the blast of energy that suddenly shot towards him. Eyes widening, he flipped to the side and grimaced as the backblast nearly caused him to smack against the wall, _'He's weaker than before...'_ He flipped over one of the pews and barely avoided another blast. The suit told him that he'd be weakened from the venom, but for how long he didn't know.

Better he didn't wait around to find out. Muttering an apology inside his head, Peter picked up a nearby chair and threw it at him at full force.

'Martin' didn't bother to even attempt a dodge. Instead he raised an arm and let it break against the surface of the limb harmlessly, **_"You can't hurt me, young man."_** He smirked, _**"The only one who even had a chance was Spider-Woman, and she's not here right now."**_

"Guess again, Mr. Negative!"

Both their heads snapped to the source of the voice. Peter saw Gwen swing through a nearby open window before she delivered a powerful kick against the side of 'Martin's' face, the impact powerful enough to send him flying to the leftmost wall and make it crash down on top of him, "Sorry I'm late! Traffic was a mess!" She landed next to him.

"G-Gwen?" Peter was about to ask how she found him before he felt something jump from his right arm. Looking down, he scowled when he saw a small black blob eject itself from his hand to join her, the dark substance quickly melting into the surface of her suit, "...That thing put a tracker on me."

"Yeah...Webster says it's sorry, but in fairness it apparently warned you it was going to do that?"

"It didn't exactly tell me that it was planning to put a part of it on me, no." He shook his head. Now wasn't the time to talk, "Where's DeWolff? Did she come with you?"

"They-"

She was cut off by the front doors crashing open, Spector and DeWolff rushing inside with a crowd of Demons following close behind, _'Knew he would've had insurance...'_ He took out both handguns and took a deep breath. Spector's movements were still stiff - probably from the cracked ribs - and DeWolff was even worse with the way she limped and how the mask barely clung to her face.

The next few seconds were a mess of bodies, screams and blood. Peter flipped over the closest demon and shot him in the head, the rent-a clown rushing forward just a bit more because of the momentum before he collapsed in a broken heap. The next one tried to slash at him with some kind of sword, which Peter ducked under before smacking the suit in the face with both ends of the electrified magazines followed by another bullet between the eyes.

"Is it just me, or are these guys even worse than before?" Gwen asked. Despite her words she didn't struggle much, picking up two of the Demons and throwing them on the ceiling before she tied them up in a thick net of webbing.

Moon Knight gutted a Demon close by, the blade running through the length of his stomach and staining the white suit crimson, "Their movements are frantic. The Corrupter has taken what little free will they have left."

"Yeah, I can tell! The gas isn't working!" DeWolff yelled. Without the gas she was forced to grapple the closest one the ground and cuff his hands behind his back, the metal chains barely holding the struggling fanatic down, "We need a plan!"

"I can handle this, just-"

Whatever suggestion she planned to blurt out was interrupted by a sudden pained scream. Peter took out another Demon before focusing his attention back to her. She was kneeling on the ground, but despite that the Demons seemed to have no interest in pressing the advantage. In fact most of them quickly began to retreat.

DeWolff ran to her side, kicking away a nearby Demon and pulling her up, "Spider-Woman, what's-"

"Look out!"

Spector pulled her back, and none too soon. Without warning Gwen smashed her hand where DeWolff was just standing, the concrete breaking entirely from the force of the impact. The few remaining Demons finally beat a full retreat, though he didn't pay them any attention. He watched, almost frozen, as the suit began to pulse and change color from white to black, her fingers extending into claws and her mouth splitting open into a row of sharp teeth.

"What's-"

"She has been corrupted." Moon Knight threw a three crescent stars, though the blades simply sunk into the surface of the now-dark suit, "We must-"

"You talk too much!" Gwen picked up a church pew and threw it at them both, the pair barely avoiding the makeshift projectile and ending up on the ground, "Why'd I ever agree to work you assholes? You're all insane!"

"Spider-Woman-"

Peter was painfully reminded of the absence of his spider-sense when she smacked him to the wall. The impact was akin to being hit with the full force of a wrecking ball, but it was nothing compared to the feeling of being trapped when she suddenly slammed him against the wall and covered his body in a writhing mass of tendrils and webbing.

"Gwen..."

"You know, I'm getting _really_ tired of all your bullshit, _Peter_." She drew her head closer to his, the elongated tongue running along the side of his mask and making him shiver. This wasn't Gwen, it wasn't, "You know, I can't believe I _ever_ thought I was happy that you were alive again! You should have stayed dead! Better yet, you shouldn't have been born at all! Then I wouldn't have been blamed for your murder for 3 goddamn years!"

"I know you...you can-"

"That's not gonna work." The tongue slipped under his mask and made contact with the bare skin. Peter felt an uncomfortable chill at the slittering mass before she suddenly pulled back, "You never listen to me, so why should I listen to you?"

He had to stall for time, tell her what he wanted to hear till she could fight back, "I'm sorry...I never meant to-"

"Too late for that, Peter!" She smiled, exposing the teeth covered in a thin sheen of green 'saliva', "Now I'm gonna take this _nice and slow_!"

She raised two clawed fingers and raised them towards his eyes with a deliberate slowness. Peter struggled against the bindings, but it was no use. He could hear her chuckling at his attempts to fight back and stopped her fingers when they were only an inch from his eyeballs, "Anything you wanna say before I-"

"I love you..."

It was a desperate attempt, a last ditch effort to pull at something underneath all the corruption 'Martin' put her under. Gwen's 'eyes' widened and she backed away, her steps shaky, "You...You're lying! You're-"

She let out a piercing scream, the sound loud enough that it made him flinch. Gwen grabbed hold of the mask that covered her face, clawed hands digging into her skull, **"Y-You have to escape! I cannot hold Gwen back from long!"**

The suit...it was trying to restrain her.

Taking advantage of the opportunity, Moon Knight rushed past her and cut through the bindings that kept Peter tethered to the wall, "Stop the Corrupter!" He pointed to 'Martin's' retreating form on the back end of the church and tossed Peter his guns, "Wraith and I shall distract Spider-Woman!"

"But-"

"Go!"

Peter took one last glance at Gwen before giving Spector a nod. Ignoring the pain that shot up his body with every step, he rushed towards the back entrance and crashed through the ajar door his friend ran through, "Martin!" He looked around frantically. The entire place was dark, but it didn't bother him. There was nowhere for him to hide in here, they both knew it.

On cue his spider-sense blared. Peter flipped back and winced as a sword glanced across his right shoulder, "Where've you been hiding that?" He sneered and pulled out both guns. He couldn't hesitate here, not now.

He didn't answer. Peter concentrated and dodged the next blow, 'Martin's' strikes running above him slowly. He didn't like using this part of his 'gifts'. It was hard to control, and the drawbacks were severe.

But he didn't have a choice. Not if he had any hope of trying to save any one of them.

Peter rolled behind 'Martin's' back and emptied the magazine. He turned around just as quickly and blocked the bullets with the sword, though a few of them managed to slip through and cut through the flesh. The corrupted man let out a pained scream and stumbled back slightly, white blood seeping through the wounds. He was hurting him...the venom must have been worsening.

He'd run out of ammo at this rate. Peter ran closer to him and activated the tazers, "Give Martin back!" He smashed the spiked tips against his face, ignoring the voice at the back of his that reminded him that the person he was beating with the end of his guns was his friend.

The next moments would stick in his mind for a while. It wasn't distant, wasn't something he could disassociate himself from. He felt every blow he did, heard every grunt and scream that came afterwards. Martin couldn't fight back, not with his every move being as fast as a lethargic drunk. Already Peter felt the overwhelming pain begin to overtake him, but he ignored it. He couldn't stop until this was over.

He didn't know how much time passed, but eventually Martin stumbled back against the wall and and fell on his backside. Peter waited until the corruption begun to recede from his skin before he finally allowed himself to release his vice grip on the bloodied guns and fall on his knees, both hands holding onto his head tightly.

"Ah..." He did his best to hold back the cries of pain, but a few soft whimpers escaped. It felt like someone had pried open his skull and took out pieces of his brain, _'Damn Spider-God...'_ What was the point of something like this when it crippled him so much?

Seconds passed before Martin finally broke the silence, "Peter..." He looked up and watched through pained eyes as Martin tried to raise a hand towards him, "You..."

"I'm here..." Peter took one of the guns in a weak grip and trudged to Martin's side, removing his mask so they could talk face to face. He wanted to trust him, but he still heard the faint struggles of DeWolff and Spector fighting against Gwen through the doorway. It wasn't over yet, "Martin, are you-"

"Yes, I am myself...but not for long, I'm afraid." He sat up straighter and gave him a crooked smile. The blood running down his forehead only worsened the affect, "You...there is something about you, Peter. With every hit I felt my consciousness returning. His corruption cannot affect you."

"Part of my gifts, I guess..." First the serum, then the suit and now this. It was one of the few things he could be fully thankful for despite its drawbacks, "Martin...you didn't know?"

"No, I didn't." He shook his head. Not a lie, "It...I don't know how I came to be like this, but I suppose it doesn't matter. Before I took control again I...I remembered everything he'd done. All the people he's killed, all the good deeds he's perverted...he took joy in twisting every good deed I've done. It was a point of pride for him, to destroy every attempt at reconciliation that I made."

"We can talk about that later." He offered him his free hand, "Come on...we can take you to the spooks...to S.H.I.E.L.D. They can help you-"

"I think we both know there is no helping me, Peter." His smile faltered and a few tears escaped the sides of his eyes.

"Martin, we can save you from him. Separate you."

"You can't save me any more than you can change human nature, Peter." He shut his eyes and took a shuddering breath, "He was right about one thing. He's me, the part of myself that I try to bury. So long as I'm alive then he'll always be there, and there's nothing I can do to change that."

"Then-Then we can put you in prison!" Peter shook his head desperately, "It's not ideal, but he can't control you forever. We can-"

"And what of his victims? What of Spider-Woman?" he asked back, his voice never wavering, "So long as I'm alive those he's corrupted - the 'Demons', Spider-Woman and various others - will always be so. It only ends when..."

"...When you die."

"Exactly."

Peter wasn't stupid; he knew exactly what Martin was asking for. Without another word Martin grabbed the pistol and guided it to his heart, "We don't have much time, Peter. I can feel him coming back...soon I'll be gone again. You have to kill me."

"I...I can't." He took a choked breath and looked away from him, "You told me this was a house of God, Martin, that you didn't want bloodshed...and now you're asking me to kill you." He knew he was being selfish, knew that right this second DeWolff and Spector were risking their lives against Gwen to give him this chance, and he was here trying to make excuses not to do what he'd argued for against Gwen.

The life of one monster against dozens, hundreds of innocents. A fair trade off, right?

"I understand the hypocrisy, Peter. Suicide is a sin, but if my continued life means such evil continues then I have take the lesser evil," Martin tried to smile, and for a second it almost felt as if he wasn't asking for death, "I'm glad you stopped me before I could do more harm, Peter. We did not know each other for long, but you've been a good friend. Thank you."

"Martin..." He forced his hand to grip the gun tighter, his finger inching closer to the trigger, "I...I'm sorry I couldn't save you."

Too late. He was always too late. First Urich, then Robbie and Felicia and Lori. Now another one was dying in front of him and he couldn't do anything but help him along.

"It's alright, Peter." He closed his eyes. Peter saw the corruption beginning to spread over him again. Their time was up, "Though I walk through the darkest valley..."

He pulled the trigger.

"...I fear no evil, for you are with me."

* * *

To Gwen it felt like she'd been woken up from deep sleep with a bucket of ice cold water. One second it was like she was dreaming, saying and doing things she never thought she would, and the next she was wide awake.

"...What?" She blinked and gasped when she saw Wraith and Moon Knight pinned to the wall with one hand each, "I..." She shook her head frantically and released the pair, the two vigilantes all but collapsing to the ground when she let go, "Wh-What happened? I..."

 **'The priest controlled you, Gwen. I tried to hold you back, but I had to deepen our symbiosis in order to so. I'm sorry'**

 _'It's not your fault...'_

She helped both of them up, though Wraith gave the offered hand a look of suspicion, "Sure you're all there now?"

"Yeah, I'm sure. Sorry..." She pulled her up and tried to ignore how quick her heart beat. It wasn't painful, but it was...weird. She turned to Moon Knight, "Where's Spider-Man...?"

"He went after the Corrupter, and by your regained sanity I can only assume he succeeded." Gwen furrowed her brows. Succeeded in what exactly?

Her question was answered when she opened the door leading to the back. The entire place was a mess, but her only focus was on the two figures close to the far wall. Peter knelt in front of the priest without his mask, the latter showing no signs of corruption, "Peter...?" She took a tentative step closer felt a stab in her chest when she heard the choked sob.

"...I couldn't save him." He held onto the dead body's shoulders tightly, his head pressed against his chest, "There was no way to stop what he'd done. The only thing we could do was to...to-"

He couldn't finish, and Gwen didn't wait for him to. She simply knelt by his side and pulled him into a tight embrace, "I'm sorry..." There was nothing else she could say. Peter seemed like he was going to push her off for a second before he returned the gesture, his head pressed against his shoulder as he cried openly, "I'm here, Peter. I'm here..."

It was a hollow comfort, but neither of them cared. Right now Peter just needed to know someone was there, and that was something she'd do without any regrets.

* * *

 **Apologies for Noir losing his cool at the end. I know it seems OOC considering he trucks through so much crap with barely a raised eyebrow, but Spider-Man (and incidentally Spider-Gwen) seem like they care more about things when it affects the people around them than themselves. It's cliche and unhealthy, but meh.**

 **Anyway, yeah, Martin Li is dead and the crickets chirp cause he was a side character at best. It does mean Mr. Negative is gone as well, which means Murdock wins again. What a world :/ The upcoming chapters are going to be darker/grim given that Peter's character has taken a massive hit. Assisted suicide is a traumatizing thing.**

 **Bright side he finally got to use his other powers like the bullet time and speed to their full potential...it's just too bad it was against his corrupted friend. Parker lucks strikes again.**

 **Venom was definitely the MVP in this chapter, though - It made 'friends' with Peter, tracked him to the church, held back Gwen from blinding her partner-in-heroing and generally kept Gwen from just killing the rest of her allies in one go. Lets give it up for 65-Venom; the most diabetes inducing incarnation of the symbiote next to the Mini Marvels version. I'm really looking forward to the Carnage arc so we can get something different.**

 **...Now watch someone suggest that one interaction it had with Noir is viable for a romantic pairing. I'll wait.**

 **Anyway, next arc is a short one, but one that's a definite game changer: The Jack-o-Lantern arc, a Noir solo arc (though Gwen still shows up) that focuses on his character now that he's had to put down one of his friends and had his 'kill one to save many' argument thrown back in his face. Jack in particular is going to needle his already twisted psyche to its breaking point.**

 **No story/narrative questions for now. Just give me your thoughts on the chapter, criticism or otherwise. It was one of those 'drama' conclusions, but I can't help but feel it fell flat. Was everyone's character okay? Did it end on a sufficient note? Stuff like that.**

 **Review Answers:**

 **Cock Rifle - People lived okay, especially judging by Aunt May. Felicia and Mary Jane should still be alive, at least. Anyway, I doubt the second part, if only because I don't know how leaving screws the world. I mean if he lives before killing Murdock then he screws over Page and Felicia, but that's hardly world-breaking. Worst part I can say is that the limb-regen/cancer cure hope is gone, but the world can live without it.**

 **Red Rain 17 - Er...no, I never planned for it to be sexual; that's all you :P Venom is childlike, something Peter even notes in this chapter when he talked to it. As for Kasady...those are questions better answered on the arc itself, though for the spawn? Doubtful. Venom in the fic is more like the Ultimate version, which is 'alien blob' and more 'experimental super suit made in lab'.**

 **JTD3 - Gwen isn't the only factor - I'm sure Cindy, Lana and Bullseye would want a say into it as well, and they'd no doubt all want him to stay. Especially Lana since she seems to be taking a sibling-like role towards him despite his efforts to keep her at arms length.**


	68. Shatter Points

**I finished this chapter a few days ago, but held off on posting due to suggestions on the update rate. Hopefully this was a long enough wait :) Oh, and I suggest listening to some Skillet songs since they helped with the past few chapters. Try Hero, Rise, Not gonna Die, and Awake and Alive. Oh, and the new Origin short for the Disney Spidey cartoon.**

 **Warning first of all: this chapter has a lot of Peter being emo with lots of edgy narration, and while this is justified given what happened to him I'm sure at least a few people will find this incredibly annoying. So yeah, consider yourself warned. Lots of wangst in this chapter all for a side-character at best, but it happens.**

 **Oh, and some story news. I found a way to tie Murdock to Gwen again, so now he's a joint antagonist; though Noir gets the most attention from him and vice-versa. Conversely I'm involving Noir in Hobgoblin's segments, though like Murdock above the focus is on Gwen with Noir playing more of a supporting role.**

 **On a side note, I've been doing more research on Venom and... _wow_ , this thing is overpowered. And by that I mean even more than I thought. Let's look at it with just physical strength. That 25 ton upgrade I gave Gwen? I thought that was slightly above the canon regular limit with anything higher being for those adrenaline moments. Yeah...apparently not even close. The actual general limit? _70 tons_. For reference, Khonshu - not Moon Knight, the actual deity himself - can deadlift 60. That's right; the Venom symbiote is stronger than a freaking _god_. **

**This isn't even the ultimate cap. 70 tons is what Venom can lift from a resting state, and like Spidey the host can lift more depending on its size and emotional state. It once lifted _200 tons_ , and this was when it wasn't at 100%...yeesh, I really didn't think it'd be _that_ absurdly strong when I put it in the story. Either I nerf this thing hard or we have a problem where Gwen should be able to completely cripple groups of thugs by sneezing in their general direction.**

 **And of course there's that durability. While it's not that absurd that symbiote users can survive crap like point blank shotgun blasts and the like - and Gwen survived pumpkin bombs without a scratch in canon sans suit - we also get cases where Agent Venom successfully tanked Jack-o-Lanterns flaming broomstick and, at one point, fought through _hellfire._ Silly doesn't even begin to describe this; that'd be like Superman going 'meh' when faced with kryptonite.**

 **Then again that's just Marvel. How much can Mr. Hyde put out despite just being a dude with a formula? 50 tons. Rhino, a guy who underwent some radiation treatment and a clingy suit? 100 tons...yeah, again these two are just normal people who underwent treatment. Maybe I should just accept the absurdity, like how Moon Knight (no powers) once fought and won against the aforementioned Mr. Hyde and even Count Nefaria and didn't get instantly smeared.**

 **Still, this would make Gwen and the eventual Carnage host the Marvel equivalent of Alex Mercer, if not _as_ stupidly overpowered. As if Peter wasn't hilariously outmatched already...ah well, them's the breaks. I'll probably just buff Gwen's villains to compensate. **

* * *

Peter hated funerals.

Granted he'd only ever been to three of them (not including this one) but each one stuck to mind immediately: the mourners dressed in black, the priest giving out last rites and even the rain beating against his skin. It was always the same. There were some differences - less or more people, the words the priest used and sometimes it didn't rain - but in the end nothing changed. People cried, the priest espoused the goodness of the deceased and life moved on.

The first funeral he'd been to were his parents. He was only 5 years old then, and Aunt May and Uncle Ben tried to spare his feelings by telling him that his parents had gone to Heaven and they were watching over him. He believed them, of course. He was just a kid and the thought that two people he loved could be gone forever without giving him a chance to say a proper goodbye was too much for him. So he nodded his head and said he believed them, that Richard and Mary Parker were up there looking out for them.

He remembered the crowds. Men and women he had no idea his mom and dad even knew - complete strangers, really - came up to him and told him that his parents were great people and that the world would mourn their loss. He never knew what his parents did, and neither Uncle Ben or Aunt May ever told him. Whatever it was they had to leave the caskets closed cause there were no bodies to put in there.

The second funeral was for Uncle Ben. That one was more somber. Not too many people, and the priest said everything in a rush because of the coming storm. Aunt May tried to sell him the same spiel about Heaven, but that time he didn't bother even pretending to believe her. With his parents he could at least pretend that they died some heroes death, but with Uncle Ben they both saw exactly how mangled the body was. So they closed the casket and tried to fool themselves into thinking he died with some sort of dignity.

That time it was only him, Aunt May and a few rare regulars who took advantage of his uncle's good nature. He remembered feeling infuriated. How many sweatshops had his uncle shut down? How many times did he give up his own time to help others who needed a repair job or something else? More than he could count, but when he was put under almost no one came to pay their respects. Ungrateful bastards, he thought.

In hindsight it was probably because they figured he'd pissed off Osborn and didn't want to get on his bad side, too. Still, it didn't stop him from being bitter. Fair-weather friends, the whole bunch of em.

The third funeral was Urich's. That time Aunt May didn't bother with the spiel, and he didn't cry. He had mixed feelings throughout the whole thing. It was just after he found out from Felicia that he'd planned to turn states, so while he felt bad a part of him couldn't help but think that Urich got what he deserved despite his intentions. He stuck a needle in his arm; it was only a matter of time before he paid the reaper, right?

Not many people came that time, either. Him, Aunt May and Felicia were there; the closest things he had to friends. Betty Brant and Jameson - _Chameleon_ , he reminded himself - were there also, but that seemed more a professional courtesy. Brant's tears were forced, and it was drowned out by the glare Felicia sported throughout the entire thing. She suspected foul play and she was already planning her kill.

There wasn't a single member of his family there. That more than anything stuck in Peter's mind. Urich never talked about his family, but their absence only put the final nail in his coffin about any theory that they were estranged. His death was all over the news, but not a one bothered to show.

Peter wondered if he'd be the same. Aunt May, Mary Jane, Felicia and the others probably thought he'd died, just disappeared one day without a trace like his parents. He wondered if they put out a funeral, if they stood in front of some empty casket and watched it empty into the ground. 5 years down the line and they'd already moved on, he was sure. No sense in mourning a dead man forever.

And then, at the back of his mind, he heard whispers. Would it be the same here? If he ended up killing himself before finding a way back would anyone bother to bury him in a cemetery while some priest espoused his virtues? Or would the city cheer now that 'Lizard Parker' was dead again? Would Gwen, the Parkers or what few friends he had in this place mourn or would they just move on without a second thought?

He shook his head. Today wasn't about him.

"And so we are here to mourn the loss of Martin Li." The priest droned, the lines sounding forced and practiced. Peter pursed his lips and stuffed his hands into the pockets of his jacket, the hood doing little to protect him from the pelting rain. He didn't wear a suit, but if anyone else cared about the blatant disrespect none of them said anything...then again, most of them weren't here for Martin.

His eyes left the priest and shifted to the assorted people gathered around. He focused first on Lana and Winters; the only two besides him who knew him outside of the church. Lana was downcast, but she managed to keep her chin up. She didn't know him that long and she was used to seeing acquaintances dying without warning. You didn't grow up on the dregs of Hell's Kitchen without learning to harden yourself.

Winters wasn't the same. Her eyes were red and puffy and she lacked her customary smile, instead sporting a thoroughly depressed frown that looked unnatural on her. It was something he never wanted to see again.

The rest were there for him: Gwen, Cindy, the Parkers, Bullseye...they didn't know Martin, not really. All they knew was his death hurt him and that was enough for them to stand in front of a casket and mourn a dead man they didn't know as anything more than a recently outed Supervillain. He wanted to yell at them, scream that he didn't need their pity and that they could stop pretending, but he held his tongue. They were trying, and that he couldn't hold that against them.

A few priests milled about, but that was for obligation. Martin told him once that many of his brothers didn't exactly approve of him; a former human trafficker was hardly the most popular co-worker despite all their preachings about redemption. But now that he'd been outed as 'Mr. Negative' by God only knew who? A post-mortem excommunication was the first thing they did. He was sure the few priests that remained were just trying to make a show of redemption.

The only one that surprised him was Page. She stood away from the crowd, and Peter tried to pretend that she was here for something else. It would've been an easier sell if she hadn't stared at him the entire time.

 _'One short sleep past, we wake eternally, and death shall be no more; death, thou shalt die.'_ He wasn't much for poetry, but he'd comforted himself with it before. Death was momentary, and when you woke up again you'd be in God's embrace where death couldn't touch you. Martin technically committed suicide, so for all he knew he was underground rather than looking at them from on high.

Then again Peter had supposedly come back from the dead, so who knew what could happen.

The priests asked if any of them had any final words, but no one said anything. He wanted to, wanted to try and redeem Martin's tarnished name, but he kept his mouth shut. They wouldn't listen to him, and anyone who knew the truth was few and far in-between. It was already enough of a risk that he'd contacted Winters and told her the truth; anyone else and he might as well have put 'I'm Spider-Man' across his face.

The final ceremonial rites came soon after. Peter picked up a clump of wet dirt and ignored how they stained his gloves. Aunt May once told him that it was a good sign when it rained on funerals. It meant the angels were crying for the one being buried and that they were a good person. Of course, he didn't like to think about the fact that it rained the day Osborn died, too.

 _'I'm sorry, Martin.'_ He threw the clump of dirt atop the coffin and shut his eyes tightly, suppressing the tears that threatened to spill out. He'd already mourned in the 2 days it took them to set up this patchwork funeral. He didn't know what strings went on behind the scenes, and he didn't really care. He was just happy that he was at least buried tombstone and all instead of being poked at in some lab.

His mouth twitched slightly when the rain suddenly stopped pelting him and an umbrella came overhead. Looking to the right, he gave a strained smile when he saw Cindy standing next to him. Her expression was uncertain, but he couldn't deny her presence was comforting despite the lingering urge to reject her pity. It was bad enough he'd lost control and bawled his eyes out to Gwen in the church.

"Hey, Pete..." She gave him a soft smile and squeezed his hand, uncaring about the dirt that clung to the gloves, "You okay?"

"...Not really." He shook his head.

It didn't involve her. She was supposed to be out there watching some Vampire film but instead he was here wearing a borrowed black dress and trying to pretend that she wanted to be here instead of thinking about what to do about the upcoming family visit.

Before she could say anything else footsteps came to his left and Bullseye took vigil on his other side, his normally upbeat grin replaced with something more somber. He hadn't worn a suit either, but he at least had the decency to cover up the tattoo on his head, "Hey, kid...never expected I'd be attending a funeral today."

"Yeah, usually you're causing bodies instead of burying them." Cindy gave the older man a weirded out look, but she managed to kept her thoughts to herself, "...You didn't know him, did you?" It wasn't a question, not really, but he felt compelled to say it out loud regardless.

"Nah, kid. I'm here for you." He clapped him on the shoulder, "Look, apart from Lana I don't really know anyone else here. Honestly I'm confused on why the Parkers are here, but I'm not gonna ask. Just make sure to call me up if you need a night out on the town to forget this stuff. Nothing beats a good bender."

"Tempting, but our bar's been burnt to the ground."

"Yeah, I was gonna give you shit for that, but I'll hold off." He chuckled softly, "Tell me when you're okay so I can yell about your girlfriend trashing our hangout. I really need to give her a piece of my mind about that."

She was right there, he mused. Gwen was standing not too far away and Bullseye had no idea she was the 'little goody blue shoes' that he disliked so much. She looked like she wanted to talk to him, to try and tell him it wasn't his fault and that she'd be there for him, but he ignored her. The last thing he needed was to embarrass himself in front of her more than he already did.

He didn't know how long he stood and just watched as two gravediggers buried the coffin, but before he knew it the coffin was completely buried and the priests began to mill out now that they'd done the bare minimum, "God damn it..." He clenched his fists and took a deep breath. Martin was six feet under, it was time for him to move on and bury him, too.

"Aren't you cold?" May's voice came from his left - Bullseye and Cindy apprently left without him realizing . He didn't turn to look at her, but he knew she was standing close by with Ben not far behind, "Peter-"

"Leave me alone." He scowled and wished he had a mask to cover his face. The way she said his name...she wasn't looking for him; she was looking for the nephew she'd lost, the one they'd buried and mourned.

"Peter, we're here for you." Uncle Ben placed a hand on his shoulder. Unlike with Bullseye he didn't feel any sense of relief, "If you-"

"Why don't you go visit your actual son? He's buried right there."

They both gasped, and he would've been lying if he said it didn't hurt. Ignoring the hurt looks on their faces he walked away and tried to put some distance between them and him. Bullseye and Cindy didn't expect him to act like someone he wasn't, didn't expect him to give up what he knew (or considered...) as the truth. It was better that they hated him. It would've made it easier to push through whatever happened.

He didn't get very far before Gwen grabbed his right wrist, her tight grip reminding him of what happened at the church, "Peter, stop!" He winced slightly. 2 days ago he was reminded just how severe the difference between them was. She could break every bone in his body without even trying.

He hated to admit it, but it scared him. Scared him how easily she could have killed him, that without the suit or her own morals holding her back she could end his life and there wouldn't have been anything he could do about it. He still remembered the claws dragging up the side of his face, the tongue that lingered on his cheek. It was worse than every bad dream he'd ever had of the Parker kid being beaten to death.

It scared him... _Gwen_ scared him.

"Peter, I know you're hurt but you can't just shut them out," she continued, her voice soft, They're-"

"Strangers who think I'm someone I'm not." He scowled, his voice barely above a whisper. The last thing he needed was to announce to the world that things were more than they seemed.

Alright, he was wrong; he 'remembered' two more funerals. The mad scientist was 7 when his parents were buried, and just like his parents there weren't any bodies to put under. It annoyed Peter to no end how similar the circumstances were, down to the strangers who told him that his parents were great and that they would be missed.

And then there was what happened to Helen Stacy. The Parker kid didn't care about her, not really. To him she was just 'Gwen's mother', the woman who spent the past few months stuck in a hospital with tubes stuck in her arm. He sympathized with Gwen, of course, but he couldn't mourn her. Like most of the people here he didn't come for the corpse, he came for the mourner.

That wasn't even getting to what happened that week after prom...

"Peter, you can't-"

"Would you just-"

"My, my. Things seem to be tense."

... _God damn it._

Peter's scowl turned murderous. Ignoring the look, Murdock walked towards them with his head held high and his posture confident. He'd exchanged his normal red suit for a black one, though that wasn't what gathered Peter's attention. No, his focus was on the Greek woman and severe looking Japanese man who flanked his left and right respectively.

Elektra Natchios he knew, but the one on his left could only be his last lapog 'Ikari'. Page told him it meant fury in Japanese, but he didn't care. All he knew was that between the three toadies Murdock had he was supposedly the deadliest. Even with Gwen here he didn't like the odds of none of the others getting hurt.

The mood in the funeral shifted. All of the remaining attendants' attention focused on the uninvited guest, all of them varying degrees of tense. Apart from the Parkers everyone knew about the double life the seemingly innocuous lawyer held. He saw Bullseye not-so-subtly reach his hands towards his pocket with Lana and Cindy following suit, their postures lowering to something more cautious.

Page and Winters weren't much better. The former looked at him with pursed lips, though she still hadn't said a word. Norah's eyes widened and she scrambled for her phone and stun gun, probably to help record proof in case something happened.

"What do you want, Murdock?" he spat, his voice venomous. He was tempted to grab his knife and stab it against his throat, consequences be damned, but he held it back. Even if he could kill Murdock the other two were there and he didn't fancy his chances being able to protect the Parkers or Winters.

"I'm here to pay my respects, but I seem to have missed the ceremony. A shame, I held a certain respect for the man." He laughed softly. Peter changed his mind; he wanted to gut the smug bastard first, "And it appears sister Maggie isn't here, either. Oh well, at least we can converse, Mr. Reilly. It's always interesting to talk to an old friend."

Reilly...he was keeping up with the ruse.

"He's got nothing to say to you, asshole!" Gwen answered for him, her voice equally venomous, "Just get the fuck out of here! I would've thought that even someone like you would respect a funeral!"

"Oh my, I'm surprised you can talk for him considering what you nearly did two days ago. Admit it, you were giddy when he told you he loved you."

"Wha-"

" _Shut up_." Peter pulled him close and shoved the edge of the knife against his throat. He heard a few gasps and muffled screams, but despite it all Murdock kept his smile and his stooges didn't make a single move to stop him, "Get out of here, Murdock. I'm not gonna ask you again."

"Charming as always, Mr. Reilly." His mouth curled into something resembling a sneer, "I know Bullseye is targeting me as we speak, and I'm sure Ms. Moon and Ms. Baumgartner aren't far behind, but I do urge you to reconsider. I'm not liable for the actions of my associates if any harm should come to me, not to mention the rest of my subordinates. Wouldn't want that risk, would you?"

"I'm really tempted to..."

"Really? I don't think Father Martin would have appreciated his funeral turning into a bloodbath."

"You son of a-"

"That's enough, Matt." Peter's head snapped to Page. Despite the situation she was as calm and collected as ever and looked up at Murdock defiantly without a hint of hesitation, "For _once_ in your life stop playing your games."

"Aw, Karen, you're no fun." Murdock shook off his grip with disturbing ease his and re-adjusted his tie, "Oh well, I suppose I should stop messing around." He turned to the others and gave a light shrug, "Sorry, folks. Show's over. Go back to your business."

None of them believed him, and before anyone could say anything else Bullseye threw a card at the back of Murdock's head. The Japanese man moved, catching the card between his fingers and giving a glare to the bald sharpshooter, "Do not attempt that again." His voice was eerily soft, but despite that it carried a presence that was undeniable to all present.

"Nice trick." Bullseye gave him a sneering smile and pulled out another card, "You wanna see if you can keep it up?"

"Bullseye, _enough_." They couldn't fight here, not like this. He was sure the blind bastard had a few more of his pajama brigade hanging around where he couldn't see them. Peter pulled the knife away from Murdock's throat and put it back in its sheath, "...What do you want, Murdock?"

"Same as always, Mr. Reilly. Just a conversation between the two of us-"

"Why the fuck would he do that?" Gwen cut in. Peter saw parts of the suit shifting underneath the dark dress she wore.

"Now, now. No need to be testy, Ms. Stacy." He raised his hands in mock surrender when her glare worsened, "I understand you feel protective, but I mean him no harm. I wish to converse simply because we both knew the deceased, that's all. After that I'll leave."

Before Gwen could back another cutting remark Peter answered, "Fine." Gwen gave him a wide-eyed look, but he ignored it. It wasn't like it was the first time they'd done this, "Come on..."

He followed Murdock across the length of the cemetery. Taking one look back, he spotted Ben and May looking at him with no small amount of worry while the others had varying degrees of confusion and something else he couldn't place. The Parkers had no idea what was going on, and he preferred to keep it that way. The least thing they needed was for them to find out that 'their little boy' was spending time with the kingpin of crime.

He could only hope that Natchios and Ikari didn't try anything...

"You know, for a self-professed loner you seem to have a lot of friends," Murdock commented idly, walking stick tapping against the dirt needlessly, "Everyone's avoiding this funeral like the plague ever since Father Martin's extracurricular activities were exposed. It's bad enough when priests start touching little boys, but becoming Supervillain crime bosses? That's just insane."

"...Were you the one who exposed him?" It wouldn't have surprised him if he was.

"No, I can't take credit for that. I believe it was Karen and that man you were with, the one who worships the moon."

"Moon Knight? Why would he..."

"Who knows?" He shrugged lightly, "Maybe they just wanted to expose him so there could be a proper investigation, or maybe Karen's playing some kind of long game. She was never one to pass up an advantage in the time I've known her."

"You'd know, wouldn't you..." He looked down at the ground and scowled. He didn't trust Page, but he couldn't deny feeling bitter knowing that she might have been the one to drag Martin's name through the dirt. Now a good man would be remembered as a monster - most who knew him would disavow any notion of ever having been close and his funeral was populated almost completely by strangers.

The worst part of it was he was all too aware of the hypocrisy. He'd suggested Gwen out the Parker kid as the Lizard, he'd killed little miss lightning bolt for something she couldn't really control. What made Martin so different in that regard?

"...Why are you doing this?"

"Hm?" Murdock hummed, tilting his head slightly to look at him.

"These chats...what do you get out of them?" He turned to meet his gaze, ignoring the slight chill that ran down his body when he caught a glimpse of red irises, "You expose yourself needlessly, make some taunts and then you leave. You're banking a lot on the fact that I won't just slit your throat..." Granted he'd always made sure to have some amount of insurance, but it was still foolhardy and needless.

"What can I say, Mr. Parker? You intrigue me." His mouth split in an open-toothed smile, "I had a similar interest in Ms. Stacy in the past, but as you know that went nowhere with her inclusion into S.H.I.E.L.D's fold. You, on the other hand, simply grow more and more fascinating by the day."

"Flattered, but I'm not interested..."

"Hm? Oh, I didn't mean it like that." He laughed, like they'd just shared a private joke between them, "I wouldn't dare compete with Ms. Stacy in that regard. Best friends since childhood, both heroes with one having come back from the dead despite tragedy? It's almost fairytale."

"What would you know about it? I'm sure you stab in the back anyone stupid enough to trust you."

"Hey now, just because I'm a businessman doesn't mean I'm heartless," he said, tone laced with mock offense, "I was with Karen in the past, and brief as it may have been there was intimacy there. So I know what I'm talking about," He clapped him on the shoulder. Peter wanted to break his jaw, "Speaking of which, I've 'seen' the way Ms. Moon looks at you, and the way you look back. Might want to choose soon, Mr. Parker...though I'm surprised you don't associate her face with the one who tortured you for all those years. It would make kissing her rather awkward, wouldn't it?"

"Fuck you." That earned him a chuckle, the sound open and loud in the nominally quiet cemetery, "Have you had your fill yet?"

"Not quite yet." He stopped walking and made a vague gesture in the air, "Did you know Ms. Moon planned to dig up Father Martin's corpse? His infection with Darkforce energy was of interest to her, apparently."

"You two go anywhere near his body I'm killing you here and now, damn the risks." He knew Murdock could bring people back from the dead, and the last thing he wanted was Martin being his puppet, "You hear me? You-"

"Calm down, Mr. Parker. The image of an aggressive 'tough guy' doesn't suit you," he replied coolly, "I have no intentions of repeating what I did with Ms. Walker. Even assuming he kept his abilities, someone of his power would be too dangerous. He'd never be a pawn, and it's for that reason that I managed to convince Ms. Moon to abandon any such notion as well. I do still have some pull with her."

"...Don't expect me to thank you."

"Of course not. I did it for myself, after all." He gave him a mocking smile, "Still, I'm surprised at you. You've refused all my invitations so far, and yet you don't hesitate at all to throw yourself at Karen's feet. I'm almost offended."

"She thinks she can stop you. You better pray she's right; she's the only thing stopping me from shooting you between the eyes."

"Well, her and Ms. Stacy. She still has quite an amount of pull over you, it seems." He turned back slightly to the crowd still watching them, "You know, there's something I'm curious about. I know who you are, Mr. Parker, at least in some regards. Despite all your troubles you seem determined to return back to your 'home'."

"Your point?"

"I simply find your actions contrary, that's all. You claim you want to leave this place, and yet you throw yourself at every little thing that crosses your field of vision. I wonder if you really want to go back, or if you're just telling yourself that? Perhaps you don't realize it but it's quite possible that a part of you does consider this place your home and you just don't want to admit it to yourself. I mean, I don't see how your PDA with Ms. Stacy fit into those plans."

Peter wanted to retort, bite back some cutting insult about how he should go to Hell where he belonged, but the blind bastard was faster. Murdock tapped the tombstone next to them with he bottom end of his walking stick and Peter's head snapped towards it on instinct.

He didn't know if the lawyer had planned on it or it was just amazing luck, but they were standing in front of the Parker kid's grave. Peter's eyes widened for a brief second before he turned back to Murdock with a scowl, "Seems familiar, doesn't it?" He chuckled under his breath and stepped past him till they were shoulder to shoulder and facing opposite directions, "Years you spent buried under here, and now there's nothing more than an empty coffin. It's disrespectful, really."

"...Go to Hell."

"You know what? I am going to Hell, but it'll be warm and I'll know people." He threw his head back and laughed again, like he'd made some amazing joke, "All jests aside, Mr. Parker, think on what I've said. The sooner you stop pretending the sooner you can actually make a difference."

"Oh boy, here we go..." He let out a single, wry laugh, "You're going to tell me I'm wasting my time because crime can't be stopped."

"More or less. I even have cue cards." he grinned, though it was hard to see considering their position, "You have to admit I have a point. How many months have you spent here trying to make a dent? Take out one villain and a dozen more will take their place. You can't change human nature, Peter. And no matter how many you beat down and kill there will always be more people desperate or depraved enough to do the same thing."

"What, you think you're any better? You dress it up in that suit and fancy pomp, but you're just a leech. You're not changing or making a difference either, _Matt_. You're just taking advantage of the cesspool, carving out your own little 'empire' on the backs of the desperate and needy." Just like Osborn and Crime Master. It never changed.

"I never claimed to want to change the world. Chaos is a ladder...I heard that in a TV show once. I found it appropriate." He shook his head in amusement, "We don't have to be friends, Peter, but eventually you'll realize that you're playing damage control more than you're playing hero. And when you do and want to grow up I'll be there to shake your hand."

"And I'll be there to cut it off."

"Better to reign in Hell than serve in Heaven." Murdock gave one last laugh and walked away, the sounds of his walking stick fading into the crowded streets. Peter debated briefly on whether he should go back to the others or leave before the choice was made for him again.

"It's good of you to show restraint, Peter." Page walked up to him, Gwen not far behind with an expression that was a cross between confused and concerned. She had no idea who the prosecutor was, "Killing Murdock openly like a thug would have disastrous consequences. He needs to be punished properly."

"...Dunno what you're talking about." He sunk his head into the 'borrowed' scarf and looked away from her. He didn't miss the way Gwen stared at the grave they stood in front of or the way her face sunk in response.

"There's no point in the secret identity charade. I know who you are, Spider-Man, and I know who your partner is as well." Her eyes flicked over to Gwen. The other blonde gave her a look of abject surprise, "Don't worry, Ms. Stacy. I have no interest in holding either of your identities hostage or performing some kind of crude blackmail. Peter's been an ally and his aid will be invaluable in the coming days."

"You and Murdock seem to know a lot about things you shouldn't," Peter bit back.

"It's not as hard as it seems; one simply needs to know who to talk to. For example, I know Matt knows about what happened at the church because he made a deal with Jean DeWolff. That in exchange for information on Martin Li's operations she'd owe him a favor, which no doubt was relaying exactly what happened." She gave them both a cold smile, "She no doubt had the best of intentions making that deal, but a pact with someone like Matt will always bite you back."

"And how do you know about Peter and me?" Gwen asked, her stance wary. Peter didn't know why she cared so much - Murdock already knew who she was, and there was hardly anyone worse in the city who could've been in on the secret.

"I have an ally who's very invested in his well-being," she replied, "I can't disclose her name for obvious reasons, but she knows a lot about you both and Ms. Moon. I'm sure she'll introduce herself to you given enough time."

"Tch, tell her to keep hiding. The last thing I need right now is something else trying to drive me insane," He brought a hand through his rain-matted hair, "...I gotta go, try to get some air. Just call me if something happens."

Gwen looked like she wanted to say something - probably a plea about how his friends and family missed him and that he shouldn't cut them off - but he didn't want to hear it. He walked out of the cemetery, ignoring the buzzing of his phone that came soon after. It could've been Bullseye, it could've been Lana or Cindy or Winters. It didn't matter; he didn't want to hear any of them.

Of course he didn't get too far before he felt the blare of his spider-sense. Not danger, something else.

"...Grant." He turned to the right and found Steven Grant leaning across the right side of the gate, the all-white suit and audacious smirk looking extremely out of place in graveyard. Peter didn't particularly like Moon Knight, and he was sure the feeling was mutual. They'd only allied out of convenience and because the insane bastard's god told him that they should. He played along, mostly because he didn't have much in the way of other allies when he'd made the offer.

Still, among all the three he disliked Steven Grant the most. A would-be playboy and rich idiot who acted the part of the fool so perfectly that it went from authentic to obnoxious; it was worse than the overtly friendly cabby and the religion spouting nut.

"Something's wrong, isn't there?"

"You'd know. Weren't you the one who exposed Martin?" Peter did his best to make his voice sound neutral, but judging by the raised eyebrow he got he definitely didn't succeed, "...What are you doing here, Grant? Need another cult demolished?"

"Nothing like that. Marc was worried. The big man upstairs thinks you're having some doubts," Grant stepped closer to him, his hands in his pockets and looking for all the world like a completely normal businessman out for a day in town, "I can see it, too. What's the deal, kid? I saw what happened when you and Marc tried to stop that cult and that didn't even slow you down. Didn't one of those guys-"

"Crucify me? Yeah..." He rubbed both hands on his wrists. Definitely one of the more unpleasant things he'd faced in this place, and that wasn't even getting to their attempt to bury him alive. Thank God they stank at digging, "You know what? I'm not doing this. Just leave me alone." If he wasn't going to to talk to people he actually trusted then he sure as hell wasn't going to a would-be Tony Stark.

"Why, so you wallow in your own misery?" He rolled his eyes, "You lost a friend, kid, _it happens_. You think you're gonna get anything done walking around in the rain moping like some kind of lifetime cliche? The sooner you get this done the less time you waste."

"Go fuck yourself, Grant. Martin was my friend and now-"

"He's dead and you're still here. Such a tragedy." Despite his cutting words he still retained the confident and cocky affect, "Don't you get it? Those around you are going to get hurt, there's nothing you can do to change that. You can try your best, you can tell yourself that you'll be there next time, but you're just one person. You can't protect them forever."

"So what're you suggesting? That I just pretend it doesn't bother me and keep going? No wonder all your friends left you."

It was a low blow and he knew it, but right at that moment he didn't care. He knew that Moon Knight didn't really have anyone he could call an ally outside of tangential informants like Crawley, that his friends 'Frenchie' and Marlene left him behind when his insanity got too far. He wasn't sure why Spector told him, but if he had to guess it was because he'd finally found someone to listen to his babbling.

Grant's eyes narrowed slightly before he gave him a chilling smirk, "Did that make you feel better? Let me tell you a thing about me. People who love me suffer and die. I never want to be loved. That's why I always win." They stood face to face, the older man looking down at him like he was a child throwing a tantrum, "I've made peace with that. Maybe you should, too."

"...Go to Hell." Peter felt like a broken record, but no other words came to mind.

"You think I haven't tried?' His smirk turned a tad more somber, "Neither of us should be here, we both know that. I tried to blow my brains out before when Marlene left me, know what happened?"

"Guessing it didn't work considering you're here with that loud suit."

"I just got back up." He let out a single, soft laugh, "Khoshnu won't let me die, and you? Anansi already brought you back. They've got their claws on us now, kid, and until we stop being useful they're going to keep pulling our strings. Only difference between the two of us is I see the strings. You should wise up before your own boss strangles you with em."

"I prefer talking to Spector..."

He pushed past him and disappeared into the crowd, doing his utter damnedest to ignore the other vigilante staring at his back. Hopefully the next time he saw him it'd be one of the other two pulling the strings.

* * *

How many days had he spent in this prison?

Stanley Carter looked up at the roof of his padded cell and closed his eyes, muttering a prayer that reverberated across the confines of his prison. He still remembered the treatment, the woman who told him that she wished to help him and that together they could push past his insanity. At first he thought she was foolish, that perhaps she'd been sent by the Demon as a test of his resolve.

Now...Now he wasn't so sure.

Weeks he'd spent in the confines of this asylum, and yet despite his resistance she - Dr. Ashley Kafka, he reminded himself - tried her best to 'reform' him. He had to admit it was becoming easier to see where she came from. Perhaps...Perhaps his actions hadn't been the best, perhaps he could've tried to stem the tide of sin some other way than the way he had.

He couldn't agree with her assertion that sin did not need to be punished, but he could one day convince her to agree to his viewpoint as she tried to do to him.

He didn't know how long he stayed simply staring up at the ceiling of his prison, but he eventually he heard something through the doors of the cell, "What is...?" He stood up shakily and stepped closer to the barred door.

Screams came from the outside, so muffled that he almost missed them entirely. Something was happening, "Dr. Kafka?" he called out, getting no response in return. He made his way fully towards the doorway, briefly damning the straitjacket that kept his arms confined to his sides. A precaution, she'd told him, but he saw the fear she tried to hide. It was for their protection, not his.

Carter stood in front of the door before he felt the overwhelming blast of heat that came from under the metal, heard the manic laugh that came soon afterwards.

His eyes widened and he backed away, head shaking in a panic, "No...no, no, no!" He shut his eyes tightly and fell on his back. He knew that voice, heard that otherworldly reverb before, "H-He's-"

The door exploded inward, the metal rushing past him and colliding against the opposite wall. He didn't care; his focus was purely on the individual - _Demon_ , a part of his mind cried - that stood in the epicenter.

"Stan, my man! So good to see you!" Jack stepped into the padded cell with a spring in his step and a smile that was (sadly) hidden underneath the flaming pumpkin. That was definitely a con of the costume; no one could see the guy underneath, and the 'Pumpkinhead' that no one ever get tired repeating.

Well, at not until he showed them how... _displeased_ he was. No one was making any Pumpkinhead jokes then.

"Y-You!?" Stan cried, looking up at him like he was a ghost- or was it demon? Honestly Stan's ramblings kinda gave hima headache, "Wh-What are you-"

"Now, is that any way to talk to an old friend?" he interrupted, voice laced with mock offense, "You and me, Stan, we've been through a _lot_. Remember when we first got that junkie under the bridge by offering her as much cocaine as she could snort?" Jack shook his head. Good times all around were had that night, "I even taught you that special knife trick of mine. No one else knows that."

"A-Are you here to free me?" Huh, he didn't sound very excited.

Well, it didn't matter. That wasn't what he was planning to do anyway, "Ah...no. This ain't one of those kinds of visits." He stepped into the room and brandished a knife. Stan's face split into a panicked look, which cause him to grin. Never got old, "You're more of a 'loose end' and 'guy I kill to send a message' type of person now, you know? It's nothing personal, Stan. I really did like you."

"B-But why!? I-"

"Shh, shh!" He knelt in front of him put a gloved finger to the older man's lips, "Like I said, nothing personal. You got caught by Spider-Man, and you getting killed? Eh, it sends a message." He raised the knife closer to his face, "I already killed that artist guy - he was a real bitch to put down, by the way - so you're next."

Stan screamed, pleaded, made threats, said that he didn't deserve it; the works. Jack ignored it all and began cutting into the skin, whistling all the while. His former protege didn't even fight back, which was a bit of a disappointment admittedly, but what could you do? They probably hadn't been feeding him very well. Mental hospital food was crap, he knew that from experience.

He smelled blood through the filter in his mask and hummed in appreciation. A lot of the time when he did it he had to be quick or quiet, but now he could take his sweet time, "You got a thick head, Stan." He cut into the skin harder and internally smirked when the blade chipped through the bone, "It's a shame you went for the religion motif. Halloween is always more fun."

His only response was a pained scream, which was again a bit of a disappointment, "Oh well, too late now." He dragged the knife in a circle around the top of his head and continued the jaunty whistle. It'd been a while since he managed to do his signature thing, so he relished it as much as he could.

Stan died before he got to the good part. Shame, he never got anyone past step one, "Now let's see what ya got for me." He giggled and lifted the top of his skull like a kid opening the cookie jar, "Ooh, what do you we have here?" He picked up the contents and pulled it out with a quick tug, the crimson fluid running between his fingers with a soppy drip, "Ah, love the smell of gray matter in the evening!"

He tossed the brain behind him carelessly and got to work. First he had to hollow out the face, then a candle at each eyesocket and...done, "Nothing like a day's hard work." He propped up Stan's hands at his side in a mock crucifix position. It was what he would've wanted, "This'll send a message to Spidey for sure." He grinned and pulled out a cassette tape, dropping it at Stan's side plain for all to see.

His own remix of 'Here's to you'. Jack hoped he liked it.

Jack made his way to the exit and raised an eyebrow when he saw another dead guard choking on his own blood at the end of the hall with a redhead straddling him. One of the asylum patients, though he didn't recognize him, "Looks like someone's having fun!" he called out with a chuckle. He'd killed his fair share of guards the way over here, but they weren't his real targets.

"Heh, yeah," the redhead replied, his voice carrying an obvious southern drawl, "You the one who got us out of our cells?"

"Yeah, though it was more a distraction kinda thing, you know?" Jack shrugged. The criminally insane were definitely the most fun to let loose; those other guys just stayed in there cells or started yelling out random crap, "Who are you?"

"Kletus Kasady. Ain't surprised you haven't heard a' me. I've been stuck here for a while." He waved a bloody, makeshift shiv through the air and gestured to the guard, "Kinda rusty, but hopefully I can get some more practice in." The guard was missing a few fingers, but despite that he was remarkably intact. All the better to slice up for later, he supposed. The ol' CM taught him that trick, too.

"Hah, I like your style!" He laughed. If he could make it out of this place then New York was gonna be a boatload of laughs, "You have fun now. I gotta visit an old friend of mine."

"Sure. See ya around, pal!"

* * *

 _"Murdock was right, you know."_

Peter looked up from the bottom of the whiskey glass and scowled at the apparition/ghost/hallucination/whatever the hell it was standing close to the chair where he sat, "About what...?" he asked back, his voice rough and hoarse. In hindsight maybe drinking 5 bottles of whiskey straight wasn't the best idea, but it wasn't like he could ask the Spider-God to hold off on the immunity for a bit while he got hammered.

 _"You do waste a lot of time."_ Was it possible to hate your own voice? Cause right now he wanted to shove a bottle down the damn thing's throat so it couldn't talk, _"You've been here for nearly half a year and your excuses are getting thin. What are you waiting for?"_

"You expect me to travel dimensions myself?" He took a large gulp of the whiskey an ignored the fact that he'd had this talk before. In hindsight answering back to something that wasn't there wasn't his highest point, but he'd done worse. He made 'friends' with Frank Castle, for pete's sake.

 _"That's your excuse? You should be asking the spooks about it and throw yourself at their feet, but instead you're letting them take their sweet time and wait for them to contact you. Why?"  
_

"You think I can control them? Hill made it clear this street was one-way." Their orders, their rules. And he didn't exactly score a lot of brownie points when Ogre got killed and he lost the serum to Jack.

 _"But you're not even trying, are you? No, instead you're dragging your feet. Probably cause you wanna fuck Stacy or Moon-"_

He threw the glass of whiskey at it. As expected it passed through harmlessly and shattered against the board he'd set up on the wall. The ghost looked at him silently, the utter disappointment obvious even through the mask it work. Peter shook his head and moved past it to pick up the pieces of broken glass. Give him the Lizard back. At least that thing just yelled garbage at him.

Peter knelt and picked up the shards, though he didn't get far before he miscalculated and cut his pointer finger, "Ah, damn it..." His eyes lingered on the small cut and the crimson fluid that dripped down onto the floor.

"Great..." He sighed and sucked on the digit. Minor cuts healed really fast for him, and the bleeding would stop in about a minute, but he couldn't deny that it was more irritating than usual given his lack of sleep. He'd spend the last two days out on the town, tracking any crime and getting himself bloody and beaten to try and fend off the feeling of depression. Even Lana had left him alone, which he had mixed feelings about.

His hand stopped bleeding a few minutes in and he managed to clean up the shards soon after. He'd just gotten the new apartment, and he definitely wanted to go at least a few days before he started leaving blood all over the carpet.

Peter's attention shifted to where the glass crashed against. The makeshift board had pictures splattered all over them, each connected by differing colors of string. Murdock sat at the top with his three stooges just below him, but everything else was a mess. Page's info changed by the day; associates, allies, enemies, rivals...it was all a constant flux. Whatever else he could say about Murdock he definitely wasn't lazy.

 _"Not wasting your time, huh? So what's the point of playing detective on Murdock? Think he can get you back if you catch him?"_

'Thankfully' he was saved from having to answer it by a sudden knock on the door. It wasn't Lana - she'd agreed to give him some space while he dealt with this mess - so that only left a few other people who knew where he lived, _'Need another drink...'_ He filled up another glass with whiskey before making his way to the doorway. Hopefully whoever saw it would take the hint and pike off.

He was only half-surprised to find Winters on the other side, her mourning dress replaced by a more practical pair of a white dress shirt and dark jeans, "Summers..." Her expression was odd. At first glance it was the same ecstatic look she always had when she found a scoop, but there was something different about it. It was forced, trying to drown out the lingering redness on her sclera and the bags under her eyes.

"Hey, Ben..." She walked in brazenly, ignoring his not-so-subtle hints about wanting to be left alone, "I have some questions."

"You always do." He closed the door with a sigh. He wasn't getting rid of her now, "Is this really the time, Summers?"

"It's the perfect time, actually." Her smile faltered just a bit at that. Definitely something up, "I mean, we're not just gonna pretend what happened at the cemetary didn't happen, right?"

"Dunno what you're talking about..." He gave an annoyed growl.

"Yeah, you do. You're a lot of things, but you're not dumb." She stepped closer to him and looked him right in the eye. Peter found it a tad annoying that she was at least slightly taller than him. Just another reminder that this body wasn't his, "The Kingpin of crime makes a personal visit and asks to speak to you and only you? And you have enough guts to shove a knife to his neck? That's not something that happens everyday."

"...I know Spider-Man." It was cheap excuse, and later on he would've told himself that there were other alibis he could have spouted, but right at that moment he just wanted her to leave and said the first thing that came to mind, "Associating with that guy gets you in trouble; had to learn to take care of myself."

"Hmm...that's a load of crap." She gave him a sickly sweet smile, "You wanna know what I think?"

"I get the feeling you're going to tell me either way." He downed the whiskey in one gulp and made his way back to the table to refill it. Maybe if he didn't look at her it'd be easier to drown her out.

"I did some research. A few months ago 'Ben Reilly' as you are didn't exist, but after the funeral I did some more searching. What'd I find? An entire written history of who you are. Where you went to school, where you worked before, what you're doing now...all of it lies, by the way. I'm pretty sure I would've noticed if you were working as an intern in Starktech."

"Your point?" He knew the spooks gave him a paper trail. A load of hogwash, of course, but it was better than having no ID at all.

"My point is that Ben Reilly didn't exist up until a few weeks ago, and now suddenly he has this entire history made and placed like it's always been there. That's not something just anyone gets, even for someone who 'knows' Spider-Man."

"What are you saying, then?"

"Well, it suddenly occurred to me that I've never once seen you or Spider-Man in the same place. Every time I have to meet with one of you the other's off on the other side of the city doing something really important." Her smile had turned almost predatory now. She looked like a hunter than just reeled in their prey, "I wonder why that is."

"Who knows..." He took another sip of the whiskey and let it calm his senses, "Interesting theory you got there, Winters. So, assuming you think I'm Spider-Man that must mean that you think I had something to do with Martin's death. Is that right?"

Surprisingly enough her smile and confidence immediately receded, replaced by something a tad more contemplative, "...I don't know." Her voice turned softer at the question, "Everyone's still scrambling for the details on what happened, including me."

He knew why she was doing this, this whole charade. Just like him she was trying to put what happened to Martin out of her mind, but instead of drinking her problems away she started digging into things that were over her head. Focus on other problems instead of her own and just maybe she could forget how miserable she was. He would've found it pitiable if he didn't do the same damn thing.

"I do know one thing." She took a few more tentative steps towards him,"You cared about Martin, and you wouldn't have killed him if you had any other choice. I'm not even sure if you killed 'him' at all. So..." She grabbed the glass from his hand and placed at the table, "Tell my everything. What happened? And just who the hell are you, Ben Reilly?"

Down the line he'd blame his next action on alcohol and frustration, justify that he wanted to end the argument and he didn't know any other way. Winters didn't have much time to say anything before he pulled her in a sudden kiss. The action was rough and more than a tinge desperate, but if Winters had any complaints she didn't voice them out. Instead she wrapped one arm around the base of his neck and deepened the kiss while Peter fumbled for the buttons of her dress shirt in a rush.

Come tomorrow morning he was sure he'd regret what they did next, but that came later. Right then and there all he focused on was dragging her to the bed and hoping it'd be a while before his senses came back to him.

* * *

 **Again, apologies for anyone that had to trudge through Noir's emoness throughout the entire chapter. Hopefully the brief reprieve we had with Jack and his fleeting bromance with Cletus was enough to keep the chapter for being too depressing. It's rare to find a character who enjoys what they do - both Noir and even Gwen at times can be real whiners about their 'jobs' - so Jack was a definite breath of fresh air.**

 **Speaking of the rating: I'll change it back to T if I can't do the M rating justice by the next chapter. I dunno, I guess I just can't write Mature for this fic after writing with censors for so long. That and I just read through the 2011 Punisher series along with Punisher: War Journal and I really need to add Castle back into the roster. He's gotten shafted ever since he ditched his family.**

 **Still, gotta love that Parker luck: world shits on you, but in exchange you get bursts of abnormal good luck when it comes to girls way out of your league. Lori was justified since he paid her, but both Felicia and Norah (and MJ, who expressed attraction to him) are definitely out of his strike zone - something Eugene pointed out in an earlier chapter in reference to him managing to nearly get to 4th base with Gwen/Spider-Woman.**

 **...I gotta tone this crap down, or maybe give Gwen equal chances on her own. Problem is she has less viable options given her canon relationships and her choices being far more limited: Harry's fugitive terrorist, MJ doesn't want to ask her out, Peter left her with a massive case of blue bean etc etc. Gotta feel sorry for her.**

 **Oh, speaking of Frog-Man, he was also supposed to be in the chapter. Originally he was meant to call Noir because of an 'emergency', and when Noir actually went he found out that he just wanted to impress a girl and called him over as proof that he was 'friends' with Spider-Man. Needless to say this ended with Peter yelling at Eugene, telling him that he's treating being a vigilante like a joke and that _when_ he gets killed no one but his 'loser of a dad' would mourn him or attend his funeral.**

 **I cut this out because I couldn't fit it in narratively, and it would make Noir an even bigger dick than he already is in the chapter since he essentially unloads on Eugene for (an admittedly annoying but still minor) mistake. That and the hero this story needs and wants deserves better than a tongue lashing from Peter of all people.**

 **Anyway, the next chapter will be Jack-o-Lantern vs Spider-Man Noir and a plot _many_ people find familiar. Look forward to it, and drop a review if you can :)**

 **Review Answers:**

 **TheOkWriter - Uh...he's upset because Martin is his friend. Gwen would be pretty upset if one of her bandmates died even though they don't have much presence to the reader. Also, many canon writers put Spider-Man as a Protestant Christian so I followed suit. He's not as religious as DD, but he still incorporates some beliefs.**

 **Gratin123 - Times moved 5 years while he was gone, yes, though we don't know what Earth-90214 is like given that it's more realistic compared to Earth-616 or 65. As for the argument, it depends on where you believe he belongs more.**

 **Red Rain17 - Er...interesting thought, but not for this fic.**

 **Mingyu - Hey, you ;) As for Venom, yes it's usually considered a tentacle monster. Though, I wonder why you're worrying about the Carnage arc in regards to the two. Lastly, a Venom solo chapter is a no-no since there's no way I can carry an entire chapter with it. It's bound to Gwen, and says outright it can't leave for long.**

 **Krolikson - Eh, just type in Michelle/Peter on ao3 and go nuts; a lot of them are pretty much the same, no offense intended to the authors. Also, Murdock wasn't really involved. It was Martin who insisted Peter kill him.**


	69. Trick-or-Treat!

**Wow, not a lot of reviews last chapter, but I guess that's to be expected; nothing really happened. First things first, you guys should check out the origin miniseries for the upcoming Marvel's Spider-Man cartoon. It's definitely gotten me hyped to watch it :)**

 **Oh, and another warning: at the end of the chapter you're going to see Marvel citizens at their average...and if you have any idea how Marvel citizens act normally, you'll know to cringe already. It was a long time coming, so lets just stomach through it :[ Hopefully the chapter will allow me to branch off to something new.**

 **Anyway, one part of this chapter went through some changes. I wanted to show the Cindy family visit, but I delayed it for later. It felt odd cramming it right in the middle of the Jack-o-Lantern arc.**

* * *

That...may have been a mistake.

Peter brought a hand across his face and let out a soft breath, doing his utter best to ignore the slight pounding in his temples. Hangovers were on the lower end of the scale of things he hated dealing with (and with his powers they never lasted too long), but it didn't mean they were pleasant. Maybe it was why the Spider-God flushed his system so quickly; who'd want a pawn who threw up all over the carpet because he spent the entirety of last night on a binge?

 _'Not to mention sleeping with people they shouldn't have...'_ Peter craned his head back and caught sight of Winters' bare back at the other side of the bed. Despite her state of undress she casually messaged someone on her phone, feet tapping against the floor seemingly without a care. He didn't know whether to be relieved or worried - she was pretty damn sure on her guesswork last night and he didn't exactly do anything to discourage her. For all he knew she was texting her her editor about some new scoop.

His eyes trailed down to the small of her back before he shook his head, _'Focus, Parker.'_ He grabbed for a pair of pants and boots and put them on quickly, Winters looking back slightly when she heard the sound of moving zippers. Again his gaze lingered before he managed to force himself to look back up at her face, "...It's morning."

"Yeah, I noticed." Her words held the same sarcasm as always, but the smile on her face was teasing. She'd seen where he was just looking, "What's wrong, photo monkey? Got somewhere to be."

"Kind of." He grabbed for a dark shirt and draped it over himself clumsily, "Gotta meet up with a friend later. She's visiting family..." The long-planned meeting with Cindy's family...he almost didn't want to go, but it was what he needed. Grant was right about one thing, at least - the last thing he needed was to completely waste his time in mourning. He couldn't afford to considering all the stuff piled on him.

"Hmm..." She tapped something else on her phone before she tossed it to the side and dressed herself, too. Peter made sure to face away from her and did his best to ignore the sound of shifting cloth. It wasn't his first time, but he couldn't help but feel awkward. Maybe it was because he'd been the one to initiate it? She didn't come here to seduce him so he couldn't just pretend he'd gone with the flow like with the others.

Thankfully Lana was gone and she took Dog with her. He didn't want to explain this...

It was only when the sounds finally stopped that he turned around and caught sight of Winters fully dressed, the only sign of what happened last night being her disheveled hair and light bruises on her neck from where he bit...in his defense, the buzz lasted longer considering he'd pumped himself stupid with whiskey. Those bottles cost him a pretty penny, too.

"Hey, you got a scarf?" She turned to face him, right hand gesturing to her neck with a slight expression of annoyance on her face, "Can't exactly go to work looking like I lost a fight with a vacuum cleaner."

"Huh? Oh, sure." He grabbed Jones' scarf from the nightstand and winced as the rosary underneath clattered to the floor, "Here, take it." He tossed it to her and picked up the metal necklace quickly, hoping that Winters hadn't caught sight of it.

No such luck.

"...Is that Martin's rosary?" She asked, one brow raised warily.

"Yeah..." He put it around his neck and breathed in deeply. Stealing from his still-warm corpse...since when did it become so easy for him to take things that didn't belong to him? He hadn't even hesitated to do it before they left the scene and left his body for the police.

"...I'm not gonna ask." Winters pinched the bridge of her nose and sighed, "So...gotta talk about that elephant in the room." She sat back down on the bed, though he remained standing, "Everyone's scrambling to figure out what happened with Martin. I know he got outed as a villain, but beyond that it's a scramble. Some people say Spider-Woman stopped him, others said you did it cause he was shot to death and...I dunno, just help me out here, would you?"

"What makes you so sure that I had something-"

"Oh, cut the crap," she interrupted with a huff, "I could list all of the stuff that proves you're Spider-Man, but let's just get right to the ending. You're not an idiot, I'm not an idiot and I'd really rather we skip the pattycake runaround."

"Even if I was Spider-Man, why would I tell you anything? You're a reporter, Summers."

"I'm also your friend; or at least I like to think I am." She let out a frustrated breath and brought a hand through her hair, "Look, I can be pushy and annoying, but I'm not an asshole. You've made enemies, and it says something that triple J's probably the least dangerous on that list. I reveal your identity and you and anyone close to you'll be sleeping with the fishes."

"Would that really stop you?"

"Ignoring that." She rolled her eyes at him and frowned, "Look, I just want to find out what happened to Martin. Was...I dunno, was the way he acted all a lie?" She looked down at her knees, "Was he really just a crime boss in disguise and nothing else like the news is saying?"

He should've kept quiet, should've shut her out, but of course he just had to open his trap, "...No, he wasn't." She looked up at him, eyes slightly wide, "It's...I don't really understand it myself, but he wasn't in control of himself. That other part of him...it was like a split personality, I guess? He didn't know what he was doing. I asked him myself and he didn't lie when he said he would never hurt anyone once he took on the frock."

"...Did you kill him?" Winters' voice had gone deathly soft.

"...I did." Her next breath was sudden and he didn't miss the way her hands clenched and shook, "He asked me to. He told me that...that I couldn't save him and that all the people he's corrupted would stay that way as long as he was alive. Even if we took him to prison..." He trailed off, unable to finish. All it felt like were justifications, and even though he knew it was the lesser evil a part of him kept wondering if he could've done something else.

"Huh...well, shit." She took another slow breath and shook her head, "Well, I guess that answers that. Truth hurts, huh?" She smiled up at him, the gesture wry and bitter, "No wonder you were drinking yourself stupid...well, even more than usual."

"Very funny." He scoffed and looked away. He was glad she was trying to make a joke, at least, "So now you know. What are you going to do?"

"Me? Absolutely fucking nothing, that's what. What am I gonna tell Ben? 'Oh, I got an interview with Spider-Man after we finished some hanky panky. No big'." She snorted, "I wanna clear Martin's name, get the story, but it'd cost us - mostly you, though - way too much. And if there's one thing I know about Martin it's that he'd get really pissed if we wreck both our lives trying to salvage his."

"Yeah, I guess..." The secret would have to die with the two of them. Gwen and DeWolff didn't know the full truth and Moon Knight just didn't care. Just another dead body in the pile for the 'vengeance of Khoshnu'.

"...You know, we gotta stop moping at some point. The world waits for no one and all that jazz." She waved a hand through the air with forced cheer, "Look, you have my number. Call me if you need an angst fest...or if you just wanna talk, I guess."

"Sure, thanks..." He gave her a slight smile. It was genuine, at least, "...Come on, I'll get some coffee brewing."

The two found themselves sitting across one another, each nursing a cup of coffee. Peter swirled the dark liquid with a spoon and and breathed a sigh of relief at the bitter taste on his tongue. Winters took hers with a lot of cream and sugar, which he found at least a tad bizarre. Why she wanted a bucketful of sugar down her throat the first thing in the morning was beyond him, but he didn't question it. Still, the quiet and sort-of understanding between the two was nice.

Which was of course Winters' cue to ruin it.

"You know, sex with a superhero was different than I thought it'd be."

Peter coughed slightly into the cup and set it down in a rush, "Uh, what?" He wiped his mouth with a tissue and ignored the amused snickers that came from the only other person in the apartment. She really wasn't kidding when she said she wanted to stop moping.

"Oh, you know, it's just..." She swung her legs under the table and hummed, "Alright, don't judge me but I do go to those cape watch forums - indicentally that's a pretty ironic name considering I can't think of a single real life superhero that actually wears a cape. It's always spandex and leather, you know?"

"Is this going somewhere?"

"Oh, right." She took a quick sip of her coffee before continuing, "Well, I saw those forums and all of them have these fanfiction-y ideas of what sex is like. With Spider-Woman they think it's about having sex on the side of a building, with Captain America there's some weird shit with the shield and I don't even wanna tell you about She-Hulk. Let's just say there's a _lot_ of 'death by snu-snu' jokes."

"Again, this going somewhere or are you just rambling?"

"It's just...I dunno, last night was almost normal. One or two people have a few drinks, they do something stupid and then they wake up the next day thanking God or whatever alien created us that at least one of them was smart enough to put on a condom so there aren't any accidents. There's nothing really 'super' about that, right?"

"Sorry to disappoint you." He wasn't a prude, but it felt juvenile just discussing this over the dinner table.

"Hey, not saying I'm disappointed, just pointing it out. A lot of people have some weird expectations on what being with a hero is like. It's like with celebs; they just see these larger than life guys and gals with nothing really human about them. It's the Beatles craze all over again, or at least that's what my mom says." She shrugged, "I mean maybe it's just cause I'm a journalist that I don't really get the craze. The job's all about chipping that outer layer and seeing the human person underneath."

"This madhouse is obsessed. That's nothing new..." He frowned into the cup and suppressed a curse. It was definitely one thing he wouldn't miss when he finally left this sinkhole behind, "Besides, I'm not so sure you're not as obsessed. You asked for way too many interviews on...on Spider-Woman." Peter suppressed a wince. He'd nearly said 'Gwen', and he couldn't count on Winters' moment of clarity to be repeated a second time given how much clout she'd get for outing New York's idol.

"That's my job. I didn't do it cause I was an obsessed fan." She said quickly, "Oh, uh, speaking of Spider-Woman, could you not tell her about what we did? I watched that Uma Thurman movie and I _really_ don't want her chucking a shark at my apartment or something. No offense, but you're not that big a catch that I'm willing to fist-fight someone who can bench press a car."

"You wound me, Summers." What the hell did she mean by a shark? The films in this place were bizarre, "Besides, she's not like that."

At least not normally. Peter closed his eyes and suppressed the urge to shiver. What happened at the church still lingered on his mind despite his best efforts. He knew she wouldn't act like that if she'd been in control, that it was because of that bastard's (not Martin's...) corruption, but it did little to help. If he hadn't distracted her, if that suit hadn't held her back, he'd be dead now.

 _"I love you..."_

"Says you. I don't wanna risk getting webbed up to a stop and go light just cause she gets the wrong idea."

"Doesn't matter either way. We're not together."

"Yeah, sure you're not." She snorted again, "I'm sure you just kiss anyone...though given last night that actually wouldn't surprise me." She played with the scarf on her neck.

"Not what I meant." He sighed, "I mean we're not together anymore."

"Wait...no shit?" she asked, getting a muted nod in response, "Um...wow, that's really big news. And unlike your secret identity I don't even have to feel guilty." Peter glared at her, though she paid it no mind, "Alright, photo monkey, give me the details. I want a date, time and exact phrases. What happened? Was it because of stress? Did you know each other under the mask? Leave nothing out."

"We broke up, end of story-"

"Oh, bullshit." She finished her coffee and crossed her arms, "Look, you had a relationship for, what, a week?" Two days, actually, though he didn't correct her. It was barely even that, all things considered, "I've gone out with guys back in Wisconsin for longer and one guy there talked about nothing except cheese and basket crafting. You're telling me you and Spider-Woman decided to just break off?"

"Yes, we just broke it off. Is it that much of a surprise?" He clicked his tongue. Why were they even talking about this? "I told her I was leaving to go back home at some point and that a relationship was off the table. It happens."

"Huh...well, that's kinda depressing." She chewed on the right side of her cheek, considering her next words carefully, "To be honest I was expecting more drama. Where's the shouting, the intrigue, all that stuff? Here I was expecting anguished declarations in the rain about how your love could never be."

"Like you said, Summers. We're all just normal." How would she react, he wondered, to finding out that it was Gwen under the mask? Gwen and her were acquaintances at best, but the realization that both Spider-Man and Spider-Woman were people she interacted with on a casual basis would've caused her head to spin. It definitely threw him for a loop when he found out...

"I guess..." She nodded slightly. Before he could say anything her phone rang and she opened it, her eyes widening almost immediately when she saw the message, "Oh...Oh, shit!" The chair slid back and she stood up abruptly, her mouth parted in shock, "I-I gotta go-"

"What happened?" His brows furrowed in worry.

"Uh, something happened at Ravencroft." She tapped the screen and let out a soft curse, "Urich just sent an office-wide alert. I..." She shook her head and took a deep breath, grabbing her messenger bag and making her way to the door. Peter quickly followed her, "Uh, okay, I gotta go. I'll call you later, promise. If I'm reading this right it definitely involves you."

"What? What do you-"

His question was cut off when she pressed a kiss against his lips. The contact lasted for barely a couple of seconds before she was out of the door, shouting something back about how he should keep his phone open. Peter debated on whether to follow after her or not before he eventually sighed and messaged Cindy that he couldn't make it. Something told him that this was too important to pass over.

* * *

"You didn't have to come with me, you know," Norah said, looking at Ben (or was it Spider-Man?) with faux-disapproval. In truth she found his presence comforting; the sparse details on what Urich sent out were enough to make her squeamish, and she liked to think that she had better guts than most in the DB. The fact that no one else from the office was there when she arrived only helped prove that, though that might have been because Eddie was on assignment in Jersey.

"Yeah, well, when the great Norah Summers becomes panicked I can't help but worry," he replied back. He was wearing his mask, which she personally thought was a bad idea considering all the cops here would dogpile him given half the chance, but she kept her mouth shut. He managed to get in with it, right? He could probably get out without too much problem if push came to shove.

That and having a Superhero watching her back was a definite confidence boost. The police managed to clean up most of the mess, but there were still splotches of blood, burn marks and a crapload of other things she didn't like to think about. A lot of dead people here. She wasn't a stranger to violence, but this was definitely enough to creep her out even after it got cleaned up.

"I'll follow along. I'll be there if you need me." Before she could reply or throw back some quip he disappeared in a wisp of smoke. Norah stared at where he previously stood for a few seconds before she sighed and threw up her arms. Right, so she had an invisible Superhero following her. Personally she wondered how he avoided freezing his nuts off, but maybe he just stopped being invisible when she wasn't looking.

She passed by a few officers on the way to the office, most of whom gave her wary looks before they saw the camera that hung around her neck. Journalist was often similar to paparazzi in the eyes of a lot of officers, which was only worsened after the whole Sin Eater debacle. While they were glad Carter was put in a padded cell - at least before this shit went down... - 'serial killer cop' was definitely not a good reputation booster.

If ol' Ben wasn't friends with the one who started this place up she was pretty sure they wouldn't have let take one foot inside the place. She really needed to get more police contacts.

The office was remarkably untouched all things considered, but that wasn't saying much. She saw Dr. Kafka's silhouette through the thick glass and she frowned. How should she approach this? She got the feeling the nosy reporter act wouldn't do her any favors here.

In the end she made do with knocking, which got her a mumbled, "Come in." Taking a deep breath, Norah stepped inside and forced a smile when she saw the older woman sitting at the desk with her head in her hands. Urich told her that the doc was one of those good samaritan types, one of the people who tried to see the good in everyone. Something like this would've been a massive blow.

"Hey, um...Norah Winters, Daily Bugle. I was hoping to ask a few questions."

The doctor finally looked up to her and Norah immediately caught the utter exhaustion in her eyes. There was a woman who looked like she needed a week-long crash, "Hm? Oh, yes. Ben mention you'd be coming," she said. Nora caught a hint of a light German accent, "I suppose you're here to..." Dr. Kafka sighed and put her head in her hands, "...I'm sorry, I know you're expecting an interview, but in truth I'm-"

"H-Hey, don't worry about it." Norah put up both hands and did her best to make her smile appear calming, "I wasn't here earlier, but I can tell what happened here was rough. I'm sorry for intruding like this."

"No, it's not your fault. I did promise Ben to give details, it's just..." She took a deep breath and looked down at the table with a tired gaze, "Many people died last night - some of them friends I've known for years. The only reason I was spared was because I left earlier for an appointment. If not for that I would've..." She trailed off. Norah didn't ask for her to continue.

They stood in silence for a few more seconds before the journalist finally managed to speak up, her tone even and professional - at least as much as it could be given the circumstances, "Dr. Kafka, I know this is hard but could you answer a few questions? What happened here was...honestly, I'm still kinda trying to figure out what happened. I mean an asylum isn't usually some place you break into."

"I don't know much myself," she replied, "I...there are times when I've dealt with the criminally insane, but we put forth every precaution to make sure that they had no means for an escape and almost all of them had no contact outside to stage an escape of some kind. I can only assume that whatever happened here was an outside job, especially given that..."

"Given what, doctor?" Norah prodded.

Dr. Kafka pursed her lips and appeared to be debating on whether she should say something before she eventually spoke up, "There were...two of the prisoners were killed in a specific manner. The insides of their heads were hollowed out with candles placed on them."

"Which two?" She didn't know if it meant anything - and for all she knew it was just two randos who got unlucky - but it couldn't hurt to ask.

"Richard Frost and Stanley Carter. Two of our more recent patients." Norah's eyes widened at the doctor's words. That definitely didn't seem random, "They were...Mr. Carter was making a recovery, though I couldn't say the same for Mr. Frost. The police are trying to find a reason as to why this happened, but the general assumption is that this is a revenge killing."

"Guessing they have a suspect already..."

"Spider-Man, yes." She nodded, though her voice had become a tad uncertain, "I don't personally believe it myself, however. While brutal, I've never seen actual proof of the vigilante attacking innocents nor do I have reason to believe that he'd kill people in such a ritualistic manner. I am no expert on him, but it does not fit the modus operandi he has exhibited so far."

"Thanks for vote of confidence, doc." Norah and Dr. Kafka jumped at the sudden interruption. Turning to the source of the voice, the journalist threw a glare at Spider-Man, which he completely ignored in favor of closing the door behind him, "The boys in blue out there are already talking about stringing me up like a witch. Good to know that doesn't apply to everyone around."

"S-Spider-Man!" Dr. Kafka stood up from her seat, her hands holding into the edge of the desk tightly. She was surprised, though oddly enough Norah didn't catch any hint of fear. Kind of surprising considering the reception he usually got, "H-How long have you-"'

"Long enough," he said. She personally thought it sounded cliche, but whatever, "Still, it's no surprise that the coppers might think I did it. Frost and Carter were singled out, and they weren't exactly in the best state when I was with em before. They must've thought I came to finish the job."

"Yeah, and kill like 2 dozen unrelated security guards. Cause clearly that's something someone does when they wanna kill just criminals, right?" Norah asked sarcastically.

"Jameson's been slandering me ever since I got here. I'm surprised the guards here didn't think I ate the brains that got scooped out of their noggins," Spider-Man said, "Either way it doesn't matter. I checked out the bodies and it doesn't look like they're going to go anywhere any time soon. I think even the cops here are freaked out about what happened."

"It was rather...gruesome." Dr. Kafka swallowed and considered her next words carefully, "Spider-Man, your presence here is...you understand that if either of us are caught talking with you then there will be consequences. Like it or not you're the prime suspect of these murders, or at the very least they believe an associate of yours committed these killings under your urging."

"I think we established that, doc. Thanks." He pulled out a bloody cassette tape from his pocket and tossed it at the table, "Found this lodged in Frost's throat...don't think the forensic boys caught it. Or maybe the police chief's just keeping it under wraps; apparently he's taking money from whoever offers."

"Uh...hate to sound like a wet blanket, but you literally stole that from a crime scene," Norah said, looking at him with slight disapproval. Granted she had little room to talk considering she bribed officers to let her in on ground zero, but she'd never outright taken something when they weren't looking.

"Lesser of two evils. There's another one next to Carter's body and I'm pretty sure they're the same thing," he replied quickly, "You can give it back later if you want, but I think you'll wanna hear this."

What 'this' ended up being was probably the worst revision of of 'Here's to you' that she'd ever heard in her life; and considering her mom's taste in music that was saying something, "Here's to you, Stan and Rich! Rest forever wherever you are! The last and final moment is yours! Your agony is our triumph!" This was followed by the words repeating over and over again enough times to make her want to gouge her ears out.

"Right...what the hell was that? Cause it sounds like someone's shitty mixtape," she muttered sarcastically.

"The voice is familiar. If I'm right it's someone I know and it's the same guy who took out Ogre." He tapped the player and mercifully ended the sad attempt at a song, "Bastard calls himself 'Jack-o-Lantern'; guess he didn't realize that Halloweeen's over."

"Wait, do you mean a guy with a pumpkin for a head?" Norah asked, getting a short nod in return, "Hmm, I've been hearing rumors about that guy. There were sightings of him all over the town on capewatch, but a lot of people think he's just an urban legend like that creepy white ninja dude. There's not really much proof that people could gather."

"Ignoring the burnt mansion and the fracas with the helicopters a couple of days ago, you mean?" Norah practically saw him roll his eyes after the comment, "Still, fits what I saw last time on Ogre's mansion. Sadistic, slow and needless killing...this guy gives Murdock a run for his money."

"Yes, his actions appear to be derived from nothing more than a desire for violence, at least from what I can gather," Dr. Kafka said, "Some things are contradictory, however. The guards were killed and these tapes were presumably left as a sort of calling card, but the camera feeds were cut and other records were expunged. I can't tell what his purpose here was or his objectives in killing both Mr. Frost and Mr. Carter."

"He was trying to send a message..." He picked up the tape recorder again, ignoring the blood that seeped into the gloves, "Jack seems to like an audience, bigger the better. When we first saw him he was practically giddy and showed off what he did to Ogre - and even after that when he burned the mansion down he stayed behind to fight me."

"Attention-seeking behavior is not uncommon in those who suffer certain mental illnesses. Mr. Carter and Mr. Frost had the same compulsion..." Dr. Kafka chewed on her bottom lip and took a slow, deep breath, "The worst part is I fear that this murderer succeeded in that regard. Mayor Jameson called for a speech in Times Square. A sort of damage control, I suppose."

"Oh yeah, Urich said something about that, too. I think Ned's gonna be covering that, though," Norah added, "I'm pretty sure ol' J's gonna use it as a chance to promote his anti-Super message." She honestly found it amazing that he still refused to bend. Granted she didn't support vigilante justice as a whole, but going after Spider-Man or Hawkeye was really damn petty considering the new Kingpin of crime was running around crashing funerals.

"A speech..." Spider-Man muttered. She wondered briefly on whether she should add something before he suddenly nodded, "I gotta go. Something tells me that Jack's gonna try to crash that shindig."

"How do you figure that?" Norah asked.

"Like the doc said, Jack's an attention whore. What better way than crashing the speech of the mayor railing about what he just did?" He pocketed the cassette tape (so much for returning it...) and turned back to her, "Stay away from Times Square, and tell your boss, too. Maybe he can convince Jameson."

"Pfft, no chance of that," she snorted, "Triple J's a stubborn bastard; he's not gonna let up even if you shove the proof to his face, and right now you don't have anything. You are kinda just guessing here, Spidey. But..." She paused, considering her next words, "I'll go to the speech, too. Maybe I can piss Hilter-stache enough that he'll end the thing early. I'll call the police, too; maybe we'll get lucky and our 'esteemed mayor' will actually listen."

"Doubt that's gonna work, but it's your funeral." He sighed, "Just be careful, Summers."

"Hey, you be careful yourself. Maybe you should give Spider-Woman a call? Get some backup?"

"I tried before I got here. She's doing some kind of charity thing with that green amazon and Ci- Spinerette." He sighed again and turned back to Dr. Kafka, "You never saw me, doc. We clear on that?"

"Yes, but do be careful both of you."

"Yeah...something tells me we're gonna need it."

* * *

"And I'm telling you right here, right now, as your mayor that I will not stand for these vigilantes who think they can do whatever the hell the want and get in the way of hardworking men and women! We must take a stand now, New York!"

This was the place...

Peter knelt on the rooftop and traced a hand through the almost dried splatter of blood, a smattering of teeth and candy lying on top of the crimson fluid. It couldn't have looked more unnatural if it tried, "Tch, damn it..." He stood up and looked to the overcast sky above. A few drops came from the gray clouds, but Jameson didn't seem to care given how he continued to yell.

"Murderers like Spider-Man and his accomplice need to understand that actions have consequences! That we won't allow them to kill whoever they want! How long before they decide that you or me can be killed with impunity?!"

 _'Criminy, does this guy never shut up?'_ Peter frowned and looked over the edge of the roof. He heard him all the way from here - either it was his enhanced hearing or Jameson doubled down on that bullhorn he called a microphone. He had to admit it was frustrating, much as he tried to pretend that it didn't bother him. Everything he'd done and this place considered him as nothing more than a Supervillain.

 _"What did you expect? You knew this place was filled with ungrateful bastards; you don't get to call foul and play victim now."_

"Ungrateful, all of them! Just leave them to die like they deserve!"

 _'Oh, shut up...'_ He bit back a growl and pushed open the door that led to the stairway, doing his best to ignore Jameson's speech echoing through the walls. He really hoped that he'd been wrong, that his guess would lead to nothing more than a wild goose chase, but the sight of candy and teeth marking a makeshift trail down the the steps put any thoughts of that out of his head.

He felt like Hansel following the breadcrumbs through the forest...

Peter managed to make it down the steps before his phone buzzed. Eyes narrowing, he tapped the screen and blinked when he saw two messages. The first was from Cindy asking if he could make it to the charity event and the other was from Winters telling him that the traffic slowed her down. He shook his head and shut the phone off. He needed to focus.

The makeshift trail led him to a door at the end of a narrow hallway. At the back of his mind Peter wondered idly what sort of building this was supposed to be. It didn't look like an office building, and the designs were a bit too sleek for a building under construction. If he had to guess it looked like something for science, though he couldn't be sure.

Shaking his head, he opened the door.

Jack stood out like a sore thumb. Peter frowned and closed the door behind him with one hand, the other grabbing his gun in a tight grip. It looked so obvious. The bastard's flaming head lit the place up like a candle in the darkness and the black-green suit was filled to the brim with bombs and other nasties that he didn't want to be on the other end of.

His gaze focused on the surroundings. The walkway was disproportionately large, the path stretching out from one end to another towards a large swath of windows that gave them both a perfect view of Jameson's little speech, _'Something tells me he didn't pick this place by chance...'_ He frowned. To his left was an equally wide walkway while the open floor below them was filled with deactivated machinery.

Peter managed to get near the end of the walkway before Jack suddenly turned to face him, "Ah, Spidey! Glad you could make it, pal!" He spread his arms wide and stepped forward as if to hug him before Peter raised the gun and aimed it at his head, "Oh, wow, that's cold. That's how you react to seeing me after our magical night at Oggy's mansion? I'm hurt."

"Don't take another step." He scowled. Shooting him would've been so easy, but he needed information, "What did you do with the serum?"

"Aww, work already? I was hoping we could chat first." He giggled. It sounded like nails on a chalkboard, "I mean, I gotta admit I didn't think you'd catch me so soon. I didn't leave much clues on where our date was supposed to be. I'm really-"

Whatever he planned to say was cut off when Peter suddenly fired. The bullet rushed through the air and scratched the left side of the the crazy bastard's pumpkin mask before it embedded itself on a nearby wall, "I'm not playing around, Jack. _Where's the serum_?"

"Oooh, touchy!" He held up his hands in mock surrender and let out a loud peal of laughter, "Alright, if you really wanna know: boss man has it. I dunno what he's planning to do with; didn't care, didn't ask."

He wasn't lying. Peter grit his teeth and stepped closer to him warily, the gun never once wavering from his face. If Jack had even half a mind the damn thing would've been bulletproof, but it sent a message all the same, "Why did you kill Frost and Carter?" He stopped when the madman suddenly laughed, the sound all-encompassing in the empty space.

"Hahahaha, really?! You really gotta ask?!" He laughed again and spread his arms wide, "Just listen to the speech outside! I wanted to see what would happen, and man am I not disappointed! After all the crap you went through to try and save those clowns outside they don't even hesitate to form a lynch mob all cause of that Jameson guy! Really makes you wonder, doesn't it?"

"What are you hoping to prove? That this city hates me? I already knew that."

"Guess you do, but I wanted them to see it, too." He traced a hand through the window and turned away from him, "You know, I really was curious if someone down there would try to speak up for you, but not a one. They're just swallowing that old guy's speech about control and keeping the masked menaces from tearing apart 'this beautiful city'." He chuckled, "I mean let's face it; they don't need help turning this place into a shithole, am I right?"

"Stop rambling." Peter stepped closer once more and pressed the gun at the back of Jack's head, "You're coming with me. The spooks are gonna want to hear what you know."

"Again with work. You're really killing my buzz, Spidey."

His spider-sense rang, and none too soon. Jack barely finished the sentence before he suddenly turned around and swung two knives through the air, the blades rushing through the air and almost hitting where his eyes were.

Peter ducked under the blow and unsheathed his own knife with his free hand. Before Jack could turn around he slashed the blade through his back, his opponent stumbling forward slightly from the blow before he jumped and pivoted towards him.

"Heh, that's my knife," Jack muttered, the flames surrounding his head suddenly growing more intense. Peter narrowed his eyes and tightened his grip on both weapons. Despite the slash he couldn't see any hint of blood, "I had some upgrades since we fought last, Spidey. No more arm-breaking for you." He raised both of the knives he held and gestured him forward, "Give it your best shot. It's not gonna work."

He didn't reply. Instead Peter rushed forward, shooting bullets as he went. Jack was true to his word - the bullets impacted against the suit and bounced off harmlessly, earning a laugh from the deranged madman, "Really? I told you it wouldn't work!" Peter ducked under the wide swing and aimed a kick at his legs, though he remained standing.

 _'Can't be armored everywhere...'_

Peter activated the tazer and smacked his right hand with the sharp end when it raised to try and gut him, "Heh, that almost hurt!" Jack taunted. He was downplaying it, but it definitely did some damage. Peter didn't miss the way the bastard's grip on the knife weakened or the way his fingers shook, "You know, I was expecting more dialogue here! Spider-Woman talks all the time!"

"I'm not her."

"Yeah, you're telling me! I mean the people in this place _love_ her! You it seems more they wanna string you up and boil you alive like a witch."

Jack was trying to bait him, but he ignored the taunts. Peter dodged the next blow and stabbed the knife through the madman's left hand. This time Jack did let go of the knife he held, the blade clattering against the walkway with a dull thud, "Ow, that actually hurt!" Jack raised his remaining hand, but he was faster. Peter ducked under the swinging arc, picked up the dropped knife and stabbed it through the remaining limb.

"...Huh." Jack knelt on the floor and looked up at him, the twisted smile carved into the mask looking more and more grotesque as the blood seeped through the wounds and the seconds passed, "You're faster than I thought."

"Your mistake."

He should've paid more attention. Peter never even had the chance to web the bastard down before he heard what sounded like high pitched giggling come from behind him, "What the-" What he saw caused his eyes to go wide from the sheer absurdity. Little devil dolls floating in the air, their open mouths exposing burning cores that gave them an unnatural look.

He didn't get much time to consider just how bizarre it was before they suddenly exploded.

The first one was close and a rush of agonizing heat rushed up Peter's left side, the flames cutting through a portion of the armored clothing. Gritting his teeth as the rest drew closer, Peter shot down as many as he could before he jumped off the railing.

He'd barely landed before they suddenly picked up speed and rushed towards him, "I wuvv your costoome!" One of them screeched, the voice sickly sweet and childish. The little red devil attached itself to his right leg and exploded.

Peter screamed, the sound white-hot and unrestrained. Despite his best efforts he fell, landing on his right side as the little monsters began to swarm him, "Get off me!" He took out his spare gun and fired, shooting as much of the flying machines as he could. Most of them exploded, though a few flew through the shots and grabbed hold of whatever limbs they could.

"I wuv your bwuud!"

And then they bit down. Metal teeth chewed through the reinforced clothing into the flesh underneath, blood quickly rushing through the numerous wounds. Peter abandoned the gun entirely and tried to pry the little bastards off one by one, throwing and smashing them against the nearby walls as fast as he could.

He didn't - couldn't - stop screaming the entire time.

Peter didn't know how long the mess took, but eventually he managed to pry the last one off his neck and crushed it in his hands. The deranged animatronic gave one last laugh before it tilted its nearly-crushed head to the side, "I...wuv...your sowl...!"

The next explosion was stronger than the last ones. Metal and heat exploded outward and Peter was blown back from the impact, smacking against a nearby machine with a painful thud, "Ahh..." His voice came out in a weak, pained gasp and he pressed both hands to the right side of his face. The explosion was enough to burn through a good chunk of the mask and Peter felt blood seep between his fingers.

The pain was intense. Tears escaped from his remaining eye and he couldn't stop himself from whimpering from the numerous cuts and burns. It was his fault for not paying attention, for not being faster.

"At first cock-crow the ghosts must go back to their quiet graves below!" Jack taunted from above, his voice sing-song. Peter just barely saw the flaming bonfire through his remaining eye, "May Jack-o-lanterns burning bright of soft and golden hue pierce through the future's veil and show what fate now holds for you!"

"Shut up!" Peter tried to stand, but his legs refused to cooperate.

"Aww, did that hurt?" Jack dropped down from the railing and walking towards him, ignoring the comparatively minor gashes on his hands, "I knew those little guys would come in handy! Never hurts to be prepared, eh, Spidey?" He knelt down in front of him and laughed. Peter could barely muster up the strength to glare up at him, "Aww, what's wrong? Don't like the tricks? Want a treat instead?"

Peter didn't answer and instead continued to glare up at him.

"Now, now. No need to be so touchy," he mocked, "Show me that pretty mug of yours."

"Go to hell-"

Jack smacked him the gut and Peter dropped his hands, exposing the burnt and bleeding flesh underneath, "No one likes a sore loser, Spidey!" He tilted his head to the side and placed his free hand on the exposed cheek, "Huh, you know I have to say this makeover is really working for you! I mean you actually look better than I thought you did under the mask."

"I'm going to kill you..."

"Oh, and how do you think you're gonna do that?" He traced a hand through his cheek and rested his fingers at his jawline, "From where I'm standing it seems like I'm holding the all the cards. Face it, Spidey. You don't have _anything_ on me, and this time your girlfriend isn't here to save you." He pulled out another knife from his back with his remaining hand and raised it to Peter's face, "Maybe I should throw your body in the crowd when I'm done. Bet that'll really piss Spider-Woman off, huh?"

His next move was desperate, but he was out of options. Before Jack could begin his attempt at carving Peter tilted his head to the side and bit down as hard as he could. He managed to catch the pointer and middle finger of his left hand between his teeth before he bit down harder and wrenched his head back.

He didn't know if it was pain or just shock (hard to tell considering him), but Jack screamed and scrambled back. The madman looked down at his left hand, his gaze focused on the two bleeding stumps where his fingers just were. Peter crawled away desperately and spat out the nubs of flesh, grimacing at the taste of Jack's blood in his mouth.

Peter managed a shaky stand before Jack finally looked back at him, "You're really, _really_ ballsy. You know that?" He laughed, though it sounded strained compared to before, "Alright, playtime's over."

Jack tossed a grenade at him, the dark explosive soaring through the air in a wide arc. Peter's spider-sense rang again and he concentrated, ignoring the pain that ran up his temples as everything slowed to a crawl. All he needed was one shot.

Raising his right hand, he clicked Gwen's webshooter and grabbed the grenade with a thin line of webbing before it could finish its arc. Jack said something, but he couldn't make it out. It didn't matter either way. Peter focused his attention on the next few seconds and let instinct move his body, _'...There.'_ His gaze shifted to the mask that covered Jack's face and he threw the grenade back.

The explosive flew through the mouth of the pumpkin. Jack barely had time to let out a surprised curse before the grenade detonated, destroying the mask and forcing Peter on his knees at the sudden impact. He raised a hand to cover his face and tried to ignore the sudden rush of heat. It wasn't a regular explosive, that at least he was sure of.

Anyone else would have - _should_ have - died.

But not him.

Peter lowered the hand covering his face and gaped when he saw Jack kneeling on the floor, his hands still trying to hold himself up. The face underneath was mangled beyond anything he'd seen. What little of it that wasn't covered in flames was red and raw, but it was nothing compared to his jaw. The lower half of his face almost detached altogether, the jaw barely hanging on from a strip of flesh connected to his right cheek.

Jack should be dead, Peter thought numbly. He'd seen Gwen and Cindy survive worse, but the rational, _desperate_ part of his mind hoped that inertia would catch up and the madman would collapse on the floor from the pain of his wounds.

No such luck. His spider-sense gave a barely heard blare before the makeshift glider came from above, flames spewing from the end of the bastardized mechanical broomstick, _'He's trying to escape...'_ Peter grit his teeth and forced himself to stand. Just let him go, a part of him said. He couldn't fight like this, neither of them could. He could retreat and patch up his wounds, maybe get Gwen, Bullseye or Cindy's help next time.

He didn't listen.

Jack clambered on top of the broomstick clumsily and Peter followed. The madman took to the air before he could catch up so he did the next best thing, "Get...back here!" He ejected a line of webbing to the underside of the glider, wincing at the sudden rush of heat that came from above.

The glider smashed through the window and flew into open air. Peter shut his eyes tightly and bit his tongue to keep from screaming as shards of glass pierced his body, _'Don't let go, don't let go...'_ He tightened his grip on the white webbing and pulled himself up. He was keenly aware that the crowds below saw them. He heard every scream, the panic as they tried to run away.

Peter was almost at the top before his spider-sense blared again, the sound cutting through the screams and stamping footsteps. Jack slowed the glider down and looked down at him...and he swore the bastard _laughed_.

He saw why a second later. Jack detached an entire belt of grenades from his chest and let it fall, orange smoke seeping from pack before it suddenly fell on a clustered crowd.

What happened next was something he'd never forget. The grenades exploded and the orange smoke spread throughout the crowd. Peter heard their screams, heard the agonized cries of pain as their skin burned and melted. Some stopped and held onto their loved ones tighter as they died, but just as many others pushed and trampled each other to try and escape the rushing tide.

"No!"

He didn't even hear his next spider-sense. Peter barely had time to look up before he caught sight of Jack with a sickle raised in the air and a look of utter madness in his eyes. Before he could do anything Jack slashed the miniature scythe down and embedded the tip of the blade on his right arm.

Peter fell. Looking back there might have been something he could have done, a way he could've saved everyone from the madness that unfolded, but right now he didn't have the benefit of hindsight. Jack sped away on the glider and Peter gave a final, futile attempt to web the broomstick.

He missed.

He didn't have long to regret his actions before he landed on the ground, the sickle flying of fun his arm from the sudden impact. Peter didn't know if luck decided to favor him or it just wanted to twist the knife further considering his 'cushion' was a pile of bodies that had been unlucky enough to be near the explosion when it occurred.

The first thing he smelled was blood followed by the overpowering smell of burnt flesh. Peter untangled himself from the pile of fresh corpses in a panic and resisted the urge to vomit, _'Gotta get out...'_ He covered the lower half of his face and looked around desperately, tears in his remaining eye. He heard screams from his left, which meant people still alive.

A part of him wondered if he should have looked around for survivors, but panic pushed him forward. It was cowardly, but right now the instinct to survive pushed through any guilt he might have felt.

He didn't know how long he ran, how long the lingering gas clung and tried to burn through his skin, but eventually he managed through the orange mist. Peter only managed two steps into the clear, open space before he collapsed on his hands and knees, his breaths frantic as he gulped in the untainted air.

The screams didn't stop. All around him he heard yelling, crying and futile calls for friends and loved ones who might have been caught in the blast. Peter shut his eyes tightly and mustered up all his willpower to keep himself from collapsing in a fetal heap. Jack was still out there and he'd killed dozens, all because of what? A distraction? A final middle finger? He didn't know.

Minutes passed and no one paid him any mind, too concerned with their own fears and worries to pay any attention to him. He didn't blame them, and for a fleeting moment he thought he might have been able slip through the crowd and lose himself in the chaos before anyone realized who he was.

Sadly, Jameson had others ideas.

Peter just barely managed the strength to make a weak stand before he heard him, "You! This is all your fault!" He looked up and gave a weak grimace when he caught sight of Jameson's crusty mug standing a short distance away. He was one of the lucky ones - his suit barely looked scuffed and he saw at least a few guards at his side, "You and that crazy partner of yours! You did this!"

"You...You think I _wanted_ this to happen?!" Unbelievable...absolutely unbelievable. Most of the crowd paid them no mind, but he saw more than a few turning towards him, their faces grief-stricken and angry.

They needed someone to blame and Jameson was throwing fuel into the fire.

"Don't even try to deny it, you damn menace! Your partner threw those grenades!"

 _"Don't act surprised, kid. You already knew these people hated you."_

"I didn't..."

"Oh, he left you behind, but that doesn't mean you're not at fault! You think I don't know a con when I see it?! You arrest those criminals and then he kills them in prison, taking innocent men and women with him! I know your type!"

"Ungrateful! Kill him! Kill all of them! They don't deserve to be saved!"

"Stop it..."

"You have to answer for what you've done to everyone here! Everyone who died today died because of _you_!"

Peter wanted to scream at him to shut up, wanted to tell him that he did his best to stop this madness, but he never got the chance to. Someone from the crowd bought into the spiel and threw their bag at him, the impact hard enough to make him hiss in pain due to all his injuries.

It was a cavalcade after that. Food, drinks, bags, stones...anything they could grab they threw. Peter raised his hands to try and stem the tide, but it was no use. They needed someone to blame, needed to hurt someone like they'd been hurt, and he was the only one they could get. The voices grew louder, each accusing him...condemning him.

"Murderer!"

"Monster!"

"You killed my son, you son of a bitch!"

"We won't be bullied, do you hear me?!" Jameson screamed, "We won't-"

"LEAVE ME ALONE!"

The scream was loud enough to cause them to pause. Peter glared at the Jameson and the assorted crowd, their faces stunned silent at the sudden, anguished cry. Peter looked down at his bloody and burned hands and clenched them tightly. He must've looked pathetic - his costume in tatters, his mask half-destroyed and his entire body covered in cuts and burns.

"Months I've spent cleaning up this madhouse's messes, and what do I get? _Nothing_." He laughed bitterly, "Nothing but half the city accusing me of being a Supervillain, that I'm no better than those bastards who do what they do because they're greedy, lazy or because they wanna hurt people..." Frost, Carter, Vulture and God only knew who else...he was no better in their eyes, actions be damned.

"We never asked for your help, you menace!" Jameson shot back, his voice as strong as ever.

"Yeah, I see that now..." He gave Jameson a final, spiteful glare, "You know what, you don't want my help? _Fine_! Clean up your own damn messes because I'm _done_ playing hero!"

He could tell Jameson wanted to say something, but he didn't give him a chance. Peter let himself disappear in a wisp of smoke and ran, uncaring of where he went so long as it was away from them all.

* * *

 **Well...that happened :/ Anyway, yeah, it's the 'Spider-Man no more' plot point. Do you guys think Peter's justified in acting this way? I may be biased but I'd have to say yes, all things considered. He's spent about 5 months in Earth-65 and not only has he had a shit time of it but he seemingly inherited Gwen's bad rep. And to be fair he didn't think about quitting till Jameson rubbed salt into the wound and the crowd started 'stoning' him, at which point he just snapped.**

 **Of course one could also say that it's not _that_ much of a stretch to consider that it's Peter's fault since Jack killed Muse and Sin Eater beforehand and villains - at least in the eyes of the populace - come about due to a connection to the hero. Granted that's hardly the hero's fault, but for a lot of people unintentional consequences are equal to intentional ones. **

**So yeah...Peter's given up - it's rather irresponsible since he's letting Jack run amok, but if Jameson thinks he can handle it himself then by all means. Gwen POV next chapter for the fallout of what happened here, and of course more angst since Peter's likely in an unstable state.**

 **I do wonder if I should jump back to the T rating. Nothing really M rated happened here as far as fanfiction standards and I actually toned it down - Jack was supposed to cut off Peter's arm and there were supposed to be more details on the people Jack burnt alive, but I cut it out. Now the most gruesome thing that happened is Peter biting off two of Jack's fingers and the whole 'grenade jaw' thing.**

 **And yes, I'm well-aware the fight scene could have ended differently, but to be fair that's nothing new. Fight scenes tend to run into that problem where if the hero was just slightly smarter it could end better, but hindsight is always 20-20.**

 **Anyway, leave a review. Always appreciate those :)**

 **Review Answers:**

 **Red Rain17 - Yeah...not sure if I'm gonna follow all that, especially since I'm halfway following the Ultimate comics explanation with the symbiotes being lab experiments rather than aliens. In Spider-Gwen canon it was made out of radioactive isotopes and the Lizard serum, which is as far from alien as you can get. So it's strong, but not 'power copying, symbiote birthing' powerful.**

 **Mingyu - The spawning isn't a set thing, especially since as noted above I'm inspired halfway by the Ultimate comics origins. It's quite possible Carnage will just be another symbiote entirely made by our ever hateful 65-Cindy rather than something Venom craps out. That and if Venom was spawning it'd tell Gwen and they could prepare for it, which would stop Kasady from every grabbing hold of the symbiote.**


	70. Peter Parker

**Here comes the angst chapter...well, half of an angst chapter. The first half of the story deals with Gwen's view of the celebrity gig, which was pretty downplayed in the early chapters. Don't worry this won't last too long; it's difficult to write for me since obviously I have no clue on how fame and influence truly works besides caricatures we see on TV.**

 **In another note I'm definitely looking forward to Defender's and Marvel's Spider-Man cartoon. Oh and I read the latest Miles Morales comic...yeah, Lana's obsessed. Girl sends _44_ texts to Miles during the course of one night and to add insult to injury she doesn't even get a reply for a single one of them :/ Yeah, alright, that's it; not gonna turn her into that so I guess I'm done taking inspiration from the 2016 Spidey comic.**

 **I also read an interesting note: Supposedly the reason Jameson was so effective at smearing Spidey wasn't just because the Marvel citizens are idiots but also because during the 60's when Spidey originally came from newspapers were pretty much the main/only way the public got news. With the modern day and social media like youtube and twitter this no longer flies, hence why in the 2010's issues and above Marvel heroes get a better break and Jameson's almost ineffectual.**

 **...Still doesn't explain why Spider-Gwen gets a bad shake considering the Lizard would've been caught on cam, but I guess we should just ignore that. Though, it does explain why Homecoming Spidey gets a _much_ better rep from the word go; youtube is far less biased compared to the Bugle.**

 **Incidentally I do find it funny that despite his life being shit this is one of the few problems Noir doesn't have. Not only does Jameson leave him alone - Chameleon had to impersonate him to get the slander out - but the police officers openly envy that he's not tied up by red tape and De Wolfe makes no effort at all to arrest him, even offering cooperation right of the bat as a loophole to the politics. Sign of the times...**

 **Oh, and I know I'm a chapter late, but check out Red Hood and Joker's intro and clash quotes from Injustice 2 on youtube for a basis on Noir and Jack-o-Lantern's later interactions. Also, look up Spider-Pug, because it fits so well. They even got the upside down kiss right.**

* * *

"Come on, Gwen, you can do this..." Gwen took a deep breath to calm her nerves and clenched both hands tightly. She could do this, she thought. She fought Hippo and Scorpion - the latter was, incidentally, making some real progress on recovery back at a S.H.I.E.L.D facility. She was glad for that, at least. She really needed to schedule a visit at some point to try and apologize for screwing the pooch on her promise to help him. There was-

Wait, what was she talking about again?

"Ladies and gentlemen, boys and girls, say hello to your favorite heroes!"

Oh, right...the whole charity appearance thing.

Forcing a relaxed smile (that no one could see) on her face, she gave looked to Cindy standing on the other side of the stage and gave the other Spider heroine a nod that she blankly returned. They didn't have much time for practice all things considered, but it seemed simple enough: swing onto the stage, land on the designated square platform at the center and then wait for She-Hulk to do...something.

A part of Gwen still couldn't believe she was doing this. Granted it hadn't been her first appearance on some kind of publicity stunt, that would be the 'unexpected' appearance at some ribbon cutting event for a new history museum, but this was another beast entirely. Back then she just had to stand there and sign a few autographs, not put on a show.

She wasn't one for stage fright considering her 'day job', but that was different. When they were up on stage it was MJ who got all the attention, and why wouldn't she? She was the one the band was named after and she was front and center while Gwen was in the back beating on the drums like a maniac. And Gwen liked it that way; MJ did it for attention and Gwen did it to let loose. Win-Win, right?

Now MJ and the rest of her band were on the stage with a replacement (temporary, as she was repeatedly assured) drummer as the opening act while Cindy, She-Hulk and herself were the main event. It was a good deal, all things considered. The official reason the Mary Janes were involved was a sort of reparation from Spider-Woman. One concert was attacked by Hippo and another was crashed by Felicia's drama with Murderdock's ninjas. Seemed only appropriate that the 'crusading hero' gave them a gig as recompense, right?

And if any well-to-do people in the audience caught their performance and spread it around to their equally well-to-do friends? Well...none of them would exactly complain, right?

"I _said_...ladies and gentlemen, boys and girls, say hello to your favorite heroes!" MJ repeated, her voice turning a tad more annoyed.

 **'Pay attention, Gwen.'**

 _'Thanks, Webs,'_ she thought sarcastically. Taking one last breath, Gwen gave Cindy another nod and swung through the left side of the stage while her stage partner did the same thing on the other side.

She had to admit, it was an amazing feeling. One second she was nervous and pacing backstage and the next she was flying through the air, the crowd's cheering going into overdrive as soon as the two of them showed up. Gwen was vaguely aware there some extreme pyrotechnics at her back - though nothing that would set off Webster, thankfully enough - but she didn't mind it. She just focused on the crowd.

She shot another line of webbing and criss-crossed with Cindy, the other girl giving her a raised eyebrow at the sudden action before she followed her lead. Gwen gave a loud whoop of excitement and made an exaggerated flip, the crowd cheering louder in response. She had to admit that always had a sense of showmanship to her name; something she inherited from her mom, or so her dad said.

"Aren't they awesome, ladies and gentlemen?!" MJ continued, the crowd giving another high pitched cheer in response. Definitely a good idea to make her the temporary MC.

Still, Gwen couldn't deny that the cheers and looks of wonder gave her a high like no other. Down the line she was sure she'd feel ashamed of herself for acting so egotistical, but that came later. Right now she had to make a show.

Gwen made one final pivot before she swung low and grabbed MJ mid-swing. The redhead gave a surprised scream at the sudden action, though she managed to keep a tight hold on the mic, "And of course let's not forget our amazing opening act, the Mary Janes!" Gwen yelled into the mic. She lowered the arc so the audience could reach up and touch them as they passed. The cheering reached critical mass.

Again, it felt amazing.

She swung back onto the stage and dropped MJ back next to the mic stand before landing next to her with a flourish. Gwen just barely saw Cindy balance herself on the drumset with a crouch (and likely giving the new guy an eyeful of her backside) before the stage suddenly shook.

Her first thought was earthquake with 'Red Skull attack' coming soon after. She reached out a hand to balance MJ before she heard the renewed bout of cheering and the cocky laughter that came from below, "Hope you...haven't forgotten about me!"

Gwen stuck herself on the floor and looked over the edge. She-Hulk was lifting the stage...well, she should've seen that coming, really, "Hey, Shulkie, what's up?!" she called out. The green skinned amazon gave another raucous bout of laughter and grinned up at her in lieu of answering. Well, at least she knew that she didn't mind the nickname, at least.

She-Hulk put the stage down soon enough and joined them up top. Gwen didn't get the chance to say much of anything before the taller woman made a gesture to both her and Cindy. Right, the second part of the little training they got. She and Cindy shared a look before they took to the air once more and suspended themselves with a few lines of webbing close to the veteran celebrity.

Step 2: make a pose with She-Hulk that could be spread on twitter like a meme.

 **'The people are taking a lot of pictures.'**

 _'They've been doing that for a while now,'_ she thought back. Still, she had to admit the constant camera flashes almost blinded her. The stage lit up well enough, guys, you didn't need to bombard her with flashbangs.

When the flashes finally began to die down MJ finally managed to speak up, though not before giving her a glare. She'd pay for the unplanned flight later, she was sure of it, "Thanks so much for coming everyone! Remember - the real heroes are you for signing up with the bone marrow registry! There's a huge need for donors, so please don't be shy! Volunteers can take your info in the lobby and the silent auction will continue for the next hour!"

After everything it was somewhat hard to remember that this was all for gathering bone marrow volunteers and donations from some big-wigs. Granted she hadn't been on many charity events before (so sue her, she never found the time) but this felt more like an exaggerated form of show and tell. The three of them and the band put on a show and the audience lapped it up in exchange for listening to the charity speech at the end.

Still, it got the donations, so who was she to complain? It certainly got people's attention, at least. More than going door to door and asking people to give chunks of their body because it was the right thing to do.

And it wasn't over yet.

Gwen thought that the show would be the top of her day, but seeing a bunch of kids trot up on stage dressed in miniature Spider-Woman costumes blew it all out of the water. _'Oh. my. god...'_ She knelt down in front of the closest one and resisted the urge to reach her hands out and squeeze the life out of her in an embrace. It would've taken someone of extreme willpower to not crack.

"Hi Spider-Woman!" The girl couldn't have been older than 8 and her costume was an exact replica sans mask. She looked up at her, warm brown eyes wide and and full of wonder from under the hood, "You're my hero- wah!"

Gwen was unashamed to admit that she did not possess such willpower.

She hugged the little girl tightly and spun around in a circle. The brunette's cry of surprise was quickly replaced by a peal of laughs and giggles, which helped calm down the briefly worried father that had accompanied her on stage. Right now she was sure someone was taking a crapload of pictures for a heavily edited video, but she didn't care. A little girl considered Spider-Woman her hero and dressed up as her. She was going to relish this, damn it.

Besides it wasn't like her stage partner was doing any better. Cindy knelt in front of a Spinerette cosplayer and judging by how wide her eyes were she was probably just as shocked as she was. She-Hulk seemed to be doing marginally better at least given the calm way she talked to one boy who was currently in a wheelchair. Even her bandmates were getting some attention, mostly from the few teenagers in the crowd asking them about the songs they used.

Alright, _this_ alone made all the stunts worth it.

Gwen found herself backstage eventually. Her part was technically over now, but She-Hulk encouraged both her and Cindy to stick around and see the 'fruits of their labor'. Besides people signing up to be donors she caught more than a few big names in business donating a crapload of cash in impractically large checks...and somehow she got the distinct feeling that all their speeches about doing it because it was the right thing to do was a load of BS.

 **'That was fun.'**

 _'You think so too, huh?'_

 **'Yes. You were happier than you've been the past few days.'**

 _'Hey, you saw those kids. You'd have be real cold not to turn into a dribbling mess,'_ she thought back defensively. So maybe it was egotistical, she was allowed to be selfish a few times, right?

 **'I'm not accusing you, Gwen. It was fun for me as well.'** Webster shifted slightly. She knew it was shorthand for laughing when it came to it, **'I never thought I would see people cheer the Other I was bonded with. Creator wanted a weapon, this was...nice.'**

 _'Well stick around. Something tells me this isn't gonna be our last gig.'_

Cindy ran to catch up to her with a unmistakable shake in her step, "Hey..."

"Hey," Gwen said back. The two of them never really talked outside of that one time at the cafe, but she liked the other girl well enough...well, when she wasn't acting like a kid, that is. She heard the bunker story already, but did she really have to make Eminem references?

"This was a real trip, huh?" Cindy said conversationally. Gwen could see the large grin she had underneath the scarf and really she couldn't blame her. That was definitely something she hadn't been expecting, "I mean, I swear to god when I saw those kids I nearly cried."

"Yeah, you and me both." She let out a relaxed breath. It'd only been a few months since she went from zero to hero and already she'd gotten burnout from the constant autographs and shitposts online. It was nice to see something that didn't creep her the hell out for once.

"So hey, I didn't recognize a lot of the people who did donations. Did you?"

"Eh, not really." She shrugged, "I mean I'm not really an expert on the big names besides Norman Osborn, and you know why I know that guy." Her lips curled in a small frown. Harry hadn't contacted her at all ever since they separated. She'd expected that, but it still kind of stung. At least there wasn't news of a giant Lizard rampaging some, so she was relatively sure he was safe.

Speaking of absent friends.

"Hey, did Pete say he was coming?" she asked. Her dad, Jess and Kate were busy with something so they couldn't come, and even Uncle Ben and Aunt May elected to skip out due to their...reputation problem. She'd invited Peter to come along and all he said was that he would 'think about it'. Sometimes she wondered if he was allergic to just giving a straight answer.

She shook off thoughts of what nearly happened back at the Parker house. Yep, definitely inconsistent...

"Nah..." Cindy shook her head, "I just texted him, actually, but he hasn't replied. I think he's skipping." She brought a hand through her hair and sighed, "He also skipped out on our plans after the show...I think he's still grieving about that Martin guy. I don't really blame him; the way he talked about him they seemed pretty close."

"Yeah..." She suppressed another frown. He'd been cold ever since the funeral and she knew by experience that it would last for a while at least. She'd clammed up on herself when her mom and Peter died, and she wasn't going to assume she'd get lucky twice and have her mom come back from the dead, "Well...I hope he's alright."

"You and me both."

The two of them separated on that awkward note, though Gwen didn't have to stay alone for long. She'd just gotten a soda from a nearby vending machine before she heard a set of heavy footsteps and a very large arm wrapped itself around her shoulder, "Hey, kid, how was your first gig?" She-Hulk asked cheerfully. Gwen craned her head and grinned when she saw the taller woman smirking down at her.

"Eh, so-so." She shrugged her arm off and raised her mask up to her nose to take a sip of the soda, "I mean, it's no big deal..." She leaned on the soda machine 'casually'. Play it cool, she thought. No need to make herself look like a dork to She-Hulk of all people, "H-How about you? I mean I'm sure it was no big deal for you too, right?" Another sip came and went.

"Heh, no need to act like that. I heard you squealing when you picked up that little mini-you." She-Hulk snickered at Gwen's rapidly reddening face, "Hey, I was like that before. It can rush you all at once, right?"

"Yeah..." She took an extremely slow sip to try and give herself some time to choose her next words, "It's just...I mean I've seen people cosplay me before, but this is just an entire league altogether, you know? I mean a few months ago I was the boogeyman people told their kids about and now..."

"Hey, no need to explain. I know about the raw deal you got; I'm friends with both Cap and Jan." She-Hulk clapped her on the shoulder. Gwen found it impressive that she managed to make it feel so casual considering she talked about being friends with the former Wasp and Captain freaking America, "That blowhard Jameson's a real piece of work, huh?"

"You can say that again..."

"But hey, that's all behind you now. You're innocent and everyone knows it." She smiled down at her, the gesture surprisingly warm, "So, real talk. How'd you feel about today? Did you get a taste for this kind of thing?"

"Uh..." She looked down at the can and tapped her fingers on the side of the can, "To be honest it was...amazing. I mean I like helping people and jailing the bad guys on patrol, but this was just..." She couldn't find the right words. Exciting? Rewarding? "Different," she eventually said, "It's, you know, I never thought I'd find a way to help people outside of just beating up the bad guys. Now I do a few flips on stage and some guy in a suit donates 150 grand?"

"Believe it or not, there's more to fighting crime than just beating up criminals." Her tone had turned into something far more lecturing. She did hear that Shulkie was in law school before the radiation treatment, "You can do more good with this than that. Thing about going on patrol is you're just fighting the symptoms. Some mugger steals because he thinks it's the only way to feed his family, but what if you can convince them that it isn't? What if you actually manage to make your fellow man care about helping those beneath them so this doesn't have to happen?"

"No offense, but I don't see how making some tricks on stage leads to some big change." Last she checked it wasn't Emma Stone who put the Kingpin in jail, even if she was pretty sure that was what the Spider-Woman movie was about.

"Change might not be big, but it's there. You can convince people of a lot; more than you think, really. Going out on patrol and trying to stop every random crime is never gonna work. The best thing you can do is get to the source and change it because taking out the effects won't matter if the cause is still there. Hell, look outside; those kids won't have to risk getting put on a waiting list because of a lack of donors all because of a 5 minute routine."

"I...I think I prefer the crime fighting over the show and tell, thanks." This was getting complicated. It reminder her of Cap's lectures, especially with her not-so-subtle prods to get more involved in the 'big leagues' ever since she'd reported on her and Webster's symbiosis.

"It's all a show, Spider-Woman. You learn to live with it." She-Hulk let out a soft breath. There was a lot of fatigue in the subtle gesture, "Hey, I'm not gonna tell you that you should stop what you're doing, but just think about focusing more on this side of the job when you can. Don't take this the wrong way, kid, but you're really marketable right now. Spend at least a couple of days a week doing something like this and those donations on stage are gonna look like chicken feed."

"I...I dunno. I'm not really celebrity material." She'd put on a few shows before prom night, but those were just rare appearances. Nothing like this, "I mean I get that I can do some good, but I was hoping my new lease meant I could just be the friendly neighborhood Spider-Woman. That the bad guys I catch end up in prison instead of using the Spider-Woman defense."

"Hey, I get that, I do, but just look outside. The people out there love you and it's not just them - you ever search yourself online?" Gwen shook her head. Mostly she'd been afraid of what she'd find even with safe search on, which wasn't helped by Betty showing her Spider-Woman porn, "Well you probably should. Last I checked you're currently a symbol for feminism, they're planning a movie about you and last I checked they were also writing a monthly comic."

"...I know about the movie," she replied back numbly. The rest? Not so much. Why would she be a symbol for anything? She was just trying to help people the same way Kate, her dad and a lot of the other people she knew...that and she couldn't help it was a bit redundant as far as this place was concerned. Last she checked most of the sanctioned heroes were female and Cap seemed like a better option for gender rights protests.

"Price of fame, kid. People are gonna be looking at everything you do worse than when they thought you were guilty." She clapped her on the shoulder again, "And it's not all good either. You have that Reverend Stryker guy who tries to preach hate because you and I are 'unnatural' and of course Jameson will sneak in rants when he thinks he can get away with it. It's a balancing act."

"Can't I just go back to being the friendly neighborhood Spider-Woman? Cause I kinda liked that..."

"Too late, kid. Your name's as expensive as Taylor Swift now and it's only gonna get higher." Gwen winced. Why didn't that make her feel better? "Speaking of names, I gotta ask: did you ever think about trademarking yous?"

"Uh...no?" Actually yes, but never seriously. Mostly she thought about it before she found out she had a paycheck, at which point it became a distant memory.

"Well you probably should have, but I can understand why you didn't. The past 3 years have been a real twister for you." She crossed her arms and gave her a self-assured smile, "Thankfully I fixed that for you."

"Wait, what?! W-Wait, don't you have to make a court case and give your public identity? I can't-"

"Criminals aren't the only one who can read the fine print." She waved a hand through the air casually, "Your name was a hot item for trademarking when you first showed up, but when Jameson started slandering you no one could get rid of it fast enough. I mean people still sometimes bought the merch but the reputation hit wasn't something most companies wanted to deal with, so they started playing hot potato with the trademark."

"I still don't get it, sorry..."

"Point it is I got it for cheap. A few months before you were officially proven innocent I made a few shell corporations under the ownership of Spider-Woman with a pseudonym and I bought it back. When you were proven innocent...well, let's just say it was a worthy investment."

"Y-You did all that? Why?"

"Cap told Jan about your innocence - not that she had any doubts - and she convinced me it'd be worth it. I had my doubts, but then Hope started pouting and giving me the puppy dog eyes and I was beat." She laughed softly to herself, "And hey, she was right. Any money that I spent on the shell companies was paid back 5 times its worth on the first month alone so I'd say you paid me back."

"S-So what happens now?"

"Well I had a talk with a few lawyer friends of mine and it's technically under your ownership now. I mean legally speaking it's still mine because I bought it, but any profits that go to it are yours now. You can do whatever you want with it, though currently about 70% of the payout is being donated to various charities. Just tell me if you wanna change that and-"

That was as far as she got before Gwen suddenly tackled her in a sudden embrace and spun her around. Yes she was very well-aware that a 5 foot something teenager lifting and spinning a 7 foot tall woman looked silly, but she didn't care. This was overwhelming; there was no other way she could describe it. When she became innocent the only perk she expected was being able to arrest criminals properly and not having to run from the police, but now anything that used her likeness could help people like today? It was too much.

"Woah there, you might wanna calm down, kid!" Contrary to her words She-Hulk immediately laughed and returned the favor when she set her on the ground, "Look, Spider-Woman, you can do a lot more than just beating up muggers, help more people than those you can see in front of you. Just make sure that you think about this opportunity, alright?"

"O-Of course." She nodded nervously, "Though...maybe you could up the charity clause? I get enough from my S.H.I.E.L.D paycheck so an additional 20% for an even 90 on the donations wouldn't be too bad, right?"

"Hah, Jan was right about you!" She-Hulk ruffled her hair through the hood and grinned down at her, "Well, I'm gonna go back on stage to give a speech to our generous donors. Enjoy your break while you can; something tells me you're gonna be real busy later when we get to the meet-and-greet portion...oh, I almost forgot." She tossed something rectangular shaped at her, "Enjoy."

The amazon celeb left before she could say another word. Looking down at the thing she caught, Gwen's eyes widened when she saw the title, "The Spectacular Spider-Woman..." she said softly. It was a comic book... _her_ comic book. She raised a shaky hand and turned the first page, "Holy shit, holy shit, holy shit...!" It must've been an early access copy. Her eyes focused on the cover and suddenly she felt like a kid when she saw her dad's Captain America collection.

She found herself sitting next to the vending machine and just poring through the book. A few people sharing the backstage did a double take when they saw her, though they seemed to respect the fact that she was busy and didn't interrupt her. Despite some annoyances - she was pretty sure that she didn't stuff beach balls down the front of her costume, thanks - she found herself engrossed. It was only the first issue and Mysterio was the bad guy, but it was enjoyable nonetheless.

 **'That's not what happened. Kate was present in that fight, correct?'**

 _'It's fiction,'_ she dismissed easily. Granted she really wished Kate was in the comic too, but it was the 1st issue. Even Bucky didn't appear for at least 10 issues in the Captain America comics, _'BTW, stop peeking into my memories. I said something about personal space, remember?'_

 **'Sorry, Gwen'.**

Her reading was interrupted when she heard a smattering of footsteps. Looking up, she caught sight of a dark haired man in a white suit looking down at her with a confident smile. He didn't look a day over 30, though that was just her guess. It was hard to tell considering every part of him looked liked it'd been pressed with fine iron or plastic surgery - handsome, but artificially so. One thing she could definitely respect Norman Osborn for; he went au naturel.

Behind him she caught at least three tall men dressed in dark suits, each of them wearing shades and holding a transceiver in their ears. She declined to comment on how impractical the former was considering her own penchant for hoodies.

"Ahem, Spider-Woman, I assume?" His voice was level and confident, which was impressive considering she was sitting on the floor with her own comic book in her hands, "My name is Donald Roxxon. I assume you've heard of m- the Roxxon corporation?"

"Uh...yeah, yeah. Sure." She stood up quickly and dusted herself off. Honestly the last name barely registered. The only corporations she paid attention to were Oscorp and Startktech, and the latter was only because she read up on Castle's dossier considering she'd attacked his house, "Is, uh...is there something you need? Any trouble you want to point me to?" She not so subtly stuffed the comic into one of the 'pockets' for later reading.

"Hm? Oh, nothing so severe." He gave a practiced laugh, "I simply wanted to tell you that I found your performance to be impressive."

"Oh, well, cool." She looked past him and found Cindy chatting with MJ and the others. The redhead looked up to meet her gaze and then smirked when Roxxon stepped closer, "I'm glad you liked it, but I should probably-"

"Hold a moment, Spider-Woman." He stepped to the side so they were face to face. She looked past him at her friends again and narrowed her eyes; a universal sign of 'get me the fuck outta here'. MJ raised an eyebrow before her smirk returned full force and she mouthed a gleeful 'no'.

Someone was getting a tentacle in her red hair later...

"What is it?"

"Oh, well...actually this is a tad embarrassing to ask." He rubbed the back of his head and laughed, the gesture coming across as not at all embarrassed considering his body language, "I...well, I'll be frank: I've read up on your story and it was inspiring. I have a business proposition for you, one where we mutually benefit. Would it be too forward to invite you to dinner so we could discuss it properly?"

...Oh, god damn it.

Gwen resisted the urge to sigh or do anything else that gave any indication that she'd heard it all before. The guy was a smidge more subtle about it compared to the others but she definitely knew a date transition when she saw one, "That's very flattering, Mr. Roxxon, but I already have an arrangement with S.H.I.E.L.D, so I'll have to decline your offer." The last thing she needed was to be paraded around his rich people friends or take a contract with a bunch of sub-clauses that could screw her over.

Or maybe she was just assuming and he really did just want to offer her a deal. Either way it was better safe than sorry.

Sadly Donald didn't get the memo. Gwen only managed a couple of steps before he suddenly grabbed her left wrist, "Spider-Woman, wait." She snapped her head to meet his gaze and widened one eye slightly, but he didn't let go of her. Bad sign already... "Ahem, well, even outside of the business venture my offer for dinner still stands. I know an amazing restaurant in Manhattan."

 _'...Really, dude?'_ This time she did sigh, though not before wrenching her hand away from his "Yeah, uh, sorry. I don't think my boyfriend would appreciate that," she said, doing her best to ignore the fact that she was being a lying liar who lied. Pete and her weren't together, but no one else knew that...though more than a few were of the mind that he still forced the kiss on her and that she was just waiting to 'break free'.

Either way it was a good defense against unwanted advances, even if more than a few thought they could 'save' Spider-Woman.

"With that thug?" She narrowed her eyes and he immediately backpedaled, "Ahem, I mean, surely he wouldn't mind an outing between two friends?" he said, his practiced smile twitching.

They weren't friends, she was tempted to blurt out, but she reined it in. The last thing she needed was to piss off someone who could start really bad rumors, "Again, I'd have to decline, sorry. Busy days heroing and all..." She took her eyes off him and shifted to the wall mounted television. Maybe if she was lucky she could find another topic to-

...

Her blood ran cold when she saw the news. Donald said something else, but she'd long since stopped paying him any mind. Instead all her attention was focused on the screen and the live recording it was blaring out.

Gwen was out of the door before she knew it. Looking back it might have been better if she told her friends or Cindy about it, but panic overrode her senses and she found herself swinging through the air in a desperate rush. The news said that it was at Times Square, which was a fair distance from where the venue was being held. But if she hurried she might've been able to...well, _do_ something!

She was too late.

Gwen landed on a nearby building and watched with pure, unadulterated shock as the scene of carnage below. Dozens of people dead in the streets, their bodies arranged in a chaotic pile barely seen through the thick, orange mist that lingered on the ground. She shook her head and closed her eyes, hoping that just maybe it was a dream and that she'd wake up.

No such luck.

Her attention was drawn elsewhere when she suddenly heard a loud scream of 'We didn't ask for your help!'. Gwen swung to a closer building and felt her breath catch in her throat when she saw the angry mob standing in front of- "Peter..." She almost didn't recognize him. His costume was in tatters and what little she could so of his face through the torn mask was covered in a torrent of blood and burns.

What she did see was the tears in his remaining eye and the expression of abject fatigue.

"You know what, you don't want my help? _Fine!_ Clean up your own damn messes because I'm _done_ playing hero!"

She should've said something - wanted to - but he disappeared in a wisp of smoke before she could. Gwen found herself moving on autopilot and she swung down to where Peter was standing, ignoring the stares from the crowd and the way the rain pelted her through her costume. Peter was gone, she knew that, but she still looked around in the vain hope that she'd catch a sign of him.

"What...What did you do...?" She rounded on Jameson, her eyes narrowed. A few people from the crowd stepped back from the intensity of her glare, but the worthless mayor of New York stood his ground.

"I told that menace what he deserved, that's what!" The old prick bellowed back, "He did this! Him and his partner! Someone has to answer for all these dead citizens!"

"You...are you _fucking kidding me?!_ " More of the crowd stepped back from her sudden scream, "I don't agree with everything he's done, but do you _honestly_ think that he'd do something like _this?!_ How the fuck do you get trying to stop that crazy bastard with him being in on it?!"

"It's a con! Of course that menace will pretend he's a hero!" Jameson shouted back, just as fierce, "And where you, huh?! People call you a hero but you weren't here when it counted! You're just as big a menace and fraud as he is! You don't deserve-"

That was as far as he got. Gwen didn't know if he was trying to rile the mob to a new target now that Peter was gone or he really was just that much of a douchebag, and in the end she didn't care. Before he could finish his rant she punched right in the nose, the impact strong enough to knock him flat on his back. A few of the the guards drew their guns, though none of them shot. Evidently they didn't like their chances.

The old fuck shook his head like he couldn't believe that just happened before looking up at her with a glare, ignoring the torrent of blood that rushed down his nostrils, "Wha- You just-"

"Yeah, I punched you, and you had that coming for a _long_ fucking time!" she snarled. It was _so_ tempting to hit him again, but she reined it in. Beating him wouldn't solve anything, "I know this might be hard for you, but maybe you should fucking _think_ for once in your goddamn life! If I was really a menace do you really think I would've spent 3 years _helping people_?! Or do you just care about selling papers and trying to justify your hate?!"

"You-"

"Shut up!" He actually shrunk back at that. Good, "I dealt with your shit for 3 fucking years, dealt with the police hounding me like an animal because you made people believe that I was a murderer, but this time you've gone too far! People are _dead,_ Jameson! And instead of doing anything worthwhile you decide now's the perfect time to insult the one guy who tried to stop it?! I can't tell if you're just that morally bankrupt or you're _that_ stupid!"

"I-"

"No, you know what?! I'm done listening to _anything_ you say! You talk about power and responsibility, but all I see you do with what you have is rant at people you don't like and try to sell people's fear back to them! You know, I feel sorry for anyone who's fucking _stupid_ enough to believe you, you useless old _bastard!_ "

She wanted to leave, wanted to go and try to find Peter, but the people here needed her. She swung into the mist and did her best to ignore the uncomfortable feeling in her skin. There might have been people still alive and she'd be damned if she wouldn't save anyone she could. For all she knew smacking Jameson reset her reputation back to 0, but fuck it. She didn't care at this point. If people still trusted that piece of shit despite his track record then it was their fault, not hers.

With great power there must also come great responsibility...they were Jameson's words, a condemnation of her when she was considered a worthless murderer. The difference between them was that she knew what it really meant.

* * *

Back in Queens again.

Lana looked up at the gray sky and scowled in annoyance as the rain picked up slightly, "God damn it..." She tightened her hoodie over herself and looked down at her side. Spider-Pug shook the rain off himself and trotted down the street seemingly without a care, which was more than she could say for herself. If she had to use one word to describe how she was feeling at that moment?

Pissed. She was extremely pissed.

She saw the news about the Times Square massacre on a passing TV while she was hanging out with Kamala and Chat and she just bolted, which she was sure would get her a few phone calls down the line. Still, all she thought of at that moment was finding Peter to make sure he was alright after his meltdown on live TV. So she ran to his apartment and found...well, not Peter.

"Why are we here?" Bullseye asked from behind her. His voice was impatient, and yeah he could join the fucking club there. She had to admit it was pretty damn impressive that he got to Pete's place before she did.

"Ask Spider-Pug." She nudged her head to the bizarrely small puppy trotting down the street. Honestly she had her doubts that he'd be able to sniff Peter out in the rain just because he smelled some laundry, but fuck it. He wasn't answering his phone and they were desperate.

And hell, Peter told her he kept finding him no matter where he ended up, and considering SP found that twerp Johnny when those gangbangers kidnapped him she was willing to put her trust in him.

They were nearly to the Parker house - she just barely remembered being here last time on account of being concussed to all hell - before Bullseye suddenly stopped and eyed a van on the other side of the street, "...Hold on, I recognize the two in that car." He frowned and looked back at her, "Go follow the dog. I'll talk to those two...if the kid's really here then something tells me he's not gonna want attention."

"Right..." She watched him go for a second before she followed SP to the door. The tiny pup scratched at the door impatiently, a slight whine escaping his mouth. Lana petted his head quickly before knocking on the door.

May Parker answered the door a few seconds later. The old woman blinked at the unexpected visitor before she gave Lana an unsure smile, "Oh, hello. Your name was...Lana, right?"

"Uh, yeah..." Why did she suddenly feel guilty? Was she that surprised finding an old woman who didn't look at her like she was an unwanted nuisance? "Um...is Peter here?" SP's wagging tail grew more frantic, though the old woman didn't see it.

"Peter? Oh, um, no." She shook her head, "He...doesn't really visit-"

That was as much as she managed before SP lost patience and zipped between her legs, rushing past an old man on his way out of the kitchen and causing him to nearly drop the hammer and nails he held in his hand, "...Huh, that's new." He turned his head to the doorway and gave her a crinkled smile, "Oh, hey. Didn't think you'd come back here, little lady."

"Yeah, it's a...surprise for me, too..." She chewed on her bottom lip and shifted from one foot to the other, "I'll, uh...just get my dog back."

She slipped past the old woman - May Parker, she reminded herself - and made her way up the stairs. She felt both of them staring at her back and she pressed her hoodie tighter against herself again. This place was weird. Too...clean, if she had to use a word. The suburbs of Queen was pretty alien for her considering the sights she got growing up.

SP was scratching at one of the doors helpfully labeled 'Peter's room'. Lana looked at the sign and blinked before shaking her head. Peter was a common enough first name, no need to read anything into it, "You better be right about this..." She looked down at the pug, who not-so-helpfully nudged his wet snout into her leg. Not really the answer she was looking for.

The door wasn't even locked, though that wasn't much of a relief considering the sight that greeted her on the other side.

Peter sat at the center of the room, knees tucked into his chest and his arms wrapped around his legs in a tight grip. He didn't look up at her or make any sign that he noticed her step into the room. Lana's hands shook and she took another tentative step inside. His wounds...she'd seen him fucked up before, but this was another thing altogether. She couldn't count the amount of cuts and slashes, and that wasn't even counting the burns that marked his entire body.

"Pete...?" She knelt down in front of him and touched the side of his face as gently as she could. He twitched slightly in response, but his eyes remained focused on the torn mask he held in a vice-grip with both hands, "Pete, are you..."

She didn't - couldn't - finish. SP let out a soft whine and sat at Peter's side, but again he paid it no mind. Lana took a deep breath and tilted his head up however slightly, "Pete, can you hear me?" she asked. No response as expected, though he did give a languid blink. His right eye was fucked - what little of it she could see was covered in a nasty burn that sealed it shut - but his left wasn't doing so hot either. It was narrowed and bloodshot, and she had a good idea why.

Before she could say anything else she heard something clatter to the ground behind her. Head snapping back, she found the Parkers standing on the doorway, both looking like they'd just gotten suckerpunched.

"Peter..." May Parker raised both hands to cover her mouth and gasped, her eyes wide and her voice soft. Without another word she stepped into the room and knelt next to her, reaching a hand out to touch him before she suddenly stopped midway, "Oh, my little boy...what did...I don't-"

"What happened?" Ben Parker finished for her. Between the two he seemed to be handling it better, though that wasn't saying much. Judging by the way he clenched his hands he looked like he wanted to punch something; again, join the club.

"You didn't see the news?" Lana let out a frustrated breath and stood up, "Pete was trying to stop a Supervillain and then it got fucked nine ways to Sunday. The crazy fucker decided to bomb Times Square and he..." Kicked him off and threw him right into that middle of the craphole. Honestly she had no idea how he survived the fall - whoever was recording couldn't see through the mist - but he did. She was just glad he was still breathing, "Jameson blamed him for everything and the crowd threw shit at him..."

"They what?" Ben looked aghast, "That's-"

"What's done is done," Peter suddenly answered. Lana almost didn't hear him: his voice was uncharacteristically soft and didn't have its usual rasp, "They were right, I screwed up dealing with Jack.'all those people died..."

"Hey, you know what? Fuck those assholes, Pete! You don't owe them anything! Look at yourself! You look half dead and the first thing they do is say you did it? Let them deal with that crazy asshole if they think they can!"

He didn't say anything back, though she swore that he nodded at least slightly when she finished. In the end they found themselves back at the living room and she couldn't help but think that the only reason Pete managed to walk was because he didn't want to be carried down. Ben certainly didn't hesitate to offer to do it and May seemed like she would've preferred it considering the state he was in.

"Peter, we need to take this off..." May grabbed one of the sleeves of his jacket and tugged at it softly. For a second Lana thought that Peter would argue, that he'd insist he was fine and that he could sleep it off, but he eventually gave a small nod and stripped off the jacket and shirt that (in all honesty) looked like it was barely clinging to him altogether.

She'd admit it; she nearly vomited when she saw what was underneath. The skin was red and raw, and she was damn sure no one was supposed to lose that much blood and keep going. She'd seen crisis victims that looked better. May actually choked back (just barely) a cry while Ben looked more and more like he wanted to punch Jameson's (or that bomber's) face in.

The door suddenly opening caused her to aim her hands at the entrance, "Woah, I come in peace!" Bullseye put his hands up and rolled his eyes, "Did you find-" He stopped when he saw Peter lying on the couch, "Holy shit! Kid!" He rushed to his side and looked him up and down, "Shit, you look worse than Wade...how are you still breathing?"

"I dunno the answer to that either, Bullseye." He gave the crazy man a weak, wry smile before looking away, "You know me...a good night's sleep and I'll be right as rain..."

"Yeah, fuck that," Lana said, "We gotta patch you up cause at the state you're in I'm not sure you're not just gonna die the next time you close your eyes." She took a deep breath and brought a hand through her face. This was was fucked. There was no other way she could call it, "Just shut up for a bit, alright? And no complaining cause none of us are in the mood to hear it."

They got to work, though (much as she hated to admit it) she didn't do very much. The one with the most medical experience was Bullseye, which meant they had to leave him to the stitches and heavy stuff. The Parkers dealt with fixing burns - apparently it was a risk that came with being a handyman - which left her with trying to disinfect wounds or clean up as much blood as she could.

The entire living room reeked of blood and alcohol by the time they were done, but Peter looked...well, alright, he still looked like shit, but at least he didn't look like he was going to die when they weren't paying attention. Most of his body was covered in a thick swath of bandages and they managed to put him in a better pair of pants that didn't look like they'd been fused to his skin.

"Shit, and I thought patching up Wade was a pain..." Bullseye wiped a bloody hand on the basin and turned to the Parkers, "Hey...uh, thanks. For looking after our friend, I mean. It must have freaked you the hell out seeing a stranger in your house."

"He's not a stranger to us..." Ben muttered, though what he meant by that Lana had no clue.

"What, did he save you?"

"Yes, but that's not what we meant," May replied, "He's-"

"I'll...say it..." Peter interrupted weakly. Half his face was completely covered, but he managed to look at each of them in turn, "I should...probably tell you all the truth...even you two." He focused on the Parkers, "I...got new information on what the deal with me was. Just listen...please."

The explanation was slow-going considering his state, but Lana took every scrap of information as it came. The first thing he said was that he was Peter Parker and already she felt the urge to scream bullshit as soon as she heard it. The look on the Parkers' faces caused her to hesitate, however. They treated it like it as old news and Bullseye...well, he didn't say anything, which was even weirder.

After that the rest came as easily. He came from another dimension, then he _died_ , and then a magical spider came it at some point to revive Peter Parker's corpse with his memories scrambled. Honestly she couldn't believe all of it even though everyone else treated it like it was some grand revelation. She'd seen some bizarre shit - hell, she found out she could explode shit with her mind - but this was just...

"This is insane..." she blurted out. The other 3 looked at her with varying expressions, though she paid them no mind, "Pete, you're seriously telling us you're some kind of transdimensional zombie? Seriously?"

"You act like it's not stupid to me, either." He gave a weak scoff, "I'm just telling you what I know...I'm still trying to pick up the pieces myself. If you don't believe me then I don't blame you..."

"...I believe you," Bullseye said with a shrug, "This sounds unbelievable, kid...Peter, but...hell, we live in an unbelievable world. We get our own dimensional traveler with Captain USA there, so I guess it's not too unbelievable that you're one of em, too. The zombie thing's a harder sell, but it still sounds more believable than half the crap Poole spouts at me. She still thinks she's in a comic book."

"Heh, yeah..." He looked to the Parkers now. Lana couldn't tell if they were happy or not; she couldn't read their expressions, "You know the truth now...sorry if I disappointed you-"

"Don't say that." May closed her eyes and shook her head before she took hold of his right hand tentatively, "Peter, what you're doing out there...Ben and I can't agree with it all, but you saved people. You saved us both when that madman Vulture tried to kill us, remember?"

"The only reason he came after you was because he saw my face." He looked down with a slight scowl, "...Don't you get it? There are two explanations here and neither of them are good. Either I stole your nephew's body or I am your nephew and I spent months being..." He took a deep, shaky breath, "Either way I'm not the one you buried...I'm not your little boy. I can't go back to that."

"We're not asking you to be, son. We're just glad you're okay..." Ben said.

Lana wanted to say something, but she couldn't. Suddenly she felt like an outsider, like she didn't belong into this fucked up family drama. She looked down at her bloodstained fingers and clenched her hands tightly. Peter told them he was going back home, to the 30's, but none of them brought it up. Not his aunt and uncle, not Bullseye, but right now she couldn't get it out of her mind.

Peter was leaving...

* * *

Gwen got a message from Aunt May to come to their house. She'd almost refused automatically before a second message caused her to change her mind.

'Peter is here.'

She rushed to Queens without a care about any paparazzi that might have followed her. She'd already done as much as she could in Times Square. She actually did manage to find a few survivors, though alive didn't mean unscathed. The wounds from that phosphorous marked them...they'd be living with those burns for the rest of their lives.

If she found the guy responsible for that she'd make damn sure he got put in a deep, dark hole and never found his way out.

She jumped off the top of the train and ran to the Parker home, no doubt freaking out anyone who saw her, **'Gwen, you're-'**

 _'Not now, Webster.'_

She stopped only when she was in front of the Paker house with the front door locked, "Come on, come on..." She knocked on the door frantically and resisted the urge to kick the entire thing down altogether. She only had to wait a few seconds before Uncle Ben opened the door, "Where's Peter?!" she asked, causing him to almost jump back at the volume of her voice, "Is he-"

"He's upstairs, sleeping in his room. You might-"

He just barely stepped to the side to avoid her running into him. Gwen ran up the stairs and paid no mind to Lana and that crazy SOB Bullseye sitting on the living room. She could deal with that later.

Gwen opened the door to the room and immediately halted when she caught sight of Peter sleeping on the bed on his right side. Most of his body was covered in no small amount of bandages and he looked worse for wear, but his breaths were consistent and he seemed stable as could be, _'The others must have patched him up...'_ She took a relieved breath. At least something was going right.

She only managed one more step before she noticed a blob of fur move at Peter's side. Gwen almost jumped when the till-then unnoticed pug sat up and glared at her, "Easy, boy...I come in peace." She raised both her hands in surrender and took another tentative step, "See? I don't mean him in any harm. I just wanna make sure he's okay."

Pugface kept glaring at her, though he did move out of the way when she sat by Peter's side, "Oh, god. Pete..." She traced the back of her pointer finger on his exposed cheek gently. He looked almost peaceful just sleeping there, but the news was running what happened in Times Square non-stop. The people who died to that maniac and then the crowd pelting him in a frenzied mob like he was Frankenstein's monster.

She removed her mask and tossed it to the side, _'Webster...give me some alone time, would you?'_

 **'Of course, Gwen.'** A warmth rushed from her head to her feet before the dark blob separated from her with a light squish. Pugface's head snapped to Webster and he immediately jumped from the bed, following it to the door in wonder. Webster looked back at her briefly and she could've sworn she almost registered its confusion before it left with its new tag-along and closed the door behind it.

Well... _that_ just happened.

It felt odd being without Webster - almost like she'd gotten a blanket yanked out from over her in the middle of a snow day - but she ignored it. She focused her attention back on Peter and took a deep breath. A part of her was tempted to wake him up and ask why he was here, but she kept quiet. The first thing he needed was rest.

An hour passed before he eventually stirred, "Mmhh..." His remaining eye opened slowly and he looked up at her, "...Gwen?"

"I'm here." She reached hand out to grab his shoulder when he made a move to sit up, "You don't have to get up."

"Hah...don't think I can at this point. Painkillers have worn off..." He lied back down and turned to the other side of the bed to face away from her, curling into himself slightly in a ball.

This was a familiar scene...

 _"Peter, we have to talk to the principal about King! This is getting out of hand!"_

 _"They're not going to do anything! His dad is rich, they're never going to stop him!"_

Peter...the old Peter never liked talking about his problems. Instead he clammed up and shut himself in his room, curling into a ball like that would make the bruises disappear and he could pretend his problems couldn't hurt him. Back then she couldn't say anything and even despite them being best friends she never managed to get anything more than a few bitter mutters.

She wasn't going to let it happen that way again.

"...Why did you come here?" she asked.

"I don't know..." He paused for a second before continuing, "I didn't want to go to my apartment and the kid's memories have enough of a foothold that I came here without much thought. I guess I thought it'd help me."

"With what happened..." He nodded, though he remained quiet after that, "Peter, talk to me...please. Don't shut me out." Again, though she left the word unsaid.

"I don't know what there is to say, Gwen." She couldn't see his expression from his new position, "I messed up and Jack killed those people. They can blame me if they want, but I'm done playing hero. I was such an idiot..."

"Peter, you're not-"

"Yes I am, Gwen." He took a deep breath and shook his head slightly, "I thought I could do the vigilante gig here, but I couldn't. I'm not built to handle these madmen, these...'Supervillains'. I tried with Jack and it ended in that mess." He let out a bitter laugh, "Even the rest. Hammerhead, Frost, Vulture...I was lucky to survive them all. I'm not like you. I'm not a 'Superhero'."

"It wasn't easy for me either, you know?" she replied softly, "Remember your friend Martin? He would've killed me if you and the others weren't there. And I couldn't stop Hobgoblin from playing me like an idiot and bombing Kate and Lana. Trust me, we're both works in progress."

"Maybe, but I'm done. This city made it clear it doesn't want my help and I don't care about getting their approval. So I gave them what I want: Spider-Man's not gonna 'menace' them any more. They win."

She didn't know how to feel. A part of her was tempted to try and change his mind, to tell him that she knew what he was going through and that he shouldn't give up, but she knew it would be pointless. She kept going because of the guilt, because some part of her wanted to prove Jameson and the rest of the city wrong and because she didn't want to see another life taken when she could do something about it.

Peter didn't have that. As far as he was concerned this wasn't his home and he had no stake in what happened here. Even Cap eventually left the dimensions she passed through so she could find a way back to where she belonged, so why not him?

And, much as she hated to admit it, a part of her was _glad_. Glad that he wasn't going to risk his life fighting people who could easily kill him like Vulture or 'Jack-o-Lantern' or god only knew who else. It felt silly to be worried about him considering what he was capable of, but that night at prom was still rooted in her mind. It wasn't easy to forget holding onto your best friend and looking into his eyes as he died.

In the end she didn't say anything, and (she assumed) Peter didn't expect her to. He shifted slightly on the bed and straightened his posture. Gwen looked down at him for a brief second and took a few seconds to deliberate her next action before she nodded. Shelving any hesitation, she lied down on the free side of the bed and wrapped her right arm around his torso in an awkward half-embrace.

She expected him to push her off and look at her like she was crazy - or at the very least ask what the hell she was doing, to which she wouldn't have been able to give a proper answer. Instead his breath hitched slightly at the sudden contact before he raised a bandaged hand and intertwined it with hers. The contact was subtle and barely felt, but it was definitely there.

Gwen ignored how familiar the scene was, ignored the part of her mind that told her this was just like the sleepovers they used to have as children. In the end she just closed her eyes, scooted closer to him, and let his soft breathing lull her to sleep.

* * *

 **Half-angst chapter done. Before I get to my other questions there's something I'm curious about - I have 2 options for the first half of next chapter. The first one involves following up immediately on what happened, so more dialogue with Gwen, the Parkers and Peter's friends; Lana in particular since she seems to have issues with Noir eventually leaving. The second one is jumping ahead to the Cindy family visit with Noir doing what he does best: ignoring his problems and hoping they go away if he doesn't think about them.**

 **So yeah, you choose you guys :)**

 **Anyway, Gwen went apeshit on Jameson at the halfway mark. Apologies if this seems out of character, but I justify it with her letting loose 3 years of pent up rage and her being her usual overprotective self when it comes to Peter and innocents being taken advantage of. Failing that you could also make the argument that Venom's symbiosis has made her a tad more aggressive, albeit _far_ less so than she would be in canon if she was actually bonded. **

**Either way now I'm curious on who the people side with in that debate. I'm tempted to say Gwen since she's popular, but that would also mean the crowd having to admit they were wrong and that Peter wasn't responsible for Jack's massacre; and if there's one thing we can count on Marvel citizens to be it's being ungrateful and refusing to own up to their mistakes.**

 **Questions...been a while:**

 **1\. Do you guys want the next chapter to the next plot one (the one I asked for above) or do we take a break? The plot chapter has more character development and an ending that might lose/gain me more readers. As for a break I'm actually considering a few flashbacks such as a chapter taking place before Gwen 'killed' 65-Peter when she was still just having fun or a flashback to Cindy escaping SILK with Noir and how she got taken to Earth-65. The former also allows me a chance to write 65-Peter as someone who isn't a total asswipe and show why Gwen was friends with him.**

 **Failing that I might be able to make another chapter of Tangled Webs, especially since I changed the ending to avoid the last minute hookup. Or an interim chapter for Looking Glass where Gwen tries to patrol Hell's Kitchen (which is hilariously shitty in Marvel canon compared to its real-life gentrification) now Noir's 'retired' and fails miserably since her approach of stopping every crime doesn't work in a place like that.**

 **Hell, I'm even tempted to write a Homecoming fanfic with Peter and Michelle given the pairing's absurd popularity.**

 **2\. What would you guys think of city-wide arcs such as Spider-Island? The arcs have been street level so far, but something like Spider-Island, Fear Itself or even just an open mosh pit gang war would allow me to involve both the Defenders and the proto-Avengers due to the sheer scale with both groups interacting and 'cooperating'. Spider-Island would also allow me to tap into the mystical part of Spidey lore such as the deities and the Web of Life and Destiny.**

 **Review Answers:**

 **Dragonskyt - It won't lead to a city-wide collapse, but remember a lot of Noir's villains are people that slip under Gwen's radar such as Muse, Sin Eater and the like. Hell's Kitchen in particular is gonna take a dip since Gwen's so busy fighting the Sinister Several that she's not gonna notice Leland Owlsley's human trafficking operation or other nasties. Oh and of course Murdock now has free reign since Noir was the only one between the two leads who even had a chance of taking him down.**

 **Samkwan - Considering 616 Peter's luck? I have no doubt Anansi's idea of compensation is throwing luck with women/men above your league. Dude managed to snag Hercules' wife at one point...**

 **TheOkWriter - The arc where a spidey hero decides they won't want to be a hero anymore. Everyone goes through it.**

 **OriksGaming - Been a bit since you reviewed :) How would I show the effects, though? Putting in a segment of someone being murdered and then the narration going 'If only Noir were here that person would still be alive' is rather heavy handed. The best thing I can think of is Karen Page telling him about certain things he could have prevented if he still followed her orders, but that's telling more than showing.**

 **Another option is showing Jack napalming another crowd and Noir just ignoring it, but in that case the question becomes why literally no other hero tried to stop Jack or track him down. It's not like Noir has dibs on him and presumably Gwen, Moon Knight, Hawkeye etc etc could have stopped it as well.**

 **Bagratation - He did plant bombs in Ogre's mansion so presumably he didn't want to do the same thing twice. Besides he did have those devil dolls so he came prepared. As for Peter's senses? As indicated in both this chapter and the fight with Mr. Negative that his bullet time comes with a heavy cost.**

 **Red Rain17 - You sent an email about a plane, right? Thanks, but planes aren't gonna be a thing for Noir for a long time given SHIELD's terms.**


	71. Spider-Man

**Alright, fair warning: the end of the chapter might either revitalize interest or make you dump the story altogether; or you might not care and I'm overstimating myself. Here's hoping that people will keep reading :)**

 **Also, I had to cut out one part: Noir was also supposed to talk to Norah and Silk about what happened with Jack, but the chapter got bloated so I chunked it out. I'll just show it later on when I can or have characters refer to what happened.**

* * *

For a second Peter thought that he'd dreamt it all, that maybe he'd just had enough of dealing with all the madness and conjured up an excuse to forget the whole thing.

He wasn't that lucky.

Peter's eyelids parted open slowly and he let out a soft groan as a dull ache quickly set in. He healed fast, but that didn't mean the injuries didn't happen. Sometimes he really hated his newfound resistance; it was hard to use painkillers when he had to chug them down like they were mints, 'What...?" What time was it? He angled his head and spotted the clock on the wall.

5 am. Nearly 12 hours of sleep, _'More than I usually get...'_ He took a deep breath and tried to sit up, only to find himself stuck by something wrapped around his chest and right leg.

He looked to the side and blinked when he caught sight of Gwen's sleeping figure, her eyes shut tightly while her mouth remained slightly parted. Huh...he'd almost forgotten about what happened, "Gwen?" He poked her cheek, but her only response was to scrunch her face and hold onto him tighter. Peter grimaced slightly at the feeling of the arm wrapped around his torso and the way her ankles clamped onto his leg.

Considering the spider connotations he really didn't like the idea of being trapped against her.

"Gwen, wake up." He aimed a soft kick at her calf, which she completely ignored. Damn durability, "Hey, I said wake up." He kicked her again, putting a bit more force into the action.

Gwen woke up with a snort, her body twisting itself and falling off the bed as soon as the kick registered. Peter raised an eyebrow when she landed on all fours and looked up at him with a slight glare, "Wha- Pete?" It took her a couple of seconds to determine that he wasn't in fact a threat and she stood, her expression returning to the same well-worn fatigue from before, "Why'd you kick me?" she asked, rubbing her eyes tiredly.

"You were cutting off the blood in my right leg." He rolled his eyes, "Afraid I was gonna leave in the middle of the night or something?"

"Wouldn't put it past you," she sniped back, though it was without heat. Still, he preferred that to her looking at him like he was a 'poor baby'. He'd embarrassed himself enough as it was coming here instead of his apartment. He didn't know what he'd hoped to achieve. Did he want May and Ben to tell him that he was right? Did he want them to coddle him and pretend that none of it ever happened?

He shook his head. He was acting like that damn kid.

"Point." He stood up from the bed and and sucked in a hissed breath. Gwen was at his side immediately, one hand on his left arm while the other pressed gently against his side to help keep him upright.

"Peter, you need to-"

" _I'm fine."_ His voice came out in a snarl despite his best efforts, "Just...let me stand up on my own two feet."

Gwen's expression of concern shifted slightly before she nodded and backed away a half step, "Alright..." She took a deep breath and mussed up her hair to try and calm herself, "Just make sure to speak up if you need anything. There's no need to be a tough guy."

"Trust me, a tough guy's the last thing I am." The words were more bitter than he would've liked, but if Gwen noticed she didn't say anything. Peter trudged towards the closet and grimaced at the clothes inside. He didn't have much in the way of clothes given what happened yesterday, but even still he was tempted to make do with only the borrowed pants and bandages at the sight of the loose shirts with dumb logos plastered on them that dominated the entirety of the storage space.

Eventually he grabbed one of the least offensive things - a long-sleeved 'trek-wars' shirt - and a pair of sneakers that fit him far more than he would've liked. Just another reminder of what happened to him. He sighed again and picked up the knife on top of the desk. It was one of the only things he had left...and it was something he'd stolen from that bastard Jack.

He gripped the knife tightly and closed his eyes. Even now he still heard their screams, still remembered the way they trampled over one another to try and escape the spreading phosphorous that melted the flesh from their bones. Murderer, killer, _monster_...many of them were so desperate to vent their rage on him to find someone - _anyone_ \- to blame, that they almost drowned him under their anger and grief.

A part of him wanted to go back out there, find Jack and stab the blade into his neck till he choked on his own blood. Then he reminded himself that there wasn't any point. The spooks might send him after him and his boss if they really wanted the serum, but besides that it wasn't his business. Jameson and the rest of his mob made it damn clear they didn't want his help so why should he tear himself apart for them?

Peter nearly jumped when Gwen's hand suddenly landed on his left shoulder. Peter looked back and met her worried eyes, her gaze immediately shifting to the customized blade he held in his left hand, "Peter...you should probably let go of that." Her voice was wary, as if the knife itself would summon Jack right to his doorstep - he knew for a fact it didn't since he had it checked with Moon Knight for any signs of trackers.

"It's just a knife, Gwen." He clipped the sheath onto the side of the borrowed jeans and ignored her doubting look, "I'm not gonna go insane just because it's with me."

"Yeah, well, I got the bad ending for Quiet Slope 2 and I really don't want you driving into the lake with your dead husband in the back seat." He raised an eyebrow. She never seemed to get that her references flew right over his head, "...Nevermind. Look, just be careful, alright? It's creepy enough that you're using that thing considering you found it in that Ogre dude's mansion."

"You worry too much."

"And you don't worry enough, I think." She huffed and put her mask back on. Better safe than sorry considering Bullseye and Lana were downstairs, "By the way, here. Don't wanna forget this."

She pressed his phone to his hand and walked to the door. Peter looked down at the cellular device and winced when he was immediately bombarded by a rush of text messages. Most of them were from Cindy and Norah, though he spotted a few from Lana and Bullseye stamped not far from when they found him. He even caught one from Castle and Felicia, though he ignored them. Probably just scolding him because he had a public fit.

He debated briefly on whether to call them before he eventually settled on an 'I'm fine' to them all and turned the phone back off. The last thing he needed was a phone call demanding an explanation.

The two of them were barely out of the door before they both stopped. He wanted to ignore what he saw and go down, but he had to admit the sight of Dog fast asleep while Gwen's new tag-along wrapped itself around him like a blanket was definitely attention grabbing. Neither he or Gwen said a word and just stared at the frankly bizarre pair.

The silence was broken when Gwen pulled out her cellphone from...somewhere and took a picture. The soft click was just loud enough to make them both stir, Dog sitting up with a yawn while the suit unwrapped itself from him; which he seemed to take issue with given how Dog immediately tried to snuggle back into the dark blob.

Gwen just took another picture.

"...What?" She gave him an of mock offense when he looked at her incredulously, "That's freaking cute. Don't tell me it isn't."

"I'm worried it might have given my dog cancer." He whistled softly. Dog immediately stopped playing with the suit and trotted to his side, looking up at him and giving another yawn.

"That only happens if they bond molecularly, you know that." She rolled her eyes and called the suit back as well. The formless mass immediately jumped into her stomach and sank into white fabric of her suit, "Oh, that feels _much_ better. Can't believe how weird it feels not having Webster with me now..." She knelt down and rubbed Dog's head, the pug licking her fingers energetically in response, "You didn't give Webster fleas, right?"

"I do bathe him, you know." Peter bit back a small smile and trudged down the stairs.

Everyone was already awake, though considering the mess yesterday it wasn't much of a surprise. The bloody bandages and shards of glass were gone, though the stench of alcohol remained as a reminder. Peter's gaze lingered on the the living room for only a few seconds before he shook his head and turned his attention to the kitchen where everyone was.

He had to admit, he never thought he'd see Ben Parker, Lana and Bullseye sharing a table. May looked like she was attempting to cook, but her body language screamed that she was just trying to distract herself, "Hey..." All of them immediately turned their heads to look at him. The cups of coffee (or hot chocolate in Lana's case) were practically untouched, which was never a good sign.

Ben was the first to speak, "Peter...Spider-Woman, you're awake." His crinkled smile returned, though it was strained. If he had to guess he probably had issues treating 'Gwennie the Pooh' like she was a stranger, "Didn't think you'd be up for at least another hour or two."

"Like I said, I heal fast." Peter gestured to the gap between the bandages on his right arm. The skin was still red, but now it looked more like a bad sunburn rather than third degree burn wounds, "I...sorry for-"

"I don't wanna hear it, son." Ben tapped the seat next to him, "Just take a seat and relax. I made some coffee and I'm sure you missed the taste."

He held back a grimace and given the way Gwen sat at his other side he got the feeling they were both thinking the same thing. Ben Parker was a lot of things, but a good coffee maker wasn't one of them. How someone screwed up making coffee considering most of it was automated by a machine Peter had no idea, but either way his (not) uncle managed it without fail.

Peter took one sip of the dark substance and he coughed, "It's...just like the kid remembers it." He gave Ben a small smile, which he replied to with a hearty laugh and a reassurance that there was more where that came from. Across from him Bullseye took a tentative sip and he saw the fugitive's eyes widen as soon as the coffee hit his tongue, "Something wrong, Bullseye?" he asked with a small smile.

"No, uh...just doesn't have the kick I'm used to, is all. Real strong," he replied. Considering some of the things he'd seen the older man drink that was definitely saying something.

"Yeah, it's great." Gwen's smile couldn't have looked more artificial if she tried, but again Ben didn't seem to take notice. Lana gave her a weird look - if he had guess she was just weirded out seeing 'Spider-Woman' sipping coffeee in the Parker house with her mask pulled up to her nose.

For the next few minutes it almost seemed normal, contrary as that might have seemed. May gave them a healthy heaping of of wheatcakes, toast and eggs, which they (Gwen) dug into with little hesitation. They all ate together while Dog zipped around under the table, taking whatever scraps he could. Apart from Lana being eerily quiet he couldn't find anything wrong.

None of them talked about what happened yesterday, at least not directly, though whether that was out of courtesy or hesitation he didn't know. Instead their topics ranged from the mundane such as work to the more embarrassing such as how they met one another.

"Well, you see, Spider-Woman knocked out the kid's mask and left him cold in the dirt. I couldn't in good conscience leave your nephew to rot-"

"Hey, I didn't know it was Peter back then!" Gwen snapped quickly, "When we first met he had no idea who I was and I didn't know him. It just-"

"He told us the story, blue shoes. His mind's scrambled eggs." Only Bullseye could say something like that with a smile, "Shit, it must've been a nice reunion. Nothing says 'let's be friends again' like a kick to the back of the head, a pair of vibranium cuffs and a total disregard of someone's secret identity."

"Go fuck yourself." Ben and May looked at Gwen like she'd grown a second head.

"Wow, touchy." He put up both hands in mock surrender, "You know I'm really curious how you two got together considering the whole 'I killed your ass during prom' thing-"

"Weren't you the one who put him up to beating up that whole biker gang with a chain? Some friend you are," Gwen shot back. "That's still up on the youwebs, by the way."

"That was you?" May asked, her voice almost scandalized.

"Hey in fairness I wanted to handle the gang myself, but Pete here said that he'd be totally cool with it."

"I didn't like the way you were looking at your knives," Peter muttered back flatly. He just wanted this whole thing to be over, "I know Hunter's a piece of work, but crucifying the whole gang really wasn't necessary. We just had to send a message."

"Says you. I think Rhonda would beg to differ considering all she went through." He shrugged and took a bite out of some toast, "But hey, it's not like it's going to be your problem anymore, right, kid? You announced your retirement pretty clearly yesterday."

Ah, there it was. An uncomfortable quiet settled over the table. It didn't last long before Lana let out a frustrated breath, "Someone recorded the whole thing and put it up on the youwebs. You should see some of the comments: 'lol, what a loser', 'drama queen much?', 'who called in the wambulance?', 'cry some more'." She shook her head and looked down with a scowl, "Fucking assholes..."

"Leave it alone, Lana. What's done is done..." Everyone was a critic, and knowing his luck those comments were probably the the polite ones.

"Um, speaking of which..." May looked at him, her expression uncertain, "Now that you've, um, 'retired', what are your plans, Peter?"

"Find a way back home, I guess." He caught the frown both her and Ben barely held back, but he was surprised when Lana's scowl worsened and her grip on the hot chocolate became shaky, "...Like I said, I'm done playing hero. If they think they can deal with Jack then let em try. I'm not gonna bother stopping Jameson from going into the hole he dug himself."

"Oh...well, do you have a place to stay? You know you're always-"

"I have an apartment with Lana." He looked down into his plate and refused to meet their gaze. Despite their previous words it was painfully obvious they wanted their son back; even if it was just his body. It didn't matter how he acted. He was 'Peter Parker' and in their eyes that was enough, "Thanks for the offer, but I can't accept accept for obvious reasons."

"Right..." Ben took a sip of the coffee and said, "Wait, you said you had an apartment with Lana? Just the two of you?"

Peter's eyes narrowed. It was obvious what he was implying, "Ain't exactly what you think, Ben. Her grandma's...not exactly the kind sort. She sleeps over where I stay most of the time."

"Oh...I see."

"Speaking of youweb videos, by the way," Bullseye cut in, grinning at Gwen, "You know your performance with that Spinerrette chick and She-Hulk is on the top trending vids. Congratulations, by the way. I'm sure those kids were worth your precious time more compared to the ones in Times Square."

The silence that washed over them was chilling. Bullseye's smile was as calm and relaxed as ever, but there was something not-so-subtly hidden under the gesture - an accusation.

Something Gwen didn't fail to notice given how she'd bent the fork in her grip, "What the fuck did you say?"

"Bullseye..." Peter's voice had taken on a warning tone, but he either didn't notice or didn't care.

"What? All I'm saying is I know where your priorities are," Bullseye said, his voice dripping with barely hidden condemnation, "I mean if you had to choose between stopping some maniac from napalming Times Square and doing some stunt on stage so you can get some extra hashtags on tweeter I think we both know which you'd pick. I'm guessing it's the one that doesn't have burnt babies-"

"Bullseye, _enough_!"

It was too late. Gwen stood up from her seat and glared down at the seated fugitive, the eyes of her mask growing sharper and shifting chaotically. He'd seen what she was capable of when she lost her temper and as confident as he was Bullseye was threading on thin ice.

"Spider-Woman, don't-"

"I didn't see you there either, asshole!" She hissed back, her voice dripping with venom, "When I got there I saved as many as I could, but I definitely didn't see some bald psychopath trying to help!"

"Hey, I never said I was a hero, blue shoes. You did." He leaned back on his chair and grinned, looking up at her without a single hint of fear, "What was it you said when you outed Pete as the Lizard?" He snapped his fingers in faux realization, "Oh yeah, you said that you wanted to be just the 'Friendly Neighborhood Spider-Woman'. I must've missed the part where you sold yourself out for fancy checks."

"I'm gonna fucking kill-"

"Would you two bitches shut the fuck up?!"

All heads turned to the youngest in the room. Lana's scowl was murderous, and both Bullseye and Gwen were stunned into silence by the the sudden interruption, "Lana, he's-"

"I said shut the fuck up!" Lana screamed. Gwen shrunk back slightly at the intensity of the yell, "Neither of you two were there! I wasn't there! No one but Peter was there and he nearly got himself _killed!_ " She took a shaky breath and shook her head, "A single fucking mistake and he would've joined everyone else in the ground, and all you two assholes can do is insult each other?! Gimme a fucking break!"

"Kid-"

"Don't even, Bullseye!" She rounded on him now. Peter didn't like the way her hands lit up, "I knew you were a bastard, but really?! Can't you get your head out of your ass for one fucking second and just learn to keep your fucking mouth shut?! 'Burnt babies'? There's a reason no one likes you, you ass!"

Peter wanted to say something, but he never got the chance. Before he could get a single word out she suddenly stood up, the chair crashing onto the ground at the rough movement. Lana pointedly looked away from them all and trudged out to the backyard, slamming the door behind her loudly. Another silence rushed over the remaining people on the table, which was broken only by the occasional whines that came from Dog.

Peter only hesitated for a second before he stood up to follow her.

"Pete-"

"Shut it, _Lester_. I'm not in the mood."

The older man winced at the name, but Peter couldn't find it in him to care too much right that second. He shared a look with Ben, May and Gwen before he made his way to the backyard, his steps slow. He hadn't known Lana for too long all things considered, but he knew from experience that apart from the incident with Walsh she hated being coddled. Growing up the way she did inspired an independent streak a mile wide.

Which made her reactions to the news he was leaving...worrying.

Lana sat at the steps of the porch, knees tucked to her chest and her face pointedly staring ahead away from him. Peter closed the door behind him softly and stood behind her. He was never good at these kinds of things. He was used to ignoring his problems, especially since he couldn't afford to tell anyone what he'd been through. The only person who knew his identity back then was Felicia, and she didn't want anything to do with him after that fracas at Ellis Island.

He couldn't tell anyone else, either. How could he? Aunt May considered Spider-Man a murderer and a thug, Robbie was a vegetable, Gloria hated Spider-Man for not being fast enough to save Robbie and Mary Jane...well, he'd think of an excuse at some point.

"...Kid-"

"Don't, Pete. Just...Just don't..." She hugged her legs tighter to herself. Her voice lacked its usual bite, which was worrying considering her normal behavior, "Don't call me a kid, don't fucking treat me like I can't understand what happened-"

"I never treated you like that." He took a deep breath before sitting at her right side. For a second he expected her to stand and move away from him, but she remained where she was sitting. From there it was easy to see why she kept looking away; her eyes were puffy and he caught a hint of tears that had been hastily wiped away. If there was one thing Lana hated it was looking like she couldn't deal with her problems.

The two of them just sat there without saying a word to the other. What could he say, really? Despite Gwen's complaints he wasn't her father or her brother and he never tried to control how she acted. Everything she did was her own choice, consequences and all. He didn't need her own actions on his conscience; he was tired enough as it was from getting blamed for things that weren't his fault.

"...You said you were leaving."

Lana continued to stubbornly look ahead, but he saw her head twitch to the right before she quickly faced forward again. Always trying to make sure she didn't crack, "...That's what I said, yeah." He lips curled up in a sardonic smile and he looked up at the sky. The sun was barely peeking over the horizon and already he wished that it went away.

It was like Felicia said: neither of them looked good in sunlight.

"... _Why?_ " Her voice was soft, but the intent behind the single word was clear as day, "Is it because of what happened with that asshole with the pumpkin mask? Cause-"

"It's not that..." Peter sighed and looked up. He knew what this was about, and in all honesty he was tired of it. Tired of having to explain himself, tired of feeling like he owed everyone here the choice of whether he should stay or leave, "It's not because of Jack though I won't deny that he set my priorities straight..." Playing hero and distracting himself...he was an idiot.

"So what is it then?"

"I don't belong here, Lana." He closed his eyes and shook his head, "I got distracted and almost half a year passed, but hell...my aunt's back home and so's my best friend. I can't just leave them."

"You're leaving me..."

There it was - the same resentment he heard from Gwen. Peter sighed and pinched the bridge of his nose, "You wanna come with me?"

She looked at him suddenly, her eyes slightly wide, "What?"

"Sure, just make sure you're ready to leave your mom, your friends and anyone else you've ever known behind." He gave a single, wry laugh, "Oh, and to live in a world you don't understand with no way back. You wanna deal with that?"

"Of course not." She scoffed, the gesture bitter and more than a tad annoyed, "It's just...fuck, Pete. Were you ever planning to tell me you were just going to leave? Or were you just gonna spring it on me on the day itself with a half-assed goodbye?"

"I planned to tell you at some point, but I never found the time-"

"Oh, bullshit!" She spat, turning fully and giving him a glare, "You'll tell me who you maimed on one of your patrols, but anything that actually matters? Not fucking happening." She clicked her tongue, "We spent more than enough time together, Pete. You could've just told me, but you clammed up. The same way you didn't tell me you were the one paying my mom's hospital bills."

"...I was kind of hoping you'd figure your dad was the one paying for it."

"Please, he wasn't there when I was born. You fucking expect me to believe the great William Hollister would tarnish his mayoral campaign funding the recovery of a prostitute? Gimme a break." She sneered down into the ground, "The only good thing I remember from that asshole is Lily, and he took even that away when he found out she was spending time with gutter trash."

"I didn't say it was an easy sell." He shrugged, "If you're worried about your mom's bills then-"

"It's not her!" she snapped, "She's already getting better! Doc says she should be awake soon and she'll be out of the hospital soon enough, so that's not it..." Her sneer faltered, "I...look, Pete, I'm not one for mushy crap, so just shut up and listen. It's..." She bit her lower lip, "I don't have many friends. I hang out with a few people, but they don't know anything about all the shit that happened with that depraved fuck Carter or..."

"Lana-"

"I said shut up," she cut in, "Pete, you're one of the few people I trust. I sure as shit can't trust that Bullseye asshole and I can count the other people I trust with all this bullshit with one hand. So yeah, you suddenly springing that you're going to leave? It fucking hurts." She clenched both hands, both of them shaky, " A little heads up would've been nice."

"...You knew this wasn't gonna last forever," he said softly, "Your mom would get better, you'd stop coming over to the apartment and hell you're probably gonna join Stars-and-Stripes' team when you turn 18. It wasn't like we were in this for the long haul."

"Maybe, but it still fucking stings... She sighed and shook her head, "Look, maybe I'm just overreacting to this, but I was right back there. That whole mess with that pumpkinhead asshole is still fresh but the only thing Spider-Woman and Bullseye can do is get into a pissing match on who's a bigger asshole? You ask me they don't need to hold a contest. Just look in the fucking mirror."

"Ha...I guess."

"Yeah..." She chewed on her lower lip, "Hey, Pete, real talk. What happened back then...are you okay? And don't give that tough guy shit you gave your girlfriend and everyone else."

"It hurt..." He replied, his voice soft, "I wanna tell myself that I was right and they were completely wrong, but I can't deny that they might have had a point. Maybe I could've done things different, stopped him from killing all those people." He closed his eyes and took a strained breath, "Dwelling on it won't help, though. They made it clear what they wanted and if they say they don't need my help then I'll give em what they want."

The conversation died away after that. The two of them just sat next to one another in silence with Lana's head on his shoulder. They hadn't solved the problem, not really, but since when did any of them face their problems head on? They all ran away. Gwen refused to admit the kid was a monster for years; Castle abandoned his family; Bullseye delved into psychosis to forget the death of his team; Spector gave everything to Khoshnu because he had nothing else; and of course he threw himself into near-certain death to forget that he was trapped in this madhouse.

Lana was right at home with them all.

* * *

4 days...

Gwen wanted to say she'd put what happened behind them, but that would've been a load of crap. Peter was a ghost for the past few days, though she supposed that was nothing new. She counted herself lucky enough that he'd bothered to say goodbye to her and the Parkers at all considering the clusterfuck that argument she had with Peter's 'friend' had been.

Not that she felt sorry. That Bullseye asshole could go burn in a dumpster fire.

The days after that weren't much better. Someone recorded her screaming at Jameson - because of course there'd be one asshole whose first thought to that shitfest was 'I gotta put this up on youwebs' - and now it was plastered all over the net next to Peter's breakdown. It annoyed her to no end that there were people who made light of it, treated it like it was just another trend.

#TeamSpiderWoman vs #TeamJameson. It was a fucking joke.

She shut her eyes tightly and took a deep breath to calm herself. Jameson doubled down on his assertions, because the idea of being wrong and thinking his problems through was something he just couldn't fucking deal with; his pride couldn't take it. So he got up on stage, started ranting that she was a thug because he dared disrespect the mayor and that her defending Spider-Man meant that she must have approved of everything he did.

Nevermind the fact that if even a quarter of the things he accused her of were real she would've dropped him off a building years ago.

Not that it mattered. While Jameson was up on a platform ranting about 'damned menaces' she just did what she always did, with the added caveat that she covered Peter's beat now that he'd 'retired'. A few people took that old bastard's side, but it only took someone re-tweeting her handshake with Captain America for everyone to jump ship. It didn't matter how people felt about Spider-Woman - Captain America was a hero without a doubt and she blew Jameson out of the water.

Last she checked Jameson never punched Nazis in the face.

Still, Jameson was the least of her problems. That guy would implode in on himself soon enough, but at this point she didn't care. He wanted a show, wanted her to shoot back at him and turn this into a genuine fued, but she wasn't going to take the bait. This wasn't a fight or a rivalry; he was just an old man who refused to realize when he'd fucked up. He wasn't worth her time.

Her mind drifted back to her attempts at picking up Peter's slack. Her usual haunt in the morning, then Hell's Kitchen in the evening. She didn't have much chance for sleep, though thankfully Webster was there to rectify that problem. Granted it cost her her body weight in chocolate, but it was a small...okay, expensive price to pay.

Not that her attempts went very far. Her first outing had her try picking up Johns who tried to illicit sex from some prostitutes. She must've bagged at least a dozen guys and dropped them off for the police before the night was done, and she even made sure to take pictures just to make sure that they couldn't get of on a technicality. It went great...

...Up until one of the prostitutes she'd 'saved' told her to back the hell off because she needed customers to pay rent. It would've been one thing if she'd cussed her out - that would've been easy - but no, she was patient as could be and just told her that she and the 'other girls' appreciated what she was trying to do, but it wasn't gonna help them pay for rent, food or anything else they needed.

She ended up giving them a stack of cash to try and compensate, but they both knew it wasn't a permanent solution. They'd need money again and then it was back to the streets.

The next night wasn't much better. She caught some guy beating another dude in a three piece suit. Simple enough, right? If only. At first glance she thought it was a mugging, just a guy who went slumming and turned the wrong corner, but it was a lot more complicated. Suit dude said he was an innocent victim while the older man said 'the bastard' raped his daughter and got away with it because of his dad's political connections. Ultimately she'd decided to leave them both for the police.

She found out a day later that the guy in the suit really did commit the crime...not that it mattered considering by the time she even got a hint she found him dead in his apartment with with a couple of bullets in the brainpan and pictures of the girl he'd raped spread all over the bed. Her first thought was Castle, but honestly it could've been anyone. You did what he did and people held grudges.

The next two nights weren't any better. She managed to stop a few crimes, but she left feeling more exhausted than anything else. She also ran into Moon Knight, but apart from him telling her she was only treating the symptoms and not the disease he'd completely ignored her.

So...yeah. All in all it sucked.

Gwen tapped her feet to a mismatched beat and crossed her arms. In the rush the past few days had been she'd almost forgotten that it was time for their annual trip to the Watson lake house. She'd almost missed out last year - damn Lizards... - and both MJ and Glory had texted her non-stop to make sure that she wasn't gonna leave herself behind. 'Even heroes need breaks', MJ said, and damn if she couldn't agree with her.

Her eyes scanned the participants. Glory, MJ, Betty and Randy were present as always, but they added a couple in addition to the mainstays.

"Hey, you sure I should pack this?" Flash asked. What 'this' referred to was the cooler full of beer that she was definitely sure that none of them were legally allowed to drink. Hey, what happened in the Watson lakehouse stayed in the Watson lakeshouse. Truth be told she did like that Flash was coming along: Glory might've actually lightened up now that they were going out.

"Sure. First time for everything," Randy said, packing the last of the bags atop the van. She wanted to help, but Betty warned her that it was a bad idea. Her acting skills weren't exactly top notch and both him and Flash would've raised an eyebrow at her slam-dunking the suitcases with one hand.

A short distance away from the group stood Falcon, his face bearing the same customary scowl he always did. Well, at least when he wasn't looking at Betty, then he looked like a puppy. It was kind of funny; dude was the textbook definition of whipped, which was usually the last thing she would've thought of considering he acted like he came straight out of Award of Valor.

"Right, that's all it," Glory said, "Come on, people, we're burning daylight. I wanna get there before the sun's down."

"Not yet, G. We're still missing one," MJ said. Out of everyone she stuck out like a sore thumb, and that was including Falcon who dressed like he came out of boot camp. The dark hoodie, beanie, red shorts, ripped tights and boots made her look like she was planning to go to some rave on the bad end of town rather than out of the big city for a get-away. She made Gwen feel almost underdressed in her t-shirt, yoga pants and sneakers.

"Who?" Glory asked, "You didn't say anything about a surprise guest, MJ."

"Gee, wonder why I didn't say anything about my 'surprise' guest. Maybe cause it's meant to be a surprise?" MJ rolled her eyes.

Before Glory could fire something back Murderface untangled himself from Betty's head and jumped to the ground, his eyes narrowed and his posture bent. Gwen didn't have to wait long before she heard the sounds of barking and Pugface rushed down to where they were, stopping just short of tackling the suspicious feline into a tangle of furry limbs.

"Wait, you don't-"

"Sorry I'm late." Glory's head snapped to the voice, her expression morphing into a slight glare when Peter made his way towards them. Gwen's eyes widened slightly when she caught sight of the backpack slung over his shoulder.

"What took you so long?" MJ asked.

"Had to take care of some thing with Lana." He shrugged and turned to Glory, "You looked like you sucked on a lemon, Grant."

"Yeah, uh...what the fuck is he doing here?" Glory asked, giving MJ a 'what the fuck did you do?' look.

"I invited him a couple of days ago. Figured both he and Gwencent needed a break," The redhead answered casually, "To be honest I kind of doubted that he'd actually show up, but them's the breaks."

"Yeah, uh, you didn't think about telling us first?"

"I knew you'd say no and really I kinda get final pick. It's my aunt's lakehouse, after all."

"...Fine, at least it's not Obsorn..." Glory muttered.

"She's got a point there." Peter and Gwen shared a brief look before he turned his attention to Flash, "Any reason you're staring, pal?"

"Huh? Oh, no, it's just..." He rubbed the back of his head and coughed, "Don't take this the wrong way, but you look a lot like Peter."

"Really? Huh, must've missed the scales and tail when I last looked in the mirror." Flash gave a not-so-subtle wince at the 'joke'. Gwen didn't much think it was funny, either, "I'm his cousin from May's side of the family. Benjamin Peter Reilly...my mom had a sense of humor." His mouth curled in a wry smile, "Hope that's not gonna be a problem."

"Huh? Oh, no, dude, totally cool. Name's Eugene Thompson, by the way. Call me Flash." He coughed again and turned to Gwen, "You, uh, know him, Gwen?"

"Kinda-sorta. We've met a few times." She shrugged. Play it cool, she thought. The last thing she needed was Flash asking uncomfortable questions about the never-before-seen identical cousin/twin.

Thankfully MJ spoke up before the conversation could turn any more awkward, "Alright, ladies and gents, listen up." She held up a small box, "For all you returning visitors you know the rules, but for the newcomers I'll give a refresher: we'll be staying at the cabin for 1 week and in that time there'll be no gadgets or any ties to the technological world. That includes cellphones, laptops, Upads, tablets or anything else you can name. Cough em up."

"What? Why?" Falcon asked, speaking up for the first time.

"It's meant to be a retreat, babe. Kinda hard to be one when we're plastered to our phones all day," Betty chirped, "We'll get it back at the end of the week. Trust me, you're not gonna need a phone when we get there. I'll keep you busy."

"Ugh, can we please just put our phones in before Betty starts elaborating?" Gwen rolled her eyes. Thankfully everyone else agreed - some more reluctantly than others - and it wasn't long before they found themselves in the van and making their way out of the city.

The hours passed by in the blink of an eye, though that wasn't to say the trip was uneventful. The first hour in was barely over before Pugface and Murderface started tugging over one of the chip bags, which was more than a little annoying when cheeze puffs spread all over the van. Besides that she had to deal with Glory giving Peter the cold shoulder (not that he cared) and Randy talking about all the people who lined up for signing the band on ever since their appearance on the charity drive.

 **'Are we there yet?'**

Webster was also excited, which was more than a little noticeable given the sudden warm patches she had across her body. It was its first time out of New York outside of Giigle images so she supposed she couldn't blame it too much.

 **'Have we arrived now? How much longer, Gwen? Would it be faster if we swung there?'**

Sadly it chose to express said excitement rather annoyingly...

The sun was setting by the time they made it to the lakehouse. Gwen practically jumped out of the van in a rush and breathed in the smell of slightly fresher air. It'd been a while since she left the city and she had to admit it was nice to forget her responsibilities and have a little me-time. And since Cindy promised to take up her slack for the week she didn't even have to feel guilty.

"Huh, that's a sight." Peter said next to her. Both of them already carried their bags, though Pugface was noticeably absent. Probably back with Betty and Murderface, "Glad I went."

"You could've told me you were coming, you know."

"Truth be told I was tempted to skip out, but the spooks've been quiet. I even told em that I was leaving New York and they said as long as I stuck around you they were sure I wasn't gonna try and go fugitive. Guess they figured I'm not gonna run before I get the info I need from em," They shared a small smile, "Come on, lets get inside."

They only managed a few steps before Peter suddenly stopped. Gwen looked backed worriedly and caught his face slacken before he suddenly fainted, collapsing onto the ground in a heap.

* * *

He was missing something...

Alistair brought both hands across his face and let out a fatigued breath. They ran tests on Spider-Man, did their best to gauge the source of his immunity, and they had nothing to show for it. He pored over the video again, as if it would tell him the answer that had eluded the past few dozen times.

The serum was injected into his body and then his special antibodies came to suppress the growth. It was simple enough at a glance, but they'd hit a wall. He narrowed his eyes and repeated the process. The antibodies destroyed the virus and then they literally disappeared. He didn't mean it as a hyperbole; one second they were there and as soon as the video pressed ahead they were gone. This was above 'blink and you miss it'.

Which left him at his current circumstance.

He turned back to the metal slab and frowned. Mr. Parker's dimensional counterpart lay on the table, his body bare save for a pair of loose trousers he put on it for the sake of modesty in lieu of a blanket. He didn't know the exact details of the transference, but was it too much to hope that perhaps he could glean new information from examining the body?

Perhaps, but they didn't exactly have much in the way of options.

Alistair picked up the scalpel before his attention was suddenly drawn to the sudden whoosh of the door, "Hey, Alistair, what's..." Daisy stopped at the center of the room and blinked, staring between the scientist and the corpse positioned at the center of the small lab. From behind her he caught sight of a well-built bald man that he vaguely recognized.

"Evening, Daisy."

"Yeah, uh..." She gestured to the corpse, "I didn't realize I walked into the morgue. You have something to say, Alistair?"

"I'm examining Mr. Parker's counterpart. Perhaps it'll provide some insight we couldn't glean from the man himslf."

"Right..." Daisy pinched the bridge of her nose and sighed before turning back to the bald man, "Right, uh...well, I was giving Mac here the tour, but this really wasn't what I had in mind. Sorry, man."

"It's alright," He replied, a slight smile on his face, "I'm just glad that you managed to get the tail out."

"Tail? Ah, you must be the one the files designated 'Scorpion'." Alistair stuck his hand out and shook the other man's hand, "I'd heard they were making progress out of prying you out of the suit. I'm glad to see that's the case."

"Yeah, thanks again." He nodded, "There are still some things that remain so I'll be staying here for more testing, but at least I'm not in that deathtrap anymore. I really do owe you all a lot."

"Ah, don't sweat it. All part of the job and all that." Daisy grinned, "Speaking of which we should probably go. Have fun with your science project, Alistair."

Alistair nodded and turned to the corpse. His scalpel hovered the skin of his chest and barely grazed skin before a sudden alarm caused him to jump, "What the?" He turned back and found Daisy and Mac giving him equally confused looks. Before any of them could say anything else the lights suddenly dimmed, replaced by the red emergency lights on the wall.

"Wh-What's happening?" Mac asked.

"Sounds like an emergency, but I dunno what." Daisy unholstered her gun and held it tightly with both hands, "We should probably stay here. I'll contact the others to see what's up."

Alistair nodded, and in his panic he missed the shadow that moved behind him.

Something grabbed the back of his neck and smashed his head against the slab. Before he could get a good look something thick and heavy covered his face and he was forced to lie on the ground, his hands struggling to pull the covering off.

He heard the skidding of shoes before Daisy suddenly cursed, "Holy shit!" Two lasers shot out, but whether they hit or not Alistair didn't know. He heard two painful impacts before something clattered to the ground and Daisy screamed, "Get the fuck off me! Get-"

Something cracked and Daisy grew silent. More footsteps came and went before two more cracks reached his ears, which were quickly followed by the sound of Mac's screams, "Wait, wait! Don't-"

A painful smack resounded in the room before the alarm overpowered everything again. Alistair tried one last time to remove the coverings from his face before something grabbed him painfully by the scruff of his neck. Alistair didn't get the chance to muster even a token resistance before the covering was forcefully pulled away and he found himself face to face with someone who shouldn't have been breathing.

"Where is Octavius?!"

He fainted.

Spider-Man looked down at the scientist with a scowl and slammed him to the ground. Interrogating him would've been useful, but he didn't fancy dragging his hide out of here, "Where am I...?" He looked around the darkened room and took deep, shaky breaths. His entire body felt stiff and unnaturally cold, but it was what he should have expected considering the treatment he got so far.

He traced a finger across the light cut on his chest and scowled again at the blood on his fingertips. The kook was going to cut him up, "Damn it..." He picked up the scalpel and eyed the gun, "...Better safe than sorry." He took it with his other hand and made his way to the door. He didn't like his chances, but he'd be damned if he was just going to lay down and die.

First he'd get out of this place and then he'd find Octavius.

* * *

 **Yeah...second surprise! It took 68 chapters - not counting extras and Tangled Webs - but I _finally_ delivered what I advertised: Spider-Man Noir in Earth-65. And that's pure Spider-Man Noir - no gimmicky bullet time and invisibility, no lizard serum, no bleeding effect memory BS, no side-questing for anything unrelated to Octavius etc etc. Sadly he won't have Gwen as a partner - he's stuck with someone else - but the two probably will interact down the line.**

 **Where does this leave the Noir we've been following? Eh...hard to say. I guess the body snatcher theory's right out, which means the SOMA memory copy theory is the current best case scenario. That at least leaves him as 'just' a clone rather than as 65-Peter.**

 **Still, one has to feel sorry for Scorpion - at this point he's gotten his ass kicked by Gwen, Noir and Spider-Man. Next thing you know Silk's gonna want a rematch and will complete the set.**

 **Oh, and for the sake of classification I'll refer to Original Noir as Spider-Man in narration and AN's while the one we've been following so far will keep being referred to as Noir. Kinda ironic considering the former acts more in-character, but I've gotten used to it. Either way I hope people will keep reading and don't stop now.**

 **Don't forget to a leave a review :D I'll be deciding on whether I should continue this or jump back to Tangled Webs given the attention it got.**

 **Review Questions:**

 **Newworlds - It was indicated in a past chapter that SHIELD has the info and they're holding off from telling him, so hardly his fault. That and Noir did agree to stop dicking around after Jack's massacre...just in time for Spider-Man to come back. Oi vey.**

 **Red Rain17 - The comic isn't that interesting: it portrays Gwen as a late 20's-early 30's blonde heiress who decided to use her powers for good after seeing injustice; basically Supergirl if she was combined with Batman. That and as Gwen comments they upped her cup size and made her more fancy, which she's kinda annoyed by.**

 **SHIELD's the lesser evil at worst, so killing them leaves monsters like Hydra to run amok; vigilantes can help keep the streets safe, they can't ensure the country doesn't get nuked by Red Skull. As for the ellipses in dialogue? It's to show hesitation, pauses and whatnot when speaking. It's very common in fiction.**

 **SilverstormXD - Not all the same, especially given this chapter's ending.**

 **Mingyu - Bullseye does insult Gwen, though as she points out he wasn't there either and Lana screams that none of them were there so none of them get to talk shit to the other. Anyway, plot chapter won out, but at least we see some progress.**

 **Persin 2 - Lana was pretty clingy in this chapter, but I did tone it down from her canon behavior.**

 **Bagration - Peter ignores his problems so his angst won't be overblown. Also, 616 wasn't useless in Spider-Island and neither will Gwen and Noir, especially given the scale of the event and how it ties into them.**

 **For the comic? Uh...not sure. It was meant to be a gag since it's apparently canon that certain heroes have in-universe comics; 616 Cap even spent some time being the artist for his own comic! We also know that 65-Cap has her own comic made by Steve Rogers, so Gwen getting one isn't that unlikely. Tht and as I said with Red Rain17 above it's pretty hackneyed and doesn't capture her character at all.**

 **KasugaRomio - Does the mega arc have to be Spider related? Not really, but look at the story; almost all the arcs have nothing to do with the protags. Noir has no personal involvement with the Hammerhead, Muse, Sin Eater and the beginning Jack-o-Lantern arc. Likewise Gwen could feasibly ignore the (cut) Mysterio, Paperdoll and Franchise arcs.**

 **Spider-Island being actually related makes more sense than 'lets drop the two in yet another problem that any other hero could accomplish'.**


	72. Mistakes Made

**We're so close to the Spider-Man cartoon and Defenders I can taste it :D Anyway, I've been replaying Infamous 2 and, wow, they handle the hero reputation thing much better than Marvel does - People start off wary and disliking you, but the more good you do the more admiration you receive. It feels like there's actual weight instead of Spider-Man getting crapped on after saving NYC the third time that week.**

 **One thing a friend pointed out is that, as far as the two leads go, there are some contradictory presentations. More specifically Gwen gets praised by a lot of the characters in the story but when it comes to actual choices and leadership she's ignored; Kate even overrules her on Lana getting involved during the Franchise arc while no one listened to her during the SILK rescue arc.**

 **Contrast that Noir usually gets ignored or insulted (not to mention dislikes working with partners) but he's the de-facto leader of the Defenders and when he makes a sub-group with Felicia, Norah and the Carnage host down the line he takes up the role of planner and mediator since Cat and the Host keep arguing while Norah doesn't wanna get in-between.**

 **Can't tell if I should change this - e.g making Gwen more of a leader/decision maker - or this works out already to help contrast them.**

* * *

"Give it back!"

Peter sat up on the bed with a jolt, sweat rushing down his face and his breaths ragged, "Another dream..." He shut his eyes tightly and shook his head. 5 months down the line and things never got much better. He'd gotten used to seeing the nightmares, but his body never did. He still woke up with a cold sweat and more often than not the feeling of wanting to vomit his guts out.

He swung his legs over the edge of the bed and pressed both hands against his face. The chills and sickness were strong, but more often than not they never lasted more than a couple of minutes. Cigarettes helped, "Damn it..." He turned his pockets inside out and frowned when the expected packet didn't appear. He was sure he hadn't forgotten them, so that left another alternative.

"Gwen..." He scowled lightly and looked down at his left hand. Another dream about turning into an overgrown reptile...a part of him almost expected to find his fingers deformed into large claws and the taste of blood in his mouth, "Get it together, Peter..." He took a deep breath. It was a dream, just like every other one he'd had. He wasn't that Parker kid.

He wasn't going to turn into a monster.

Taking another deep breath, he put on his shoes and forced himself up. The room was barely lit and what little he could see through the curtained windows made it clear that the sun had finally come down to make way for night. Still, the wooden walls and the aged furniture made it obvious he'd been taken inside the cabin. The last thing he remembered was...

He stumbled and nearly fell flat on his face as a sudden dizziness overtook him. Coughing heavily, he grabbed the wall and pulled himself up, "The hell's wrong with me...?" He grit his teeth clenched both hands, fingernails digging into his palm. He would've thought getting out of the city and getting some fresh air would do him some good, but instead he felt sicker than ever.

The rush of nausea lasted for another minute before eventually passing. Peter stood up to his full height and let out a soft breath as his vision centered. It was worse than the others, but what else was new? He'd gotten used to this madhouse kicking the hell out of him.

"Hey, anyone here?" he called out.

No response.

Narrowing his eyes, Peter trudged to the nearest table and smiled slightly when he found his coffin nails and lighter on top of it along with a little something extra, "You gotta be kidding me." He picked up the comic book and sighed when he saw the exaggerated drawing of New York's idol with 'The Spectacular Spider-Woman' written on top with eye-searing font.

Curiosity made him read through the first few pages, though he quickly wished he hadn't. He didn't know whether to laugh or roll his eyes at the inaccuracy of the entire thing. Granted he didn't expect them to be right considering how tightly Gwen kept her cards to her chest, but did they really have to turn her into a rich heiress come supermodel by day and a Superhero by night?

 _'Stop in the name of justice? Really?'_ Peter scoffed. He knew she could be really up her own moral high horse, but this was just absurd...and he had to wonder how the comic character kept her waist length blond hair from spilling through the mask, especially considering her costume seemed even more skintight than usual.

The rest of the story was equally nonsensical. 'Mysterio' (dumb name) was hardly a threat and the entire thing read more like a power fantasy for anyone reading. Then again that wasn't new; even back in his time more than a few books were made for fantasy and escape as a way to forget about the daily boredoms of life. Even some of the papers accused him of being Spider-Man just for thrills.

 _'Shouldn't even be surprised.'_ He tossed it back to the table and lit a cigarette, taking a deep breath of the nicotine-filled vice. Next thing he knew they'd declare a holiday after her or something. Well, all the power to her - at least this city was treating her right, even if he did think it was kinda overblown. Least if Jack showed up again she could stop him and maybe avoid getting mobbed like she was Frankenstein's monster.

Footsteps came from the doorway. Looking to the side he caught Gwen step into the room, her expression changing from a slight frown into a relieved smile when their eyes met, "Peter, you're awake!" Before he could say anything she pulled him into a sudden hug, the gesture fleetingly short before she stepped back and gave him a smile, "I thought you'd be sleeping the whole night."

"Yeah..." He rubbed the back of his head and offered her a small smile. Why did he feel awkward all of a sudden? "How long was I out?"

"Just a few hours. It's about 9 right now," she said, scratching at the dark headband she wore, "Anyway, you caused a bit of a scene suddenly fainting like that. MJ did damage control and said you were anemic; kept Flash and Randy from asking too many questions, at least."

"Yeah, thanks..." It wasn't too far from the truth all things considered - he was pretty sure he'd lost more than his weight in blood after all the scraps he'd gotten into, "Where is everyone?"

"They're outside by the campfire. I stayed to keep watch." She looked past him and saw the slightly opened comic book, her face splitting open in a goofy grin before met his gaze again, "Looks like someone's a fan."

"You wish, Stacy." He rolled his eyes.

"Aww, come on, no need to deny it." Her grin widened when he waved off the hand attempting to poke his cheek, "I checked online: apparently the comic sold out on the first day. Got good reviews, too."

"This place is in love with you, so I'm not surprised." He was glad she was trying to play off what happened a few days prior, but did she have to be so annoying about it? He got enough jokes from Bullseye, thanks, "Come on, lets go find the others. Staying inside's gonna make me crazy."

"Sure. And hey, I could autograph the first issue if you want. Anything for my biggest fan."

He gave her the middle finger. She just laughed.

The others were gathered around the campfire like she said, and judging by the empty bottles of beer that surrounded the logs they'd used as makeshift chairs he had the feeling he was going to regret not just staying in the cabin.

"Hey, Ben's alive!" Thompson said, raising the bottle of beer in his hand. He had a lopsided grin on his face and his cheeks were slightly flushed. Not quite drunk, but he was definitely getting there, "You had us worried, dude."

"Yeah, sorry about that..." He took a seat on the other side of Brant while Gwen sat between Grant and Mary, his 'partner' giving him a look that said 'just play along', "I, uh, haven't been eating much. It happens."

"You need to take better care of yourself, Tiger," Mary said beside him. He didn't miss the double meaning in the words and simply nodded in assent to the redhead. He found it flattering that she worried about him...even though he was pretty sure it was mostly for Gwen's benefit. Despite how she acted there was definitely something between the two of them.

"So, what'd we miss?" Gwen asked, mercifully taking the attention away from him.

"Flash was just telling us about something that happened on Campus during game night," Robertson replied. Peter still found the fact that this world's Robbie was a geezer with a kid older than him to be a surprise, though in hindsight he shouldn't have been all that shocked. Last he checked back home Gloria Grant wasn't decades Robbie's junior, Mary didn't have attention cravings and Brant wasn't...well, crazy.

"Yeah, but I'll start over from the beginning. So, there was this one guy who decides to do some Crystal right before the big game and then..."

What followed was a story about how the quarterback strolled onto the field naked and scored a touchdown while his third leg was flapping in the breeze; mostly because both teams and the crowd were too stunned with disgust to do anything about it. Something said quarterback didn't care about given how drugged up he was on that new high.

Of course he got kicked out of the team and expelled as soon as the night was over and the high wore off, but that wasn't so funny.

The next hour was spent swapping stories, though more often than not he found himself glazing through it. It was...odd being here. He felt out of place, which wasn't helped by the fact that everyone but him and the Stupid Bird (Stars-and-Stripes' sidekick) laughed and joked around like they didn't have a single care in the world. He'd spent time with friends before, but most times hanging out with Bullseye or Lana ended with someone getting their nose broken.

Peter kept quiet. What could he say, really? He didn't have much fun stories about this asylum unless one found dealing with a naked, drugged up psychopath (who also happened to be one of the few friends he had) to be funny.

Most of them only got drunker as the hours passed, which definitely wasn't helped when Thompson suddenly suggested that they smoke weed. Somehow Brant's story started with her trying to buy a cat and ended with a demonic summoning ritual, which he was pretty sure was true given the track record of this place. Considering Dog could track him across the city he wouldn't have been surprised if the pug was an angel in disguise.

"So's I'm wonderin' bout something," Brant said at his left side. Considering how many bottles and smokes she had he found it a miracle she was still conscious, "You call yourself Spider-Man, right?"

"Last I checked." He didn't have to worry about censoring himself. He was pretty sure everyone here was so high they thought both of them were just talking out of their backsides.

"Yeah, but...you don' look like a Spider-Man." She fell limply at his side, her head pressed against his shoulder, "I mean...you don' swing around on a web, don' stick to walls, your costume sucks and you use guns and shit. What's spider about that, huh?" She shook her head, "Nothin', that's what! You need a new name! Or at least a better costume!"

"Right..." He looked past her to the Stupid Bird, "Mind getting your girlfriend off me?"

Of course, Brant was nothing. The worst of it was Gwen.

"Hey...Hey, guys...I ever tell you guys...about the time I..." She trailed off into a fit of giggles, her face stained a deep shade of red. Not that it mattered given that most of them were just talking over one another saying God only knew what.

He shook his head and took another sip of the beer. He'd brought his own whiskey, which was a good thing since he might as well have been drinking tap water for all the good this booze did, _'This is what people do for fun...?'_ He watched Mary stand; or at least attempt to given that she fell on her face halfway through and just laughed afterwards.

Gwen was quick to take her place and sat at his right side, throwing an arm over his shoulders clumsily, "Hey, Pete~!" He winced slightly. Her breath smelled like cheap booze, "Whaz...whazzup? Why ain't you drinking?"

"I am. I barely get drunk, you know that." He tossed the bottle away to join its brothers on a nearby pile. He was pretty none of them except Robertson were legally old enough to drink this stuff, though it wasn't like anyone would know. What happened in the lakehouse stayed in the lakehouse, or at least that's what Mary said. It was one way she'd pitched the idea to him.

"Oh, yeah..." She giggled again and pulled him closer. Hard to resist considering her enhanced strength, "So...whazzup?"

"You already asked that." He rolled his eyes.

"Huh, guess I did..."

She swayed in place for a few seconds, her hold on him never ceasing. Peter made no move to shake her off and picked up another bottle with his free hand. It tasted like ass and it was more flavoring than alcohol, but he didn't really have anything else to do. That and he was pretty sure he was addicted, mentally if nothing else. If his powers ever fizzled out he'd be in deep water.

Aunt May would've been so proud of him...

He shook his head and took a long sip of the booze. Best not to think about it-

"Do you like me?"

Peter spat out the drink and coughed, dropping the bottle in surprise. Everyone else was so drunk - again barring the Stupid Bird, and he was too focused on Brant to notice or care about him - that they didn't notice what happened. Peter coughed a few more times before he finally turned to look at Gwen, "Wh-What?" he asked.

"Jus' a question..." she mumbled, her gaze unfocused, "I'm confused...you're confusing. 'Specially back at that church..."

 _"I love you..."_

"I...there's nothing confusing about it." He did his utter damnedest to ignore the heat on his cheeks. It was just the alcohol and the fire, nothing else. Gwen was drunk and so was everyone else but the Bird - tomorrow morning they'd forget this ever happened and they could move on to whatever else everyone here planned to do for fun.

Sadly Gwen didn't seem to have the same idea, "Hah, you like me! I knew it!" She broke out into fit of giggles. He really wished the suit was in control right that second, "Peter likes me~ Peter likes me~" she sang, her voice loud and off-tune.

"Gwen-"

She leaned forward and kissed him. She might've been aiming for his mouth, but in her state she slipped and pressed her lips against his cheek instead. The gesture was clumsy and more than a little messy, which did little to stop him from freezing up at the suddenness of it. He was only jolted out the state when she laughed against his cheek and he felt eyelashes tickle skin.

Gwen pulled back and fell over the log, landing on her back and giving another bout of giggles, "I missed..." Her laughter trailed off and she stared up at the night sky with a smile on her face. Peter looked down at her for a few seconds before he shook his head and stood up, ignoring Gwen's calls for him to 'wait up'. He needed some fresh air, try and clear his head...

He stopped only when he was a fair distance into the small forest, "Damn it..." He wiped away the traces of saliva and took a deep breath, trying to keep his heart calm. She was drunk, that was all it was. They all had a few too many drinks and now hormones and everything else were flaring.

 ** _"Why am I not surprised?"_** Peter winced and tried to ignore the voice of his friendly neighborhood ghost, _**"Guess you made your choice, huh, kid? I feel sorry for Aunt May-"**_

"Shut up!" He turned to the source of the voice, but as expected there was nothing there. Peter let out a soft growl sat against a nearby tree, his back pressed against the rough wood.

One more thing he didn't need...

* * *

 _Date Unknown, Location Unknown._

What the hell was this place?

Spider-Man peeked his head through the door and grimaced. The hallway was annoyingly dark, and even with his abilities the dull red lights were enough to give him a headache. It didn't help that air smelled burnt and he caught more than a few traces of blood that lingered, _'This place is a slaughterhouse...'_ He stepped out and shut the door behind him. Whatever happened to this place he wasn't planning to make it his tomb.

The hallway was remarkably barren of people, though that didn't give him much relief. Faint screams came from the end of the hall followed by the sound of someone being smothered. Spider-Man looked back at the other end of the hallway and scowled when he was met with a metal wall, "Only one way..." Typical. He tightened his hold on the scalpel and lightshow gun before pressing forward.

Despite the situation Spider-Man found his mind wandering. Where the hell was he? Who was that scientist? And why didn't they strap him down like they usually did? The damn Slant said he was her 'favorite' and not an experiment went by when she didn't cut him open personally. The last thing he remembered was being injected with some new poison or another and then...

 _'Gotta focus.'_ He narrowed his eyes and pressed himself against the corner of the hallway. The screams became louder and the voice that followed was more than a little manic.

"How many days did you keep me trapped here?! I had to do it, don't you get that?!"

"Please, Piper! We were just trying to help-"

The female voice was cut off by the same smothered cries he heard before. Spider-Man felt a twinge of pity at the utter desperation before he quickly remembered what almost happened a few minutes ago: they would've cut him up without any hesitation. He shook his head and shrugged the feeling of. He would've preferred not to kill anyone, but he wasn't going to die here.

He took a moment to compose himself before peeking through the corner. What he saw almost made him sick - he'd seen death before, watched life vanish in the blink of an eye, but the sight was grotesque. It was one thing to see a corpse, it was another thing entirely to see a body completely warped and twisted into looking like a human-sized paper cutout.

The one who did it wasn't much better.

Her body was flat and misshapen and her skin was a noxious shade of blue; it reminded him of the frozen stiffs some of the coppers pulled out of the river last winter. Spider-Man debated on whether he should do something before she suddenly snapped her head up, sickly yellow eyes meeting his. Her scowl was lopsided and crooked, but it looked no less threatening.

"...Easy now." He stepped out and raised both hands slowly. He wasn't a friend to these ghosts and the enemy of his enemy was someone he could work with, "I ain't with these guys. I just-"

His spider-sense flared. Moving on instinct, he flipped back and barely avoided the flat hand that slashed at his chest, her fingers sharpened into makeshift claws, _'Damn it.'_ He jumped off the wall and delivered a slash to her stomach, but the small scalpel rushed through the 'flesh' with disturbing ease and left no wound behind.

Alright, that was new.

"I know your voice! You can't trick me!" He ducked the next slash, "You and that bitch! You kept me and Franklin from being together! You're going to pay for that!"

 _'Why do I always get the crazies?'_ He raised the lightshow gun and fired. Three of the fireworks hit her right in the chest, the sickly blue skin turning char black in response. The crazed dame let out and enraged shriek and charged towards him, her steps disjointed and uneven. Spider-Man waited till she was close before he ran up the wall and left her to collide with the surface head-on.

Or at least that was the plan. He'd barely jumped off on the other side before she flattened against the dull metal and suddenly reached a hand out to slash his back. Again his spider-sense flared and twisted mid-fall, though he was too late stop the paper blades from grazing his back and shoulder. Spider-Man landed with a hiss and pressed a hand against the cuts.

This wasn't gonna work. His body still felt too sluggish from whatever they did to him.

Thankfully (or not) the fight was interrupted by a sudden onset of footsteps. Briefly forgetting about one another, the two of them turned their attention to the guys in jumpsuits running towards them, "Both of you put your hands up! Now!" The man at front screamed. Spider-Man definitely didn't like the look of the gun he was packing.

Neither did his would-be opponent given the way she suddenly lunged at him, all screams and claws as usual. The leader barely had time to scream a 'holy shit, open fire!' before she tangled himself onto him.

He didn't waste the chance. While their attention was drawn to her he rushed past where the gap was the largest, dodging the red fireworks they shot his way before their attention was fully drawn back to the crazy twist.

Spider-Man didn't get far before more footsteps rushed down the hall. Backup was coming, "Damn, how many crumbs do they have in this place?" He looked around quickly and ducked into the closest entryway, the metallic door closing behind him with a quick whoosh, "Come on, come on..." He scanned through the buttons at the side for a second before he decided to just cut out the middleman and shot it.

Hopefully that worked.

Of course luck wasn't on his side. As soon as he turned around he immediately wished he'd taken his chances with the jumpsuits outside. Spider-Man's expression shifted into a grimace when he saw the piles of bodies, each of them looking emaciated and withered. He knelt in front of one of them and reached a hand out to touch its face.

The skin was hard and leathery, but more than that it was utterly devoid of warmth, "Like someone sapped all the blood out of it..." Again he could only wonder what the hell kind of place this was supposed to be. This place made Frankenstein's lab look sane, "Almost feel sorry for the poor bastards." He stood up and pressed the gun closer to himself. The constant blaring alarm in the air put him even more on edge than he already was.

He only managed two steps before he heard something slithering from behind him. Spider-Man turned around and leveled the gun, but he was met with nothing but the same corpses as before, "The hell...?" He took a step back, eyes darting at the sudden movement that came from behind the tables. Either someone left their dog or whatever took these poor bastards out was in here with him.

Another step and he finally caught a glimpse of his stalker. Unlike the crazy broad outside this one didn't even look vaguely humanoid. All Spider-Man saw was shapeless red blob with what looked like teeth swirling through the goop, "Son of a-" He raised the gun and fired, but the damn thing was fast. It suddenly jumped and clung to the wall and he heard what sounded like a growl come from it before it leaped towards him.

His spider-sense didn't warn him. Spider-Man didn't have much time to think about what that might have meant before the crimson monstrosity wrapped itself around him, the mass shifting to cover his face and weighing his limbs down.

"Let go...of me!" He grabbed the slithering blob almost suffocating him and pulled, tugging at the warm substance desperately. With every second that passed the warmth worsened, going from barely felt to almost unbearable.

 **'Stop fighting! We can escape together!'** Spider-Man choked and gasped desperately for air as the mass ran down his nose and mouth, cutting off his supply of oxygen and making him feel feint, **'We can join together! Escape together! Just let me in and we can make everyone here pay for what they did to us!'**

He pulled it away without restraining his strength. Spider-Man breathed desperately when his nose and mouth were finally freed, "Not...happening!" He didn't know what this thing was, but he didn't want it anywhere near him, "Get...off...me!" he shouted, his voice coming out distorted and unrecognizable. The heat was too much now - he felt like he was being burned alive.

 **'No! We're going to kill everyone here then we're leaving!'**

Spider-Man stumbled back and collided with the back wall. His grip on the blob began to weaken and his consciousness faded, "You..." He fell on his knees and struggled to remain conscious. This...thing was going to do God only knew what and he couldn't do anything to stop it.

The seconds passed by in a painful blur. Just when he thought it was over he suddenly felt a painful shock of electricity course throughout his body followed by the red monstrosity suddenly screaming into his mind.

Everything came back all at once. One second he could barely breath or see and the next he was kneeling on the ground with the blob jumping away from him, teeth and tentacles baring in what seemed like a growl before another shot of greenish electricity forced it into a nearby ventilation shaft.

"Ahh..." Spider-Man shut his eyes tightly and hissed, both hands barely managing to keep himself from falling into the ground outright. The jolt of electricity was painful, but it was a hell of a lot better than the alternative, "...Thanks." He didn't know who it was that 'saved' him, but he wasn't gonna look a gift horse in the mouth.

"Don't mention it. I hate symbiotes."

The former vigilante looked up at the voice and saw a dark haired man in an orange uniform that looked more appropriate for a prisoner than one of the guards in this sinkhole, "Yeah, well, not a fan of em either, whatever the hell they are." He accepted the offered hand and pulled himself up into a shaky stand. Spider-Man shook his head and got a better look at his savior.

...

"I know you."

He didn't know which of them said it first, but the intent was clear. Spider-Man stepped back and clenched both hands tightly while the prisoner aimed his right hand at him, the same electricity from before dancing across his palms, "Huh...first a symbiote causes a panic and now test subjects come back from the dead. Wonders never cease." Agent 77 smiled wryly.

"You're one of those bastards who work for that Slant."

"If you're talking about Ms. Moon then yeah, but something tells me that doesn't really matter right now." He lowered the raised limb at least slightly, "Look, we don't like each other, but that symbiote's not gonna distract S.H.I.E.L.D forever. I want outta here and so do you."

"Sounds like you're offering something."

"Yeah, a parley." He lowered his hand fully and gave him another wry smile, "We help each other out till we get the hell out of this place. After we make it to the surface we go our separate ways and never see each other again. Deal?"

Spider-Man wanted tor refuse, wanted to tell him that he should pay for those years he spent under that crazy dame, but pragmatism ultimately won out. Revenge would've been pointless if he died in this place.

"Deal."

* * *

He couldn't sleep.

Peter sat up on the bed and let out a frustrated breath. Robertson and Thompson were out like a light while the Stupid Bird was out there somewhere, _'...Damn it.'_ He brought a hand across his face and ignored Thompson's grunting snores. He and Stars-and-Stripes' sidekicks had to drag both of the poor schmucks back to the room in addition to the rest of the 'Mary Janes' sans Gwen. Sometimes he was thankful he couldn't get drunk anymore.

His eyes caught the clocks stopped at '3:37' and he sighed. He wasn't going to get much sleep now, especially not after the idiocy a few hours ago, _'Maybe some fresh air'll help.'_ He grabbed a pair of sneakers and a hooded sweatshirt from his pack and made his way out of the cabin.

He found the Bird standing on the front porch, elbows tucked into the fence and his expression sullen. The two of them shared a look, though no words were exchanged. Peter debated only briefly on what to do before he stood a fair distance besides him and took out a cigarette, "Want one?" He offered the packet to him. The sidekick looked down at it suspiciously before he eventually nodded and took one for himself.

The two of them just stayed there for a few minutes in utter silence, each nursing their own coffin nails. Peter finished off his cigarette and made to get another before the other male suddenly spoke up, "You looked out of place back there," he said, his eyes still looking forward.

"Heh, look who's talking." He lit the second coffin nail and took a relieved puff. Addiction was a hell of a thing, "You looked like you swallowed a whole lemon. Why'd you even come here if you were gonna be sourpuss about it?"

"Betts invited me. Couldn't really say no." He shrugged and threw the cigarette away into a wet puddle, "I dunno, she said it'd help make me feel normal. Apparently fighting Vampires and going on fire drills isn't how most people unwind."

"Guess so." He offered him another cigarette, though he just shook his head in refusal, "If it helps you're not the only one. Mary told me this was just the thing I needed, but it feels odd being out of New York - even if it is a Madhouse."

"Misery loves company." The soldier/assassin gave him a wry smile.

Peter was about to reply before he heard splashes coming a short distance away in the direction of the lake. For a second he thought it was just an unlucky pair of fish before it came again quicker than before, "...Someone going for a swim?"

"Dunno, I don't hear anything. I'm enhanced, but not like you and Spider-Woman." He shrugged, "Check it out if you want. If it's a Supervillain just scream or something; I brought my sniper rifle...uh, don't tell Betts."

"Wouldn't dream of it, Birdie."

He left the copy behind and made his way to the source of the noise. He doubted it was a Supervillain - even his luck wasn't that poor - but it was definitely suspicious. Last he checked only the 8 of them were supposed to be here.

His question was answered when he caught sight of Gwen wading through the the shallow bank of the river, her entire body covered in a thick sheet of water. Peter raised an eyebrow when she suddenly knelt and began searching despite the darkness, "Damn it. Where is it..." She brought her hand through the water and muttered curses under her breath.

"Looking for something, Stacy?"

Her head snapped up to meet his, her expression going from shocked to relieved when she saw who it was, "Oh, hey, Pete. Yeah..." She stood and wiped her hands on her already soaked shorts, "Awake early, huh?"

"No, this is all a dream." He rolled his eyes and stepped closer, "What are you doing?"

"Looking for my headband." She rifled through the water again and frowned slightly, "Webster dunked my head in earlier to try and get me sober - which I didn't ask for, by the by - and I didn't realize it fell off. Woke up an hour ago and I've been searching since." She muttered another curse and slapped the water in frustration, "No luck so far, though. I've got a lot of things but night vision ain't one of them."

Peter sighed, "Let me give it a try."

It took a quarter of an hour (the headband being black didn't help in the least), but eventually they managed to pry it from the other rocks and sand that covered it. Peter grimaced at the feeling of wetness on his jeans and pulled the ends up to his ankles. Being near rivers just reminded him of what happened with Davis and his cronies.

The two of them ended up sitting side by side at the riverbank, "Thanks, Peter." Gwen held the headband with both hands and smiled at him. Peter just grunted back and tried to ignore the fact that there wasn't much he could look at without feeling guilty, "Can't believe I almost lost it."

"Why's it so special anyway? It's just a headband."

"It was my mom's..." Her smile turned a touch more somber and she played with the accessory slightly, "When she started getting treatments she, uh, couldn't wear it anymore. Dad sure as hell wasn't going to use it so it was mine."

"I've never seen you wear it before..."

"You can see why; I'm kind of a spaz when it comes to my stuff." She laughed softly, "I mean when I'm out in the city I kinda expect that I have to go be Spider-Woman at some point and I don't want to lose it. Out here it's just a week of rest and relaxation without any worries of Supervillains or terrorists or whatever the fuck else New York wants to throw at me."

"Hm..."

The conversation died down after that. Peter looked ahead stubbornly, knees tucked to his chest and his thoughts never straying too far from his partner. Gwen sneaked a few peeks at him, though she played the part of being casual perfectly, kicking at the water with her feet and bouncing stones across the surface with practiced ease.

"Hey, Peter." He gave her a sideways glance at the sudden call, "That thing that happened with Pumpkinhead. Are you better now?"

"Yeah, for the most part," he muttered. It still stung, of course, but all he had to do was remember the mob's accusations before pain turned to anger and annoyance. Jack could have this place if he wanted it, "Truth be told I've got other problems."

"Like what?"

A part of him wanted to end the conversation right then and there, but a larger portion wanted to finally get it off his chest, "...I'm hearing voices." Gwen's eyes widened, though she didn't say anything, "I dunno if it's just my imagination or I'm really just going insane, but it's there."

"Wh-What do you hear?"

"An animal screaming in one ear that I should kill people who I don't like, damn the consequences. Then there's another one that tells me I'm wasting my time, that I'm leaving Aunt May to die alone just so I can...play hero." She didn't need to hear what else it tried to accuse him of, "Between all that and the dreams...I'm scared, Gwen. Even if I make it back home it's not gonna go away. This... _poison's_ going to stay with me till I die."

Gwen didn't say anything; she didn't have to. Instead of words she pulled him into a light embrace and just kept him close. Peter wanted to tell her he was alright and that she didn't have to worry, but that would've been a load of dung.

"...Thanks, Gwen." He separated from her reluctantly and offered her a slight smile, "I'll be fine. This isn't the worst thing I've dealt with." He grabbed a stone and bounced it across the water, "...What about you?"

"What about me?"

"All this..." He made a vague gesture, "Getting bitten by the spider, that thing latching on to you...I didn't choose to have the two bastards screaming into my head, but you didn't choose either of those things, too. You ever regret? Ever wished that you never got bit?"

"Sometimes..." She said, her voice soft, "Those 3 years were absolute hell, but now...I dunno. I looked at like a blessing because I didn't have a choice. I always thought that me getting bitten had to mean something, especially after you...after Peter died." She bit her lip and took a deep breath, "It's gotten better for me, but I won't deny that I do still wonder if maybe it would've been better if I just moved ahead in line or something and let MJ or someone else get this stuff."

"Same here. That night at the docks...this thing's been a mixed blessing ever since I got it."

That would've been the perfect place to end...whatever this was, but before he could stand Gwen suddenly spoke up again, "About what happened...back at the campfire-"

"You were drunk, it-"

"That wasn't it," she interrupted, shaking her head, "That...I mean, I was drunk, but I still remember it. And..." She bit her lower lip again. It almost scared him seeing her so hesitant and afraid, "Just...tell me straight up, okay? Cause I'm fucking confused on what this thing is between us. You said we broke up, but then..." She looked him right in the eyes, "Give me a straight answer, Peter. Tell me there's nothing there."

 _ **"You know what'll happen if you say anything but what you have to."**_

"She killed us! Tortured us before she did it! Don't trust her!"

He didn't know if it was lust, because he wanted to shut the two voices up or something else, but he leaned forward and kissed her. Gwen's eyes widened at the sudden contact before she returned the gesture, both hands grabbing his hair and using it to tug him tighter against herself. Peter grunted slightly at the forceful pull before he returned the favor and pushed her down onto the ground.

His lips crashed against the skin of her neck. Gwen let out a soft moan before she suddenly tapped his shoulder, "W-Wait, I want privacy for this." Before he could ask what she meant a dark blob ran down the length of her left arm before 'Webster' jumped and landed away with a small plop. The symbiote slithered away, though not before it looked back and gave what looked like a cheery wave.

Cheeky little bastard...

"Peter..." His attention was drawn back when Gwen cupped the left left side of his face and tilted his head back to look down at her. Peter gulped when he saw the wet shirt clinging tightly to her upper body and the redness in her cheeks.

Memories of what happened a couple of weeks prior resurfaced. He'd been so tempted back then and he felt the same now. He could make an excuse and say it was nothing more than base lust, that anyone would do, but he would've been lying to himself. It wasn't just that and both of them were painfully aware of it. He didn't know what he'd do after it was all said and done, but it didn't matter then and there.

All he knew was that right that moment he wanted to be with _her_.

Shelving any hesitation, he grabbed the end of the shirt and pulled it over her head.

* * *

 _June 3 2016, New York City(?)._

This place was insane.

Spider-Man pulled the jacket tighter over himself and trudged down the night streets, doing his best to ignore the slight sting of the cuts hitting against the cloth and the rumbling of his stomach. Felt like he hadn't eaten in years...

He rounded the corner into an alley and scowled. He and 'Agent 77' went their separate ways as soon as they broke the surface with the older man giving him nothing more than a slap on the back and a 'good luck' before he disappeared. He spent most of the next hour running back to town and stealing whatever clothes he could from the nearest corner store.

He was out...now what the hell was he supposed to do? His first thought was to look for Octavius, but he had no idea how he was supposed to go about doing that. Drew was the closest thing he had to a lead and he was caught in a no-win situation: let him leave and lose his only lead or try and follow the bastard, which wouldn't work considering he didn't like his chances fighting that Slant's cabal on his own.

His musings were cut off when he heard the sound of a smack followed by a scream. Looking up, he frowned when he saw a man smacking a half-dressed broad around, "The fuck did you say to me, bitch?! Huh?!" He slammed her into the ground, the dame giving another muted cry of pain, "You tried to fucking scam me, huh?!"

"Th-The cut was-"

"I don't fucking care what your old boss told you! This is my cut and-" He trailed off when he saw Spider-Man standing at the end of the alley, "Fuck are you looking at?! Get outta here!"

It wasn't any of his business, and he was definitely tempted to turn around and forget about it, but pragmatism and something else pushed him forward. The pimp - at least that's what he assumed he was - couldn't get out another scream before Spider-Man snagged his chest with a net of webbing and pulled him close. His eyes widened and he stumble slightly until he headbutted him and punched him in the gut.

He went down easy enough. The street walker looked up at him with wide eyes, and even through her bleeding nose and busted lip he could tell she was pretty...and young. Didn't look a day over 17. He wished he could say it surprised him, but really he just felt apathetic at this point, "Y-You're Spider-Man!"

"Didn't realize I had a reputation around here." He knelt in front of the prone pimp and rifled through his pockets, ignoring the dame struggling to stand, "Hmm..." He picked up the revolver and set it at his side. It'd be useful considering the lightshow gun ran outta shots, "You alright?" he asked, not bothering to look up at her. He did feel sorry for her, but he didn't have time for sob stories.

"I-I guess so." She trudged towards him and looked down at the knocked out goomba, "I thought you quit? You know, after Jameson and the crowd stoned you?"

"Think you got me mistaken for someone else." He smiled slightly when he saw the wallet full of long green and took a little under half of it and gave it to her, "Here, keep your mouth shut and forget you ever saw me. Need to keep a low profile."

"Okay..." She accepted the stack of bills and looked down at it unsurely, "I...look, I appreciate what you did, but this doesn't change anything." He raised an eyebrow. What the heck did that mean? "Rodrick's a piece of shit, but he's just one of em. There's this new guy, calls himself the Hood, and he killed our old boss and took over."

"What a tragedy." He scoffed. A mob boss killed another mob boss, what else was new? It was easier to hurt other criminals; they couldn't call the police to help them.

"He didn't beat us, that's something Hood lets his boys to do."

"I'm guessing it's cause he wanted to avoid damaging his merchandise. Hard to make a profit when your product's banged up." He crossed his arms. He'd heard heard it all before - 'the boss isn't as bad as the others', 'he's doing what he has to', 'better the devil you know' and God only knew how many other excuses. People back home mistook practicality for morality a lot.

"I don't care why he did it, just that he did." She shook her head and took a deep breath, "We...We're really hurting here, Spider-Man. Look, I heard about you. A friend told me about how you and your sidekick took out that pig Walsh. You could help us."

"Yeah, help ya run right into the arms of another mob boss. How heroic of me." He rolled his eyes. Whoever she mistook him for must have been some crusading Ghandi type, "Look, you want my advice? Take the cash and go back to your parents or get out of town. The rest o' your friends? Well...I guess they should just hope they run into another good samaritan."

"So...that's it? You won't help?"

"I thought I already did, though I guess you could've taken that fink yourself, huh?" She winced at the blunt words, though she didn't shoot anything back. Sighing, Spider-Man removed the stolen jacket and gave it to her, "Here, cover yourself up and get outta here. Bring your friends with you or don't; either way it's really none of my business."

"Right..."

Spider-Man watched her go before turning his attention back to the prone scumbag, "Won't be needing this anymore..." He took the worn brown trenchcoat he wore and put it over himself. It smelled like cheap booze and smoke, but beggars couldn't be choosers. His hands rifled through the coats pockets and he pulled out a packet of cigarettes, which he threw away with a frown. He never had a taste for the things.

He found himself at a cheap diner not too far from the alley. The place was almost barren of customers and the aged waitress didn't look twice at the blood on his knuckles, so all in all he couldn't complain. He ordered a plate full of eggs and bacon ate them without a care for etiquette as soon as she put the plates on the corner booth. In a place like this everyone minded their own business.

He tore into the eggs and undercooked meat hungrily, sighing in relief at the taste. When that Slant had him under her thumb the most he got were tubes filled with 'protein paste', or at least that what's she called it. For the most part it just tasted like glue to him, _'Small miracles.'_ He gulped down the lukewarm coffee in one go. It tasted worse than the stuff back home (which was an accomplishment all on its own), but it was relaxing nonetheless.

He scanned the rest of the room. Apart from a jittery couple who looked like they were on some sort of drug the only other people were the waitress and an old man who she called Orson something, _'Place reminds me of back home...'_ He shifted his gaze to the television bolted to the top wall. That was definitely new. Televisions were a luxury like the movie theaters, not something anyone just got.

Spider-Man's eyes narrowed at the news report. He couldn't see or hear much through the blurry old screen, but he got enough, "Spider-Man and Spider-Woman?" The pictures were blurry, but they were definitely distinct. The one on the left was some dame dressed in some skintight suit while the one on the right was a schmuck dressed like a moron and brandishing two electrified guns.

 _'Damn it...'_ He frowned down at the greasy plate. The Slant told him all about this place in-between their 'sessions'. Another New York, a place where things didn't work the same way. The calendar in the corner store told him it was 2016, 82 years since his own home...he shook his head. Once he found Octavius he'd drag them both back home. He wasn't dying here.

He grabbed the second plate and got ready to empty that out too before someone suddenly sat across from him. The broad was young, probably not much older than the street walker he helped out in the alley earlier. Her clothes were dark and reeked of a fashion he didn't understand, "Not looking for company, dollface." He grunted and focused back on his meal. Probably just another-

*snikt*

His spider-sense flared, though it was late on the uptake. Spider-Man clenched both hands and looked back up at his uninvited guest, "I think you'll wanna hear what I have to say," she said, flashing him a cocky smile. He was tempted to run, but the presence of what seemed like a knife between his legs kept him from going anywhere.

"Fine...what do you want?"

"That's more like it." She leaned forward and said her next words in a whisper, "S.H.I.E.L.D put out a notice for escaped V.I.P's and you were near the top of that list. They must've been desperate if they wanted my help."

"And you would be?"

"Shadowcat, but you get to call me boss cause this is how it's going to go: you're gonna stand up and we're going to the closest alley. From there I'll call S.H.I.E.L.D and arrange a pickup. Smooth and easy." She laughed under her breah, "Got it?"

"And If I say no?" He sneered back.

His spider-sense gave another warning as the knife grazed between his legs and tore through the cloth of the stolen trousers, "Wasn't askin, bub. You wanna risk losing it? They said you had to be alive; they didn't say anything about you missing a few parts."

"Fine. Lead the way..."

"That's the spirit!" She waited for him to stand before she stood at his side, her right hand pressed against the small of his back He didn't see any knives, but he didn't let that stop him from being wary, "Come on, there's a place not far from here where we can have a little privacy."

Spider-Man walked through the diner like a man condemned to the guillotine. The drugged up couple and the waitress didn't say anything, though the old man looked at them through narrowed eyes. Whether he smelled something fishy he didn't know and honestly he wasn't holding out hope for a rescue. He was pretty damn sure he was on his own here.

They didn't stop walking until they were at a nearby alley, "Alright, that's far enough." She stopped and grabbed his shoulder to keep him from walking any further, "No sudden moves. I smell any funny business and you're losing a few things."

"Yeah, I get it..." He scowled down at the ground. She pulled out a rectangular gizmo from the pocket of her dark jeans and dialed in a number. This was how it was going to end? Barely a few hours of freedom and they were gonna put him in another slab like he was some damn science experiment?

No, he wasn't gonna let it end here.

Her face was close enough that he hit her right on the nose when he suddenly pulled his head back. Turning around, he tried to follow-up on the momentum only for her to smirk and duck the blow, "Heh, knew you'd try something." She made a sweeping kick to his leg and forced him on his back. Peter shot a net of webbing and and scrambled away.

The sound of tearing web screeched out through the alley. Looking back he found the bounty hunter standing proud with his webbing in tatters around her, though what drew his attention most were her hands. From her knuckles he saw three blades on each limb, each of them phasing with blue-green energy.

Definitely not normal.

Biting back a sneer, he took out the revolver from the coat's pocket and fired. Three bullets flew through the air and...passed through her harmlessly, "What the-"

She rushed ahead, the remaining bullets again passing through her as if she was a ghost, "Nice try, bub." She smacked the revolver out of his hands and pressed him against the wall, one arm pinning him to the surface by his neck while the other aimed the near-translucent blades at his gut, "You're really lucky they said I should take you in alive."

"Yeah, lucky..." Spider-Man snarled down at her.

She looked like she wanted to fire something back, but a flash of yellow to his left suddenly made her head snap to the side in shock. Without thinking twice he pushed her away and hit her as hard as he could on the neck. He didn't know if it did any permanent damage, but it got the job done. 'Shadowcat' stumbled back and let out a pained cry, which gave him a chance to grab the fallen revolver and run for it.

He could've sworn he heard another voice scream at him to wait, but he didn't listen. He just needed to escape and clear his head, then he could deal with whatever else this madhouse threw at him.

* * *

 **Done. Now before anyone asks the obvious I'll answer: yes, Noir and Gwen did it in the riverbank like a pair of savages when there was a perfectly good cabin a hop and a skip from where they were. Granted they might have more privacy there than at the communal house, but still...hormones/desperation are a real bitch.**

 **Let's just hope Falcon didn't hear them, the poor bastard...**

 **And we get introduced to the Carnage symbiote, which is apparently a SHIELD creation judging by its dialogue :/ Still, close call there with Spider-Man nearly getting bonded, but thankfully Jess Drew was there to keep it from happening. I mean I promised original Spider-Man Noir with no gimmicks, and I aim to keep it that way :) Still, something tells me they're all going to regret it finding a new host down the line.**

 **Props to Spider-Man for doing better than Noir and rejecting the side-quest, though ;) He already shows more focus and sense than his younger counterpart/clone. Also knows to keep people at a distance unlike what Peter did this chapter...**

 **So...where do you guys wanna go from here? I'm debating on whether I should do another halfway chapter with Gwen and Spider-Man's POV or do I just double down on Spidey's fugitive/hunted arc and ignore Gwen and Peter's awkward tiptoeing around each other in their mini vacation thing. I already introduced Shadowcat for Spider-Man's segments and something tells me that 65-Cindy and possibly Murdock are gonna want in on this, so it'll be a real trip.**

 **Review Answers:**

 **Hardlight - Huh, I should've waited to update then ;)**

 **Red Rain17 - I doubt they're gonna fight given their personalities, and something tells me both are gonna wanna go back. Hey, if Earth-65 can have two Noirs running around why can't Earth-90214. Also, dunno what you're making; mocking ellipses is like mocking someone for stuttering or being interrupted in dialogue.**

 **Samkwan17 - I doubt it's that easy...**

 **WanderingReader10 - SHIELD took the body, which handily explains why Smyth had access to it. Still, Jess Drew found out he was alive, so...yeah.**

 **Cyclopz - Hellfire Club bogged the story down. Anyway, I already read through all of the Greg Rucka Punisher works recently - I re-read them to get a better idea of Norah's character without the crazy superpowers around. As for Peter/Michelle...eh, we'll see.**

 **aach06 - Lana kissing him wouldn't be too weird given they have a 3 year age gap. And yes, Bullseye has absolutely no chill. As for Noir - he's still very far from being 65-Peter. Not only is he not nearly enough of a selfish asshole but he hasn't turned full lizard at all in the story so far.**

 **Mingyu - He kept his power ups, but it doesn't help much considering - as he admits to Gwen - it seems at least slightly related to his visual and auditory hallucinations.**

 **Falciator1669 - Another Spider-Man, as this chapter makes clear :) No way am I rebooting now.**

 **Dr. Sugarcakes - I could show fallout more if that's what you want. And I do have plans for this, worry not ;] Queen should be...interesting to write, especially given Noir (and Spider-Man's by extension) status as a rejected totem in the web of life, at least as far as this fic is concerned.**

 **henchmen213 - How so? I mean I based him on the Arkham Knight version when I wrote the Sin Eater arc, but post SILK rescue he acts a bit more like the Injustice version down to the electrified handguns. Spider-Man even commented that Noir dressed like an idiot in the news picture of him.**

 **Nameless - Welcome back :) I'm confused about one thing; leave him alone after what? After Spider-Island or after Spider-Man came back from the dead? As for the Michelle/Peter fic, probably just a rom-com. Those are the most popular.**

 **For Chapter 71, it's not a prequel. As shown here the two exist concurrently with one another and there are subtle variations between them. Notably Spider-Man's colder and more uncaring of anything outside of survival and finding Octavius, though he does still have a soft spot given that he gives the prostitute near half the money he stole and a jacket. Contrast that Noir's become more vulnerable and does something stupid like sleeping with Gwen.**


	73. Partners

**Not much reviews last chapter, hopefully this one will do better. Anyway, Defenders has dropped :D I got this out quick before I started my binge and the new Spider-Man cartoon premieres tomorrow. Hopefully it doesn't affect my update rate too much.**

 **Anyway, before we start I have a question: We talked about the 'I wanna be special' trope and how it's often perceived in a negative way, especially in Spider-Gwen where 65-Peter and Vulture have this as their main motivation and it ends up making them look like assholes. What about the opposite, however? When a hero desires to be normal? Normally it's portrayed as heroic or relatable, but what do you guys think?**

 **The 'I wanna be normal' trope feels weird to me since it seems nonsensical half the time. Now in some cases it makes sense - Bruce Banner for example desperately wants to not be Hulk and considering how much it's ruined his life I can agree. But other times heroes say they don't want to have their powers because of responsibility, ignoring the perfectly reasonable alternative that having powers doesn't mean they _have_ to be heroes.**

 **I dunno, doesn't it just feel whiny half the time? That's like someone saying 'I wish I wasn't born naturally good looking and intelligent, I just wanna be normal!'; wouldn't this make you come across as being really pretentious and big-headed? Again in some cases like Hulk it makes sense, but a lot of other times it really doesn't. Having powers does not equal having to be a hero/villain, right?**

 **I ask because I'm thinking about exploring this theme outside of 65-Peter with the two protagonists. In the canon Spider-Gwen comic Murdock's comments, the narration and (most damningly) Gwen's fear gas hallucination indicates that Gwen has low-key 'I wanna be special' trope and that she's addicted to her new powers and being Spider-Woman. It's pretty telling that she decided to make herself a celeb with her powers before prom night.**

 **By contrast Noir begin showing signs of the opposite, just to add to the irony given who he may be. While he views his powers neutrally at the start of the story the mounting problems they cause - Murdock's interest, the lizard serum, being hounded by SHIELD and SILK, his growing insanity - eventually cause him to start wishing that he never got bit and that he's normal.**

 **I'm just curious if you guys consider either trope inherently positive/negative and your views on it.**

* * *

That was...unexpected.

Gwen looked up at the starry sky, bare chest rising and falling with every breath she took. The moon was still high up in the sky with no sign of the morning sun, though that did little to tell her what time it actually was. All she knew was that she didn't feel any of the expected exhaustion or fatigue: quite the opposite, actually. She felt like she could stay awake for the next 2 days non-stop.

Her head tilted to the side so she could look at Peter. He was lying on his back as well, left arm covering the upper half of his face while the right lay at his side. Fingers inched towards it before she stopped, her hand pulling back on the dirt. It felt silly being so shy (was that the right word?) considering what they just did, but she couldn't help the spark of hesitation she suddenly felt.

She definitely hadn't expected this all to happen, and she got the sinking feeling that Peter shared the same feeling. Gwen tried to focus on the feeling of the water lapping at her toes and ignored the bubbling rise of anxiety at her stomach. It wasn't the first time for either of them, but this...it wasn't like they could just dismiss it as meaningless sex, right? They weren't drunk, weren't on drugs or god only knew what else.

"So...was it good for you, too?"

It was meant as a joke - a cliche question only the biggest dork or the cockiest douche would ask - but a part of her couldn't help but feel insecure, stupid as it was. He'd been quiet during the entire thing, his breaths so soft that it was almost drowned out by the sound of splashing water and creaking wood. Last she checked what wasn't exactly a good sign, even if it did rank above constantly chattering during the entire thing like some other one night stands she'd been with.

There was nothing quite like losing track because some guy constantly asked if 'she liked that' like someone out of an old porno even after she made it very clear that yes she most definitely did and would he kindly shut the fuck up please?

The arm shifted and she caught the peek of his right eye opening slightly to look at her, "...No, it was terrible."

She blinked and prepared a snarky reply before she saw the ghost of a smile playing at his mouth. She sat up slightly and adjusted her position. Peter raised an eyebrow when she put an arm at each side and straddled him, their lips almost touching. She was almost tempted to say something, but they both knew she couldn't seduce her way out of a paper bag, though in fairness neither could he.

The next kiss was more fleeting compared to the last, and it wasn't long before she received a tap on her shoulder, "...Not a good idea." He gave her the same hesitant smile from before and made to sit up as well. Gwen watched him put on the discarded pants, her eyes lingering shamelessly on his 'posterior' - she could be polite about her ogling, at least.

"Here." He grabbed his sweatshirt and tossed it at her, the other spider hero catching it blankly, "Don't think you wanna try putting on yours." He gestured to the lump of soggy cloth floating on the riverbank. Technically that was his fault, though given that she tossed her shorts there too she couldn't really complain. In fairness to them both they kinda forgot they were doing it right out at the riverside.

She put on her underwear and breathed a sigh of relief at the slight feeling of warmth that covered her. Now that the rush wore off there was a definite part of her mind that wondered what the fuck she was thinking letting herself get caught up in the moment like that. Her dad would've gotten a heart attack if he ever found out she was outside in her birthday suit with someone he didn't exactly approve off.

Hah...a superhero scared about being (metaphorically) grounded. What a world.

The walk back to the cabin was spent in silence, though it wasn't an uncomfortable one. Gwen let her eyes close and listened to the soft blowing of the wind through the trees and the feeling of her bare feet on the soil. Ever since she'd been bitten things like rocks or stubbing her toe on a chair were reduced to annoying pinpricks, but after the bond with Webster she almost couldn't feel them at all. It was a somewhat bittersweet feeling looking back on it. While she couldn't deny it was helpful considering the the fights she got into, it made her feel detached sometimes.

And she hadn't even bonded onto Webster fully. How much different would she be by the end of it?

Gwen shook off the heavy thoughts and trudged up the steps to the cabin. She doubted she'd be getting any sleep all things considered, but she could at least pretend she did and act like everything was normal. This was supposed to be a vacation, after all: an out from all the insanity New York threw her way.

Any thoughts of normalcy went out the window as soon as she saw MJ and Glory sitting on the living room. The former sipped a mug of what she assumed to be hot chocolate like she didn't have a single fuck to give while Glory was in the patented mom posture: crossed arms, pursed lips, right leg over her left and her eyes narrowed in that special way that made you feel like you fucked up somehow.

"Uh...hey, girls, you're up early." She looked at the clock and saw hands stopped at exactly 5 am. What were the odds? "Uh, well..." She looked at Peter who only gave her a shrug in response. It didn't take a genius to guess something was up considering how they looked, "So...whatcha guys doing?"

"Discussing some changes in the band. I think maybe we need to change our places around." MJ said, her voice casual as could be. Somehow it didn't stop the feeling of dread at the pit of her stomach, "I'm thinking maybe you should be the singer on our next gig."

"O-Oh yeah?"

"Yeah. I mean I thought I had a nice pair of lungs, but you got me beat. Heard you all the way from here. Real screamer."

It took only a second for the words to sink in, and as soon as it did she felt a heat rush up her face that she was sure left her looking like a goddamn tomato, "Wh-What?" she choked out, her voice coming out way weaker than she would've liked. At her side Peter pinched the bridge of his nose and sighed, though the redness on his cheeks cut through any hint of not giving a crap that he tried to give.

"Hmm? Oh, I mean you should know, right? Granted your lyrics could use some work. Not sure if 'Peter, harder!' is a good opener-"

"God, fuck, just stop talking!" Gwen cried desperately, looking to Glory for help. Sadly she just got another look of parental disapproval and a shake of the head, which didn't help in the fucking least, "Y-You- how much did you guys..."

"I woke up at about the time you were asking him to keep doing something with his webs. Not sure about Glory." MJ replied, finally putting the mug down onto the table, "You know, Gwencent, if I wanted to be woken up before the sun's even up I'd appreciate it if it wasn't because you two were making some kind of superhero sex tape. Really not on my bucket list."

"Just stop. Please..." She covered her face with hands and groaned. This was what they were gonna put on her grave - 'Here lies Spider-Woman. Died of embarrassment cause she couldn't keep her fucking mouth shut.'

"'Thankfully' the others didn't hear," Glory said, speaking up for the first time, "Falcon and Betty are in the _soundproof_ guest room and Randy probably couldn't hear anything through Flash's snoring; at least that's why I assume they haven't called to ask who left A Dance of Fire and Ice on."

"Okay, I admit it, we had sex! Could everyone stop talking about it?!" Gwen said, embarrassment mixing with no small amount of irritation. She really didn't need this right now.

"Well, someone's cranky. Doesn't bode well for you, Tiger." MJ gave Peter a joking smile that he didn't return, "...Actually, cutting back on the jokes for a bit, are you okay? You don't look so hot."

Gwen's attention shifted back to Peter. At first glance he seemed fine, but looking closer she saw his breaths were a tad uneven and his posture was more than a little stiff. For a second she worried that he might pass out again, but he spoke up before she could ask.

"Yeah, I'm fine." He let out a tired breath, "It's just...could we have this conversation alone, Gwen?"

"Huh? Oh, sure..." She led him to the kitchen and did her best to ignore Glory's eyes burning into her back. She was sure she'd get a lecture later on about how Peter was dangerous and that she should be careful about who she got into bed (or elsewhere in this case...) with, but she really wasn't in the mood for it. She loved Glory, but she really needed to back off sometimes.

The kitchen was thankfully devoid of life apart from Webster and Pugface sleeping in a bundle on one corner while Murderface glared at the odd pair from the top of the fridge. Webster shifted slightly when she pulled the chair back, the part of the goop that was supposed to be its head raising to meet her gaze, "Not yet." All it took was one shake of the head before it covered Pugface like a blanket again and went back to 'sleep'.

She and Peter sat across one another, the latter wincing slightly as he adjusted his position on the chair. Alright, now she was definitely worried. How didn't she notice it before? "Peter, are you-"

"I'm fine.." He closed his eyes and took a deep breath, "It's just...adrenaline's worn off, so I'm feeling the backlash." His mouth quirked up in a dry smile, "You don't feel anything odd, Gwen?"

"Me? Uh, no, same old same old. Why?"

"Well..." He sighed and rubbed the back of his head, "Ah...well, you didn't exactly control your strength." She blinked at the short silence that followed. That was annoyingly vague, "I mean that when we were together your actions were... a bit painful. You know when you hold back your punches?"

"Yeah...?"

"Well, you weren't holding back earlier."

"Wait, what?" She waited for any sign that he was just pulling her leg, but the look of discomfort on his face was all too real, "W-Wait, that's impossible! I hold back my strength to make sure I don't snap people's wrists every time I give them a high five and I-" She shook her head, "Look, I've done this before, and I sure didn't break anyone's hips last I checked."

"You're stronger than before, remember?" He scoffed, "Ever since the symbiote got bolted onto you. You probably haven't adjusted properly."

"Wait, that doesn't make sense, I did it with Kate before we went to visit Janet and she was alright." No, she was not going to mention the tentacles. Her sex life had enough jokes as it was, thanks. The last thing she needed was Merry Mary getting wind of _that_. She was one Japanese schoolgirl away from the redhead making a hentai joke.

"Let me guess: the suit was on you when it happened?" She opened her mouth to reply before eventually settling on a muted nod, "That's probably it. I'm guessing the symbiote helps you regulate everything and makes sure you don't do anything stupid like trying to webswing while you're drunk." He laughed softly, "Price of privacy, I guess."

"So...that's why you said it was a bad idea earlier?"

"That's not the only reason..." He looked down at the table, lips pursed, "I...look, I'm sorry for what I did."

"You mean the thing with the webs? Don't worry, I asked and the water got it out-"

"Be serious, Gwen." Despite his words she caught the faint hint of a smile, "This doesn't change anything. I still plan to go back home and I'm guessing that's gonna be a one-way trip."

"Figures." She sighed. It was honestly what she was expecting, but that didn't stop her from feeling disappointed. Still, she wasn't going to beg or plead. She knew when an argument was lost before it began, "Just explain to me one thing: why _did_ you do that? I mean, I asked you to tell if there was nothing there and then you go and do that. How am I supposed to take that?"

"...Sorry."

"I don't want an apology, Peter. I just..." She took a deep breath, "I wanna know where we stand."

"You think I know?" The words were bitter, though not hateful. An odd mix, "Like I said before I won't deny I feel something for you. I mean I wanna strangle you sometimes, but I-"

"I think I get it. I mean, there are times I wanna punch you in the face too, but I can't deny there's..." Gwen bit her lower lip. She had no idea what to do here. Back in high school she never thought about love confessions and dating; it was something she always considered something she'd be an observer to rather than a participant.

After Peter died she only went out with Randy for a sense of stability, to feel like she could have someone to lean on, but she knew it was a vain hope. Randy didn't know she was Spider-Woman and she had no plans to tell him so there was nothing there for her. When they broke up she'd kept to herself save the occasional night with someone when she thought she could get away with it. She only stopped when her dad found out and she finally had someone she could talk to about the insanity her life had become.

"You did punch me. Remember?" The wry smile returned, "Look, whatever this is, it isn't gonna go anywhere. You know it and I know it."

"So what're you suggesting?"

"Same as before: I help you out while I'm here. Partners."

"Partners. Right." She snorted, "Pretty sure most partners don't make out, fuck or do even half the things we've gone through already." It was hard to believe it'd only been 5 months since she met him. It felt as long as the years she spent being accused as a murderer. And hell, New York's definitely gotten its claws on him already. Not a day went by that she didn't see some reference to him on some blog, newspaper or fanclub (yes, he had those).

"You haven't met my world's Daredevil then. Blind bastard fell in love with a serial killer just cause she had nice perfume." He rolled his eyes, "So...partners?"

"I guess." This wasn't how she wanted this to go, but again she kept her complaints at bay. Their lives were messed up enough; imploring for a change of heart like some kind of fairytale princess wouldn't do it any favors, "Sure I can't convince you to stay?" she asked, doing her best to make voice sound casual.

"Ha..uh, no. Sorry. I'm homeward bound."

Maybe she was just imagining it, but she could've sworn she heard some hesitation there.

* * *

 _June 4, 2016. New York City(?)._

Spider-Man woke up with a muted groan. His back felt sore and the raindrops from the slight drizzle were more than little annoying, but he was still breathing. He'd take what he could get, _'Gotta keep moving...'_ He grabbed the interlocking metals and pulled himself up into shaky stand. He'd wanted to keep running earlier, but whatever it was those crumbs did to him he wasn't at 100 percent.

He put on the trenchcoat (which he'd been using as a blanket) and looked down the edge of the billboard with a grimace. Sleeping between the gap of a billboard wouldn't have been his first choice, but beggars couldn't be choosers. Up here no one else was around and no one would spot him unless they knew where to look. Perfect place to avoid whoever was hunting him down.

He jumped off the sign onto a nearby building and then down into the alley. His limbs felt stiff and his body heavy. At that moment he wanted nothing more than to go back to sleep, though self-preservation kept him walking down the length of the alleyway. If that crazy broad could find him then who the hell else could? He didn't like his chances if this kept up.

His feet stopped on their own once he reached the relatively abandoned street and he craned his neck back up at the billboard. Stop the Spider-Woman was plastered on top with a number: 1-555-FOR-PETER. Spider-Man found himself smiling sardonically. The thing had been vandalized, mostly with giant pink paint of the dame herself along with asking 'who's responsible?'. There were other smaller tags, but the face stuck out like a sore thumb.

This place's Peter Parker had some connection to the Spider-Dame, but what it was he didn't know or care to find out. He'd lost enough time under that Slant's 'care'.

The afternoon sun dipped over the horizon to quickly make way for night. Spider-Man wandered around aimlessly, going from one place to the next and never lingering for more than a few minutes at a time. He had no idea what to do. Octavius was back with that Slant's cabal and he'd lost his only lead with Drew. And how long could he keep running from that bounty hunter? It was only a day and he already felt exhausted.

The coming rush of nighttime brought no small amount of relief for him, silly as it may have been. Just because the sun was out didn't mean things changed in any way, but he always felt more at home when the switch was flipped. Crime and depravities happened ever hour of the day, but when the lights were off the criminals suddenly felt a lot braver. It was familiar, if not exactly pleasant.

He kept to the small streets and avoided the crowds. Hide in plain sight might have sounded good on paper, but if push came to shove he would've preferred not having to worry about the person next to him trying to stab a knife in his neck or trying to push through a sea of bodies. He had no idea how much clout the people hunting him had, after all.

His eyes scanned the scattered packets of people on the street. Most of them were content to mind their own business, though he caught a few stragglers in heavy coats and jackets playing with the barely hidden guns in their pockets. Muggers, purse snatchers and desperate crooks of all kind; at least something was consistent from this place and back home.

It didn't take long for them to find their first victim.

A younger guy dressed in fancy duds cut through an alley. He didn't know if the stupid bastard didn't realize where he was going or he thought it was a shortcut, and in the end it didn't matter. Poor half portion barely took a few steps into the place before two guys with hoods over their heads grabbed him and shoved him to a wall, throwing out a threat about giving everything he had while pressing a gun to his jaw.

Spider-Man's gaze lingered on the scene longer than he wanted to admit. Most people passed the scene by without notice and the few that did see it turned away and fast-walked on outta there. His fists shook slightly before he turned away and let out a frustrated breath. No sense in getting involved and drawing attention to himself.

Not that it mattered in the end. He only managed two steps to the opposite direction before he heard something - some _one_ \- swing overhead, "Come on, guys? Really?" A dame dressed in black and white swung through the air with webs attached to her fingertips. Before the muggers could process the absurdity of it they were snatched up in the air and stuck to the wall with a large blanket of white netting.

Well...that was new.

"You guys heard that crime doesn't pay, right?" The broad quipped. Her expression was hard to make out considering the red scarf that covered half her face, but she definitely sounded cheery at least. The stupid crumb who was getting mugged thanked her profusely, though Spider-Man just blocked him out. Now that it was over people actually stopped to look, many of them pointing the small rectangles at the dame in the dumb costume.

Spider-Man shook his head and trudged down the street. This place had freaks too, because of course it did. Back home it was him, Daredevil, Punisher, Charlie Xavier's sociopaths, Osborn's freakshows and God only knew who else. The only difference now was that he wasn't the biggest freak in town...well, that and everyone around here dressed like it was mardi gras.

He waited till the donnybrook was far behind him before he opened the wallet and counted the bills. He couldn't tell what counted as being a lot of money in a place like this, but considering there were a few Benjamins stuck in there he had to guess he was set for at least a while. Still, the problem persisted. He had no clue where he was and walking around blind and dumb wasn't going to solve his problem.

Spider-Man sighed and made his way to a corner store. He needed to get something to eat and get his mind off this insanity.

* * *

"Three of a kind. I win."

Betty gave each of them a shit-eating grin and smacked her cards on the table, exposing the three 7's lined up mockingly. A few of them threw her dirty glances, though she paid them no mind. The rules of the game were simple: you lose a hand and you lose a chunk of your clothes. You couldn't even pretend you didn't understand it.

Yes, they were playing strip poker. She had no idea how everyone agreed, but this was where they were. Gwen sighed and tossed her shirt in the pile. She was done being embarrassed and she was sure most of them were getting desensitized to it by now, too. Besides it wasn't like she was the first one to end up in just her bra - that dubious honor went to Glory, much to her very open annoyance.

Her phone started playing 'Heart Shaped Box' by the time Randy (who was down to his pants and a pair of socks) dealt the deck again. Gwen took a sip of the (very much non-alcoholic) drink and let her gaze wander. All of them sans a single person were in varying states of undress; the worst being Flash who was down to his boxers and his left sock. Poor guy had shit hands ever since they started.

At least she could enjoy the show. Flash definitely worked out and Glory had good taste in underwear despite how uptight she usually was. And hey, she didn't even have to feel guilty. They were all grown-ups here who knew what they got into.

Her eyes shifted from the rest of her friends to Peter. After god only knew how many rounds in the only thing he'd taken off was a single glove, and that was from Betty winning the last call. Every other time he won or managed to tie with someone, which was more than a little eyebrow-raising. She was almost tempted to accuse him of cheating if she didn't know he would've considered cheating in poker a waste of time.

"Full house." Peter set the cards down on the table and ignored Glory's wide-eyed look of shock, "Looks like Thompson's near out of the game."

"Well, unless he wants to take off this boxers, that is," Betty teased, getting a worried (and jealous) look from Falcon. For a psychotic clone soldier he was oddly insecure.

"Yeah, yeah..." Flash rolled his eyes good-naturedly and tossed his last remaining sock into the pile behind him.

"Okay, how the fuck do you do that?" Glory asked, throwing a suspicious glare Peter's way, "It's poker, a game of _chance_. Are rigging the deck? How the fuck do you never lose?"

"Wow, I didn't know you wanted to see Tiger naked _that_ much, Glory." The redhead grinned and held up her hands in mock surrender when her roommate threw a glare her way. All things considered MJ held up pretty well; she still had her undershirt on, at least.

"Really? I didn't realize, Grant," Peter said, his voice dripping with obvious sarcasm, "I mean your feeling are flattering, but-"

"Fuck you, you deranged midget. I'm not losing to you." Glory grabbed the card and dealt it in a rush, a look of pure annoyance on her face. Gwen snickered into her cup when Peter glared at everyone else. Peter was never the tallest kid in class and 3 years did little to change that; something he evidently didn't like being reminded of. It was kind of glaring when he was shorter than MJ and Glory, even if it was only an inch.

Sadly whatever determination Glory had to win (and hopefully not to see him naked) was dashed as soon as Peter set his cards on the deck, "Straight flush." For a second Gwen swore that he smirked, though that could have just been her imagination. Either way Flash called it quits while Glory called him a dwarf. Yeesh, some people could be sore losers...

Peter won the game, which wasn't surprising. Gwen and the rest put their clothes back on - some moreso than others - and sat back down on the table. Tonight was game night, or at least that's what Betty suddenly claimed an hour ago. Tomorrow would be scary stories then the day after that would be embarassing childhood tales. Betts really read through the cliche handbook for the trip.

"Next up is King's Game!" The lead guitarist announced, getting wary looks from everyone else on the table, "I picked this up on a TV show. Alright, rules are simple: there's eight of us here and there are eight cards." She gestured to the thin deck she'd arranged, "Seven of them are numbered correctly, but the eighth one is the King card. Whoever gets the king card can get any number to do what they want."

"So it's basically truth or dare?" Randy asked.

"Kinda-sorta; you're not supposed to tell anyone else what your number is so if I told number 7 to, I dunno, do a handstand on number 5's back both of them have to do it no matter who it is."

"Something tells me I'm gonna regret this..." Peter took a sip of the whiskey he brought and sighed.

"Who knows, Ben, maybe you'll get lucky again." Flash took the bottle Peter set down and took a whiff, "Oh, damn!" His face scrunched up and he coughed, "Damn, dude, how are you still awake? The room's spinning and I didn't even drink it!"

"Maybe you just have a weak stomach, Thompson." He grabbed the bottle back and took another long swig before setting it back down on the table, "Come on, lets get this over with before I change my mind."

 **'I could have told you what everyone's cards were earlier, Gwen.'**

 _'That would be cheating, Webster.'_

 **'You cheat when fighting bad guys. This was a competition, right?'**

 _'Not everything's the same.'_

 **'I understand that, but it's still confusing on what's okay or not sometimes. I read your old history books. The Americans stole this land from the natives who lived here. Why didn't anyone stop them? Wasn't it wrong? Stealing is wrong. We stop thieves, right?'**

 _'That's...complicated. Look, it was before our time. We can't exactly go back to the 1700's and slap them upside the head, you know?'_

 **'I know, Gwen, it's just odd. How can someone say they stand for equality and justice when they stole something to get it? You said it happened a long time ago. Does that mean it's okay to steal if you don't get caught right away? Does it stop being bad when the criminal dies but they still didn't give it back?'**

 _'Rain check, okay? This is something that we really shouldn't be talking about right now...'_ She loved Webster, she really did, but it was like a sponge sometimes. She dreaded the day she'd have to explain the birds and the bees and why boys had different parts compared to girls.

She picked up a card and grimaced at the 2 of hearts that greeted her. That wasn't a good start. She looked to the rest and sighed when Flash...well, flashed the king card with a wide smile on his face. She didn't know whether to be relieved or worried, especially since Flash 'dem shorty shorts' Thompson (Betty's nickname, not hers) had a few drinks already.

"Alright, uh...number 5 kiss the person to your right."

The words were barely out of his mouth before MJ suddenly grabbed Glory's shoulder and kissed her right on the lips. The contact last for only a second or two before they separated with a pop and MJ tossed her card back into the pile, "...What?" She laughed at the incredulous looks Flash, Glory and Randy gave her, "I did the dare, right? Why're you all staring?"

"Uh...yeah, MJ's right." Glory shook her head and subtly wiped her mouth, "Let's just keep going."

Betty was the next King, and they never got the chance to dread their luck before she suddenly said, "Number 3 and Number 6, do a striptease."

The silence that followed was deafening. Each of them looked at one another, all of them (literally) keeping their cards close to their chest. Most of them already showed off worse in the last game, but the thought of dancing in front of everyone was definitely above and beyond. Gwen took a deep breath and set her number 1 card down, "Uh, Betts...maybe you wanna-"

"Nope." She interrupted immediately, a smug smile on her face, "King's word is law. Chop chop whoever it is!"

Whatever she was about to say was drowned out when both Peter and Falcon suddenly stood up, throwing a 6 and a 3 respectively down on the table with a mutual grimace. If the thought of her boyfriend doing a dance in front of everyone bothered her Betty definitely didn't show it, and apparently MJ and Flash found it funny too considering the snickers they barely managed to hide behind their hands.

"Laugh it up you two..." Peter muttered, throwing the pair a half-hearted glare.

"Alright, first we need music." Betty tapped her phone. 'I'm too sexy' immediately played out, easily drowning out the weak song Gwen's own phone was playing. Something told her Betty had planned for this, "Dance for our amusement, 3 and 6! The King commands it so!"

The next few minutes were burned into her mind. She tried to look away and spare their dignity, she really did, but she couldn't help herself: Spider-Man and Falcon were doing a striptease, how the fuck could she just ignore that? Gwen clamped her hands over her mouth and held back her guffaws with all her willpower.

Falcon was so robotic it almost made her sorry and Peter wasn't much better. Granted he seemed to know the routine a bit more - spider agility really helped - but that didn't mean he knew how to dance. His face being a red as a tomato definitely didn't help, though she found it was a nice change of pace from his usual scowls and frowns.

"Do the lift! Carry Sam like an angel!" MJ called out in-between her laughter.

She didn't expect them to do it, but once again she was proven wrong. Peter and Falcon shared a grimace before they both nodded and Falcon jumped, Peter catching him mid-fall and holding him steady. This time Gwen did laugh, and she didn't care if Peter glared at her. It was worth it.

Mercifully (for them) the song ended and they both put their clothes on in a rush. Falcon's scowl only lasted till Betty kissed him in the cheek as a congratulations, which was about what she expected really, "Cheer up, Pete. I thought you looked pretty good up there," Gwen said, bumping her left shoulder to his right, "It's all fun, right?"

"Fun...right." He scoffed.

"Come on, I bet you were smiling on the inside."

"You're delusional, Stacy." He scoffed again and looked down at his card. Gwen just hummed and grinned when she pulled the King card. The rest of the night was gonna be fun.

* * *

 _June 4, 2016. New York City(?)._

Two hours later and he was on a roof looking down at the near abandoned streets below. Spider-Man bit into the cheap sandwich and ignored the taste of dry bread in his mouth. It was nearly a day since that fracas at the diner and he hadn't caught either hide or hair of that crazy bounty hunter or any of the other jumpsuits from that mad science lab.

His mind wandered back to everything that happened so far. He still remembered everything the slant did to him: every cut, stab and poison she injected into his system. Time lost all meaning inside that hellhole. The only way he even realized how much of it passed was because that Slant 'commemorated' the months and years that passed.

 _"You've lasted longer than everyone else, 5! That's a real accomplishment!"_

Spider-Man growled and shut his eyes tightly. Specimen 5, one of the earliest 'test subjects' she had after he and Octavius were dragged through that lightshow machine underneath the asylum. She was obsessed with trying to figure out how his powers worked. Not because she couldn't do it herself - she bragged about creating Spider-Dame constantly - but because it bothered her that there was something she couldn't manipulate.

If he ever got his hands on her he'd make sure she died slow.

He saw his reflection in a mirror earlier. The Slant made sure he was halfway 'presentable' whenever she did her tests on him, but her experiments left their mark. His face was gaunt and his skin had an unhealthy pallor, which was only emphasized by the messy dark hair and rough stubble he was sporting. He almost didn't recognize himself when he caught that first glimpse.

There was also a gap in his memory. The last thing he remembered was the Slant latching some dark blob onto him for another test and then he just woke up in that slab with another kook who had a scalpel in his hand. Drew was there too, so he had to guess that wherever he was it wasn't under that cabal's 'care'.

Granted it didn't seem to do him any good, but it was something.

His deliberation didn't last long before he heard the soft patter of footsteps behind him. Half a dozen at least and each of them moved at the exact same tempo, _'Can't even let me finish my food...'_ He threw the half-eaten sandwich down the alley and turned around.

He had to admit, despite all the craziness he'd been witness to ever since he woke up the sight of half a dozen ninjas dressed head to toe in red was still enough to surprise him. Spider-Man raised an eyebrow and stood up properly, "This is new..." He subtly reached for his revolver an gripped the handle firmly. He got the feeling that whatever they wanted it wasn't good for him.

"Spider-Man," The closest one said, his voice low and deep. He was almost jealous of him, "Our leader has sent us to summon you. You've been decreed worthy of an audience."

"An audience? Huh, didn't know New York turned to a monarchy." The ninja's eyes narrowed, though for anyone else it would've been impossible to see, "So...who's this leader of yours?"

"It is not my place to answer, outsider. If you wish your questions answered then you will have to meet our leader yourself."

"Right, like that's the first time I've heard that rub before." He sneered. His spider-sense was blaring like a damn siren, and considering the last time it did something like that was just before Moon stabbed him in the eye it didn't spell good things, "You're not really convincing me here, pal. I'll think about it-"

He barely managed to turn around before - and he couldn't believe he was saying this - a damned _shuriken_ rushed past his leg and embedded itself on the wall covering the edge of the rooftop, "We've been sent here to take you to our leader. Failure is not an option." The ninja drew a katana and held it firm with both hands, "Come peacefully. This is your last warning."

Spider-Man responded by shooting a bullet through his gut. The ninjas didn't even wait for the head honcho's body to hit the ground before they were on him, blades drawn stance ready. He dodged the first few slashes and webbed two of down, smashing their heads against the roof before they could try and fight back. He was still sluggish, but it was enough for these bozos.

Two more charged at him, screaming something in Japanese that he didn't understand, ' _I ain't getting fitted for a wooden kimono.'_ He threw one off the roof and punched the other one in the throat, the poor bastard crumpling to the ground and holding his neck with both hands.

 _'One left.'_

He picked up a katana and stabbed it through the leg of the last ninja, "Not too late to back off." His advice was met with an attempt to slash through his right hand. Spider-Man jumped away and grimaced when the ninja pulled the sword out of his leg, letting the bloodstained blade clatter to the roof with a dull thud. Well, they were definitely devoted.

Devoted didn't mean they were bulletproof, though.

One bullet between the eyes and he was on his back, a pool of blood forming from the back of his head. Spider-Man knelt by the still-warm corpse and frowned. Something told him that this wasn't the end of it.

He was proven all too right when his spider-sense flared and more footsteps rushed from all sides, "God damn it..." He looked around and tightened his grip on the gun. Ninjas on the surrounding rooftops; he counted at least two dozen, though he was sure there were more of them around somewhere.

He managed to take out over a dozen of the red clowns before they managed to grab his arms and legs and pin him down, "Let me go, you bastards!" His struggling was painfully brief. Before he could get a foothold three ninjas stood in front of him and aimed their swords down, the tips of the blades almost cutting through the flesh of his neck.

"Our orders were to take you alive. Cease your struggles," A ninja said, glaring down at him through the mask, "If you prove wholly uncooperative, however, then we were also told to eliminate you. Make your choice, Spider-Man."

He spat at him. He wasn't going to be anyone's prisoner again.

Spider-Man grit his teeth and braced himself for the blades, but nothing came. Before any of the bastards could say anything he heard the sound of tearing cloth and skin and his face was covered in a sudden torrent of blood, "What the-"

"You just gonna keep lying there, bub?" A petite hand grabbed his shoulder and pulled him up. He got up into a shaky stand and glared at Shadowcat's bloodstained, smirking face, "You don't look happy to see me."

"The hell are you doing here?"

"Saving your hide, looks like." She gestured to the ninjas on the other rooftops rushing towards them, "You wanna take your chances with them? Cause if not pick your gun up and get ready. Ninjas aren't very good but they're damn tenacious."

She rushed to the closest cluster with her claws drawn and tore through them like a hot knife through butter. Spider-Man picked up the gun and, for a tantalizing second, considered shooting her in the back of the head or even just running away entirely. She definitely wasn't a friend and he didn't have a guarantee that her paymasters were any worse than the ninjas.

Still, she was the only person his spider-sense hadn't screamed about just yet tonight, so he took his chances.

Shadowcat (bizarre name) did most of the heavy lifting, though he plugged more than a few before he finally ran out of bullets. He lost count of how many ninjas they killed or knocked out before the seemingly unending wave finally stopped, leaving just the two of them standing.

Spider-Man panted and leaned on the closest wall. The air stank of blood and he'd taken a few cuts from their blades, but all things considered it could've been worse. This was definitely something he wouldn't forget for a while.

"Tired already?" Shadowcat called, a cocky smile on her face. She was covered head to toe in patches of blood, none of them hers, and he couldn't see a single scratch on her otherwise. He guessed being able to turn into a damn ghost was really useful, "S.H.I.E.L.D's really worried about you, ya know? Considered armed and extremely dangerous."

"What do you want?" he bit out.

"Same thing as before: you to come with me." She made the claws disappear and stuffed her hands into her pockets, "Willingly, this time. Little bit less threats, more handholding feelgood stuff."

"Yeah, why's that? Doubt you had a change of heart."

"I just follow orders. Apparently they got new info and they wanna make a deal." She laughed at the look of utter disbelief he gave her, "Hey, I'm just saying what they told me to. I got no clue why they changed their minds, but if it gets me paid then I'm all ears."

"A deal on what? Not to cut me up like I'm an animal?"

"Well, that and information on some guy called Otto Octavius. Ring any bells?"

"Octavius..." It could've been a lie, she might've said anything just to try and lure him back to her employers, but his spider-sense was completely silent. She could've been lying without realizing it - just parroting what her paymasters told her - but wasn't the risk worth it? He couldn't fight in his condition and both of them knew it. Agree or refuse he didn't like his odds either way.

"I'll take that shocked mumble as a yes, then." She smirked, "They gave me a neutral location for a rendezvous, but something tells me the Hand and whoever else is interested in you is gonna be gunning for us. If you agree to meet with S.H.I.E.L.D then we're gonna have to work together to make sure neither of us end with our heads mounted on a wall."

"Work together? With you?" He gave her a sardonic smile, "A night ago you threatened to chop my pecker off."

"And now I'm offering you an out from being captured by ninjas and terrorists. Life works in mysterious ways, bub," she replied coolly, "Trust me, I've worked with worse before."

"I can see definitely see that..." Trapped between a rock, a hard place and a bottomless pit with his only out being a psychotic teenager who had claws in her hands. He knew the spider bite changed things, but this was insane even for him, "...Fine, I don't have much choice." He pushed himself off the wall and stood up properly, "Let's get out of here."

"Hm, alright. Until I can dump you off on S.H.I.E.L.D we're partners. This is gonna be interesting."

* * *

 **Yeah, I know; nothing much happened this chapter :/ Sorry, but I can't write lighthearted slice of life to save my life and I already feel like I rushed Spider-Man's segments given that he agrees to work with Shadowcat at the end of the chapter remarkably fast considering she hunted him down in the last chapter. It was between that and Spider-Man running away for about 2 more chapters and accomplishing nothing, so I picked the lesser evil.**

 **Anyway, Spider-Man's now partnered up with Shadowcat. The two are gonna be working together for the entirety of his time in Earth-65, continuing the theme of dysfunctional partnerships established by Noir and Spider-Gwen. Ironically enough they struggle less despite their rocky start, mostly cause they don't really disagree on how to handle a lot of situations. That and I'm damn sure no one's gonna pair these two together given that they aren't Peter and Gwen, so it'll be easier to write :D**

 **Also gotta respect Spider-Man upping Noir's ante of not giving a single fuck on how weird Earth-65 is. Dimensional counterpart tied to Spider-Woman? Meh. Ninjas? Weird, but eh. Sudden appearance by Silk? At least he's not the biggest freak in town anymore. In his case it's at least more justified compared to Noir given he remembers the 5 year interim.**

 **Question:** **It's not gonna be the next chapter, but which arc do you guys wanna focus on after we finish the awkward lakeside getaway? I have 2 choices, so pick your poison.**

 **1\. Carnage and Shriek arc with Noir and Gwen - Spider-Man's escape was only possible because the Carnage symbiote got loose, attacked the base and cut the power. Now the symbiote's out and, after bonding with Kasady by chance, ready for a slaughter. This arc will focus on stopping two deranged psychopaths more dangerous than everyone else they've fought so far.**

 **Taking a cue from Venom vs Carnage comic, there'll also be focus on Venom's POV and its character. While Gwen won't be absent a part of the story will have Venom on the driver's seat, the same way the Carnage suit will be.**

 **2\. Crime Master arc with Spider-Man and Shadowcat - Remember when Jack took the Lizard serum? Remember how Noir stopped caring about it ever since Jameson yelled at him for being a menace? Well, SHIELD hasn't forgotten and they're all to willing to use their two newest assets for damage control. This arc focuses on trying to stop CM and Jack before they weaponize the serum into a WMD.**

 **And before anyone says anything: yes, there'll be a reason why SHIELD sends two mercs over their own men. It might be cliche, but there is a justification. Not sure I can say the same for the first arc since there's little in-universe sense why Noir and Gwen go after Carnage as a pair rather than asking everyone - She-Hulk comes to mind - for backup and mobbing the depraved bastard. Just roll with it, I guess. Rule of drama and all that.**

 **Review Answers:**

 **TheOkWriter - Uh...assuming I got your review right, that's not much an issue. There was no canon Noir!Venom either and yet Peter clearly references him multiple times. Likewise Gwen never fought the Sinister Several or Frog-Man and yet she indicates having done so. I bloated their histories a bit, but it's not like it breaks canon in half so there's no sense in worrying about it.**

 **Red Rain17 - Yeah, but mocking someone usually comes when you have something to mock them about. That'd be like if I made fun of you for blinking or breathing through your nose; that's not mocking, that's just me pointing something out that's normal for people to do.**

 **Anyway, enough about that. Hopefully this chapter was alright in the end.**


	74. Insanity

**Same disclaimer as before: end of this chapter might annoy a few people but please keep reading and bla bla bla.**

 **Before we get started I have to ask something. Does Gwen feel Mary Sue-ish to you guys? It wasn't notable at first, but as of the recent chapters a lot of things seems to be going her way: she's been exonerated for 65-Peter's murder, she no longer has money troubles due to SHIELD paycheck, she's a famous celebrity, her friends love and support her and with Venom (who's way friendlier than normal) she's one of the strongest metahumans in Earth-65.**

 **I've tried to mitigate this to varying degrees, but I'm not sure if it works. So far her main counterpoints are that villains still run circles around her (Murdock, Hobgoblin and 65-Cindy in particular) and because of her morals she's impotent in a lot of ways where Noir, Shadowcat, Spider-Man and Silk aren't. Not sure if it's enough, though, so what do you guys think?**

 **I also balanced it out by showing her fame as shallow and skin-deep while her friends still give her shit no matter how big she gets, particularly MJ and Noir who love taking the piss out of her and refuse to buy into the Spider-Woman hype.**

 **If it helps I did base this on the Ultimate comics where Spider-Man, despite only being at it for one year, managed to turn public opinion around, earned Jameson's trust and generally got a lot of the perks Gwen has in this fic such as adoration, fans etc etc while dealing with villains above his league due to his youth and inexperience.**

 **Side note - Watched through Defenders and new Spidey cartoon. Latter was average, former was great; though they made Luke Cage weirdly vulnerable to punches and hits considering he's bulletproof. Oh, and watch the trailer for the Tick. Superhero greatness right there ;P**

* * *

"You're tearing me apart, Lisa!"

...What the hell was he watching?

Peter adjusted his place on the couch and tried to keep his gaze focused on the deranged alien on the screen. He didn't know what the film was supposed to be about, though judging by the 'minimalist' title and the cover of the box being said deranged alien glaring at the viewer he had to assume it was some kind of horror film. It was the only way he could explain how bizarre everyone was acting and their absurd views on what constituted an admirable guy.

It was movie night; or, to be more accurate, movie day and night. They were supposed to tell each other scary stories in the campfire, but a sudden bout of rain and a suggestion by Roberson to watch a movie to let the time pass by ended with everyone more or less agreeing that binging through the library of movies that he brought was a better use of their time compared to hoping the rain would pass any time soon.

"I did not hit her! It's not true! It's bullshit! I did not hit her, I did not! ...Oh, hi, Mark!"

Something he was just now beginning to regret given the fact that he was very likely losing brain cells with every second he spent watching the trainwreck on the television. Peter's gaze shifted from the screen to everyone else around him. Gwen had a slight smile on her face, which he took to mean she was debating on whether she was amused or as horrified as he was. Everyone else's expressions varied from amused grins (Brant) to sharing his disbelief (Grant and the Bird).

It was meant to be relaxing, Mary told him earlier. Just a way for friends to hang out by watching a film that's 'so bad it turned right around to being good again in its sheer badness'. He wasn't sure he agreed; he distinctly remembered cheap puppet shows on the street with stick figures covered in rags that had more understandable flow and caused less of his sanity to erode the longer he watched it.

Finally (mercifully) the film ended when the alien shot himself in the face and everyone bizarrely started mourning him, which contradicted their behavior just a few minutes ago. Peter didn't even try to suppress the sigh of relief, which was a sentiment shared by Grant and Falcon given the way they cried out when the DVD player spat out the CD. It was probably as sick of the whole thing as they were.

"That was beautiful," Brant said, standing up and putting the disc back in its container. Peter was sorely tempted to throw it down a trash compactor, "Now, as great as that was, that was only the appetizer." She pointedly ignored the groans everyone had and picked up two more cases, "Let's be fair, though: everyone gets a vote." She raised both cases like they were prizes to be fought over, "The Moonlight series or Sharknado. Which one do you guys want?"

He thought everyone else wouldn't care like he did, but he was quickly proven wrong when everyone immediately started squabbling and arguing with the guys arguing for the latter while the girls backed the former.

"They're both terrible!" Thompson said, "At least with Sharknado we can see celebrities turn into shark chow!"

"Yeah, but least we get to see Taylor Lautner shirtless in Moonlight!" Mary argued back. It was frankly bizarre hearing that from him considering her usual behavior.

"I read up on Sharknado. The actors and the directors didn't take it seriously, so you know it's gonna be funnier."

"Trust me, dude, you can't beat sparkling Vampires. Tornado sharks have nothing on that," Gwen replied, "Besides, it's like MJ said: shirtless Taylor Lautner. I'm a woman, I have _needs_."

Peter was distinctly thankful that he didn't have a drink on him since he was sure he would've sputtered it out. People were more frank about making crude jokes - another change 82 years had changed - but it still surprised him sometimes how casually people could drop it into conversation. Lana and Bullseye were the same, and he definitely didn't want to hear that a 15 year old girl considered that Cat themed hero in Paris 'really fuckable'.

In the end the Werewolf romance won out - mostly cause he and the Bird abstained from joining the argument - and he spent the next few hours watching a so-called Werewolf take his shirt off for the flimsiest of reasons. Robertson and Thompson spent the entire time pouting, though Peter was just glad that the lead character didn't look like Dracula...ironic considering it had a Vampire in it, but apparently the definition of Vampirism changed since Bram Stroker popularized it.

Peter found himself falling asleep by the seventh time the werewolf took his shirt off. He didn't know how much time passed, but by the time he woke up the screen was still playing through yet another scene where the pasty girl talked to a sparkling Vampire while everyone else was fast asleep, "Mmm..." He stood up slightly and looked down when he felt a the weight on his right shoulder.

Gwen was lying against his arm, her eyes shut and her breaths soft. Peter allowed himself a small smile before standing up, doing his best not to disturb anyone. Thompson and Robertson were gone, though that wasn't much of a surprise. They probably went to sleep since they couldn't take watching two cardboard guys fighting over an emotionally stunted girl.

He made his way to the kitchen and raised an eyebrow when he saw the suit sitting upright on the table with a large history book placed in front of it. He'd gotten used to seeing it even when it wasn't bolted onto Gwen, but did it have to appear as Spider-Woman with different coloration? Even the blob Dog used as a blanket was easier on the eyes.

Shaking his head, he opened the cabinet and took out his last bottle of whiskey. In hindsight he should have brought more of the stuff, but Mary didn't exactly give him a lot of time to prepare before she sprung the invite on him. He was lucky enough with the half dozen he got after the Hellhouse burned down. Just another reason Bullseye hated Gwen, he supposed.

Peter filled the shot glass with whiskey before he turned his attention back to the symbiote. It was still reading, seemingly undisturbed by his sudden appearance or the fact that Dog was sleeping on its lap. Occasionally it petted the small (how he hadn't grown at all in the weeks was still a mystery) pug, but beyond that it was determined to pore through the book.

"Getting some reading done?"

The symbiote 'blinked', tilting its head to look up at him. The lack of a mouth and eyebrows on the mask made it hard to tell what it was thinking, **"Yes. History. I wish to understand."** Peter still found it weird that it sounded almost like Gwen. Still, it didn't have her energy or obvious emotion.

"Anything specific?" He couldn't believe he was making conversation with a symbiotic suit, but he'd long since learned to stop trying make sense of the insanity his life had become. It made it easier to sleep at night, at least.

 **"American history. Gwen fights for New York, I wish to understand the people she hopes to protect."** It turned the page, its eyes shifting slightly in what looked like a frown, **"History is confusing. Humans are capable of cruelty for illogical reasons, but there are also those who sacrifice their lives for a cause or for the betterment of strangers."**

"It's a mixed bag. Things aren't black and white all the time, despite what people tell you. There saints and sinners, but most people are just a bundle of flaws and blessings. No one's perfect; thought that'd be obvious considering your bond with Gwen."

 **"I...don't know. There are no others - symbiotes - like me. I don't have a way to compare myself to others since I'm not human. You and Gwen are different from one another. Gwen is different from her friends. Villains are different from Heroes. Humans are different and I can separate them, but I know of no one else like me. The Creator didn't make any more."**

"If it helps, I doubt most people would look at Gwen or me and think we're completely human. Last I checked humans couldn't cling to walls or disappear in wisps of smoke." He down the whiskey in one go and smiled bitterly. His 'humanity' wasn't something he liked to think about a lot, especially not after what happened at that butcher shop, "You'll live, kid."

 **"Kid...another term for a child. Do you see me as such?"**

"Well I sure as hell ain't calling you Webster. No offense, but it drudges up a lot of memories."

 **"Of the one whose body you inhabit. I understand."** It closed the book stiffly, the pages hitting together with a muted smack, **"A child...I have a basic understanding on the value of family, but I don't know if it applies to me. I was not born normally and in all the books I read it talked of a certain order. Childhood, adolescence, adulthood. None of these have meaning to me."**

"You're not human, kid, but that doesn't mean you have to be. Humans ain't the only one in this place, and many scientists would tell you that we're just a higher kind of animal. You're different, that's all it boils down to."

 **"That's...acceptable."** It looked down at Dog and petted it again, **"One of Gwen's friends - the one called Betty - referred to Gwen as my mother as a joke before. I see similarities with how children inherit traits from their mothers and fathers. Could the same apply to me?"**

"You're asking me? I don't have a clue how things really work between you and Gwen, kid." Peter found it weird enough that the suit could talk in the first place. The last thing he needed was to think about what it considered a good approximate of a mommy and daddy, "Given the way she treats you I doubt she'd mind if you called her that."

 **"I understand. Given your relationship with Gwen, you are also the closest approximation of a father. Does that make sense?"**

"Not even in the least." He laughed wryly into the cup and poured another full serving for himself, swallowing the bitter alcohol and welcoming the slight buzz that came after, "Your relationship with Gwen is your business, so just leave me out of it. I've already got one kid I'm taking care of, I really don't need another." He shook his head. Lana was way too invested considering how little time they spent together, "Besides, Gwen and I aren't together. You know that."

 **"Another thing I find difficult to understand. You both care for the other and yet you don't act on these feelings. It's a contradiction."**

"You'll figure it out when you're older."

 **"Doubtful, but perhaps you'll prove correct."** It paused, the skin of the suit shifting slightly before it suddenly spoke up again, **"Your memories and traits. We are similar in a way."**

"How'd you figure that?" He raised an eyebrow. This should be good.

It pointed at the rosary that hung on his neck, **"You take things from others. A piece of them you carry with you. The same way I learn from Gwen."**

"So we both steal. What's your point?"

 **"You said once before that you were infected by the Lizard serum, but I wonder if it's not something else. I am made of the serum and what empowers Gwen, so could you not be similar? The one you call a poison is what brought me life, perhaps-"**

"You think I'm the serum, don't you? You think I'm like you." Poison given life with memories that didn't belong to it. The kid paused, the edges of its eyes shifting in a chaotic wave before it eventually nodded, "Huh...well, I'll admit that's less offensive than the others thinking I'm that mad scientist."

 **"You don't believe me."**

"Figured that out all on your own, did you?" He scoffed, "Listen, I got no clue what I am at this point, and really I've stopped trying to figure it out. The Spider-God's got its fangs in me and it ain't letting go. Whoever I am, something tells me he doesn't care." At this point he just wanted to go home. Mary Jane and Aunt May would've had a hard time accepting his state, but he had to try, right?

 **"I understand. I won't speak of it anymore."**

An awkward silence settled over the roof, broken only by the slight snoring of Dog on the symbiote's lap. Peter looked down at the bottle of whiskey and gave all his attention to the dark alcohol. It was hard to look at it (Her? Did gender even mean anything to something like that?) considered how it chose to appear as. On the surface it felt like he was talking to Gwen, even if it was only skin deep.

He was about to leave before it suddenly spoke up, **"The drink you hold in your hand..."**

"Yeah, what about it?"

 **"Alcohol. A vice that's noted in many of the history books. It's the cause of many events, most of them bad."** That's another thing that hadn't changed, at least. No matter what world you were in many disasters in history could've been avoided if everyone was sober and kept away from the sauce, **"It's not good for you. Why do you drink it?"**

"Going out and beating down criminals aren't healthy for Gwen either, and she does it no problem. Healthy isn't exactly what people are into, kid."

 **"You have a point."** It looked at the shot glass again, **"May I have a taste? The only matter I've consumed so far is chocolate, and only to ensure that I'm fed. I've never experienced consuming something sorely for pleasure."**

"Your first drink, huh? Guess everyone's gotta start somewhere, right?" Christ, he really was starting to feel like the kid's dad. Shaking his head to ward away those thoughts, he filled up another shot glass with what little whiskey he had left (which wasn't much) and offered it to it, "Cheers."

 **"Ah...cheers."**

It clinked its glass to his awkwardly before quickly following his lead and downing it in one go with a mouth it suddenly sprouted. The mouth left as quickly as it came, though it was hardly the end of it. The symbiote's eyes widened suddenly, the large white expanse of space shifting in another jumble before it slowly calmed itself down to its usual state.

"...That's a new reaction. Can't tell if you liked it or you wanna throw up."

 **"Yes. The drink is...odd."** It placed the shot glass back down onto the table and tilted its head to the side, **"Bitter, lingering taste. Different even from the alcohol that Gwen consumes. I don't understand why you enjoy it so much."**

"Sometimes we just wanna try to forget. Not that it works for me, but it won't stop me trying." He poured the last of the bottle (it was a really small one) into the glass and finished it off, "Well, that's the last for me, I guess. Back to losing braincells with those damn movies."

 **"Why does the Vampire sparkle? Historical legends of Vampirism don't include-"**

"Don't ask me...matter of fact, don't ask Gwen either. Pretty sure she's only in it because she wants to see if that other guy'll take his pants off, too." No, he wasn't jealous. He just found it...petty, that's all.

Sighing, he threw the bottle into the trash and made his way back to the living room. Might as well get this over with...

* * *

 _June 5, 2016. Blue Swallow Motel._

The inside of the motel room was bigger than he thought. Spider-Man looked around the surprisingly wide confines with narrowed eyes. The television on the table was bigger than anything he'd seen back home and the two beds seemed comfortable enough from what he saw. He opened a nearby closet and his mouth twitched when he saw the assorted clothes that filled every brim of the inside.

Someone was expecting him.

Shadowcat whistled from behind him, "Huh, fancy digs for a place like this," she said, her voice light and casual. Peter looked back and found her sitting on the right bed, her legs crossed and an easy smile on her face. It looked bizarre considering she was covered in dried flecks of blood, but he should've gotten used to it. Something told him that she was his only lifeline in this madhouse.

Despite her words earlier they weren't attacked by those ninjas or anyone else, though he was still on-guard the entire roundabout trip here. For all he knew he could round the corner and get attacked by a bunch of cultists who wanted to sacrifice him to their god.

Sighing, Spider-Man sat on the bed and let himself relax. The clock's hands pointed at just past 1 am in the morning and despite his usual haunting hours he already felt exhausted. 5 years of being mangled for that Slant's amusement and now he was being dragged along by his balls by a girl who didn't look a day over 17 covered in the blood of the people she'd killed.

What a world...

Without saying another word he stood and made his way to the bathroom, ignoring the way his 'partner's' eyes bore into his back. Spider-Man flicked the lights open and winced at the reflection that greeted him. He didn't look any better from last time and the crimson spots weren't doing him any better. Suppressing a frown, he opened the faucet and washed the blood down the sink. It was a miracle that the motel manager didn't question either of them considering how they looked.

Against his better judgement he threw open the shower curtain and took a quick bath. It was a risk - for all he knew Shadowcat could stab him in the neck as soon as he let his guard down - but he couldn't stop himself. Back in the butcher shop the Slant didn't exactly give them much even in the way of basic necessities. Right now the hot water felt like heaven.

That done he put the (stolen and bloodstained) clothes back on and returned to the sink, "Damn it..." He grabbed the shaving cream, razor and scissors and got to work. There was something relaxing about the monotonous routine - for a second the normalcy of it made him forget all about the mess this entire thing was.

And then Shadowcat quickly reminded him, "Good to know you've got your priorities straight." He looked up and glared at her reflection in the mirror. He looked marginally better without the messy stubble and disjointed hair, but the pale skin and sunken features remained. He'd need a lot more to put it behind him, "Gotta say I think the stubble looked better than the babyface look."

"What do you want?"

"I gotta use the shower. Get the stink of blood off me." She gestured to the open shower curtain and the clothes on her arms, "Oh, and fair warning: if you try to leave I'm gonna hunt you down. We clear on that?"

"Where would I go? It's not like I have anywhere else to be."

He left the restroom and lay on the bed again, staring up at the ceiling blankly as the sound of running water echoed from the restroom. This was all wrong - he was supposed to be back home, studying through College for a science degree and then finding a job to support both himself and Aunt May. Now he was stuck here in this hellhole while everything around him made less and less sense with every second that passed.

His musings were cut short when the water stopped and Shadowcat stepped out soon after wearing a black tanktop and a pair of torn jeans while her feet remained bare, "Huh, halfway expected you to try and run." She smirked at him through the towel that covered her damp hair. Spider-Man rolled his eyes and looked back up at the ceiling. He might have agreed to go with her but that didn't mean he had to play along her games.

She walked back to the other bed and lied down on it, grabbing the TV remote and flipping through the channels casually before eventually stopping at a news report, "Christ, another report on Spider-Woman? These people are obsessed with her." She snorted. Despite his better instincts telling him otherwise he turned his attention to the bizarrely large television and the blaring news report.

Same thing as the one in the diner; another spiel about New York's hero and her ongoing feud with this world's Jameson...though he found it rather weird that she was winning said feud even though she apparenly hadn't shown up for a couple of days.

His attention was drawn more to the report on her 'partner', "It's been over a week since Spider-Man's declaration of abandoning his vigilante crusade and so far New York citizens haven't seen a single trace of him. Some claim otherwise, but have offered no proof when pressed. Could Spider-Woman's sudden absence be related to her partner's declaration? Tune in at-"

That was as far as the reporter got before Shadowcat changed the channel to a movie of some kind. Spider-Man gave her an annoyed look, though she paid him no mind, "Hey, I was watching that."

"What for? It's the same thing every time: Spider-Woman good, Spider-Man bad and then it turns into a rumor mill on when the fucked up hybrid baby's gonna come out." She rolled her eyes and tossed the remote down the bed, "I swear these guys wouldn't be able to wipe their asses if Spider-Woman wasn't there to help them. Its kind of sad."

"What's the deal with her?"

"What, Spider-Woman?" she asked, getting a nod in return, "I'm not really an expert on her, bub. I just know what everyone else does - she was a celebrity for a while, she was accused of murdering Peter Parker and then she overturned that after 3 years and suddenly everyone's acting like she's the second coming of Christ. New Yorkers just follow the train even if it's falling off a cliff from what I've seen."

"Huh..." He sat up on the bed and frowned down at the floor. Murdering Peter Parker? What the hell did this world's version of him do to deserve that? "What about her partner? Spider-Man?"

"What, him? That's a barrel of snakes if I've ever seen one." She grinned, "I got some info on him from the packet S.H.I.E.L.D gave me. Apparently he's your clone."

"My...what?"

"Clone? You know, a copy-"

"I-I know what cloning is." It was just a theory back where he came from - a twinkle in eyes of a few scientists who wanted to play God - but he got enough of a gist of it to figure what it meant, "But what do you mean he's my clone?"

"Apparently he was dead until he suddenly wasn't." She shrugged casually at the disbelieving look he gave her, "Hey, I'm just telling you what I heard. Whoever he is he started running around thinking he's you because he got your memories. Even has the same powers, I think. My advice? Probably better if you didn't meet. Something tells me neither of you are gonna like each other."

"This is insane..."

"I've seen worse. Hell, the only reason they told me is cause they know I can keep a secret. Anyone else sent after you probably just got told you were some deranged Mutant."

"Anyone else...those ninjas with the guys paying you?"

"What, the Hand? Nah, they're too self-interested for that," she said, "Dunno why they're after you, but my guess it's nothing good. I've fought those kinds of ninjas before. Best thing I can say is it's not Matt Murdock's faction. Those guys are a real pain in the ass."

"There are 'factions' now?"

"Yeah, thought that'd be obvious. Crime ain't one happy family and secret societies aren't any different. Murdock's ninjas tend to wear gray, those guys were covered in red. So I'm guessin they're from another group trying to make a power play and that's why they wanted you. Figure it's either that old crone Gao or that asshole Bakuto. I've been on both ends of that little civil war and trust me there's no lesser evil in that game."

"Great..." He pinched the bridge of his nose and sighed. Just what he needed: secret societies who treated people like pawns on a chessboard. And he thought Crime Master and the friends of New Germany were bad enough back home.

"Hey, look on the bright side. At least with S.H.I.E.L.D here you don't have to worry too much."

"One paymaster for another. So much better..."

He didn't have long to contemplate his situation before the door suddenly opened. Spider-Man's head snapped to the new arrival and he met the gaze of an old dame in uniform who had an eyepatch covering her left eye. She was definitely up there in years, but the way she walked and presented herself made it clear she was anything but feeble and helpless.

"Peggy...long time no see." Shadowcat gave her a lopsided smile before turning back to him, "Guessing she's here to give you the same pitch she gave me and Logan. Don't you feel special?"

"Hmph, still as obstinate as before, Shadowcat." The older woman gave the teenager a subdued smile, the gesture surprisingly quick before it quickly disappeared, "Your payment has been delivered to your account, though I encourage you to stay. There's a little extra in it for you."

"Hey, it's your money." She shrugged and sat up on the bed.

"Very good. Now..." 'Peggy' turned to face him, her gaze keeping him frozen on the bed despite the fact that she had a chunk of her face covered up, "My name is Margaret Carter. You are Peter Parker, this is correct?"

"That an actual question?" he shot back. The dame's remaining eye narrowed and he sighed, "Yeah, last I checked I'm Peter Parker."

"Hmm, very good. How much do you remember of these past five years?"

"All of it. Starting from that lightshow underneath the asylum and all the experiments that mad scientist did to me..." He scowled and clenched both hands tightly. He saw the scars when he took off his clothes earlier. He would've thought his healing would remove them, but there they remained; permanent reminders of his mistake of just not killing Octavius when he had the chance.

"Well, I suppose I should tell you about Spider-Man-"

"Shadowcat already told me about him. My...clone, right?" Carter locked gazes with him for a few seconds before she eventually nodded, "Look, whatever you think he is, I'm the real one. Some idiot dressed like a circus clown isn't gonna take that away from me."

"You seem convinced, child. Did you know you were dead for the past few months and only now just sprung back to life?"

He had no answer to that. Shadowcat looked at him with a raised brow, though her reaction was muted all things considered. Spider-Man scanned the dame's face for any sign that she might have been playing some kind of sick joke, but her expression was serious as could be and his spider-sense didn't flare once. Either she was telling the truth or she was crazy enough to think she wasn't lying.

Neither spelled good things for him.

"I'll take your silence as an answer." She smirked slightly and sat at a nearby chair, crossing one leg over another in a practiced manner, "When we recovered your body you'd been deceased for at least a few months, though your rate of decay had almost stalled. We attributed it to the preservation fluid that Cindy Moon used to store you, but we see now that it's more complicated that."

"You're saying I came back from the dead?" He laughed bitterly, "Can't tell if you're crazy or what."

"Whatever you think of me, Mr. Parker, the truth speaks for itself. You're standing here now months after your heartbeat stopped. Incidentally I do wish to thank you for not killing agents Smyth and Johnson along with many of my other agents during your escape."

"Yeah, don't be. I didn't do it out of the goodness of my heart..." He didn't have time to make sure everyone was down under when he did his escape attempt. Neither did Drew come to think of it, though he wouldn't have been surprised if he killed at least a few with those electric hands of his. Escape mattered more than revenge, damn what that red blob said.

"Well, to get to the meat of the topic. You have abilities, don't you?"

"Wouldn't have gotten out of your bunker if I didn't." Granted he had nothing to some of the freakshows in this place, but he didn't need it back home. Back then he was the biggest freak in town, Daredevil nothwithstanding, "What's it to you?"

"Really? Thought that'd be obvious, Spidey," Shadowcat cut in, "She's gonna offer you a job. Tell you that she can't give you what you want but she can give you something else you can spend a few years wasting your life on. It's the same pitch every time."

"Not quite." Carter laughed under her breath, "Unlike with you and Logan I actually can offer Mr. Parker what he's seeking. When Alistair regained his consciousness he told us what you asked him. You were looking for Otto Octavius, correct?"

"Yeah..." He didn't like the way she said it. She was definitely angling for something, "Why, you know where he is?"

"Yes. Actually, your counterpart has spent months searching for him as well. He believes that Octavius is the key to finding a way back to his home." Spider-Man scowled and she raised both hands slightly, "No need for anger, child. He believes that he's you, and until your sudden revival we had no concrete proof on the extent of the transference. Given your presence here now I think it's fair to say that he isn't the original."

"Right." He was getting distracted. Who cared about some impostor? "Look, just tell me where Octavius is."

"He's currently in Germany right now. If you weren't aware Otto Octavius is embedded deep within the terrorist organization S.I.L.K and getting him isn't as simple as kidnapping some thug off the street-"

"I don't care. I'll find a way."

"Many more than you didn't listen, Mr. Parker, and they all died in the end. Powers or no you're not going to accomplish your goal alone, so be quiet and listen." Spider-Man clenched both hands against his legs and bit his tongue to keep from saying any more. Her tone left little room for argument, "Good, now as I was saying he's embedded into S.I.L.K. Having his location isn't the only thing you need. You need-"

"You're saying I need your help."

"More accurately she's saying she's not giving you the info till you make it worth their while," Shadowcat said, "It's how the world works, bub. You want the Octopus guy you're gonna have to play ball."

"Ms. Pryde is correct. We have a mole inside the cell Otto Octavius is in, and taking their head scientist would compromise our investigations. I promise you that in due time you will get what you want, but until then we can't afford to disrupt our operations on the needs of one man."

"Not unless I make it worth your while, you mean." Blackmail essentially...well, this at least he understood. Good and bad were relative. He didn't know these 'Shield' clowns from Jack, but at least they were upfront about tugging his strings. It was refreshing to an extent, "What do you want me to do?"

"We'll contact you when needed. Until then this room will be your safehouse - the rent's already been paid in advance for the next few months - and Ms. Pryde will be your handler. Work together and the tasks should be manageable."

"So this is why you wanted me to stay, huh? A babysitting gig?" Shadowcat laughed wryly and shook her head, "Been a while since I've had one of these, Peggy. But you know I work better alone, right?"

"Call it a gamble, then. Hopefully your temporary partnership will work better than how your last one with Logan ended."

Carter left after that with nothing more than a promise to contact them soon. Spider-Man didn't say anything. What could he say? This was insane, but it was the hand he was dealt. Did he like the idea of postponing a way back home any longer than he had to? Of course not, but he didn't see many other options here. Between Carter holding the info back and that damn clone of his he couldn't help but feel this was the best deal he could've gotten.

"So, guess we're gonna be partners for a while," Shadowcat said, jolting him out of his thoughts, "Huh, thought this'd be a quick gig. Didn't expect we'd get stuck together. Should be...interesting."

"Yeah, we'll have a gay old time..." He scoffed. Just what he wanted; a crazy teenager who had claws coming out of her hands and feet. Next thing he knew he'd be forced to work together with that damn copy.

"Gay old time? You really aren't from around here, are you?"

"Guess not, 'bub'." He ignored the barb she shot back and made his way out of the door, breathing in the polluted air of the city with a small amount of relief, "This is crazy..." He leaned across the railing and looked down the parking lot and the nearby road. This place was gonna be his 'home' for the coming weeks while those clowns pulled his strings...

The peace and quiet didn't last long before a speeding van ran down the road. Before he could so much as blink he saw a girl jump up after it, white bursts of light coming from her hands and propelling herself forward to catch up to the runaway vehicle, "Hey, slow down you fuckers! Don't make me blow your fucking van to goddamn pieces!"

...This place was insane.

Spider-Man closed his eyes and drowned the noises out, _'Hold on, Aunt May. I'm coming back soon...'_

* * *

The next few days passed by in a blur. Drinking, games, watching movies, embarassing stories...one day blended into another for Peter and before he knew it the week was over and they were on their last day.

And what a last day it was. Apart from Thompson finally bringing out the his only pile of halfway decent booze the band decided to give them all a preview of their latest song...granted he had no idea what it was about and he might as well have been wearing earplugs throughout the entire thing, but it was still nice to see Mary and Gwen 'rocking out' (that was the right term, right?) without having to be piss drunk about it.

Not that they didn't get drunk (or lightly buzzed, in his case) after the song was done. He distinctly remembered a lot of stupidity and Thompson attempting to start an 'eightsome', but beyond that it wasn't anything worse than the first night.

The morning came with a glorious wave of everyone but Peter groaning and wishing that the sun would just go away and let them have some more sleep to nurse off their headaches. Peter opened his eyes and picked himself up off of the floor of the living room. Everyone else was collapsed on the ground in varying degrees of hungover - Gwen definitely had the worst of it given the way she groaned an asked the symbiote if he could flush the alcohol out.

Sometimes life was good to him.

"Alright, everybody, wake up!" He pulled open the blinds and was greeted with a chorus of 'fucks' and 'shits' and at least a few comments about his backside. Peter allowed himself a small smile and picked up his pre-packed bag off the floor, "Don't shoot the messenger, guys. Grant was the one who said we had to leave when the sun was up. Come on, get up!"

"God...fuck off, Peter!" Gwen groaned, hiding her head under an oversized pillow.

Revenge was sweet.

He ignored the curses that came his way and left the door wide open, letting more sunlight stream into the assorted drunkards. Peter didn't stop walking till he was by the riverside again.

His lips quirked up in a small smile and he took a deep, lingering breath. This was a hell of a week, but it was over now. Soon he'd be back in New York and...well, not playing vigilante anymore that was for sure, but this little 'vacation' of his was over. It was nice while it lasted, even if it was just because he wanted to run away and forget about his problems.

Footsteps came from behind and soon Mary was standing at his right side, her expression a mix between irritation and amusement. She was definitely taking the hangover like a champ, "Hey, Tiger. What's with the loner act?"

"Just needed some time alone before I'm trapped in a van with seven hungover people who're probably holding a grudge." He took out a single coffin nail and lit it quickly, "Hey...thanks for inviting me, Mary. This was...nice." It was stupid and crazy and a lot of other things too, but he couldn't deny he had fun. Sometimes it was nice to just be mindless for a while.

"Heh, you're welcome." She smiled at him and tossed a stone through the river, "You know, I'm glad you and Gwencent agreed to come. Her especially. Ever since she became this big celeb it's been..."

"Odd?"

"Yeah, definitely." She laughed softly, "I mean I told her that everything was cool and that she's still 'just Gwen Stacy' instead of Spider-Woman in my eyes, but it's just...the way the city treats her is getting insane. I'm seeing fanclubs, invites on the Oprah Winfrey show, she's on cellphone basis with She-Hulk and Wasp and even my sister's making fanfics about her. You have any idea how weird it is reading softcore porn knowing it's about one of your friends?"

"No, can't say I do." He paused, considering his next words, "I'm sensing this is more than just that, though."

"Your spidey-sense tell you that?" she joked back, her smile turning a tad strained, "...Alright, I guess I'm kinda jealous. Gwen never wanted to be famous and now here she is up there with the big names like Captain America and She-Hulk. Even our band is starting to feel like an extension of that. A lot of the people who started offering deals are doing it cause they think we're tight with Spider-Woman...I mean, we are, but I kinda wanted it to be about our music and not cause they think we're Spider-Woman's charity case."

"But..."

"But I can't say she doesn't deserve it." Mary sighed, "I saw the way people treated her for 3 years. I can bitch and whine about how everything fell on her lap, but that's bullshit. That bite might have been chance but what she did with it was all her. If I got bitten I'd have probably kept doing what she did during high school and just kept having fun. No superheroics for me unless I wanted some publicity."

"That's not a bad thing. Caring for yourself isn't the same thing as being selfish, you know?"

"Yeah, I know. It's just..fuck, I'm not good with these kinds of talks, Tiger." She stuffed her hands into her pockets and took a deep breath, "I'm glad she came with us cause...I dunno, I guess I'm getting paranoid that pretty soon she's gonna let that fame get to her head and suddenly she's too busy hanging out with celebrities and movie stars to spend time with us little people."

"Gwen's not like that."

"Yeah, she isn't like me, I know." She waved away his counter and smiled wryly, "Ah, don't mind me, I'm just being pouty; probably the beer. I'll be fine when we get back to the city."

"You tell Gwen about this?'

"You serious? Only reason I'm telling you is cause I know you won't blab. What happens in the lakehouse stays in the lakehouse, remember?" She bumped her left shoulder to his right and hummed, "I just hope that we can keep doing this. I mean it's a tradition at this point. Who knows, maybe next year Gwen'll be working for S.H.I.E.L.D full-time fighting Red Skull ad M.O.D.A.A.K."

"No one can tell what the future holds, Mary. Just hope for the best, I guess."

"Yeah..." She looked down let out a soft breath, "Hey, that invitation extends to you too. You know that, right?'

"Hah...flattering, but I'm gonna have to pass. I'm planning to go home and with any luck it'll be before the year ends."

"Home? You mean back to the 1930's?" He nodded. Mary blinked twice before she let out a soft whistle, "Damn...no offense, but why would you wanna go back? I mean I dunno how the history works given this alternate dimension bullshit, but from what I remember from high school it kinda sucked."

"This place ain't a basket or roses either." Peter rolled his eyes, "Still, I've read up on your history books; this place got the easy end of the stick compared to mine. If Captain Stars-and-Stripes tried to sign up for the army back where I came from they'd have lynched her for trying. A Black woman as the symbol of America...Roosevelt would've turned in his grave if he found out."

"Sounds like a shithole."

"Yeah, but it's mine. Home is where the heart is and all that garbage." He threw the cigarette down and stamped it underfoot, "You wouldn't ditch this place either, right?"

"Guess not, but I thought you and Gwencent were...a thing?"

"Haha...no, that's not happening." He ignored her look of disbelief. It was the truth, though he understood how she might've misinterpreted it, "Come on, lets get back to the others before they notice we're gone-"

"Too late." Both their heads snapped to Gwen. She looked remarkably better than when he saw her a few minutes ago; if he had to guess the kid must've actually flushed the alcohol out of her system, "MJ, Glory's calling for you. Said something about one of your CD's being busted?"

"What? Oh for fuck- I'll be right there."

Mary clapped his shoulder as a quick goodbye and rushed past Gwen, screaming something about leaving her vinyl record alone. Peter watched her go and suppressed a smile. He was going to miss this when he left.

"Almost forgot this." Gwen handed him his phone...which had at least over a dozen messages from what he could see. Peter winced; this was gonna be a real trip, "So...what were you and MJ talking about?"

"Nothing you need to know." He stuffed the phone into his jacket pocket and shrugged off her probing look, "You don't need to know everything, Gwen. Trust me if it's something dangerous I'd tell you."

"Right..." She bit her lower lip, obvious unconvinced.

"Hey, come on, you don't have to worry about everything. You're Gwen Stacy to these people, remember? Spider-Woman isn't all who you are so there's no need to play hero this time."

"I guess..." She sighed.

"Come on...lets get to da choppa!" She did a double take and gave him a wide-eyed look of disbelief, "It's, uh...something from one of those movies we watched, remember?" That's what he got for trying to cheer her up... "The guy screamed it when they were being hunted down and...yeah."

"...You're such a dork, Pete." Before he could say anything back she suddenly stopped closer and pressed her lips against his in a soft kiss. Peter was torn between pulling her closer or pushing her away before she suddenly stepped back, looking up at him with a mischievous smile, "Just getting one for the road before things become crazy again. What happens in the lakehouse stays in the lakehouse, right?"

"Right..."

The trip back was spent looking through the messages he'd gotten. He got a couple from Norah (some new scoop she needed help with), some from Cindy (asking him if he wanted to hang out), three from Bullseye (about finding a new bar to replace the Hellhouse) and a few missed calls from Lana followed by a message (most of which was a curse filled rant asking him why he wasn't picking up).

He also saw a few from Hardy and Spector, which he deleted without looking. He'd cut off contact ever since the incident at Times Square and the last thing he needed was a lecture from either of them. Castle at least had the common decency not to ask at all, which he appreciated.

Peter had mixed feelings when he saw New York again, though he couldn't deny there was a certain sense of being at home again when they finally entered the city proper. It wasn't his home, but in some respects it was close enough. Everyone else was talking about college or work...well, it made sense. They had roots here, he didn't. That's the way he liked it.

He went his separate ways with the others and walked back to his apartment with only Dog for company, "Ready to head back, boy?" The pug looked up at him with the same wide smile as before and trotted ahead of him. He never really considered what would happen to the little guy once he went back. Take him with him or just leave him to Lana? It wasn't like he could ask him.

Sighing, he opened up the phone again and dialed Lana's number. She'd probably want a notice that he was back in town.

The phone rang twice before Lana's voice came from the other end, "Pete? That you?"

"Yeah, I'm back in town..." He trudged up the steps of the apartment, "Phone was out the whole week. Where are you?"

"I'm, uh...actually I'm at Ben and May's." Peter stopped. Dog looked back worriedly at his sudden pause, "Hey, Pete, you still there?"

"Uh, yeah, um...just curious why."

"Well they got my number somehow and they invited me over for dinner when you left. I've just been kinda hanging out with them, helping May out with what I can. You...don't mind, do you? I mean it beats hanging out at my grandma's place and since my friends are busy and all-"

"No, no...it's fine. Just surprised, that's all." He continued walking to his apartment, "Alright, well, just wanted to let you know I was back in town. See ya."

He cut the call before Lana could say anything back. Lana was spending time with the Parkers...sure, why not? It wasn't like it was any of his business, right? "Right..." He unlocked the door put his bag on the dining room table. He was just an idiot. Lana's business was hers and he shouldn't worry about it. Besides, wasn't it a good thing? She'd get less clingy if she had someone else to spend time with.

His spider-sense rang, though it was different from before. Not danger, but it wasn't like the times it called to him when Spector was close. This was new.

"Finally. I've been waiting for a while now."

He unzipped the bag and took out a pistol, aiming it right at the source of the voice. A woman, probably a few years older than him. Peter caught sight of light brown hair tied up in a ponytail, though her eyes were hidden by dark red shades. The rest of her attire was casual enough with a dark leather jacket, a gray undershirt, white slip-on shoes and red pants with a loose scarf matching its color.

Definitely not anyone he recognized, though Dog didn't seem to share his sentiment.

Without any hint of hesitation the small pug trotted over to the stranger and pawed at the patch of skin between pants and the shoes, eliciting soft laughter from the intruder, "Hmm, it's been a while, hasn't it?" She knelt down slightly and petted the top of his head, "How've you been?"

"Who the hell are you?" Peter leveled the gun at her head. He didn't need another Murdock.

"Depends on who you ask. Most people who know me call me Madame Web, but I prefer Teresa-"

"Get out." He didn't know what it was about her but he felt a sudden bout of irritation. The worst part of it was he didn't understand why - all he knew was that he wanted her gone, "Leave, now, before I shoot you."

"Huh, well that's a Parker family reunion for you..."

"...What?" His grip on the gun loosened just slightly before he regained his focus, "What are you talking about?"

"Sorry, I guess this is all confusing to you." She gave him an apologetic smile and raised her hands in calming gesture. He caught sight of a multitude of rings that covered her fingers, "Well, starting over from the beginning: my name's Teresa Parker...nice to see you again, little brother."

...He took it all back. He _really_ hated this place.

* * *

 **Remember when this story was about Noir meeting Spider-Gwen and his antagonists were the relatively grounded Maggia mafia gang? Yeah...those were the days, weren't they? Now it's turned into this clusterfuck with clones, awkward 'romances', more side-characters than I know what to do with and the mystical aspects being cranked into overdrive with the Hand, Anansi and now Madame Web.**

 **Not to mention Noir himself. Originally it was some memory flashes, but now no one has any clue in-universe who he's supposed to be: Gwen and others think he's 65-Peter, Noir thinks he's the original (hahaha- no), Peggy Carter, Spider-Man and Shadowcat assume he's a SOMA-esque memory clone while Venom thinks he's sentient Lizard serum like Blacklight Alex Mercer.**

 **I mean granted one could argue it was inevitable since I doubt I could've stretched 'Noir meets with Gwen and fights mafia' for 71 chapters, but it's still kinda weird where the story went. Now we have Teresa Parker - Peter's kinda-sorta-maybe- sister - as Madame Web. There's gonna be some really mystical bullshittery in the next chapter with the Hand, the Chaste, Anansi, the spider society and the Pariah totem, so...yeah. Should be a trip.**

 **Oh, and Teresa's not an OC; she was introduced in a 2014 story arc and reappeared in the recent Peter Parker: Spectacular Spider-Man comic. Anyway, the votes on Carnage and Crime Master were relatively equal till the later reviewers tilted it towards CM. So the next main arc is going to be about Spider-Man and Shadowcat playing clean-up on the mess Noir, Gwen, Harry and Cindy left behind.**

 **Anyway, after watching through Defenders I'm wondering if it'll be a good idea to write a Daredevil/Jessica Jones romance. I always did consider the possibilities of these two during their individual runs and Defenders added some really good chemistry between the two. Helps that both of them are emotionally troubled cynics, which I prefer writing ;)**

 **Review Answers:**

 **TheOkWriter - Yes, and as I said that's not the case here in the fic so there's no point worrying or bringing it up.**

 **Red Rain17 - I need to focus on which arc goes first. That's all it is.**

 **aach06 - Spooked isn't the right word, especially since she seems to enjoy the benefits it gives her. I'd say she's just having some doubts, which are normal.**

 **KasugaRomio - Trust me, I'm good. I may be getting a PS4 soon so that might stall updates, but till then I'm golden. As for Gwen and Noir? Not adorable; trust me, I can't write cute to save my life. And Spider-Carnage would likely look extremely fucked up given Spider-Man's mental state and how violent the symbiote is.**

 **For chapter 73: again, not cute; Benjamin doesn't really work since we spent 70 chapters referring to Noir as Peter; and CM arc is next given the way people have voted.**

 **Cyclopz - Uh...who's the tomboy ship? Are you referring to Lana? Cause that wasn't a thing given she's jailbait. If you mean in general then Gwen is pretty tomboyish and I think she counts for that definition.**

 **Esquire-Man - Huh, playing catch up :) Yes, I played Watch Dogs, and yes I stretched the limited material to the breaking point with convoluted bullshit such as the end of this chapter.**

 **Nameless - Femme Fatale? Uh, are you mistaking Shadowcat for Black Cat? Cause the former is pretty far from being a femme fatale given her general behavior. Spider-Man even calls her psychotic in his narration.**

 **For your earlier chapters: Gwen's an easier test subject and SHIELD did try to replicate her symbiote...it just went horribly, so they don't try again. And yes I plan to introduce the Queen to a certain degree. For the rom-com, sorry. DC just isn't my thing for fanfics since the characters feel less human compared to Marvel, at least to me. I like them well enough, but Batman feels more like a caricature than a person compared to others.**

 **And really, just add numbers like 'Nameless457' or something. Spamming is not as good as Private Messaging.**

 **Dr. Sugarcakes - Rule of drama. Arkham Knight had everyone evacuated and it was fucking boring having no innocents, so we accept it. Noir's already an outsider in the fic with his Pariah totem, but more on that next chapter. As for Peter and Gwen...still not convinced these two can work.**

 **Krolikson - Depends on which one people want first. Each arc deserves its own focus chapters rather than back-to-back.**

 **Henchman213 - Honestly the Shadowcat/Spider-Man reference to Ultimate was an accident, but it's a happy one :) For Carnage, lets assume the other heroes are busy with other things - not a hard sell considering this is Marvel NYC. And sorry to disappoint you, but the symbiote talked a lot in this chapter.**

 **Hardlight - People wanted to wait a bit, and I wanted reviews. Win-Win. Anyway, CM won out so focus on that first.**


	75. Deeper into the Rabbit Hole

**So I just got a PS4 pro, which might affect my update rate depending on whether I can buy time sinks like Persona 5. Also watched episode 3 of the new Spidey cartoon which introduced Gwen Stacy; she definitely takes cues from her ASM movie version along with being slightly condescending and stuck-up like her original characterization before they made her nicer. Let's just hope Jackal being her uncle changes his motivations with her because...yeah, his comic origins don't work here.**

 **Before we start I do have one question: given the events of the lakeside retreat arc, can anyone really buy the 'thing' Gwen and Noir have right now? I dunno, I just read back on it and I can't help but remember the time Noir admitted to shooting her (and only didn't do so because he was out of ammo) and Gwen lying to him for 2 months. Granted the fight was a high stress situation and comic couples have done _way_ worse on average, but it's still glaring for me. **

**I dunno, I guess I'm just starting to regret putting it in, even if it was meant to be a lighthearted romp before we dive elbow deep back into the insanity with people like Carnage, Hobgoblin, Jack-o-Lantern etc etc.**

 **Anyway, the first segment with Teresa and Peter is just gonna be one giant bunch of exposition that probably won't make sense given how the two converse with one another. Oh well, I think it does a decent enough job of expanding on the Hand beyond Matt Murdock...even if a lot of it is cribbed straight out of the Netflix shows and mixed with the comics to...mixed results.**

 **Side note - It doesn't come up in this chapter, but I did some reading on 'Required Secondary Powers' and may start tweaking some people's skillsets. Example: it's noted that Cyclops must have extremely durable neck muscles and/or bones since he doesn't just snap his head from the feedback of the optic blasts. Likewise Sue Storm also has to have a degree of light manipulation since going invisible doesn't render her blind.**

 **For this fic the biggest recipient would be Lana. In canon we've seen her use blasts strong enough to blow apart a plane, use explosions to boost herself in the air, and at one point she's shown using her powers for an explosive punch on a super durable villain; feats like these would _need_ enhanced durability and a degree of fall dampening since otherwise her bones would have been shattered. **

**Likewise she survived an extended beating from Hammerhead (whose blows have been strong enough to hospitalize Peter and Miles) and in Ultimate End she also took a glancing headshot from Punisher and remained upright. There's definitely something going on there since no normal teenager could pull this off.**

* * *

As long as Peter remembered he always wanted a sibling. It wasn't that Aunt May and Uncle Ben were bad parents - it was the exact opposite, actually. Ben treated him like he was his own son and despite them not sharing blood he and May were closer than she ever was to the rest of the Reilly family. He didn't even remember his parent's faces as anything more than blurred caricatures; things he expected his mom and dad to look like rather than how they really were.

Still, there was decades long gap between them that was hard to deny. His parents (apparently) weren't spring chickens when they had him and both May and Ben were even older. Peter did his best to grow up quickly to try and catch up to them, even taking to their socialist beliefs wholeheartedly despite his inititial reservations, but it never felt enough. He always felt like the tagalong, the kid desperately trailing after their coattails. A brother or sister could change that, or at least that's what he thought.

Right now Peter wished he could go back in time and strangle the little bastard who made that wish.

"You've been quiet since we left."

Peter turned his head to the side and glared at his unexpected (and unwanted) companion. Teresa 'invited' (read: forced) him out of the apartment so they could 'have some fresh air', but he couldn't help but feel like he was being led somewhere he didn't want to be. The fact that his spider-sense handn't stopped buzzing at the back of his head like a really annoying fly really didn't help.

As if reading his mind Teresa suddenly spoke up, "I'm not planning to lead into some kind of trap, Petey-"

"Don't call me that," he snapped, voice lowering in an annoyed growl.

"Wow, someone's touchy." The right of her mouth quirked up slightly, "Alright, _Peter_ , can I please continue?"

"I get the feeling you're going to whether I agree or not."

"Hmm, and I thought I was the one who could see the future." He narrowed his eyes at her. Seeing the future...he never placed much stock in fortune tellers or gypsy hearsay, though right now he couldn't help but feel like that was short-sighted. Even back home there were freaks like him and Daredevil, so who was to say that another form of fantasy was impossible? He was pretty sure anyone else would consider the idea of a Spider-God to be insane.

"Well, to continue, the reason your sixth sense is still ringing is because your patron - the one you call the 'Spider-God' - isn't very fond of us. There's a reason it's referred to as The Pariah, after all."

"Pariah? Get that out of a stage show?" He snorted and rolled his eyes, "I didn't have problems with Spider-Woman or Spinnerette." It was the opposite, in fact. Back then he'd been more than a little worried by his spider-sense's absence in dealing with them, especially since it allowed Gwen to pull the wool over his eyes for 2 months. He couldn't deny he'd gotten used to that extra warning every time he dealt with people.

"Don't shoot the messenger, little brother. I didn't exactly choose to call myself Madame Web either." She stuffed her hands in her pockets and laughed under her breath, "Besides, Gwen and Cindy are different."

"How do you-"

"I'm psychic." The amused grin she was sporting reminded him far too much of Murdock's smug smirk, "Being serious for a bit, it's one of the 'perks' that come with being someone in my position." She touched his shoulder reassuringly and quickly pulled back before he could push her off, "Don't worry, I won't expose them. I'm not a fan of shooting myself in the foot, after all."

Peter didn't say anything. Whether she was telling the truth or not he couldn't tell; without his spider-sense he was forced to rely on body language, but even that didn't help. Her every movement was controlled and perfectly measured, showing no signs of the tics he expected.

"Done looking for cracks?" she asked, jolting him out of his impromptu observation and causing him to scowl at her, "Look, Peter, I get that you don't trust me. I get it. But treating everyone like they're about to stab you in the back isn't healthy."

"It's kept me alive so far." He scoffed.

"Hmm...point." She nudged her head to the side towards a nearby park before suddenly changing directions towards it. For a second he was tempted to leave before he thought better of it. Leaving now would leave him with more questions than answers.

"So, 'sis', planning to explain why you're here?"

"Aren't you curious about the 'long lost sister' thing, first of all? If I was in your place that's the first thing I'd ask about."

"Difference is you aren't me. You can claim to be Parker's sister all you want, but I'm not the Lizard. You can be Parker's sister or you could just be some loony who thinks you are; either way it doesn't matter to me."

"Still clinging to that, hmm? I guess I shouldn't be too surprised." She sighed softly and brought a hand through her hair, "I'd hoped that...I guess this is what it's like to be completely wrong about your predictions. It's funny, I'd gotten so used to be able to tell the ways things can go that I'm in a bit of a loss on what to do when I'm completely wrong."

"The hell are you babbling about?"

"You, Peter." Her head raised slightly and turned to his general direction, "My gifts allow me a certain sense of precognition; think of your sixth sense, only more specific. Less a warning and more a brief glimpse. Say we were in a fight: I'd be able to tell that there was a good chance that you'd try to punch me in the gut and a lesser chance that you'd aim for my head instead. It allows me to plan beforehand."

"And now?" At this point he didn't care to tell her she was full of manure. Real or not she definitely believed it.

"You're a blank slate." Her laugh was bittersweet, struggling between annoyance and relief, "It's...odd. I've only been at this for about a year and it already feels like I've lived with the visions my whole life. Talking with someone when I have no clue where they can really go is...odd. For all I know in the next minute you could either hug me in tearful reunion or put a bullet in my skull."

"Don't tempt me, 'sis'." It was an empty bluff; he didn't even bring his gun with him. He hardly needed to ever since he quit his 'day job'.

"The former or the latter? I'm partial to the former myself, just so you know."

"Good to know..." He looked down at the ground with a frown, "...Alright, fine. You got any proof that your Parker's sis?"

Instead of answering she pulled out a worn photograph and raised it in his general direction. Pete raised an eyebrow and took it from her grasp without a word exchanged between them. Looking down at the faded picture, his lips pursed tightly at the contents.

Mary Parker sat up on the bed with a smile on her face and a baby in her arms - him...or at least this body. At the side of the bed stood Richard Parker carrying a girl who didn't look a day over 7 on his back in a piggyback ride, both their mouths split open in cheerful grins. The picture was old; could have been doctored, but he had his doubts given the look of it.

"Nice picture." He gave it back to her and smiled wryly, "Still doesn't prove much, though. That could've been anyone on Richard's back."

"We can do a DNA test, if you want. That's assuming of course S.H.I.E.L.D hasn't completely erased every trace of you in every database." She pocketed the photograph and let out a soft breath, "I'll admit I don't have much of a game plan here, Peter. I was kind of banking that you'd be at least a little bit curious what with me suddenly dropping in like this."

"I'm more curious how you know my dog, to be honest."

"What, Lockjaw? I was the one who sent him to you," she replied, casual as could be, "I'll admit that was a bit of a risky move, though. I didn't know what you'd do so it was equally likely that you would've just ignored his whimpering and left him out in the hall. I'm glad that bid worked out, at least."

"Why the hell would you risk that?"

"I wanted to do something to make up for all the birthdays I missed." Again he couldn't tell whether she was being sarcastic or not, "Lockjaw's...special. I'm sure you could tell he hasn't grown at all and that he can find you halfway across town. I knew that a normal dog wouldn't be able to keep up with you, after all. I hope you like him; I didn't really know what to get you considering your...condition."

"Uh-huh..." He didn't know how to deal with her. Moon Knight was bad enough, but Parker's long lost sister who could apparently see into the future? It was bizarre even for this place, "Well, thanks for that, but if you're hoping for anything else you're going to be disappointed. If you wanted to talk to Parker you're a couple of years late."

"I'm not so sure about that." The airy way in which she said it annoyed him to no end, "Truth be told I wanted to come to you earlier, but I couldn't exactly just come in out of the blue."

"I doubt Ben and May would've believed you. Far as they knew Parker was an only child."

"Yeah, you can thank a certain Miss. Romanoff for that. Apparently mom and dad wanted records of us stamped out if anything ever happened to them. You were young enough and your birth was kept pretty secret that it was easy enough to expel you from a lot of records, but me? I was only a kid but I'd already been on the Helicarriers and knew some of the things our parents did. You could be normal, I couldn't. I wasn't allowed to."

"So why now?"

"Well, at this point you're in pretty deep. I've heard about some of the things you've done, the people you've fought against. If mom and dad could see you now..." Her smile turned bittersweet again, "I don't if they'd be proud or sad...they would've wanted at least one of us to have a normal life. I mean I grew up in S.H.I.E.L.D bases surrounded by agents while you grew up in Queens with Ben and May. Now both of us are wrapped around this tangled little web."

"Hate to break it to you, but Parker didn't exactly get off to a happy end. Gwen outed him as the Lizard, remember?"

"Yes, that..." He sighed, "I didn't have my gifts back then, but even now I doubt I could've done anything to stop it. I did check in on you from time to time, but I couldn't do much. Like you said dropping in suddenly wouldn't have ended well."

"Probably would've made things worse. Parker wanted to be special; finding out he had some long lost sister bumping shoulders with those spooks probably would've driven him over the edge faster. 'Specially since Gwen said she was thinking about telling him her little secret."

"You do like to mention her a lot, don't you? I guess your feelings for her are one of the few things that haven't changed." She raised both hands up at the annoyed growl he gave, "I meant no offense, of course. I approve. She's a nice girl, and I can see why Anansi chose her to be his first avatar when this world's Cindy Moon was rejected. She's determined if nothing else."

"What, you saying Moon could've been the one with powers?"

"Why not? Anansi looks for a lot of things but kindness isn't at the top of the list. Her and your other counterparts across the web run the gamut between saints and monsters, but ultimately he looks for other things like determination, anger, ambition...it's not always so cut and dry. She was given that power, but it was up to her what she did with it. She could've turned into a serial killer if she wanted, and I've glimpsed at least one world where this is the case."

Another world? Just what he needed... "That's not right. The Spider-God said that-"

"It brings death to the wicked and delivers worse to the others?" she finished, a soft laugh coming and going, "Yes, well...your circumstance is special. The Pariah's called that for a reason, after all. Despite its behavior it doesn't look for hunters, it looks for protectors; someone to defend the innocent and punish the guilty. I could speculate on why, but I'm not an expert on him."

Before he could say anything she suddenly turned in another direction and stopped in front of a churro vendor, "Two please." She opened her wallet and pulled out a folded 5 dollar bill. Before she could close it again Peter caught a glimpse of other folded bills and his eyes widened slightly.

"You're blind."

She nudged her head to his general direction and raised an eyebrow, grabbing the two confections and handing him one, "Was it that obvious?" Her voice held a slight hint of mirth. She took a small bite of the hard pastry and started walking again, "We all have certain prices to pay. Even you and Gwen, as imperceptible as they may be. I'll admit seeing glimpses of the future doesn't feel like a fair trade-off for losing my sight. I don't even know what you look like now..."

"...What the hell happened to you?"

"I was chosen. Same as you and Gwen were, same as the Cindy you call a friend and the man who worships the moon." She took another bite of the churro and frowned slightly, "Being raised by agents there was little for me to do but join up. I became an agent, tried to live up to mom and dad's legacy. They fought Red Skull and me...I guess they expected great things. The way the other agents talked about them apparently they saved the world at least 2 or 3 times. A hard thing to follow up to."

"The spooks give you those 'gifts', then?"

"Hah, hardly. If they could they'd give powers to anyone willing to sacrifice for an advantage. No, it was during a mission. My entire squad got wiped out and I was left near-dead; cliche as could be, I know." She threw the empty wrapper into a nearby trash-can. Pretty accurate for a blind woman, "I was saved by this group. They called themselves the Spider Society...now, all I knew about Spiders was Spider-Woman. I never believed she killed you - the facts just didn't add up - but I never thought I'd get involved."

"Involved in what?" This was starting to sound more outlandish by the second.

"They said they were led to me, that I was supposed to be their prophet or oracle. I didn't believe them, of course, but I'd have been dead without their help so I gave them the benefit of the doubt. They said Anansi chose me, that I was meant to see the web of life. I participated in their ritual and then...well, lets just say it was a surprise when everything turned black and I realized what people were going to do before they did it."

"This sounds like a tall tale if I've ever heard it."

"Says the man bitten by a magical spider and came back from the dead." She hummed, "I panicked, of course, but eventually I calmed down and here we are. I saw things I never thought were real; sometimes I still think I'm dreaming. I saw Gwen, saw the things she had to deal with because of her gifts. But then I saw you...you came back and your presence was unmistakable."

"I thought you couldn't read me?" Was he really buying into this hocus pocus? Spider societies and mystical rituals...

"I can't, but I know you're there. Just because I can't perceive your future doesn't mean that you're not there for me to 'see'. I almost wanted to rush over and meet you, but I held back. The others told me that you were the pariah, the castoff...the avatar of a rogue aspect. And your actions were odd; in all the time I saw you you never once showed interest in being a vigilante. It wasn't until later that I realized you'd changed."

"Doesn't answer why you're here _now_. I've been here for five months, 'sis'."

"Truth be told I was kind of pushed to be here. I didn't know what you planned to do and I kept my distance, Lockjaw aside. So it definitely came as a surprise when I heard Jameson and the crowd during the Times Square massacre." Peter flinched, his hands balling into tight fists, "You gave up your heroics...I didn't mind, but Karen did. She lost one of her best assets against Matthew with your...'retirement'."

"You were the mutual friend she mentioned at the funeral..." He didn't need to see her nod to know he was right. It explained a lot of things, really, "So, what, you're here to convince me that I should save these bastards?"

"Hmhm...kind of. I just wanted an excuse to go see you in all honesty, but I do owe her a favor so..." She stopped and turned to look at him, "Karen wants your help to stop Matthew."

"No." He sneered and tossed away the uneaten churro into the bushes, "I tried the hero gig and I got nothing to show for it except wasted time and a lot of lost blood. If Murdock wants this place he can have it."

"I guess I'm not surprised." She sighed, "I should give you fair warning, however: Matthew's got his sights locked on you and he's not stopping now. He's a man who'll stop at nothing to get what he wants."

"Why's he so interested in a freak like me? Doesn't he have enough of them as it is?" His ninjas were bad enough, but he also had Walker; which made it perfectly clear that Bishop's talks about him being able to bring people back from the dead wasn't a load of hearsay.

"Yes, but from what I've gathered from the man he's obsessed with taking what he wants. He backed off from Gwen since the risks outweigh any possible reward, but you? Oh...you must look like a fruit ripe for the plucking: young, angry, blessed with gifts...he couldn't find anyone more suitable."

"I'm not the only angry kid in this city..."

She sat at a nearby bench before continuing, "No, but you're one of the few with powers. That's enough." She leaned back on the seat and crossed her arms, "Many people here are obsessed with powers, but there are always side effects. I've seen worlds where Spider-Man or Spider-Woman are just one of many Gifted, but in this place abilities always come with drawbacks or prices not many are willing to pay. I know this world's Cindy Moon is trying to unlock that 'next step', but the results are always...mixed."

"You mean little miss lightning bolt?" One of the first Supervillains he'd fought...and the first one he killed.

"Her and others. Most of them don't survive, and those that do are so insane that they can't even be used as attack dogs. Gifted like you and Gwen who are unburdened by physical or mental handicaps are exceedingly rare...and Matthew's a bit more old fashioned than he'd like to admit. I'm sure he can't resist the idea of being in control of someone like that."

"Old fashioned? What do you mean by that?"

"The hand has existed for Millenia, Peter, and the heads - the Five Fingers - they've been there since the beginning. Having such a long view means they're stuck in their ways, and being raised by them I suspect Matthew's the same. Back during their prime superpowers were a rarity and champions like the Black Sky or the Iron Fist were coveted as the strongest beings in the world. They still cling to that, and I suspect they take people like you and Gwen as extensions of that belief: humans in the next step of evolution above 'mere mortals'."

"I ain't that special, Teresa..." Jack had no powers near as he could tell and he made a fool of him a couple of weeks ago. Bullseye and Castle weren't 'Gifted' either and he was damn sure they could kill him if they wanted.

"Maybe you don't think so, but they don't believe that. It's hard to shake of thousands of years of belief, after all." Her lips twitched in a wry smile, "He may not look like it, but Matthew's less confident than he presents himself as. His hold on the Hand is tenuous - many of the Fingers see him as an upstart, young blood that's overreaching his position."

"And they're scared of what he has inside him."

Peter's head snapped to the new voice. The sudden arrival was a man, older than anyone else he'd seen so far. His hair was completely white, his skin covered in deep wrinkles and his body thin and lanky; a fact only emphasized by the green janitor's uniform he wore. Still, it was nothing compared to his eyes: milky white and unfocused, bare for all the world to see unlike Teresa and Murdock.

Blind...he was starting to feel over-privileged here.

"Stick...didn't expect you to cut in here," Teresa said, her lips pursing in obvious displeasure, "I thought I made it clear this was personal."

"You were circling around, Terri. Rate you were going you were never gonna go anywhere." He turned to face Peter now, his stern expression a stark contrast to the smiles and laughs his 'sister' had, "So, you're the one Mattie's interested in? Don't see the hype, really."

"Friend of yours, 'sis'?" He asked, glaring at the old man slightly. His body movements and voice were the epitome of smug confidence, like he thought he was beneath him.

"More like a necessary evil." She scratched at her forehead and sighed again, "Peter, this is...Stick." Stick? Madame Web? What next, Senior Branch? "He's with a group called the Chaste; the Society's 'friends' with them the same way people who are against a common enemy can be friends. The Chaste have stood against the Hand ever since the Fingers broke off from the group."

"They must not be doing a very good job considering Murdock's the Kingpin."

"We're the only reason he's not higher than that." Despite his words the old man gave him a crooked smile, "But you're right about one thing; we haven't done nearly enough. Not everyone can agree on what has to be done to end them."

"How come I haven't seen any of you guys before?"

"What makes you think you haven't? Karen's part of our group; how else do you think she's survived against Mattie's bunch so long? She ain't like your singer friend; she actually has a chance to kick him out of his pedestal."

"Don't let Hardy hear you say that." He scoffed, "You seem to know a lot about Murdock. What's your deal with him?"

"I was the one who trained him to see the world after he got blind. Before the Hand got their claws into his head."

Peter could've sworn he heard a hint of regret in the old man's voice, but it was gone just as quickly as it came. He looked at the would-be janitor silently, his thoughts running from one stream to another. He'd trained Murdock...he was honestly tempted to punch him the face and break his jaw. It wouldn't have changed anything, but it was the closest thing to payback as he could've gotten.

"That was a long time ago, Peter," Teresa said, as if sensing his intent, "Stick tried to induct Matthew into the Chaste before the Hand stole him away. They nearly killed him, and I think they did assume he died."

"The Hand's pawns are mindless and overconfident. Only reason I'm still kicking." Stick affirmed.

"Fine..." Peter took a deep breath and tried to calm himself, "You said something before, something about what he had inside him..."

"A demon." Peter blinked. It...was less surprising than he liked, actually. After Moon Knight and the symbiote there was little that could phase him when it came to possession, "The Fingers got greedy. Only reason they got to where they were is cause they worshiped a demon, but now they think they can make it on their own. Doubt that thing was happy about it."

"You're saying Murdock's possessed by a _devil?_ "

"The Devil of Hell's Kitchen...an appropriate name, really," Teresa said, "You've talked with him before. Surely you've seen signs." Peter wanted to rebuff her, but the memory of the red eyes at the cafe kept his mouth shut. The fear he'd experienced when he saw them was far above anything he ever felt both here and at home.

Still, a demon? He didn't like his odds in that fight...

"Alright...say I believe you, what does it matter? Like I said before, I'm _out_."

"You ain't out, kid. If you didn't wanna get involved you never should have fallen into Mattie's hands. Now he ain't letting go," Stick muttered, "You can cover your ears and pretend it doesn't concern you, but one day he's going to come knocking and you're gonna be faced with that choice: either you keep pretending you can be normal or you deal with it."

"Oh, and you know what's best for me, right?" Peter clicked his tongue, "Another blind bastard who thinks I'm interested in fighting his battles for him. Why not get Spider-Woman? She's the big hero and 'sis' here seems to know exactly who she is." He turned to Teresa, "Hell, why don't you do it yourself? You can see the future, can't you? Use that and stop Murdock."

"I've seen the future, Peter, and I can't see a single on where I win." She clenched her fists softly, "Gwen's not any different. She's kind...that's both her greatest strength and her weakest point. She wants a reality where everything is black and white, where the good guys and bad guys are obvious and she can punch every problem and put it in jail. She wants to save the world, but she can't even save this city; not even with Klyntar bonded to her."

"Klyntar?"

"She means that suit, kid. The parasite," Stick answered for her, "I've heard about some of the things she's done - all her gifts and she wastes it on stopping idiots in costumes, deluding herself into thinking she's making a difference. You tell her about this and she'd just argue that she can win it with a big fight and a call to the police. Can't tell what Terri's boss sees in an idiot like that."

"Don't talk about her that way..." A few weeks ago he would've been the one saying the old man's argument word-for-word, and now here he was defending her. He really was fickle.

"Klyntar will give everything for her and then she'll be forced to make a choice, but in the end Stick's right. Gwen is powerful, but Matthew isn't an opponent you can defeat by raw power alone. But you...some of the things you've done and the reason why S.H.I.E.L.D and the Hand want your allegiance so much, you could be the lynchpin to this whole thing."

"Not without training he won't," Stick said, "He's got potential, but he's careless. Too young, too headstrong; reminds me of Mattie when he was younger."

"I'm not sure if that's an accurate comparison-"

"Stop talking like I'm not here," he snarled, glaring at them both, "You know more than me, I get it, but I still don't buy into all this."

"Doesn't matter if you buy it or not, facts don't change," Stick replied, "You need training and people you can actually trust watching your back or you're not gonna survive going up against Matt. That group you're with, they aren't gonna be enough to save you when the Hand comes knocking."

"I have friends you could talk to, Peter," Teresa said, "My friend Colleen Wing has a dojo not far from where you live. You can get some actual training and you can meet her and Danny. They've been fighting the Hand for the past year and-"

"No." Peter took a deep breath and pinched the bridge of his nose, "You know what, enough. I'm done here." He shook his head, "You can rant about your secret societies, demon possessed lawyers and invisible wars as much as you want, but leave me out of it. I said I was done with this insanity and I meant it."

"Peter-"

"Good luck." He ignored them both and walked away quickly, pulling his hood over his head and doing his best to drown out his 'sister's' calls. All this madness about secret societies and thousand year conspiracies and a long lost sister...it was all above his head. Felicia would've been a better bet because as far as he was concerned Murdock or Jack or God only knew who else could have this damn place.

He just wanted to go home...

* * *

She missed this.

Gwen swung through the air in a wide arc and gave a mental cheer as she felt the air rush past her. She enjoyed the week long break from the insanity of New York, but she couldn't deny that the rush that came from a day full of web-swinging and crime-stopping beat anything some beer or weed could give her. Up here she felt alive, like she was with the rest of the band at the biggest concert in the world.

The cheering was pretty accurate, at least.

Down below crowds of people stopped what they were doing to look up at her, many of them pointing with a near-equal number whipping out their phones and either taking pictures or recording. Was it wrong for her to feel good about it? Being with the others in the lakehouse grounded her and suddenly the cheering crowds and looks of adoration felt new and awesome again.

For a second she almost forgot those same people treated her like shit for 3 years and did the same to Peter just a couple of weeks ago.

She missed the next spray of webbing and she fell briefly before her right hand move on its own and ejected another line of webbing, **'Pay attention, Gwen.'**

 _'Right, Webster.'_ She swung onto a nearby building and ran along the side, no doubt scaring the fuck out of anyone near who saw her, _'Sorry, it just feels kinda weird being back here. Last time I went to the cabin...'_ Harry tried to kill her and they cut that vacation short. This last one was definitely more fun...though it also had something she'd definitely never tell her dad unless she wanted him to have a fucking heart attack.

 **'Have you talked to Peter since we arrived?'**

 _'Nope.'_ She had no idea why it was asking since they'd been together since they got back to the city, but if she had to guess it was probably trying to make conversation - another tic it picked up, _'He needs a break...that and I'm not sure what to say considered I planted one on him after our 'let's be partners' talk. Thanks for that, by the way. Real sound advice.'_

 **'Your body chemicals indicated that it was what you wanted to do. I simply vocalized this.'**

 _'Yeah, yeah...'_ She rolled her eyes and stopped at the top of a nearby skyscraper, sticking to the side with one hand while her other held her phone. Normally she didn't like searching for herself online, but Betty convinced her to right before she suited up since apparently a lot of people took her small break as a sign that she'd retired for a variety of reasons, the biggest of which being that Peter's retirement caused her to join him on escaping on some uncharted island somewhere.

Well, it was kinda accurate...

She searched through the cape-watch and herostalker forums and frowned. A lot of the messages were shitposts towards Peter, though a few seemed to take a page out of Jameson's book and called her a fraud; apparently the past 3 years counted for nothing, she guessed. Others talked about the ongoing 'feud' she had with Jameson...which she was bizarrely winning despite the aforementioned break and her stubborn refusal to even acknowledge it.

Still, there wasn't much actual news. Some of the Sinister Several were out of prison again, though Shocker and Beetle were still in jail. A bunch of other Supervillains like White Rabbit or Screwball (who?) were also online claiming that they were the reason Spider-Woman retired and that if she wanted otherwise she was free to try and fight them to prove them wrong.

And of course there were a few people on the youwebs doing reaction vids either to Peter's declaration of his retirement or her letting out 3 years of pent up rage towards Jameson. Again she couldn't help but feel annoyed; it'd barely been 2 weeks and already people were using their problems to try and net views with exaggerated acting and claims that they 'understood' what she and Peter had gone through, some of them even claiming close friendships with them.

Gwen promptly closed the tab. At this point she was tempted to ignore them completely; even Bodega bandit had seniority if nothing else. Now everyone and their grandma was trying to claim they were either her best friend or her arch enemy. It was both sad and pitiable, like King claiming he 'beat the Lizard' just because he bullied Peter during high school.

Before she could do anything else she heard the distant call of police sirens and quickly followed, slightly thankful that she was distracted before she could wax poetic again about how shallow her fame was and that she felt more like a mascot than a Superhero sometimes.

The police stopped at a hospital. Gwen landed on a building across the place and lowered into a crouch, her eyes narrowed. Hospital crime scenes were the worst; it was bad enough that people were already injured, but chances are it was either a gang hit looking to assassinate some laid up mob boss or a desperate junkie looking for their next fix and figuring a hospital was easier to rob than a drug store.

 _'Well, here goes nothing...'_

Shelving any hesitation, she swung around the back of the hospital out of sight from the police and jumped through an open window, "Hello? Anybody here?" she called out, getting only silence in response. Gwen pursed her lips and stepped forward slowly, focusing on her spider-sense. The entire place was deathly quiet, which didn't help in the least. She was expecting something to jump at out her any second now.

 **'I saw many people being evacuated by the police downstairs.'**

 _'Not nearly enough, though.'_ She stepped deeper into the halls and grimaced as the stench of blood in the air grew stronger, easily cutting through the normal smell of antispetic, _'Webster, you smell that, right?'_ It hummed back in affirmative, _'Could you lead me to the source?'_

 **'Yes. Partial control as before, correct?'**

 _'You know it.'_ There was a slight airiness that ran down her body before she suddenly found herself quickly walking down the winding hallways. It still felt odd giving Webster a degree of control like she did, but she was getting used to it. It was a part of their symbiosis, it said, and it would never do more than nudge a hand or tap her head without her permission.

Still freaky, but she'd take it over sprouting a mouth and claws.

 **'Here.'**

They stopped at a room on the floor below and Webster quickly relinquished control. Gwen felt a weight settle back onto her limbs and she nodded - it was her show now, _'Great, lets hope that it's not as bad as it smells...'_ The stench of blood was almost overpowering now, though that might have just been because of her enhanced senses. Taking a deep breath, Gwen braced herself and pushed the door open.

What she saw on the other side nearly made her retch in disgust. A doctor and two nurses dead, each of them strung up by thick strings of IV wires, "What the fuck..." She stepped closer and raised a hand, pulling back just when her fingertips nearly grazed the bloodstained corpses. Judging by the wounds she had to assume that they were stabbed to death with syringes.

The sound of dripping blood on the floor was interrupted by a sudden, low chuckle. Looking to the source, she caught sight of the shadow behind the curtain at the far edge of the room. It was probably the one who committed the murders. Steeling herself, she strode towards the chuckling madman and pulled the curtain back.

The smiling face that met her almost caused her to step back at the sheer absurdity of it. The man was tall and lanky, his red hair messy and covered in flecks of blood. Judging by his features he was probably in his 30's or 40's, though right now all she could focus on was the scalpel he held in his hands and the the bloodstained Spider-Woman hoodie he wore.

"Huh, fancy seein' you here, darlin'," His mouth split open in a wide-toothed grin and he gestured to the dead patient lying on the bloody bed, "Was hopin' to make my signature 'fore ya found my work, but I 'spose I can't complain too much-"

She didn't let him finish. Before he could go any further on his mad ranting she webbed the scalpel away before punching him across the face and laying him flat on his back. The crazy bastard coughed and looked up at her with the same grin as before, ignoring the blood that rushed down his crooked nose, "Heh, ain't exactly the welcome I was hopin' for-"

"Why did you do this?!" She pulled him up by the neck of his hoodie, a feeling of warmth rushing to the lower half of her mouth, "You killed these people! The doctors, why would-"

"Just doin' what you're doin', darlin'. Killin' criminals, makin' sure they don' escape justice. Real big fan of you, honest."

"What are you- Criminals?!"

"Yep. Guy on the bed's a real piece a' work; saw him park on the handicap spot at work 'fore he got into a car crash. Figured I'd help finish the job."

"And the doctor?! The nurses?!"

"They were helpin' him - in my book they're just as guilty."

He was insane. She balled her hand into a fist and smacked him in the face hard, his head bouncing back against the floor before he quickly fell unconscious, _'God damn it...'_ She looked down at the depraved fucker in disgust and quickly webbed him down to the floor, the warmth finally receding from the lower half of her face. Keep in control...it was her anger; she couldn't blame Webster if she lost control.

It wasn't long before she caught another set of footsteps, however, "Cletus, honey, you about done here?" She turned around and caught sight of a pale, dark haired woman with an arrow tattoo on her face dressed wearing a mismatched leather ensemble, "Cletus, what's-" She stopped, her eyes widening when she caught sight of her 'honey' webbed to the floor.

Gwen wanted to jump over and kick her across the face, but she never got the chance, "Heads up." A new voice called out. Before the leather ghost could turn around another girl phased through the wall and slashed her across her left leg with two translucent claws and forced her on her knees, "Ooh, that looked like it hurt."

"You son of a-"

Her attempt at a curse was cut off when she was suddenly kicked at the back of the head by another new arrival. A guy this time, and he was wearing a mask unlike the other girl. The bleeding woman barely had a chance to turn around before he delivered another kick across her jaw and knocked her unconscious.

Well...that happened.

"You shouldn't play around," The guy said, his voice coming out in a low rasp. It felt oddly familiar.

"Lighten up, would you? I'm being nice enough and giving you cut of the bounty, so you could be a little cheerful." The girl waved off his scoff and quickly cuffed the leather-clad woman before tying a gag around her mouth, "Come on, lets get outta here and call Morse-"

"Uh, hey, I'm over here," Gwen called. The two of them turned to look at her with the smaller of the pair raising an eyebrow like she just realized they weren't alone, "Um...yeah, any explanation on what the fuck that was about?" Were they new heroes? The girl clearly had powers, at least, and considering the woman seemed like an accomplice to that murderer they seemed benevolent enough.

"Huh, Spider-Woman. Surprises every day." The unmasked girl crossed her arms and looked her up and down, "You here for the bounty, too? Cause I hate to break it to ya, but we were here first. And there's no way I'm sharing it three ways."

"Bounty? What are you talking about? I'm here because this fucker started killing people." She desperately tried to ignore the strung up doctor and nurses not too far away from them. The last thing she needed was to lose her temper again.

"Oh yeah, the superhero gig." She looked down at the crazed 'fan's' unconscious body and whistled, "Almost forgot. Well, don't mind us then. This chick's an escaped S.H.I.E.L.D prisoner and they had a reward for anyone who could catch her, which means me and my partner here." She nudged her head to the quiet guy with the trenchcoat, "So yeah, don't let us bother you."

"Wait, S.H.I.E.L.D? You work for S.H.I.E.L.D?"

"Depends on if the money's good," she replied. They were mercenaries, Gwen realized quickly. Peter had the same deal, though instead of money he got information, "Name's Shadowcat and this is my partner...actually, he's still thinking up a new name. Anyway, you seem like you got this handled, so..." She picked up the taller woman and slung her over her shoulder effortlessly, "We'll get outta your hair."

"Wait, what about him?" She pointed at...whatever the sick bastard's name was.

"Doesn't seem like he has powers, so our bosses aren't interested. Leave him to the police, I guess." Shadowcat shrugged, "That's your job, hero."

"We're wasting time..." Shadowcat's partner said.

"Wait, before you go," Gwen cut in, "Were there any other people hurt?" Or killed, though she didn't like thinking about that. All her power and she was too late to stop a normal, human serial killer from gutting a hospital.

"Yeah, the screamer here drove a few people downstairs insane and made them start beating each other to death. They should be fine now that she's napping, but you might wanna check in on them if you care so much."

"Right, thanks..." She seemed to be handling this way better than Gwen herself was, "We should go help them, then-"

"Wait, we? That's not happening," Shadowcat replied quickly, "You're the Superhero; two of us are just here to do a job and we'd rather avoid the police since we aren't exactly licensed. So thanks, but no thanks. You have fun with that."

Before she could say anything in response the young mercenary strolled out of the room with a jaunty whistle. Gwen stared after her retreating form for a few seconds before her gaze shifted to Shadowcat's near-silent partner. Despite his earlier words he stayed behind, his attention focused on the dead bodies strung up against the wall.

"...This place is insane," he muttered.

"It's normally nicer than this." The joke felt forced even to her, but it was the best way she could deal with it: make light, deflect and pretend that everything would be okay now that the bad guy was caught. It was better than breaking down on what she could have done better, right? "So, you work for S.H.I.E.L.D?" He nodded, "What do they want with that leather fashion reject?"

"Hell if I know, I didn't ask." He shrugged, "I should probably go. Shadowcat's right; we can't let the coppers catch onto us. I'd rather not spend some time in the bighouse with a buncha loonies."

She didn't know what possessed her to ask, but the words were out of her mouth before she could stop herself, "Hey, you seem familiar. We met somewhere before?"

His expression was unseen underneath the mask, but she could practically feel the glare he was giving her, "I doubt it. Trust me, I think I'd remember running into someone like you." He shook his head, "Good luck, Spider-Woman. Something tells me you're gonna need it."

And just like that she was alone...well, mostly; Webster was just quiet. Gwen sighed and looked down at the unconscious serial killer. First day back in town and she'd already run into a sadistic murderer - then again, what else was new? Sighing, she took one last glance at the hung up corpses before hauling the serial killer up. She'd give the guy over to the police and then try to forget this ever happened.

Well, she was sure about one thing, at least - New York never changed.

* * *

 **Well, this chapter was...something. There were some things that were actually cut: I was supposed to show the family visit with Cindy along with Gwen talking with her dad and Jess and properly introducing Venom to its 'grandparents', but the exposition track with Teresa went on far longer than I intended (over 5.1k words) so I had to chunk it out. I'll just show them during the Carnage arc proper.**

 **Anyway, Noir continues to not give a shit about the insanity that surrounds him and both Teresa and Stick make it more or less blatant that they really want Peter to replace Daredevil now that Matt's corrupted and (apparently) possessed by TEH DEVIL (typo intended). Thankfully(?) he doesn't play along and tells them to shove it...lets just see how long this can actually last.**

 **Speaking of arcs, next chapter will be the Crime Master one with Shadowcat and Spider-Man. Fair warning right now: there's no way I can make it seem even remotely fair. 65-Shadowcat's powers are a combination of 616 Shadowcat and X-23, meaning that while she's not invulnerable there's very little Crime Master or Jack can do to harm her - anything she can't dodge she can presumably heal from unless they somehow have access to adamantium blades or Judas bullets.**

 **This pretty much means that at best they can slow the two down, so...yeah. Just throwing that out there, this is not gonna be a high tension conflict since it breaks the suspension of disbelief that Catverine is in any danger from these guys. She'll fight more appropriate level baddies later along with Spider-Man, but so far this arc is more a showcase on how the partnership between the two works and cleaning up the loose end of the serum.**

 **Question:**

 **1\. In addition to the one in the AN above, I have another thing to ask: between Cindy or Lana as a possible arc ally for Carnage arc, who would you guys pick between the two? I might be able to add both, but I think I'm already pushing it since I meant for the arc to focus on Gwen, Venom and Peter. So yeah...which of the two if it came down to it?**

 **Review Answers:**

 **Nameless (easier to type) - I dunno, maybe psycho merc would work? Feels more appropriate than femme fatale. As for Teresa...well, exposition was the point of her entire segment.**

 **Hardlight - Venom seems just as biased on Peter's origin given that it wants someone to relate to, and Teresa didn't push too much given that Peter has no reason to trust her.**

 **Guest - It was never Ben's revolver outside the intro; he simply stole a another gun and bullets before passing out on the alley. He lost that gun when he was kidnapped by Agent 77 and made do with the dual pistols from Castle afterwards.**

 **KasugaRomio - 100,000 of those words are Authors Notes...yeah :/ Anyway, I already pushed my luck with the characters getting drunk, high, having (off-screen) sex and the strip poker and dance show; I didn't want to do more. And like I said it's not very adorable since I can't write fluff that looks legitimate.**

 **And yes, Jessica in jeans is a crime.**

 **JTD3 - You sound like you're regretting that :P**

 **Aach06 - Yeah. Why, does it matter?**

 **Krolikson - Yup, next chapter crap hits the fan.**

 **henchman213 - Yes, I'm not going to spam you! Muahahaha! Anyway, next chapter should focus on the partnership between Catverine and Spider-Man, which is bound to be interesting if nothing else.**

 **As for other heroes? It depends. Cap's likely outside the country on a mission, as are Janet and She-Hulk given their careers. That leaves Kate and Bullseye (not helpful since they can't damage him), Moon Knight (probably busy with another doomsday plot), Punisher (doesn't fight Supervillains) and Felicia (doesn't care for non-Murdock vigilante work). Cindy or Lana might show up dependent the choice above.**

 **Cyclopz - Years ago? This story isn't even a year old :/ Anyway, we'll see. I doubt Gwen and Noir can stay together given their behavior so far.**


	76. Spider and Cat

**Start of the Crime Master arc :) This chapter is a tad shorter than usual and went through some changes, but I think it still works out. Anyway, like I said before this arc is less about building up Crime Master and more exploring the characters involved. The tweaks also allow me to tie it more into the later chapters and the story as a whole, so enjoy :)**

 **Nothing much to talk about as of now, but I looked back over the story and realized something: Cap and Punisher are more or less MIA :X Which is funny considering they were meant to be the mentor characters, but it's been like 40 chapters since we saw them last. Either I need to do more changes or I live with them being perpetually busy, especially since the Kraven arc where Castle played a role was cut for streamlining purposes.**

 **Also a distressing lack of Howard. I probably should make that side-story thing.**

 **Side Note - I've been looking around for other Spider-Gwen stories, but there aren't much :( The largest (no pun intended) and most updating one I found so far is 'Plumptacular Spider-Gwen', which is exactly what it sounds like. Hey, it has its fans so I won't bug it, but just not my thing. Noir also has next to no fics, sadly. Might explain why this fic isn't very popular either.**

* * *

 _June 10, 2016. Blue Swallow Motel._

Spider-Man woke up to loud knocks coming from the door. Sitting up slowly, he brought a hand over his face and internally cursed. The smell of alcohol hung in the air and the pounding in his skull only worsened as the seconds passed, "I'm coming, hold your horses!" he yelled, mostly to try and get Shadowcat (she was the only one who knew where he was) to stop the incessant raps against the wood.

 _'Damn it...'_ He got up off the bed and put on the nearby discarded pants and boots. The hungover was still running full bore, but he didn't have the luxury of waiting around. His arrangement with the agents were clear - he did what they wanted when they wanted it and they'd give him Octavius...eventually. Honestly he had his doubts, but searching for leads on his own on the 'world wide webbing' never got him anywhere. So for now he had to play their game.

He was still in the middle of finding his shirt when his 'partner' lost her patience and phased through the door, her annoyed expression quickly shifting to wry amusement when she saw the state he was in and the empty bottles lying across the floor, "Well, guess I know what you spent that screamer's bounty on." She picked up one of the empty bottles and sniffed it, "Jack Daniels, huh? Didn't think you were that kind of guy."

"I'm full of surprises..." He finally found the dark brown shirt under the bed and put it on quickly. He'd only known Shadowcat for a scant few days but he already got the general gist: she was impatient, she didn't care much for social cues, she only ever did as much as she was paid for and she had a sadistic and violent streak that would've put Castelione and Crime Master to shame.

All while she looked like she was too young to drink booze or buy a packet of cigarettes.

Speaking of age...

Spider-Man opened the cabinet and was greeted by his reflection in the built-in mirror. He looked far better than he did a few days ago, but the signs of 5 years passing him by still remained. It scared him thinking about it - would Aunt May, Mary Jane and the Robertsons still recognize him? There were still similarities, but time beat them all in the end and it marked him worse than any experiment the Slant did.

"You really need to clean this place up." Shadowcat said, sitting on the spare bed, "This place smells like the old man's apartment."

"Not like you stay here for long." He grabbed the mask and gloves and closed the cabinet shut. Despite the spare bed and her being assigned to 'babysit' him his 'partner' was content to leave him be outside of their work and go...wherever it was she went to. He didn't know what she did and he didn't really care to ask. Far as he was concerned the more time alone he had the better.

"You don't have to sound so happy about it, Petey."

He paused. It'd been a while since anyone called him by anything even resembling his name: the Slant always called him by that damn number and anyone else who knew him in this place used a variety of colorful words. Spider-Man placed his gloves over his hand and took a deep breath to stead himself, "Don't call me that..." It felt...he didn't know how to describe it - like it was somehow wrong that anyone in this place knew who he was under the mask.

"What do you want me to call you, then?"

"Whatever you want, just not that." He knew he was being needlessly petty, but it wasn't like he had much going for him. He could afford something like this, right?'

"Tch. Whatever you say, partner." She rolled her eyes and crossed her right leg over her left, "Look, I didn't drop in for a house visit. We got another job."

"This one from the agents or just something you do for fun?" It was hard to tell with her sometimes. He only did this because he had to, but she seemed to find some sense of enjoyment risking her life going up against the crazies in this madhouse. The pale psychopath they got yesterday was definitely the latter; the only reason he even agreed to join her was cause he needed some kind of pocket change.

Booze wasn't cheap.

"Why can't it be both?" She gave him that same cocky smile she always had before she tossed him a phone, "That's a present from our new bosses, by the way. Come on, we don't want to waste any-"

"Hold it." He pocketed the phone quickly and looked at her with narrowed eyes, "What's this job? I'm gonna need details."

"Ahh, this is why I never work with partners; always slowing things down." He resisted the urge to bite something back and waited for her to continue, "Alright, look, there's this crime lord who's reaching up the tree and needs his hand to get cut off. We're the knives in this scenario, and we're being paid extra to make sure to thoroughly destroy this guy. That clear enough?"

"What'd this guy do?" The agents didn't seem to have the interest of the common people at heart so it probably wasn't something normally abhorrent like murder of human trafficking. If it was half the crime bosses in this city would have their door kicked in.

"You remember the Parker kid in this place? The one who turned into that giant Lizard and died?" Spider-Man nodded. An odd thing to find out, but it paled in comparison to him (supposedly) coming back from the dead, "Yeah, well, he didn't do that on his own. Apparently the guy went full on mad scientist and made this serum thinking it could turn him into Captain America." Her smile quirked slightly in grim amusement, "Instead it turned him into an overgrown Lizard."

"What's that got to do with this?"

"This guy got the serum. Long story, but apparently your clone was sent to get it before and it turned into this giant mess with Spider-Woman and that other S.H.I.E.L.D charity case Spinerette getting involved. We're supposed to clean up the mess."

His clone...the more he heard about him the dimmer his view got. Bad enough that a copy was running around, now he had to clean up his messes, "Alright, so, we're supposed to just kill this guy?" He never thought he'd end up being an assassin, but beggars couldn't be choosers. He'd feel guilty about being a killer for hire once he was back in his own bed away from all this insanity.

"Dead or arrested, but former's more convenient." She laughed under her breath, "Not just that, though; S.H.I.E.L.D wants scorched earth. This guy's been gathering a bunch of stuff and making moves all over the place, so we kill him and we and we destroy or retake all his assets. That includes all the resources he stole and anyone stupid enough not to to put their hands up and surrender."

"Huh...'this guy' got a name?"

"Nothing real from what our bosses gathered, but apparently in some circles he goes by Crime Master. Check your phone, it has mugshot of him."

Crime Master...the name instantly caused him to scowl, which his 'partner' didn't fail to notice given the raised eyebrow she gave. Ignoring her probing look he turned on the cellphone (definitely the one thing he liked about this place) and, with some difficulty, navigated through it before eventually finding the picture.

The face covered in a dark mask brought back all sorts of unpleasant memories. The depraved bastard gathered Negros up by the dozens for Octavius' experiments and then tried to get rid of the 'evidence' when his glass house crumbled all around him...and after all that, after trying to kill Robbie, he had the gall to beg for help when Octavius gutted him like a fish.

He didn't feel guilty watching him die.

"Hey, you there?" Shadowcat's voice cut through the unfocused haze, "You just blanked out, partner."

"Y...Yeah I'm fine." He put the phone back and sighed. It wasn't the same Crime Master, but evidently he was as depraved as ever. Some things never changed, "...You know, I'm curious about something. Those agents, it's obvious they have a lot of people and guns and on their deck. Why do they send mercenaries like you to do their dirty work for them?"

"Lots of reasons, really. Mostly because it's cheaper than the alternative - mobilizing troops, getting guns, trying to keep a low profile...it just adds up. No matter how much they pay for mercs it's a lot less painful for their bank account. Besides, if an agent dies they gotta make up some cover story for the family and then pay benefits. Either of us die and they just look for new freaks to string around."

"Huh, so we're just the easy way out?"

"More or less." She shrugged, "Also, it's probably cause they're paranoid. I heard about this one branch that was so compromised that half the agents there were on HYDRA's payroll, so at least this way they don't have to worry about some bribed agent giving Crime Master a heads up so he can pack up his operation. Simple and clean, that's how Peggy likes it."

"Right..."

"Come on, we're wasting time." She opened the door, causing him to flinch at the sudden onset of sunlight from the outside. He definitely needed to get rid of this hangover, "Sooner we finish sooner we get our pay."

He followed her out of the apartment and down the stairs that led to the parking lot, "You actually have a plan here?"

"Yeah, an old 'friend' named Turk owed me a favor and I got some info on a location. We can find one of Crime Master's freakshows and lean on him; shouldn't be too hard." She gave him a sideways glance and flicked her right hand. It was obvious what she meant by 'leaning', "Hope you ain't squeamish."

"Lead the way, 'partner'."

He rounded the corner and grunted slightly when he felt something hit against his chest, "Sorry about that," A female voice mumbled. Spider-Man looked down and caught sight of a ponytailed woman, her eyes covered in a pair of dark red shades. It was brief, but he definitely caught a glimpse of pale, unfocused eyes beneath the lenses.

"No, it was my fault..." For some reason he felt uneasy, though he didn't know why. He chalked it up to the lingering effects of the hangover moved past her to catch up to Shadowcat.

* * *

Spider-Woman was back in town.

Harry looked down at the cup of coffee in front of him and took a tentative sip, breathing a sigh of relief at the taste of the light blend. It'd been months since he'd been to The Bean, so it was relief to know that this at least remained consistent. Back when he'd taken shelter with his mom he had to keep a low profile, which wasn't helped by her worry that if he was somehow out of the house for more than an hour it meant S.H.I.E.L.D or S.I.L.K or god only knew who else had finally caught up to him.

Now here he was back in New York, a free man...well, mostly. His dad made a deal with S.H.I.E.L.D: in exchange for certain defense contracts and a few under the table favors Harry wouldn't spend the remaining decades of his life in a S.H.I.E.L.D prison on terrorism charges. It wasn't strictly legal, of course, but he'd been on both ends of the spectrum enough times to know that 'legal' and 'effective' didn't coincide a lot of the time. Even Gwen spent 5 years as a vigilante, after all.

After that...well, he was the master of his own destiny and that other inspirational junk. He had to do a weekly check-in to make sure that he was still taking the suppressants and his dad was officially in charge of keeping him from going off the deep end again, but he usually let him have free reign. No doubt a part of him wanted to keep his son in the penthouse under lock and key to make sure he couldn't shame the Osborn name any longer, but he seemed to content himself with a tracker embedded into his skin.

He tapped his fingers along the side of the styrofoam cup and frowned. He owed his dad everything right now, he knew that, but a bitter, spiteful part of himself couldn't help but resent him despite it all. Harry knew it was irrational and stupid, but he still jumped to the worst conclusions and twisted it to somehow make his dad selfish despite it all; that Norman did it purely to cover his own name and that he himself just happened to benefit.

 _"Face it, Osborn; there's no one else you can blame. I know it's hard to believe, but sometimes you do have to take responsibility. Or are you going to blame daddy next time for not cleaning up your mess?"_

Harry's grip on the cup tightened and he took a deep breath to try and calm himself. He'd always prided himself on not relying on the Osborn name or his dad's money and he despised his 'affluent peers' when he got sent to that prep school. Now here he was, a 'free man' because of his dad's name and money while everyone else cleaned up the mess he started. He almost laughed at how pathetic it was.

His attention was drawn to the news report on the mounted television. It was something about Spider-Woman's 'sudden re-appearance', though he drowned the words out. He knew where she went - the retreat into the Watson cabin with the rest of her friends. It was that time of year and it was what she needed...and it definitely didn't have anything to do with Peter's sudden retirement.

Again, he hated that a part of him felt a sense of smug satisfaction when he saw the news report on Peter's breakdown in front of Jameson and the crowd. All those years he mourned Peter...and now he almost wished he stayed dead. At least then he wouldn't have turned into some kind of half-cocked vigilante. He shouldn't have felt happy seeing him like that...

Harry knew why, of course. He still had feelings for Gwen, and he didn't miss the way the two looked at one another even before he got confirmation on their 'thing'. Back when they were younger he knew Peter liked her, but Harry didn't let it stop him from trying to ask her out to prom. Maybe it was a violation of some kind of code, but to hell with it. Peter wasn't going to do anything so why shouldn't he take that chance?

And now the primal scrap of his brain laughed that Peter got egg on his face. It was petty and jealous and he was still doing it.

His musings were cut short when the chair across from him scraped back and someone took a seat. Harry's gaze shifted from the TV screen to his new guest and he smiled, the gesture short and somewhat bitter, "Thanks for coming. I thought you wouldn't show."

"Trust me, I almost didn't..." Cindy replied, her neutral expression contrasting heavily with the usual cheer she had around the other two Spiders. He bit his tongue to keep from noting how similar it made her look to her counterpart, "I definitely didn't expect to wake up with a message from a fugitive on S.H.I.E.L.D's most wanted list-"

" _Former_ fugitive. My dad...cleared it up." He hated how he sounded so defensive. Like his dad bailing him out was somehow something to be proud of.

"Whatever." She waved a hand through the air and rolled her eyes, "Look, what do you want?"

"Touchy. I get the feeling you don't like me..."

"I don't," she said bluntly. Despite himself Harry couldn't but feel like he'd just been punched in the gut, "Look, I don't know the exact deal between you, Gwen and Pete, and I don't need to. All I know is I saw the experiments my evil twin did with that serum and I was nearly on the other end of it. You have any idea how many people she killed and put down when her tweaks failed? Those 5 agents were the lucky ones; at least they're still alive. The unlucky ones were dumped like trash."

"I know...I was there." And he didn't care. All he wanted was to find an edge over Spider-Woman to try and...what? Make up? Solve his petty revenge fantasies? Much as he hated to admit it, Peter had a point - he was lying to himself.

"Your dad got you out of prison time, and cause I'm working for S.H.I.E.L.D I can't do anything, but that doesn't mean I have to like you." She looked down at the table with a slight scowl and took a deep breath, "Look, what do you want, Harry? I know you didn't call me here just to chat."

"I...I need your help."

The incredulous look she gave him was expected, but it still stung, "Are you serious?" Her expression shifted from surprise to annoyance, "Look, I didn't think I was here for a friendly pow-wow, but now you're asking for my help? Right after I just got done telling you I don't like you?"

"Yes." No need to dance around it. They both deserved better than that song and dance.

"Wow..." She shook her head and laughed under her breath, "Alright, riddle me this, detective: why exactly did you think to ask _me_ for help? Gwen's back in town and your dad's clearly willing to pay off anyone to keep you out of Guantanamo bay, so it's not like you're lacking in people to go to."

"Because I don't want them to know what I'm doing." Cindy raised an eyebrow, silently urging him to continue, "I...look, I think I have a lead on the PGH that crazy bastard Jack-o-Lantern stole...but without the serum I'm just a normal guy. I need-"

"Some spider-y muscle, I get it it," she interrupted, "Look, I can see your point here, but why don't you just call S.H.I.E.L.D?"

"Because..." Because he wanted to do this, because he wanted to try and make up for what he did instead of just sitting on the sidelines again. He didn't want anyone else to clean up his mess again, "I...it's just a lead, I'm not sure if it's anything. I can't exactly call them and just make stuff up because I overheard a tip in some back-alley that may or may not be legit."

"I've heard more convincing lies from my evil twin, " she held up a hand before he could say something back, "Look, I'll help you - I've seen what that serum can do, and if we have a chance to get it out of that flaming pumpkin maniac's hands then I'm all for it. _But,_ " she said right as he was about to stand, "I'm calling it in to S.H.I.E.L.D if we actually find anything. Take it or leave it.

"...Fine." No doubt his dad would ground him like he was 5 once he found out, but if he managed to get the serum out of the streets it'd be worth it.

"Alright, so what's this lead you have?"

"An old 'friend' of mine, Turk, he said he had a lead on this guy Crime Master; Jack-o-Lantern's boss. Apparently his old partner Grotto went to work for the guy and he came back with..." He swirled the cup and winced, "Actually, here. This explains better than I can."

Harry placed the picture at the table and Cindy's face immediately knotted in disgust. He'd seen Grotto before in passing, but the man in the picture barely held a resemblance: his skin was an unhealthy shade of gray, there were oversized fly wings on his back and his eyes were disgustingly wide and red, holding no traces of the humanity they once held.

Grotto - or 'The Fly, as Turk helpfully put it. According to him there was little of his old partner left.

"What the fuck?" She looked the picture up and down for a brief moment before tossing it back to him, "What the hell happened to him?"

"Turk was light on the details, but apparently Grotto got an offer to get powers and, well..." He gestured to the photo again, "Offering to give people superpowers is tempting, but what it really means is becoming a guinea pig. I guess this guy didn't get the memo, so..." He pocked the photo again and shrugged, "Apparently Crime Master sics him on people he doesn't like. He's less an enforcer and more an attack dog, really. I got a tip about his hideout and..."

"We get to him and we get to Crime Master." At his nod she quickly stood up, "Alright, fine, lets do this before I change my mind."

* * *

 _June 10, 2016. Storage Garage._

This place was full of freaks...

Back home he'd seen some depraved sights - Toomes and Octavius were at the top of the list - but in the end they were still human. Toomes might have been a freak and Octavius might have put Frankenstein to shame, but they folded like a pack of cards when you pointed a gun at em. Everyone was scared of death and the thought that it was coming for them; no matter how much they pretended otherwise.

The tip from Shadowcat's 'friend' led them to a seemingly abandoned storage garage; seemingly being the key word there. It didn't take long for her to find a stairway hidden behind a wall and soon they were led down a winding hall of mazes filled with rent-a-goons packing those new typewriters. He thought the tommy guns were insane; the stuff back home had nothing to the carbon and plastic monstrosities in this place.

Speaking of monsters.

"Who the hell are you?!" The overgrown fly in front of them asked, his postured hunched over and glaring at them through his malformed eyes. Spider-Man saw the traces of green bile that dribbled down his mouth and the whimpers of the victims he had tied around the large room were barely drowned out by the occasional movement of the grotesque wings on his back.

Shadowcat told him that the guy would be a freak, but this was something else. Spider-Man narrowed his eyes and inched his hand towards his gun. They didn't have much time here, or at least that's what his 'partner' claimed. Judging from what he heard from the rent-a-goons they weren't the only one raiding this place. He didn't know if it was another criminal making a power play or one of the 'Superheroes' this world was apparently crawling with trying to send a message.

Either way they didn't want to be here too long.

"Where's your boss, ugly? Make this easy on yourself and skip the snarling and charging. Trust me, it's not gonna go your way."

The fly monstrosity didn't listen and jumped towards them, hands reaching out and his mouth open in a wide snarl. Spider-Man dodged to the side a split second after his spider-sense warned him while Shadowcat practically rolled her eyes and let him phase through her, the crazy bastard's eyes widening in shock right before his momentum carried him forward and caused him to smack the wall with a painful thud.

"Hard way it is."

She was on him quickly, flipping through the air over his clumsy strike before she kicked him in the back and pushed him onto the floor, "Anytime you wanna jump in here, partner," she said, giving him a look of slight annoyance.

Moving on instinct, he avoided the green bile the monstrosity spat at him and kicked him across the face, knocking him back into the ground face-first, "Didn't seem like you needed any help there." He dodged the next strike and jumped, pinning both of his legs to the ground with a burst of webbing before and quickly doing the same to his struggling hands.

"I didn't, but I don't wanna carry you around. You gotta earn your cut, bub." She gestured to the struggling freakshow, "Hold him down, would you? I wanna have a chat."

He didn't bother sniping back and just held the bastard's shoulders down. Shadowcat knelt in front of the struggling Man-Fly and manifested one of her transparent claws, "Alright, lets try this again." She inched the blade closer to his left eye, his eyes widening even more than they already were, "Tell me where your boss is or I start taking pieces off you. Simple enough, right?"

The monstrosity spat again (a final act of defiance, maybe?) and he was close enough that it actually hit against her stomach, the reinforced cloth smoking at the corrosive substance. Shadowcat raised an eyebrow and, without another word said, stabbed him right in the eye.

Despite everything the screams were all too human. Spider-Man winced and continued to hold the freakshow down as he screamed and trashed around, blood rushing down the rapidly worsening wound. He was tempted to say something, warn her that if she was careless he could end up dead with their only lead lost, but he kept quiet. She was the expert on 'leaning' here, not him.

A few painful seconds passed before she eventually pulled her hand back, the translucent blade covered in dark blood. All around him he caught sight of the bound and gagged hostages looking away and crying into their gags, "Told you it was simple." She manifested another claw and inched it towards his remailing eye, "What do say, big guy? Wanna go two for two?"

"I-I can't tell you! I dunno where he is-"

"He's lying." Shadowcat's gaze shifted from the fly to him, "He knows where he is, but he's scared of something..." Or at least that's what he got from the sudden flaring of his spider-sense. Hard to tell the motivations someone had; he had to read into that himself.

"Hmm, interesting." Her mouth quirked up slightly in a smile and she inched the claws closer till it was a millimeter from touching skin, "What are you more scared of; your boss or the claws in front of you?"

"I- you don't wanna fuck with these guys!" The panic in his voice was familiar...human, or at least as close as he could be considering his state. There was that fear he'd tried to hide, "That massacre at Times Square, that was one of the boss' guys! You go after him and you're-"

"Lets rip his wings off."

The Man-Fly didn't even have time to scream out a protest before Shadowcat brought her claws through the wings on his right side and tore it away from his back without a care, "Ahhh, you fucking bitch! I'll kill you!" He struggled through the bindings, but any time he got close to breaking free Peter re-webbed his limbs. The bastard was strong, but the blood loss and injuries didn't do him any favors.

"Was that really necessary?" Spider-Man looked up at her with a slight scowl, but she only gave him one of her carefree smirks, "Do you even care about asking questions or do you just wanna torture this guy?"

"He's the one who's stalling." She stepped on the bloody stump where his wing once was and leaned down, "Wanna talk now? Or do we slice off the other wing, too? I'm really curious if you can fly with no wings and one eye."

"A-Alright, I'll talk...!" Spider-Man didn't know whether it was sweat or tears running down his face; probably both. Either way it was obvious he was desperate, "Crime M-Master, h-h-he's got a shipping business in Midtown! Name's Bennett's Guarantees!"

"Really don't see how that helps us, Flyboy." She inched her claws closer to the last, twitching wing, "Maybe you need your memory jogged-"

"N-No, wait, just listen!" His breaths turned even more frantic, "It's a front! The receptionist knows; tell her you're there to 'see the old CM' and she'll let you through! Crime Master's got an entire operation down there; it's where he puts all the stuff he steals and..." He shook his head head, "Oh, god, that's all I know! The boss is always there! You can catch him now if you hurry!"

"Hmm..." Shadowcat's gaze shifted from the twitching monstrosity to Spider-Man, "I'm not seeing any tells of a lie. What about you, partner?"

"I'm not getting anything either. He's telling the truth." Torture was inconvenient a lot of the time; there were far too many times that people just screamed out what you wanted to hear to make the pain stop. Thankfully his spider-sense weeded out the truth from the tall tales, "We got what we came for."

"S-See, I told the truth! I did! So just-"

Without much fanfare Shadowcat tore off his other wing and threw it against the wall, "That's for spitting up at me," she said, ignoring his pained cries and the frantic way he curled in on himself, "Come on, lets get outta here. Smell's maxing me nauseous-"

"Wait, what about him? And the rest?" He gestured to the Man-Fly curled in a fetal position and the surrounding people. They were shivering and scared, but it was a hell of a lot better than being (according to his 'partner') food for the depraved bastard.

"What about em?" she asked back, impatience seeping into her tone, "We're here to get info, not make arrests or save these people. These guys have legs; they can walk out of here if they want. Not like Flyboy's going to go anywhere the state he's in."

"Always got your eye on the prize, huh?" He scoffed, "You go ahead. I'll clean this up."

"Fine, but don't take too long. I don't wanna miss my chance at this Crime Master guy."

Shaking her head, she walked out of the room and up the stairs without looking back. Spider-Man watched her go for brief moment before turning his attention back to the whimpering Man-Fly. From here he looked almost pitiable, but the dead corpses that stunk up one corner of the large room instantly sapped through any sympathy he might have had.

"P-Please-"

Spider-Man pulled out his gun and shot, the bullet shooting through his remaining eye and clear through the other side of his head. A few of the prisoners whimpered, though he caught at least one or two who looked relieved that he was dead, _'Better safe than sorry...'_ He went to the closest hostage - a man in his 40's dressed in a business suit - and quickly untied him, "Untie everyone else and call the coppers."

"Y-Yeah, okay..." He swallowed nervously and looked at the recent addition to the corpse pile, "Y-You killed him..."

"So what? He a friend of yours?"

"N-No, of course not-"

"Then don't waste time thinking about that waste of skin." He pushed him towards the other hostages and handed him spare knife, "When the coppers are here make sure you forget you ever saw me or my 'partner', get me?"

"Y-Yeah...thanks, Spider-Man."

Spider-Man...he must have thought he was his clone. Biting back a scowl, he trudged towards the exit and stopped when he caught sight of the security camera mounted on a high wall, _'Someone must have seen the show.'_ Sneering, he raised the revolver and fired it through the lens. Whoever ran this place knew exactly what their employees did, that was for damn sure.

Maybe he was doing it cause of the clowns, but he couldn't deny the guy deserved it, at least. Just what he needed to take the edge off.

* * *

Harry hacked into the computer and did his best to ignore the sounds of fighting that came from behind. Cindy - or Spinnerette, as she called herself - was living up to being the 'spider-muscle'; while he wasn't incapable of fighting, he knew when he was outmatched. Military training didn't really match up compared to someone who could lift a truck with their bare hands, no matter how many times the army or S.H.I.E.L.D instructors yelled otherwise.

"You about done there, Gobby?"

His fingers tripped over the keys and his mouth curled in a scowl, "N-Nope, not yet!" He took a deep breath and continued breaking through the system. He'd picked up a few things in his (extremely short) time under S.H.I.E.L.D's employ, but hacking and discipline didn't matter much when his partner didn't give a shit about tripping him up with insulting nicknames.

He didn't know if she was aware just how deep the Goblin name went for him, and he had the distinct feeling she wouldn't care even if the did know. She'd made her feelings on him clear already.

Thankfully Crime Master didn't have much in the way of unbreakable encryption and eventually he managed to force his way through, _'Finally...'_ He moved the mouse quickly and opened the files in quick succession. The place was a maze and they hadn't run into Grotto, but he wasn't complaining. He'd take a computer full of files over some fly hybrid any day the week.

The sounds of struggling stopped soon enough and Cindy quickly joined him, looking over his right shoulder and eyeing the files suspiciously, "Any luck?"

"Pouring through all the junk." He clicked two of the windows closed; they were just dummy reports on finances, "There are a lot of businesses here, but it's hard to tell what's a legitimate one or not. Guy like Crime Master has to launder his money somehow..." He counted at least half a dozen businesses, and that was just at first glance, "Going through all this could take days..."

"Or a few minutes if we just give it away to S.H.I.E.L.D. I'm sure they've got a whole division for something like this, right?" Without waiting for an answer she grabbed a nearby external storage unit and and plugged it into the port, "Copy everything down and lets get out of here."

"Right..." He hated to admit it, but she had a point. Sighing, he transferred the files over and pored through the rest of the computer as the process completed. Once S.H.I.E.L.D got their hands on the data that was it; his part in this was going to end and someone else would clean up his mess again, _'Gotta do something...'_ He brought up the command routes and searched through. There had to be something here for him to take...

"Cameras?" Cindy mumbled, pointing out the line of code, "You should probably erase all the footage. Better if no one knows we were here, right?"

"I guess." He input the command and waited for the multiple screens to pop across the monitor. They were only here for a few minutes, but-

"What the fuck?"

He didn't know which of them said it first, and either way it didn't matter. Harry shut his eyes and shook his head, wondering if the lack of sleep was finally getting to him, but when he opened them again it was definitely still there: Peter- 'Spider-Man' and a girl he recognized as that crazy merc Shadowcat were interrogating Grotto on one of the lower right cameras. The black webbing was definitely unmistakable, at least.

"Focus on that," Cindy said unnecessarily. Biting back a retort, he clicked on the camera in question and winced when he caught sight of Shadowcat stabbing a claw through one of Grotto's eyes. Well, the rumors he heard about her were accurate, at least, "What the fuck- I thought Pete quit? He didn't mention moonlighting with some psycho chick."

"Maybe you don't know him as well as you think." He ignored her scowl and watched with morbid fascination as Shadowcat ripped off his wings while Peter webbed Grotto down to keep him from trashing around. Even with the volume off the sight was unmistakably gruesome, though he quickly reminded himself that he'd seen and done just as bad.

"T-Turn it up. I wanna hear what they're saying."

"You sure-"

"Just do it!"

Ask and she shall receive. Harry turned up the volume and they were immediately assaulted by an odd mix of screams, whimpers and threats. Another thing he'd been on the other side of.

"A-Alright, I'll talk...! Crime M-Master, h-h-he's got a shipping business in Midtown! Name's Bennett's Guarantees!"

"Really don't see how that helps us, Flyboy. Maybe you need your memory jogged-"

"N-No, wait, just listen! It's a front! The receptionist knows; tell her you're there to 'see the old CM' and she'll let you through! Crime Master's got an entire operation down there; it's where he puts all the stuff he steals and...Oh, god, that's all I know! The boss is always there! You can catch him now if you hurry!"

"Hmm...I'm not seeing any tells of a lie. What about you, partner?"

"I'm not getting anything either. He's telling the truth." Harry's eyes narrowed. Peter's voice sounded off, "We got what we came for."

If Grotto thought it bought him any slack he was sorely mistaken. Cindy looked away and Harry winced when Shadowcat took off his remaining wing, his screams mercifully brief before Harry shut the volume off again. They didn't need to hear anymore, "Well..." He looked at Cindy. The older woman was still determined to stare at the floor, "We got an address, at least."

"Something's not right here. You saw that, right?" Again she didn't wait for answer before she pulled out her phone and tapped what he assumed was Peter's number, "Something stinks here. Pay attention to the camera, see if Pe- er, whoever he is does anything."

The ringing lasted for all of a few seconds before he heard the soft click of someone picking up, "Hey, Pete, it's Cindy," she said, her voice rising in forced cheer, "Hey, uh, I was just wondering if you were busy." She paused and waited for him to answer, both of them focused on the camera. Right now Peter(?) was freeing one of the hostages after executing Grotto, "Arcade with Lana? Yeah, huh..." She gestured for him to turn the volume up slightly.

"-aste time thinking about that waste of skin. When the coppers are here make sure you forget you ever saw me or my partner, get me?"

"Yeah, no, sounds fun. Arcade, definitely missed that too..." They watched as Peter(?) looked at the camera for a quick second before he pulled out a revolver and shot, disrupting the feed, "No, no, nothing's wrong. Just watching one of those old-timey shows- or I guess current timey for you. Well, uh, okay, bye!"

Harry heard Peter's voice on the other end of the phone briefly before she quickly cut the call, "Well...unless Pete's a ventriloquist I don't see how that can be him." She put her phone back into the pocket of her suit and crossed her arms, "Question now is, 'who the hell is the new Spider-Man running around?'"

"One way to find out."

"Bennet's Guarantees." Cindy sighed and pinched the bridge of her nose, "Damn it, why can't things ever be simple?"

"Says the girl with the face of a terrorist leader. Come on, lets go. If we hurry we can still catch up to them."

* * *

 **So now it's not just Spider-Man and Shadowcat but now Harry and Cindy are gonna crash Crime Master's base too. You gotta feel sorry for the guy...well, you would if he wasn't a depraved asshole who hired the likes of Jack-o-Lantern as his head enforcer. Still, this does allow me to put Harry back into the action and gives Cindy voters (all 2 of you guys) a consolation since Lana won out the vote for the Carnage arc.**

 **Best part is it was more-or-less unplanned :P Harry wasn't involved till I needed someone to bolster the word count and originally his partner was either going to be Norah or De Wolfe. Cindy was swapped in since it feels like she made the most sense given her ties to SILK and the serum.**

 **Still, something tells me that meeting is not gonna go over well. Anyway, I'll be trying to write another chapter of Tangled Webs. Hopefully it's better than the last one.**

 **Questions:**

 **1\. I don't really know how to dress this up, so I'll just say it straight out: I need help. More specifically, I need assistance on the summary. I've always been crap at writing summaries and this hasn't changed at all. I'd be interested in help re-writing my current one since I feel like it doesn't do anything to summarize the story at all. So...yeah, any suggestions? I'll take tips or new pre-made summaries if anyone can manage it.**

 **I dunno what could function as decent reward/incentive. How about a chapter/oneshot of anything the most helpful poster wants? I'm not exactly a world-class writer, but I can make decent time with writing and provided the request isn't too outlandish it should be good. Also leaves me with a new story to post, so win-win :)**

 **2\. I'm curious about something: were people here looking forward to having Noir fight a (resurrected or cloned) Lizard!Peter? Some of the comments I received indicated they wanted Noir and Spider-Man to fight when they inevitably met up and I wonder if this was a fight people wanted to see or I'm just imagining things and the readers are just fight-happy in general.**

 **Review Answers:**

 **Red Rain17 - Appreciate the powers insights, but I'm more interested in thoughts on the chapter itself :) Again still appreciated, but the story is the main meat.**

 **Crouchingbastard - To be fair he was supposed to kinda come out of nowhere given that he's just a serial killer with no costume; he doesn't stick out till he does what he does best. As for the woman? That's Shriek...more on her later if I can help it.**

 **Nameless - There's a difference between being confusing and hostile, and a lot of their behavior is the latter. I dunno, would _you_ make out with a girl who said she would've shot you and didn't only cause she was out of bullets? And yeah, I remember that guy; he said he remembered the Incursion iirc and that he didn't belong in earth 616 like Old Man Logan and Miles. **

**Cyclopz - Not really a spoiler; more how I view their characters so far. As for Teresa? Depends. We'll see in the upcoming chapters if she has any interest in Spider-Man.**

 **KasugaRomio - Peter's a newb in the new cartoon, not all of that can be blamed on Gwen. As for Noir...nah, that guy ain't gonna stop drinking. Even Spider-Man spent his money on booze according to this chapter, though he doesn't seem to have miracle hangover protection like Noir does.**

 **Dr. Sugarcakes - Something tells me Noir isn't one to take Stick's shit...**

 **Guest - I dunno, I've kind of just hit a block when writing TR. Why? It hasn't been that long in fanfic standards since I updated.**


	77. The Road Back 1 (Read Authors Notes)

**Hey...this is a bit of a new thing, so bear with me. Alright, so I looked over the fic and I realized something - the entire plot went belly up and I honestly no clue how to end it. With all the arcs I have planned I honestly can't see a way it'll end with the 'go home or leave' choice, so here's my alternative.**

 **Now I know some popular fics like Ultimate Spider-Woman: Change with the Light, TSA: The Amazing Spider-Man and others have a 'weekly comic' plot, but I know that at least some readers are in it for the consistent story. So here it is - this is a side-story that focuses on the Octavius plotline and its own ending before the plot went sideways.**

 **Note this side-fic isn't in continuity with the main Looking Glass story. The premise is that it's a divergent point from the end of the Vulture arc and that instead of spending the 2 months dicking around Noir actually tried to find Octavius. This means this story has nothing from anything after the Vulture arc: no power-ups, no Venom, no Lana, no Sin Eater or Jack-o-Lantern etc etc. This focuses purely on creating an actual ending from the original premise since the main fic is already dragging.**

 **Oh, and the biggest change: the twist with Noir not being who he's supposed to be? Gone. As far as this side-story is concerned he's Noir and his lack of aging and memory bleedthrough is due to another reason.**

 **I'll only post the 1st chapter here. Every other chapter will be on its own dedicated story, so if you're interested in this look for any future chapters there :)**

 **And before anyone asks: no, I haven't stopped updating the main story, so please don't think this is my only planned story now. It's not.**

* * *

4 months...

He'd wasted so much time, and for what? To play hero? To pretend that anything he did here actually mattered in some grand-standing, universal viewpoint? His Uncle Ben always told him that those who couldn't be trusted with power had to have it taken from them. Was that it? Was he so distracted seeing so much abuse that he just trusted in that mantra to survive in this Madhouse?

Peter shook his head. It didn't matter; in the end he wasted his time, played hero when he should have focused. The fracas with Vulture and his separation from Stacy was just the wake-up call she needed. This place - the future, another dimension, didn't matter - was broken. Put one of those damn 'Supervillains' in prison and they were out within the week. And God forbid you put a bullet in their skull; that'd get you yelled out by your 'partner' and half the city called you a murderer.

He was getting out of this sinking ship while he could.

Which led him here, _'Been weeks since I've seen New York,'_ Peter pulled the coat tighter against himself and trudged down the warm streets of Stuttgart, Germany. Spring was coming quick, and the people were shifting their moods to accommodate. Despite the early hours of the morning he caught more than a few people walking out of their houses while a few street vendors quickly opened up their shops.

It was noisy and crowded, but it was still preferable to the extreme heat in Afghanistan; that was a place he would've preferred not going back to.

Being alone (at least for now) in a foreign country was hardly his idea of a good time, but beggars couldn't be choosers. 2 months he spent trying to get into Spector's good grace, going with him as far as Russia and the Middle East to try and ingratiate himself, and now it finally paid off.

Octavius was here. And Peter was going to drag that bastard back out of the hole he was hiding in.

He turned to a nearby vendor and raised one finger, " _Eins apfel_ ," he said, the older man giving him a raised eyebrow at the stilted accent before accepting the offered euros. Peter took one of the apples from the stand and waved off the offered coins, " _Behalte das wechselgeld_." He ignored the vendor laughing slightly at his American accent and left as quickly as he came.

Peter walked to the side-street, doing his best to avoid the crowds. He could speak the language to a certain extent - Spector's lessons helped - but he still felt like an outsider here...well, even more than usual. Back in New York he was at least surrounded by New Yorkers - sure they dressed like clowns and talked funny, but he didn't feel like a damn alien trying to speak the language.

He bit into the apple and eyed the GPS system on the phone. Making it to Germany wasn't easy, and considering his lack of an ID that didn't include being shackled to an overgrown Lizard he didn't have much in the way of options - especially not in a place that was as paranoid about terrorists as this dimension was. The fastest way they could manage was smuggling him in the cargo bay on plane and then leaving before anyone caught him.

No guns, though. Only way they could convince the smuggler that he wasn't some kind of hired assassin or gunman instead of the desperate youth looking for a fresh start Spector presented him as.

 _'Getting close to the meetup point...'_ All of them came here separately, which was hardly a shock. Spector was legally dead, Bullseye was a fugitive on the run from the spooks and Castle was already making a name for himself as the guy with enough weapons to stockpile an army. He couldn't imagine anyone crazy enough to give even one of them commercial flights, let alone as a group.

Stuttgart was different from New York. Barely any big buildings and the place looked almost picturesque, though he knew that was only skin-deep. Place looked nice enough, but there were always worms rotting underneath the concrete.

 _'Should be around here somewhere...'_ He turned the GPS off and flipped to a the picture of the blue door. Admittedly it wasn't the best way to get directions, but he'd dealt with worse. Trying to find a foxhole in the middle of the Afghan desert made this seem positively benign by comparison, "Come on, come on..." He rounded another corner and breathed a sigh of relief when he saw the marked wood at the side of the alley.

He wasn't the first one there. Peter barely opened the door before a card whizzed past his head and embedded itself against the wall, "Nice to see you too, Bullseye." He pried the playing card from the wall and threw it back to the sharpshooter, getting an amused grin in response. Most people would've been annoyed getting a projectile as a greeting, but he'd more than gotten used to it by now. His lack of blaring spider-sense made it clear it wasn't an attack anyway.

The safehouse was nothing to write home about: a small table, a few chairs and a bag that looked like it belonged to its sole occupant. Spector told him it was bare bones; he really wasn't kidding.

"Yeah, you're a sight for sore eyes, kid. Even if you eating an apple does make you look like an asshole." Bullseye laughed under his breath and placed the card back on the deck, "Hope your trip was better than mine. Guys I got to smuggle me here were trafficking a bunch of desperate schmucks and selling em to anyone who'd buy...I tell you, it's a pain in the ass to kill everyone on a ship with just some paper clips, but I managed."

"Sounds like an adventure. I take it there were no survivors?" Not that he cared too much. Human traffickers, murderers, rapists...easy enough to forget White Widow's arguments to right of life.

"There aren't any police officers at sea, so you can guess the answer to that." He waved a hand through the air lazily, "Good thing those poor bastards they planned to sell could help pilot the ship cause I tell ya I really didn't fancy swimming all the way to shore."

"Figures you'd run into a buncha traffickers knowing your luck." Peter let out a single, soft laugh. The worst thing he ran into was an angry chihuahua who didn't take kindly to his being present on the storage hold, "You heard from the others?"

"Yeah, ol Frankie left a note. Said he was going to set up somewhere else and that we should just call him when we got ready for the raid." Bullseye gestured to the hastily scribbled note at the edge of a nearby table. Not much words, but it got the point across, "You know, call me crazy but I don't think Frankie likes the rest of us too much."

"He doesn't." The only reason he even agreed to do this was because he cashed in that favor after saving his family. The guy might've been a bastard who left them behind to play 'Punisher', but he wasn't ungrateful, "Hope he managed to get his weapons past customs. I don't fancy having nothing but his fists as backup." He felt naked without his revolver, but he didn't fancy getting caught with a gun in a place like this.

"Speaking of customs, Frankie left a present for you." He pointed to the duffel bag in the corner, "I think you'll like it."

Peter opened the bag and smiled slightly when he saw the small Glock 26 and a few extra magazines - some normal, some extended - neatly stacked nearby, "Best present I've had since I got here." He took the gun and inspected it carefully. Small, but the bullets hurt all the same, "Hmm..." He detached the magazine and made sure the chamber was empty before taking aim at the stack of cards on the table and pulling the trigger.

The soft click brought him no short amount of relief. Powers or no it never hurt to have a little backup just in case, "Huh, nice." Bullseye whistled appreciatively, "Not really into guns myself, but Frankie has good taste."

"Need something that can be concealed. Gun control laws in this place are pretty strict..." He stuffed the pistol down his boot holster and put the magazines into his coat pocket. Hopefully they didn't run into any metal detectors or police hounds in their stay here, "Sure you don't wanna find a piece for yourself?" Raiding a terrorist base with nothing more than a deck of playing cards seemed insane even for him.

"Nah, I'm good."

Peter didn't get a chance to argue further before the door opened and Spector- _Grant_ strode in, a cocky smile on his face and his white suit immaculate. However he ended up here he probably didn't have to share with a rat dog, "Gentlemen, glad you could make it." He eyed them both for a few seconds before he noted the empty chair, "I take Mr. Castle isn't joining us."

"Castle said to just call him with the details. Speaking of which..."

"No need to be impatient, Peter." He walked closer to the table and pulled out a map with an exaggerated flourish. Peter rolled his eyes; Grant was always a bit of a showboat, "You two, we all know the stakes here so there won't be any need for speeches." ...And back to Spector again. Dealing with Moon Knight always gave him a headache, "Our objective is the capture of Dr. Otto Octavius."

"Yeah, I got that much." Bullseye rolled his eyes and turned his attention to the map, "The hell, this a church? What kind of terrorist bunks at a church?"

"Many of them, but this one's reasons aren't what you think." Spector tapped the map twice, "S.I.L.K bought the property under the guise of one of their shell companies ostensibly for the purpose of refurbishing the property. No one looks twice at a place like this being rebuilt, after all. If Lady Tomoe's information is legitimate then Octavius has been here for the past half a year."

"Better be accurate..." Working with a Yakuza _oyabun_ to get this information definitely wasn't the high point of his short-lived career, "Sure there's no innocent people here, Spector?"

"Positive. The rare few times they need to show construction they simply have their goons dress up and mimic the part," He pointed to the roof, "We'll raid the place tonight at 9 pm. Castle will cover us from an opposite rooftop with a sniper rifle. You and Bullseye shall go through the roof, take out the sentries and take the doctor while I go through the side entrance. Too large a group and we only hurt ourselves."

"Yeah, I get it..." He pored over the map and frowned slightly, "Me and Bullseye are gonna nab Octavius, but what are you gonna be doing?"

"Disabling their defenses." He pulled out a small gizmo from his pocket and held it out to them both, "Again, Lady Tomoe's aid shall be crucial here. If the defenses are not disabled then you will die."

"All we gotta count on is that a Yakuza boss keeps her word. Great..."

"We don't have to count on her honor, only in her self-interest. She's been in conflict with S.I.L.K since her rise in the ranks; she gains nothing from double-crossing our attempt to take one of their head scientists." He nodded and looked back at the map, "Once you capture Octavius we shall meet that at the pre-arranged docks. The ship I've bribed leaves at 2 am, so we don't have a large margin of error."

"Seems simple enough." Bullseye flipped a card between his fingers and grinned, "Typical snatch and grab. This was a milk run back in S.H.I.E.L.D."

"Not so sure. I've seen some of the freakshows those bastards pumped out; something tells me that we gotta be careful here..." A hand rubbed at the wrist of his right arm and he frowned. That poison was still in his system cause of them, "Look, Bullseye, just make sure you don't go off on me. We need this bastard alive - he's my ticket to getting home."

"Oh, ye of little faith." The bald sharpshooter grinned, "Trust me, we're gonna do this easy.

He wished he could share Bullseye's confidence. Sighing, Peter took the earpiece Moon Knight offered and secured it on his right ear. It was do or die.

* * *

The church wasn't anything to write home about. It was old and picturesque, but so were most of the buildings in this place. Peter looked up the brick wall for a brief moment before he jumped, grabbing hold of some uneven squares that stood out. Places like these were easy to climb, not like this Madhouse's New York - those places were sleek and uniform; almost impossible to find a handhold without having to make his own.

He nearly to the top before he heard a set of footsteps drawing closer. Cursing internally, he swung over to a nearby ledge and pressed himself against the wall, "Fuck, it's cold..." a voice from above said. American by the sounds of him. Peter clenched his hand and shimmied across the thin ledge. What he wouldn't give to be able to stick to walls like Stacy could...

Peter was about to reach over and grab the poor schmuck before he heard the sounds of breaking flesh followed by a dull thud. Eyes narrowed, he pulled himself up and let out a soft breath at the sight of the would-be construction worker dead on the ground with a bloody hole between his eyes.

"Be more careful." Castle's voice came from the earpiece.

"Yeah, thanks..." He dragged the corpse onto a nearby crook out of sight and frowned at the scent of blood that wafted up his nostrils, "Castle, you get a good look at how many of these bozos there are?"

"Two of them at the side-entrance your friend ran through. I took care of them. There are two more on the other side of the roof and one on the spire with a sniper rifle."

"Hold your shots for now. I don't want this place stinking up with copper." He made his way to the other leftmost side of the roof and looked over the edge. Bullseye was climbing up, though he had less luck than him, "Come on..." He offered him a hand, which the older man quickly took. As tempted as he was to make a joke on his sub-par climbing skills this really wasn't the time or place.

Peter placed a hand against his lips in a 'shh' gesture before they both lowered into a crouch, "Castle, take the sniper out on my go." He pointed to the other side of the roof and they made their way across the tiled rooftop. Bullseye was mercifully quiet; far better than his experiences partnering up with Stacy by a longshot. By now she would've stomped her foot and made a quip.

He and Bullseye took up a spot opposite of one another, "...Now." He barely heard the sound of the shot coming from the earpiece before he rushed forward and grabbed the left sentry while Bullseye took the right. The rent-a-clown opened his mouth to scream out a warning and Peter quickly snapped his neck, his voice dying out before he got more than a muffled 'what the-'.

The other sentry didn't fare better considering the playing card embedded at the side of his neck, "Messy, Bullseye." He set the schmuck down against the wall away from view and wiped his hands.

"You weren't really specific, kid," Bullseye said, his tone completely unapologetic, "Come on, lets get inside before the rest of their buddies figure out something's up.

"Right...hey, Castle, warn us if something happens. We gotta bolt first chance we get."

"Copy that."

The inside of the church was the same as the outside - pretty to look at and not much else. Peter looked around the bare walkways quickly before jumping down into the main room, Bullseye joining him soon after. Unlike the roof the entire place was barren, almost eerily so. For second he almost expected the Hunchback to swoop down on a rope and ask them what they were planning here.

He switched frequencies on the earpiece and frowned, "Moon Knight, not seeing an entrance here."

"Hold a moment, I'm at the computer room now." The sound of pained screams echoed through before Spector's voice came back, "The guards spotted me, but I managed to incapacitate them before they could sound the alarm. Now..." Typing, quickly followed by a burst of static, "According to this the second entrance is hidden behind a nearby altar."

Peter did a sweeping glance and smiled wryly at the statue of the Virgin Mary at the center. Something told him Octavius and his ilk weren't exactly the kind of people they wanted to give sanctuary to, "Yeah, I found it..." He traced a hand through the dusty surface of the marble. He'd been praying a lot ever since he got taken to this asylum.

It never helped.

It was easy enough to push it out of the way and expose the dull metal doors hidden behind the peeling wood. A few seconds passed in total silence before Moon Knight chimed in his ear again, "I can open it from here and with the security cameras I can monitor your progress. The guards are relatively light, but the corridors are tight. Be careful of getting trapped-"

"Just open that door, Spector."

The doors opened silently to a sleek, metal stairway. Peter took a deep breath and unholstered the glock, holding onto it tightly with his left hand. Something told him once they got in there wouldn't be much room for subtlety...and he couldn't deny that he wanted Octavius scared. He'd escaped him once in the asylum; no one was going to save him this time.

"I can't see your face, but I can tell you're on edge." Bullseye pulled out four cards and placed one between each of his fingers, "Don't worry, I got your back."

"Thanks..."

The smooth metal coupled with the air-conditioning made Peter feel like he'd stepped into another world entirely. He took a few tentative steps down the stairway, right hand pressed against the wall and his focus resting solely on his spider-sense. Spector was on his ear, but he wasn't exactly comfortable putting all his trust on a guy who could flip the second one of the other voices in his head wanted their turn.

His spider-sense blared a few seconds before Moon Knight warned him, "Around the corner. Three guards." Peter looked back slightly and raised three fingers, Bullseye nodding quickly in response, "Take them out silently if you could."

It went the same as above. Two of the guards had their jugulars sliced through by the cards while Peter stabbed the last one through the side of his head with the knife Spector loaned him. At the back of his head he almost heard Stacy lecturing him on the sanctity of life, but he ignored it. The last thing he needed was to think about her considering how their last meeting went.

Peter took the assault rifle one was carrying and slung it around his shoulders. Better safe than sorry, "Moon Knight, you got an eye on Octavius?"

"No. The decryptor is still pouring through the system." Peter scowled. Perfect, knowing his luck they probably raided the place the one night he was on break. Sighing, he continued down the hallway.

"Any actual good news?"

"Records, though nothing useful to your objective." A few clicks came and went before he spoke up again, "Octavius uses this facility to try and unlock certain genes in people, experimenting on them for the sake of obtaining enhanced abilities. There are correspondences between S.I.L.K and a program called Weapon X on the creation of disposable human weapons."

"Like little miss lightning bolt, you mean?"

"Yes." Almost a minute of silence passed before Moon Knight continued, "Personnel records indicate that a man by the name of Aleksei Systevich was transferred here for the sake of protecting Octavius, so be careful." Systevich? It didn't take him long to remember the blue skinned Russian with the poor vocabulary. Didn't think he'd run into him again...

"I'll deal with Vodkalky. You just worry about keeping us intact."

The rest of the hall was almost desolate, which brought him no relief. He was constantly expecting the other shoe to drop or for the alarm to suddenly warn everyone in this place on where they were supposed to be.

"Agh..." He stumbled slightly as his spider-sense suddenly blared. Not danger, at least not the kind he expected, "What the...?" He traced a hand through the closest door and frowned. Something was behind this door, "Moon Knight, got any sights on what's behind here?"

"A prison ward for test subjects. Nothing concerning your current objective."

Just leave it, the rational part of his head said. Playing hero was what got him in this mess and it wasn't going to get him out of it, "...Damn it." He couldn't just leave. He saw what the freakshows in this place could do and he didn't wanna imagine what they'd be like even after he took Octavius out of this cesspit, "How many guards back there, Spector?"

"There's nothing-"

"Just tell me!"

"...4, each of them carrying shock batons. Likely to keep the prisoners in check."

Nodding, Peter looked back and gave Bullseye a nod before he kicked the door down. The dumb schmucks never got a chance to scream before he rushed in and tackled the closest two, stabbing one through the eye and snapping the other one's neck while Bullseye dealt with the remaining two, _'It's gotten easier...'_ He knelt and pulled the blooded knife out of the fink's left socket. Back home he'd killed, but he'd tried to abstain after Aunt May's lecture. A couple of months here and he was back to old habits.

The people in the cells looked up in surprise and fear. A few of them screamed and banged against the clear glass, but no sounds came, _'Must be soundproof.'_ The poor bastards looked like they'd seen better days, but that was to be expected. Least they didn't look broken like little miss lightning bolt, "I'm going to get you out. Don't worry." He didn't know if they could hear him, but he had to try.

"This turning into a rescue mission, kid?" Bullseye asked, "I don't mind, but I thought this was a snatch and grab?"

"No reason it can't be both." He picked up the shock baton and attached it to his trouser, "Moon Knight, can you open these cells?"

"Yes, but it risks sounding an alarm if we do so." Peter sighed. Of course it did, "Even if it doesn't the prisoners might be unstable due to the experimentation. I can keep Octavius from escaping, but escaping with both him and the prisoners will be difficult. Are you sure you wish to do this?"

Peter didn't reply at first. His attention was drawn to the solitary cell sitting at the far corner of the room, "X-23?" He scowled at the label and looked down at the sole occupant. A little girl who looked no older than 9 backed up against the edge of the cell, her hands chained to the walls with a pair of cuffs. She looked up at him with a fierce glare, her mouth curled in an open growl.

"Spider-Man, are you-"

"Open the cells."

Another few seconds of quiet followed before the clear glass doors opened with a soft whoosh, "Bullseye, take care of the rest of the prisoners..." There had to be a reason the little girl was the only one shackled. Taking a deep breath, Peter stepped closer and raised his hands, "I'm a friend, okay? I'm here to get you and everyone else out. Do you understand me?"

She didn't respond, but he saw her glare soften however slightly. He decided to take it as a good sign, "Alright, hold still..." He knelt down next to her, pulled out a lockpick and got to work.

It only took a few seconds to unlock the right cuff and the other one quickly followed. Peter offered her a hand, but she just glared and stood up on her own. Well, fine then. He'd take what he could get.

"Spider-Man, hurry. The release of the prisoners alerted the sentries. You don't have much time to get Dr. Octavius."

Moon Knight barely finished his warning before the door opened and a swarm of guards rushed in, all of them screaming threats for the prisoners to return to their cells. Peter raised his gun to fire before he heard the animalistic scream and the little girl charged with, and he couldn't believe he was saying this, two metallic claws jutting out of each hand.

She made short work of them, slicing through their limbs, necks and whatever else she could reach. Before he could raise his gun to fire they were all dead and she was the only one left standing, her patient gown covered in thick streams of blood.

"Octavius is trying to escape, Spider-Man. Hurry!"

"Right..." Shaking his head, he turned to Bullseye and pushed him ahead, "Get the rest of the prisoners out of here! I'm going after Octavius!"

He didn't wait for Bullseye's reply. He ran past the little girl and rushed down the hall, his hands priming the assault rifle, "Where do I go?" He could hear the alarms blaring now, a constant sound that nearly gave him a headache, "Moon Knight, where-"

"Three lefts and a right. That's the laboratory."

Peter turned the corner and jumped back as his spider-sense blared, "Shit..." He pressed himself against the wall and scowled at the sounds of bullets impacting against the nearby wall. He didn't have time for this, "Damn it..." Taking a deep breath, he took aim and fired, the two guards screaming in pain and falling on the backs soon after.

"I dunno what you did, but more of these guys are swarming the church," Castle said, "I'll distract them, but I can't do it for long."

"Do as much as you can." He picked up a spare magazine from his pocket and reloaded the gun-

Spider-sense.

Moving automatically, he lowered himself into a crouch and winced as bullets rushed overhead, _'Too close.'_ He gunned the next three guards down with his pisto before they could adjust their aim and quickly ran down the right intersection again. Despite all he'd been through a pitched firefight was something that was new to him. He was a vigilante, not a soldier.

Still, it didn't matter how man men they threw at him. He wasn't going to lose Octavius, not again.

"Laboratory." He was here, "Moon Knight, open the door."

"Alright, but hurry."

The two at the other side of the door brought out simultaneous feelings of relief and dread. Octavius was on his wheelchair with a look of panic on his face, which only worsened when their gaze met. It'd been years since he saw the bastard and he looked no different. Still latching onto anyone who'd take him, still conducting his sick experiments.

Next to him Systevich stood proudly, his expression going from slight surprise to amusement when he caught sight of him, "Haha, is this cause of big emergency?" he said, the accented English immediately grating Peter's ears, "Bug man wishing to die, yes? That's why you come alone?" He grinned and spread his arms, "Be giving it your best shot."

Peter raised the rifle and fired, emptying the magazine at his broad chest. He was only marginally surprised to see the metal bounce off the skin, "...Shit."

"New bosses give me upgrades!" Systevich charged towards him, both hands raised in an overhead strike. Peter dodged the clumsy strike easily and scowled as Octavius wheeled himself into a nearby saferoom and locked the door. He couldn't worry about him now, "Bullets, blades...all are like flies hitting against windshield. You cannot hurt me!"

They'd just see about that. Scowling, Peter reloaded the rifle and emptied the magazine again only to get the same results, _'Fuck.'_ He ducked under the sweep and punched him right between his legs...

"Hahaha, it tickles!" Systevich tried to grab for him, but he was faster. Peter slid under his legs and clenched his fists as he stood, "Spider-Woman not here to save little bug boy now! Nothing can stop bulletproof skin!"

"Skin..." They couldn't have changed everything, right? His skin was as hard as metal, but not his entire body. If it was he shouldn't have been able to move around or see... "One chance." Standing up higher, he held the baton with one hand and the knife in the other.

Peter ran towards him, ignoring the voice in his head screaming at him to do anything else. Systevich laughed, arms wide open as if to embrace him. The big galoot thought he was invincible. He was going to prove him wrong.

He jumped, landing on the Russian's chest and managing to push him back slightly. Before he could recover his footing Peter tightened his grip on the knife before stabbing it right at his left eye.

It worked. Systevich's cocky smile was replaced by a pained scream. Peter jumped back to avoid his desperate grab and stabbed the electrified tip of the baton towards his remaining eye. Again he got another desperate cry and he dodged the next clumsy blow, "Something wrong, comrade?" He pulled the bloody knife from his eye with a quick tug and stepped back.

One eye sliced through and another burnt beyond use. It almost made him feel sorry for the blue half-portion.

"Y-You son of a bitch! You're dead! Fucking dead!"

"Gonna have to catch me, first." Peter slipped through Ivan's wide and clumsy swipes and shoved the Glock in his mouth.

He pulled the trigger at least 5 times before he was forced back, but it was enough. Systevich was forced on his knees, spitting out blood through his mouth. The internal bleeding would've been enough to kill most people, but he wasn't going to take chances. This time Stacy wasn't here to save his worthless hide.

Peter webbed his arms to his side before he forced his head up, " _Do svidaniya._ " He filled his mouth, nose and throat down with webbing and backed away.

Systevich struggled against his bindings, but he didn't get far before his consciousness faded and he fell on his side, his eyes slowly going blank. If the blood on his throat didn't choke him then the lack of air definitely would. Peter had watched people die before when he could have saved them, but there was something grotesque about the sight in front of him now.

He shook his head. Now wasn't the time for that.

"Police are coming, kid. Whatever you're doing make it fast," Castle said.

"Got it." He made his way to the saferoom Octavius was cowering him. It was odd; after all those prosthesis he used on the Germans back home he was still crippled, still as imperfect and contradictory to his beliefs as he always was. The fear in his face was palpable and Peter was reminded once again of that night 5 years ago. So many things would've been different if he'd just pulled the damn trigger.

He didn't have to say anything before Moon Knight opened the door and Octavius' look of fear got even worse, "W-Wait, Mr. Parker!" He pulled his wheelchair back, looking around desperately for another escape, "B-Be reasonable about this! We can-"

Peter didn't say anything. Without waiting for the coward to finish his pleas for mercy he webbed the bottom of his wheelchair and pulled back with a sudden jerk. Octavius only managed a short scream of surprise before he crashed into the ground, misshapen legs twisting at the sudden shift in angle. All the suffering he caused and he was nothing more than a guy who couldn't even stand up properly.

He stomped on one of his legs, twisting and breaking the already deformed limb even further, "Ahhh! Ah, damn it!" Octavius beat against his leg, but he might as well have been throwing spitballs, "God, please, what do you want?! I'm a reasonable man, we can-"

"Shut up."

He kicked him in the face and his head slammed back on the ground, his nose twisted at a painful angle as blood poured down his nostrils. He was out like a light, "You and me are gonna have a long chat, doc." He picked up the crippled Kraut and carried him over his shoulder. 5 years he lost because of him...he was going to make him pay for all of them.

* * *

Peter watched Stuttgart's landmass shrink more and more as the ship made its way to sea. They left behind a mess - dead terrorists parading around like construction workers, Systevich's corpse and the lab with all the data pointing to whatever cabal ran things. There'd be questions and an investigation, but it didn't matter to him. He got what he wanted.

Octavius was in a cargo container; it was the only way to keep the 2 dozen prisoners from inflicting some karma. He didn't disagree, but he needed him alive. He took a deep breath and looked all over the deck. Most of the prisoners were sleeping below, but he caught at least a few walking around or chatting amongst themselves...

...Well, all of em except the girl with the claws. She was sitting on top of Octavius' cargo container with a permanent scowl etched on her face and her claws scratching at the surface of the metal. Something told him that Octavius was responsible for whatever the hell happened to her. Everyone seemed content to ignore her and he was inclined to do the same thing. The way she killed those men indicated training, which didn't bode well.

Lockley sidled up next to him casual as could be, "Well, that was quite an adventure." He leaned across the edge of the railing and gave him a sideways smirk, "The captain was surprised at our extra passengers, by the way. It's more than what he agreed with."

"Yeah, well, he can cry a river for all I care." Peter looked down at the rusted metal with a frown. Despite his words a part of him worried. He had no idea who these people were; all he knew was leaving them down there was a death sentence, "...Where the hell are we going, anyway?" He didn't think to ask before. Mostly he was focused on getting the hell out of that donnybrook.

"Back to New York." He laughed under his breath, "Meeting up with old friends."

"Oh yeah? Who?"

"Yours." Lockley took the phone from Peter's jacket pocket and tapped through the list of contacts, "You got Ock with you, but I don't have what it takes to build the portal. You and I know of only one group that has the means and resources to do that."

"The spooks..."

"Exactly." He handed the phone back and clapped him on the shoulder, "Think of it was a reunion between old friends."

The phone was already dialing by time he looked down. Peter took a deep breath and pressed it against his ear, "Hello? Who is this?" Stacy's voice came from the other end. Peter had to admit hearing her again after 2 months of no contact outside of ads and news reports was hard. The last words he'd ever told her was a warning to stay away from him.

And now here he was about to beg for help.

"Stacy, it's me..."

There was a silence on the other end before she replied, her voice soft and uncertain, "P-Peter, is that you?"

"Yeah...we need to meet."

* * *

 **1st chapter done. See what we can accomplish when we don't waste time with random side-quests :P Noir has Octavius and now he's on his way back to New York so they can tackle the rest of SILK. The rest of the Defenders (sans Felicia) also get more spotlight compared to the main fic since they're Noir's main allies.**

 **And before anyone says anything: yes, Noir is much more murderous than he normally is. He's close to finding a way home and he's less likely to put that at risk for morals, so he kills people be they mooks or Supervillains. And no, Octavius doesn't put up a fight. I wanted to go closest to my original plan and in that plan he didn't go Doc Ock.**

 **Anyway, debating on whether next chapter should be from Gwen's POV or I make this a pure Noir side-story since it does concern him finding a way back. Story should last about 4-5 chapters, barring any epilogues that show how life is back in Earth-90214 if/when he makes it back there.**

 **Review Answers:**

 **Crouchingbastards - Nope. She's tied to Carnage, but she isn't a symbiote herself.**

 **Cyclopz - Thanks :) I'll use your suggestion with some tweaks, so if you need a favor I'll do it within reason.**

 **KasuagoRomio - Really? I like Episode 5, but the Black Cat one was terrible since she does horrid things like derailing a truck in front of civilians - one of whom was a _child_ \- and collapsing rubble on top of Spidey/electrocuting him with a live wire. Even if she assumed he could fix all these problems it makes her look goddamn psychotic.**

 **Nice summary, but I'll have to pass.**

 **Dr. Sugarcakes - That doesn't really tell much about the story, though. Sorry, I'll have to pass.**

 **Hardlight - Teresa called it Klyntar since she saw other worlds. It's already confirmed that as far as the fic is concerned it's earth-based. As for Catverine and Spider-Man, the two aren't really friends.**

 **Yohart Meltz - How? It's literally their first arc together as partners. And character-wise neither are outstanding.**

 **JG76 - I think he'd prefer to be called Spider-Man :P As for fighting, something tells me they're less likely to do that since both of them dislike needless physical conflict.**


	78. Clean-Up Crew

**So I read through some chapters of Ultimate Avengers and...wow, I knew everyone (except Thor kinda) was an asshole in that team, but these guys take it to new lows. Captain America is a racist, sexist, jingoistic asshole; Hank Pym is an unrepentant wife beater; Tony's an overconfident alcoholic, Nick Fury commits genocide to make a point, Black Widow is evil etc etc. They make the cast in this fic seem healthy and well-adjusted...**

 **Still, the one person that stuck to mind was Ultimate Hawkeye, and purely because he's basically Bullseye-lite. I mean the dude comes across as violently deranged, revels in combat to forget the grief of his dead family, shows a degree of sadism and once _ripped off his fingernails and used them as projectiles to escape capture._ This dude is basically Bullseye on the side of good.**

 **...Which now makes me regret that I didn't look sooner because thinking on it using Hawkeye instead of Bullseye might make more sense, narratively speaking: he's well-known as a hero, his SHIELD ties would help show-off the dark sides of the org and he'd be the perfect foil for Kate in the Avengers with Gwen getting the younger, less experienced and more idealistic Hawkeye while Noir gets the older and far more deranged one who rips fingernails off for an advantage. It would also explain the fallout Kate mentioned earlier.**

 **That and his costume is boss.**

 **And yes, I tagged Peter and Gwen as a couple in the fic summary. You win, guys. Granted whether they stay...whatever the hell they are is up in the air, I will try to live up to the tag when I can.**

* * *

Bennet's Guarantees was a small, indistinct building that looked for all the world like a proper place for business. Hell, for all Spider-Man knew it might have been - easier to keep out of the public eye when you looked like you had nothing to hide. It was how Felicia and Fat Larry got away with their speakeasies before Prohibition finally ended...well, that and a handful of long green that the police chiefs couldn't ignore. Not even old man Stacy could turn his head at that.

Spider-Man let Shadowcat go in first before quickly following after her. He felt uncomfortable going in openly without his mask - the plan was for them to pretend to be new prospects of 'the old CM' looking for a quick gig. Infiltration wasn't his specialty, and judging from what he'd seen of Shadowcat he doubted it was hers, but beggars couldn't be choosers here.

The inside of the place was warm and inviting; almost creepily so. Small paintings hung on the cream colored walls and the couch and glass table on one side was just modest enough to be reassuring. Behind the front desk sat a dame comfortably in her 50's wearing a casual gray suit, her short gray hair tied in a bun and the thick rims of her glasses reflecting the front of the computer screen.

She looked up and he spotted the nametag (Margot, apparently) clipped to her chest, "Can I help you?" she asked, a warm smile on her face. For brief moment he wondered if she really knew what her boss did or Fly was just spouting whatever he thought was the truth to try and get them to back off. He shook the thought away; last thing he needed was to start worrying about things he couldn't control.

"Yeah, we're here to see the old CM." Shadowcat leaned across the desk and gave the receptionist a cocky grin. He liked to think that she was just playing the role of the overconfident criminal, but that would've been a load of crock. As far as he knew her - which admittedly wasn't very long - it was clear that she was always that carefree, which was more than a little creepy considering her work consisted of assassination and torture with a little kidnapping and blackmail on the side.

The woman's smile remained and she stood up quickly, gesturing to the door to the backroom, "Yes, of course. This way please."

He and his 'partner' shared another look before they made their way to the back entrance. Again he was forced to wonder if the old dame knew they were being led to some depraved bastard creating oversized flies or if she was just another pawn. Back home he'd always made sure to go after criminals like Osborn's freakshows who had no defense of ambiguity.

His question was answered as soon as Shadowcat twisted the knob. The door inched open and his spider-sense immediately blared, followed by the almost imperceptible sound of sliding metal, _'Shit.'_ He turned around quickly and grabbed the receptionist's outstretched arm and twisted it upwards, eliciting a cry of pain quickly followed by the muted discharge of the silenced handgun she held in said hand.

Shadowcat quickly followed his lead and kicked the door down. Spider-Man barely caught sight of the half a dozen suited goons on the other side holding the same pistols before she jumped towards them, claws drawn.

Spider-Man smacked the struggling dame unconscious pried the gun from her grip. Shadowcat sliced through the two closest suits and they fell in a torrent of blood and screams. Following her lead, he aimed towards the next two's heads and fired, the sound of bullets impacting through blood and bone reaching his ears before they crumpled to the ground to join their buddies.

Shadowcat charged towards the last two and they fired desperately, the closest one again falling to the ground as she sliced through his stomach, "Die, you fucking freak!" The last one finally managed a shot at her shoulder and fired.

He expected the bullet to phase through her, and judging by the look of shock on her face it was clear she did too. Instead it impacted against her shoulder and drew blood, "Fuck!" She aimed a sweeping kick at the suit's legs and stabbed the claws into his neck just as he hit the ground.

She didn't scream or cry, but the shock was clear all the same. Shadowcat made her way towards him and grabbed the gun from his hands, shooting the unconscious dame in the head before he could say anything, "...Was that really necessary?" She ignored him and examined the magazine, her face morphing into a scowl as she piled the remaining bullets onto her palm, "Why are you looking at that? Did-"

"Shut the hell up for a second." She sniffed the bullets and muttered a curse under her breath, "Damn it, someone told this guy we were coming."

"How'd you figure that?"

"This." She dumped the bullets on the ground and took a frustrated breath, "Vibranium bullets...even a handful of vibranium costs an arm and leg, so you aren't gonna find many people who'd use the stuff as bullets when anyone else wouldn't see a difference." She looked down at the gun with a frown before tossing it away, "Someone told this guy we were coming. It's the only way he knew to buy a batch of this stuff. Peggy really needs to clean her mess up."

"Sure you didn't just forget to turn yourself into a ghost?"

"Ha, ha..." She rolled her eyes and pressed a hand on the bloody right shoulder, "This thing's gonna be a pain in the ass, but we gotta keep moving. We turn around now and this guy leaves."

"You said yourself he was tipped off. What makes you think he's still here and hasn't packed his bags?"

"Cause even if he did leave he couldn't have taken all his stuff with him. Peggy told us to go after this guy a few hours ago; enough time to buy some bullets, not enough time to recover all the machinery he'd need to do stuff like turning that guy into an overgrown house fly." She took a deep breath and stood up straighter, "Wouldn't hurt to check anyway. If we're lucky he smashed all his stuff and did our job for us, but I wanna make sure."

"Not gonna bother arguing; I wasn't the one that got shot," He looked at the bloodstained jacket and frowned, "You sure you can fight like that?"

"Probably better than you can, bub." She snorted and rolled her eyes. Before he could snipe something back she removed the hand covering her shoulder and he blinked when he saw the nearly healed hole.

"What the hell?" He was no stranger to quick healing, but even then it took a while - hours or days, not seconds or minutes..

"I heal fast." She smiled wryly before quickly zipping up the jacket to cover half her face, "A bit of a pain now since it means we can't get the bullet out. With this thing inside me I can't phase through stuff, but any hit I take I can heal from." She manifested the claws again and swiped them through the locked door at the other end of the small room, "You just worry about yourself."

"Right..." He put on his mask.

The inside was a winding set of metal tunnels that looked completely disjointed from the front up top. Spider-Man held the gun tighter to himself as Shadowcat led the way, her eyes narrowed and her posture low. The constant whir of machinery all around him quickly gave him a headache, which wasn't helped by the smell of copper that came from his 'partner'.

"This place is a maze..." he muttered. One hallway led to two or three more divergences and Shadowcat's uncharacteristic quiet was having the opposite effect to what he expected, "Hey, you know where-"

His question was cut off when she suddenly stopped and clawed through a square inch of the metal wall. His first thought was that it was a show of frustration, though that was quickly proven wrong by the sudden displacement of air and the wall to her left suddenly pulling up, "Secret room. Can't beat the classics, huh?" She nudged her head, "Come on."

The inside wasn't much better: rows of computers, capsules that reminded him of the one the Slant's cabal put him in and a desk full of papers; probably research notes by the looks of them, "Must be where he made flyboy." Shadowcat picked up a stack of papers and quickly leafed through it, Peggy's gonna want these, but everything else is fair game. Lets tear it all down."

Destroying the laboratory was almost mundane after everything else. Shadowcat did most of the heavy lifting. clawing through the machinery and pods alike while he just made sure to damage anything she left behind. It reminded him back when he hung out with Davis and his gang: throwing stones through windows, painting on walls, stealing what wasn't nailed down. Petty vandalism, and they found a joy in it that he never really understood.

The boredom didn't last long. Shadowcat held up a hand and pressed a finger against her lips, gesturing to the door at the other end of the room. Spider-Man nodded and lowered himself into a crouch. His spider-sense told him that there were three of them; less than the circus of clowns they dealt with earlier, but still enough that he didn't want to be careless.

He waited till they were fully in the room before he struck. The first two were tangled up in a net of webbing and the last one soon found his head getting to know the nearby wall, his nose twisted from the impact before he lay unconscious on the ground.

"Huh. Nice job, partner." Shadowcat knelt by one of the struggling guards and brandished one of the claws against his eyes, the suit immediately turning still when it lowered and stopped only an inch from his eyeball. All three of the rent-a-clowns were wearing masks designed like crude skulls, but any intimidation was immediately lost considering the way two of them shook and the fact that one of them wasn't even conscious.

"Right, lets make this simple." His 'partner' swung the blade tauntingly over his eyes, the tip just barely grazing cloth, "One of you is going to tell me where your boss is." She shifted to the other bound suit and pressed the tip of the claw to his nose, "I only need one, though, so the one who _doesn't_ tell me loses both of his eyeballs and maybe a little something extra depending on my mood. So...who wants to talk first?"

Whatever they were about to squeal was drowned out by the sudden peal of laughter that came from behind them. Spider-Man shifted his attention from her interrogation to the telescreen that hung on the wall.

Seeing Crime Master again shouldn't have bothered him - especially considering the one he knew was dead - but he couldn't stop the burst of white-hot rage when he saw his ugly mug dominating the entire screen, his hands steepled together in front of him smugly. Even now he remembered Robbie's empty, brain dead stare or the way the cowardly bastard tried to use him as a human shield.

He took out his revolver and fired, the three bullets hitting against the surface harmlessly and causing nothing more than minuscule cracks, "Well, that's rude." Crime Master chuckled. His voice sounded different - rougher, less refined from the one he remembered who was trying to put on airs. The low rasp almost made him pause at how different from what he expected.

"A fancy television. Guess that means you were too much of a coward to stay here." Shadowcat stood and sneered up at him. Her expression shifted slightly when he chuckled again, "What's so funny?"

"All of this, really," he replied airily, "All I did, all the people dead and the secrets sold, and instead of S.H.I.E.L.D bearing down on me I gotta deal with a teenager who has a chip on her shoulder and a guy who dresses like he came from the 1940's. I mean I'm an aficionado for the classics, but don't you think the trenchcoat is a bit much?

"Say that to my face, you Nazi fuck..."

"Nazi? Well now, that's just _insulting_. I'll have you know I have no interest in fascism; it runs against my beliefs." He sat up in his seat slightly and looked down at him, his expression unreadable underneath the mask, "You know, I don't know what my boy sees in you. Way Jack was talking you'd think he was in love. Talks about you day and night, he does. Says he finally found his arch-enemy-"

He was done listening to him. Spider-Man turned around to the other door before his spider-sense suddenly blared.

The door in front of him was suddenly covered in a thick metal wall with the one Shadowcat broke apart earlier doing the same, "I wasn't finished talking, kid." Crime Master's voice had taken on a harder edge. It reminded him of a parent scolding their kid, "Again, really not seeing the point of my boy's interest in you. What kind of hero can't even exchange in some proper bantering?"

"Right, just ignore me then." Shadowcat rolled her eyes, unsurprisingly flippant despite the fact that they were currently trapped in the room, "Look, lets just skip to the part where you're on your knees begging us to let you live and offering money, drugs or whatever else you're packing. It always ends the same way."

He laughed again, but this wasn't the same low chuckle as before. This one was loud and unrestrained, his head rearing back in addition to the loudness of the gesture, "Oh, that's a good one! See, boy, this is how you do some proper back-and-forth!" He shook his head and continued, "Ah...it's a shame I have to kill you both now."

Again his spider-sense flared, which was quickly followed by what looked like white gas seeping into the room. Without another word he ran to the closest door and rammed his shoulder against it only to grimace in pain at the impact that ran up his shoulder.

Shadowcat was no better. She materialized her claws and attacked the door with a frustrated scream, but apart from some scratches along the surface it refused to budge, "What the-"

"I came prepared, my dear. I thought the Vibranium bullets would've made that obvious," Crime Master taunted, "This is my experiment room, so I always made sure that it could safely contain anything inside in case of...failures." He clicked his tongue when the two of them attempted to break the door down again, "Honestly, don't you kids ever listen? The gas kills slow...might wanna save your breath."

Seconds passed and slowly but surely Spider-Man felt his strength waning. There was no pain, no feeling of his lungs burning or the blood running down his nose like Uncle Ben's tales of the mustard gas bombardments in the trenches. Instead all he felt was a rising sense of fatigue followed by his limbs feeling like they were being weighed down by chains.

Shadowcat remained standing longer, but even then her strikes became slower and soon she was forced on her knees like he was, her breaths shallow and barely heard over Crime Master's laughter. Prick was getting off on them dying...

"I gotta say, this is almost depressing. Look at you two: like two mice who walked right into the trap!"

Spider-Man tried to drown him out and focus. There had to be a way out... "Damn it..." He beat his knuckles against the walls weakly. The door was reinforced, but what about the wall? It was still metal, but there had to be...

He only managed four hits before his strength finally faded and he collapsed face-first into the ground. Was this how it would end? Memories of Sandman caving his face in at Crime Master's orders returned. He remembered something his uncle told him once - it wasn't death that scared him, it was dying. Leaving his loved ones behind, leaving the world in agony...it was almost prophetic considering how his life ended.

He'd almost faded completely before he heard them - explosions, each one larger than the last. Crime Master's laughter ended just before he heard the deafening explosion from behind him.

His body refused to move; he couldn't even nudge his head to the source of the footsteps. Spider-Man could do nothing but cry softly as a pair of hands grabbed his shoulder and hoisted him up, "Hold on...!" A voice whispered in his ear just before he was hoisted up over someone's shoulder. At the back of his mind he wondered why she sounded so familiar before she suddenly turned and ran.

The ground passed him by rapidly followed by the sounds of someone behind him screaming for his rescuer to wait up. She yelled something back he couldn't make out before she eventually stopped and placed him on the floor with his back against the closest wall, "...ight. It'll be..." Her voice faded in and out. He barely caught sight of her grabbing a syringe from the hooded man next to her before she stabbed it right at his chest.

The pain from the needle was sudden and intense, but God help him it was more comforting than he wanted to admit. Spider-Man shot up suddenly, his breaths ragged and his body stiff, "Easy, Pete. It'll be alright..." The dame put a hand on his shoulder reassuringly. Across her shoulder he saw Shadowcat standing up shakily and batting away the other guy's attempts to help her. Given the lack of syringe she probably healed on her own.

His first thought was to ask her rescuers who they were and how she knew his name, but his spider-sense flaring again put a stop to that. He saw three blurry figures running down the length of the hall and he moved, "...Down!" He pushed his rescuer aside and raised his revolver. Three bullets left and all of them hit their mark, the thugs stopping in their tracks as the bullets hit em square in the chest.

More were coming. His rescuer's head snapped to the other end of the hall and her eyes narrowed. Before he could even attempt to reload his gun she jumped and propelled herself to the end of the hallway using webbing that ejected from the tips of her fingers, "Really bad timing, guys!" She kicked the closest goon straight into the wall before she flipped over to another and slammed him the ground.

The other man grabbed his shoulder and pulled him up, "Alright, move! We need to get out of here-"

"No." Shadowcat forced out. Her voice held no traces of her usual mirth, replaced instead by fierce growl, "I'm gonna gut that masked bastard like a fish. We ain't leaving till he's dead and this place is burned to the ground."

"That's-"

"I agree with her." He cut him off, "Crime Master's dying. Thanks for your help, but-"

"Alright, shut up for a second." His first rescuer said as she landed nearby, feet and knuckles bloody from her recent fight, "You two nearly died, and if it weren't for Gobby's pumpkin bombs you'd both be dead. Think maybe cutting your loss isn't the smart play here?"

"Thanks for your concern, darlin', but this isn't my first near death experience, and my partner's already got experience on the 'being dead' part of the job." Shadowcat materialized her claws again, "You two wanna cut and run be my guest, but I ain't leaving while that bastard's still breathing. Don't worry about payback; I know who you are, Spinerette. I'll be sure to return the favor."

"That's not why I did this!" she snapped, her brows furrowed in annoyance, "Look, we need to get you two out of here and then I need some answers from you." She turned to him now. Even with the red scarf covering half her face he could practically see the frown she was sporting, "This is-"

More thugs arrived and cut off her spiel. Shadowcat jumped towards them and sliced the foursome into bloody bits before she ran down the hall without looking back. Spider-Man grit his teeth and followed after her, ignoring the cries of both his rescuers for him to slow down. His body still felt heavy and a part of him was tempted to cut and run, but he'd be damned if he let Crime Master breath no matter the world he was in.

He didn't know if Shadowcat knew where she was going or she was just looking for anyone to attack for payback, but in the end he followed her all the same. Anyone who got in their way found themselves at the end of her claws before he could even raise his gun to take aim.

Shadowcat stopped eventually, sniffing the air for a second before she sliced the closest wall and kicked the metal down.

The inside was different from the lab. It was wide with metal walkways weaving around above them in a circle. Spider-Man pressed the gun closer against himself and winced at the overwhelming heat and the smell of something pungent in the air, "What the hell?" He eyed the large vats next to the walkways and muttered a curse under his breath. What little he managed to see made it clear what it was, "Acid..." Why in the hell would they have acid here?

His musings were cut short when he heard a distorted laugh from behind him. His spider-sense flared and before he could move the air suddenly displaced and he found himself flying through the air after someone grabbed his collar.

"Hey, Spidey, didn't expect to see you so soon!"

The one who grabbed him wouldn't have looked out of place in the prison the agents used to coop up all their freaks. Spider-Man didn't let himself get distracted by the flaming pumpkin mask and pulled out his gun, firing it at the burning mask and forcing him to let go. He flew through the air briefly before he landed on the walkway with a grunting roll.

Spider-Man flipped back and avoided the candy that melted through the metal, "I gotta tell you, man, I'm _really_ glad you didn't retire! You know how bored I've been? I tell ya, killing police officers and random schmucks just doesn't do it for me anymore. I want someone who'll fight back, ya know? It's damn buzzkill when everyone just begs and cries."

He bit his tongue to keep himself from asking what the hell he was talking about and ran down the walkway towards him. He couldn't fight him while he was on that damn broomstick, _'Got one chance at this.'_ He jumped high and attached a net of webbing to the back exhaust. The flames quickly burned through the dark silk and he ejected more and more.

"Didn't you already try to play tagalong, man? Didn't end so well for you last time!" He flew in a chaotic circle around the room and Spider-Man held on tighter as they rushed past the vats of acid. Shadowcat was nowhere to be seen, though he couldn't worry about that now. Right now he had to focus on making sure this bastard didn't dunk him in one of those vats.

His laughter was cut off when two lines of webbing tagged him right on the chest and pulled him off his broomstick. The jack-o-lantern screamed briefly before he landed on the walkway with a painful crash. Spider-Man tugged the broomstick towards the wall before letting go, landing a short distance in front of the crazy shitheel just before the makeshift glider made impact and exploded.

His scarfed rescuer landed beside him with a graceful flip, "You really need to listen. That's twice I've saved you."

"Guess I owe you twice now."

"...Ow." The flaming pumpkin raised himself up into a shaky stand and laughed, "No fair." He leaned against the railing and looked at them both, "2-on-1, Spidey? I thought we had something special! Think I should even the odds, don't you? Ready to meet some old friends, Spidey?" He tapped something in his gauntlet and then...

Nothing. The overgrown pumpkin looked down at his gauntlet and tapped again, but his spider-sense remained silent, "Come on you stupid-"

"None of your little pals are coming. Gobby's jamming your signal, so it's just us three here."

His rescuer jumped toward him and kicked him right in the face. How he managed to remain upright he had no idea, and he didn't want to wait around to find out. Spider-Man rushed forward to join her and decked the jack-o-lantern right in the gut, which she followed up with another kick right to his head. He didn't know if the fire was really there or not but either way he didn't want to risk it.

The smiling bastard didn't even get a chance to fight back. As soon as one of them finished a hit the other immediately continued, knocking him back to the edge of the walkway in a flurry of punches, kicks and tackles, "You're gonna pay for what you did!" She delivered a punch to his jaw that broke through the surface of the mask and knocked him to the absolute end of the walkway.

Spider-Man saw a glimpse of the face underneath, though he quickly wished he hadn't. The skin was burned and leathery with wisps of hair that barely hung onto his head. What drew his attention most was the jaw, which looked as if it'd been stapled to the upper half of his face with crude binding while the missing mouth and unnaturally exposed teeth gave him permanent grotesque smile.

"What I did?" He leaned back on the railing and laughed. Without the voice distortion it sounded wheezing and desperate, "You talking about me killing those people or making your boyfriend cry?" The exposed eye shifted to him and he let out another wheezing laugh, "What was it you said, Spidey? That you were done playing hero? Sure didn't stop you here, huh?"

He charged, one hand raised and brandishing a knife. Spider-Man kicked him in the chest and he flew back, falling through the railing entirely and down onto the open vat of acid below.

Spider-Man turned and blocked out his screams and ignored his cries for his 'daddy'. His rescuer winced and looked away, her eyes shut tight in complete opposition of her earlier behavior, "...Fuck." She brought both hands through her face and took a deep, shuddering breath, "God damn it..."

"Getting second thoughts?"

"No, it's just..." She shook her head, "Nevermind, let's get your friend and get the hell out of here."

Finding Shadowcat was easy enough - they just had to follow the trail of bodies and screams. Spider-Man stepped past the ajar door and winced at the smell of blood that permeated the air. He counted at least half a dozen bodies laying around the room, though it was quickly overshadowed by the sight of Shadowcat keeping an unmasked Crime Master pinned to his fancy chair with a pair of claws through his right hand.

He looked different from the Crime Master he remembered. The one who took the Negroes for experimentation was tall and well-built with a head of dark hair. He wasn't German himself despite his Nazi leanings, but it hardly mattered. This one was shorter with a head of shocking white hair; he looked more like he would've fit in more with the Friends of New Germany than his other self did.

"Who's your mole inside S.H.I.E.L.D?" She twisted the blades through the skin when he remained quiet. Crime Master screamed and trashed, but she kept him pinned down, "Not asking again. After all the crap you pulled I'm not in the mood for games."

Their gazes met. The last time he'd locked eyes with Crime Master he'd pleaded and begged for help even after all the atrocities he pulled. This one was defiant even through his pain, his lips curled into a bloody smile just before Shadowcat twisted her claws around again, "Haha...you're here to kill me, aren't you? Fast or slow I'm dying anyway...so do your worst."

Shadowcat's scowl worsened. His rescuer raised a hand towards her, but before she got anywhere his 'partner' manifested claws in her other hand and stabbed him through both eyes.

His screams were mercifully brief. Without much care she willed the claws away and let his body fall onto the ground in a heap, "That's that, then..." She turned around and met his rescuer - Spinerette, she called her before - with a raised brow, "Something wrong? You look like you got something to say."

"You know we could've arrested him, right?"

"That's not what S.H.I.E.L.D sent us here for, sweetheart." Shadowcat shrugged lightly, "Mission was clear: wreck his stuff and kill the man himself. Trust me, if it was a snatch and grab I would've done it."

"What, S.H.I.E.L.D just sent you here to assassinate the guy?"

"Yep," she said it as if it was the most obvious thing in the world. Spinerette was silent in the face of the blunt answer, "Might be a bit shocking for you, but not everyone in S.H.I.E.L.D is in it for the hero gig. I do the dirty work they keep out of sight from their precious snowflakes like you and Spider-Woman and I get paid good for it. You got any complaints take it up with Peggy."

"I...no, that's not what I'm here for." She shook her head, "Look, I came here to ask questions." She turned to him now, "Who _are_ you? I know Spider-Man, and you're-"

"Lemme save you some time: this is the original Spider-Man back from the dead and the one you've been hanging around with was a clone...I think. Either that or he's another zombie." Shadowcat clapped her on the shoulder and smiled lightly, "It's not that complicated if you think about it."

"I...what?" She looked like she wanted to say something else but Shadowcat was already out the door before she could get past a few stuttered remarks, "W-Wait, what? This doesn't-"

"Make any sense? Believe me, I thought the same thing." Spider-Man clicked his tongue, "...Actually, I been meaning to ask something. We met before? I swear your face is familiar."

"More than you think..." She laughed bitterly and undid her scarf.

His first thought on seeing the face underneath was to pull out his gun and shoot, and he actually was halfway to doing that before she suddenly put her hands up, "I'm not my evil twin!" she stated quickly, "Look, I'm like you: I came from another dimension. She took me from my bunker and- look, you know this story, you lived it, too!"

He wanted to refuse her explanation, but honestly it fit the rest of the absurdity of this place so far, "...Yeah." He took a deep breath and tried to calm himself. She'd saved him twice now. The Slant he knew wouldn't give a dollar away if her life depended on it, "...I gotta go."

"W-Wait, we need to talk-"

"Go to the Blue Swallow Motel in Manhattan in a day or two. Right now I just wanna forget this all happened..."

He ignored her continued calls for him to wait and went past her buddy in the hoodie without another word on the hall. Mission accomplished, right? So why did he feel like the entire thing was a waste of time?

Spider-Man stopped when he saw the spilled acid at the side of one of the vats. By itself it wouldn't have been worth a second glance, but the melted pumpkin mask lying on top of a particularly large puddle caused him to pause, "Probably just spilled on his death throes..." He shook his head. Now he was just being too paranoid. Surviving and acid bath...it was as absurd coming back from the the dead.

He tried not to think about it too much.

* * *

"You ready?"

"Stop asking and just stick it already."

Of all the things he thought he'd do for someone, pulling a bullet out hadn't been one of them. He and Shadowcat met back up at his motel room, though his first thought when he saw her was hardly relief. Maybe it was cause she killed her way through easily two dozen men less than an hour ago or maybe it was cause she was trying to dig out a bullet with one of her claws when he walked in.

So now here they were sitting across one another and trying to pry out bullets with nothing more than a kitchen knife, a pair of tweezers, some alcohol, a lighter and a bottle of painkillers.

"You'd think getting shot once would stop you from getting shot again considering what happened..." All things considered she'd been pretty lucky: two bullets (one on the front of her right shoulder and another at her back), both of them in non-vital areas. Considering the amount of resistance they met and her tendency to run ahead it was nothing short of a miracle that she only got shot twice.

Of course it didn't make digging them out any easier, especially not when her skin healed faster than a druggie on nose powder.

To her credit Shadowcat didn't scream when the heated blade dug into her skin. At worst her hands clenched and her lips pursed tightly even as drops of blood trailed down her arm and chest, "Almost there..." He wasn't exactly experienced in this, but he'd had to dig shrapnel and other things before when he got careless. Thank god for whiskey...

The first bullet came out with a meaty pop. Spider-Man winced and dropped the bloody bit of metal into the bowl full of water, "See? Easy peasy." Shadowcat grinned up at him. Despite the rapidly healing wound and the blood on her white tanktop he found himself laughing softly in response. She was a tough one, that was for damn sure.

"Right, where's the next one?"

"On my back, about mid-center."

He was going to ask her to hike her undershirt up a bit before she suddenly pulled it over her head and tossed it in to the corner seemingly without a care. His eyes widened slightly at the brief glimpse of her breasts hidden behind the black bra before she quickly lay face down on the bed, "It's in this spot." She tapped the center of a small blood splatter just under the clasps.

Spider-Man swallowed before shaking his head forcefully. God, he needed to get a grip. He wasn't the same teenager who froze up just because Felicia took off her nightrobe. 5 years passed already, he needed to grow the hell up.

The next incision and removal was more precise now that he'd gotten used to it. He sliced through the indicated area and dug around for the bullet and apart from some slight squirming Shadowcat was as still as could be, "You ever do this before?" he asked. Making conversation while he was digging around her insides was bizarre, but if she considered it such she didn't indicate it.

"Sometimes. When the guys who made me tried to get their 'investment' back they used Vibranium to keep me from phasing through everything. Didn't really have many people to rely on to do it for me, you know? Hospitals asked questions." She paused slightly before continuing, "What about you? You ever have to do some emergency worst aid?"

"A bit. My uncle taught me some basic first aid since we tended to help the bums out; they couldn't afford hospitals either." He pulled out the bullet and let it join its brother on the bowl, "I try to avoid getting hit. I can't heal from getting stabbed in seconds like you can." He watched as the cut turned from severe to non-existent over the course of a minute, "Still hard to believe it's real."

"Seeing is believing, bub." He dabbed some cotton some filled with alcohol at the recently healed wound to wipe away the blood. She didn't even flinch, "I'm not the only one like this. You should see Logan one day; that guy can ignore pretty much anything except a nuke going off in his face...and I'm guessing he can actually survive that if he really wanted to."

Nukes. The things that won America the 2nd world war...going back home would definitely be bittersweet knowing what he did.

He finished cleaning up the wound and made to stand before she suddenly sat up again, "Hey, doc, still need a little help here." She gestured to the dried blood caked on her right shoulder down to her chest.

She could've fixed it herself easily from her position, and judging by the teasing smile on her face she probably knew it too, "Right, almost forgot." Spider-Man rolled his eyes and started dabbing at the blood, keeping his eyes firmly set on the completely healed wound. The last thing he needed was to let his mind fall into the gutter.

Of course, that was much harder when she suddenly placed her hands between his legs and squeezed.

"What are you-"

His words were cut off when she pressed her lips against his in a sudden kiss. It wasn't like with Felicia; that was slow and seductive, a way for her to ease him into the act. Shadowcat was quick and fierce, prying open his mouth with her tongue and barely giving him a chance to breath.

The rational part of his mind wanted to push her off and forget this ever happened, but the feelings of lust and frustration quickly swam to the surface. 5 years he'd spent trapped in that butcher shop, 5 years where he was strapped down for experiments with his every move in that cramped cell watched by a surveillance camera that deprived him of any sense of privacy. The only woman he ever knew was the Slant, a fact she taunted him about more times than he wanted to remember.

Shadowcat smirked against his lips and traced her fingers against the length of his hardening cock, his erection pressed against the fabric of his trousers, "Should we stop?" she asked, her tone almost taunting. She reveled in it, wanted him to admit that he wanted her.

His response was to bite her neck. Spider-Man tasted sweat and a few traces of blood and was rewarded by a heady breath, "I'll take that as a no." Her bra fell next and his hands ran up her sides before they rested on her bare breasts. He could feel her nipples hardening against his palms and he took a deep breath of the heavy air. This was almost familiar now.

 _His eyes drank in the sight of her pale body as she led them towards the Queen sized bed. He didn't know why Felicia was doing this, and God help him he didn't care. Peter took a deep breath of the intoxicating perfume and shivered slightly as she traced a perfectly manicured nail down his jaw. She had all the power here and she knew it._

 _"Peter..."_

He stood up quickly, though Shadowcat wasn't bothered by the sudden shift. Instead she wrapped her legs around his waist and continued her assault against his mouth. Spider-Man tried to focus, tried to move them towards the bed that didn't stink of blood and alcohol, but between their tongues beating against one another and the way her fingers dug into his shoulders he only managed to smack them to the closest wall.

Shadowcat grunted slightly at the sudden interruption, but instead of a reprimand she simply pushed him on top of the bed and straddled him. Despite being a clear foot shorter than him the cocky smirk on her face made it clear who was calling the shots. The two of them shared a look before she went down on him again, leaving a trail of kisses down his jaw to his neck before she stopped at the collar of his shirt.

The sounds of tearing fabric screeched past his ears. Spider-Man just barely saw the near-transparent claws cut through one of the blankets before she brought it down on his shirt with quick precision, "You won't be needing this." She tossed away the tattered remains of the dark brown fabric before she licked her lips, one hand pressed against his chest while the other remained raised with the claws still drawn.

Spider-Man got the feeling this was going to be a long night.

* * *

 **I have used the word cock and nipples in this fic; I have now justified my M rating...it only took 74 chapters, not counting side-stories and the like. Still, I'm slowly working my way up to showing more than the foreplay. Maybe 3 years from now I can actually show some penetration...yeah, not likely.**

 **Anyway, I know the first thing anyone's gonna ask is how old Shadowcat is, so lets get this out of the way: due to comic book time it's hard to gauge how old characters are with any finality, but from what I gathered Laura is 17-19; and given that 65-Shadowcat is basically Laura I'm giving her that same age. Either way she's legal (NYC consent law is 17) and given her usual antics it's unlikely she has no idea what she's doing.**

 **Besides that we made some progress with Jack and PGH - now that the 4 of them took out Crime Master SHIELD can secure the site and recover all traces of the data, basically cleaning up the mess Peter and the others left behind. Sadly I don't think that's the last we'll hear of Jack, though at least he got a good beating out of it.**

 **Next chapter is the setup for the Carnage arc, so we'll be away from Spider-Man and Shadowcat for a bit.**

 **Question:**

 **1\. Are you guys fine with the story dragging so far? LG has become pretty disjointed now and I wonder if it's caused people to get burnt out. I tried to make the side-story to try to rectify this, but that didn't get much if any responses. Just wondering if I'm worrying for nothing on the story dragging on too long and needing to be euthanized.**

 **Review Answers (if you guys didn't get them last chapter):**

 **Red Rain17 - Appreciate the powers insights, but I'm more interested in thoughts on the chapter itself :) Again still appreciated, but the story is the main meat.**

 **Crouchingbastard - To be fair he was supposed to kinda come out of nowhere given that he's just a serial killer with no costume; he doesn't stick out till he does what he does best. As for the woman? That's Shriek...more on her later if I can help it.**

 **Nameless - There's a difference between being confusing and hostile, and a lot of their behavior is the latter. I dunno, would _you_ make out with a girl who said she would've shot you and didn't only cause she was out of bullets? And yeah, I remember that guy; he said he remembered the Incursion iirc and that he didn't belong in earth 616 like Old Man Logan and Miles.**

 **Cyclopz - Not really a spoiler; more how I view their characters so far. As for Teresa? Depends. We'll see in the upcoming chapters if she has any interest in Spider-Man.**

 **KasugaRomio - Peter's a newb in the new cartoon, not all of that can be blamed on Gwen. As for Noir...nah, that guy ain't gonna stop drinking. Even Spider-Man spent his money on booze according to this chapter, though he doesn't seem to have miracle hangover protection like Noir does.**

 **Dr. Sugarcakes - Something tells me Noir isn't one to take Stick's shit...**

 **Guest - I dunno, I've kind of just hit a block when writing TR. Why? It hasn't been that long in fanfic standards since I updated.**


	79. Fractured but Whole

**Sorry I'm late, I've been on a bit off a gaming binge: Tyranny, Ghost Recon: Wildlands and even older games like Boiling Point. That and I'm reading up on comics again, particularly some indie titles that deconstruct superheroes and vigilantes such as the latest Kill or be Killed or Insane Jane. Being a hero when you don't have comic logic working for you is a real bitch :X**

 **Anyway, I glanced through the Marvel Multiverse again and...alright, I know I said it before, but this bears repeating: Gwen Stacy's character is inconsistent as all hell. Ultimate Gwen is a tomboy with a delinquent streak, Spectacular Gwen is a nerdy girl next door, ASM movie one is basically a blond and smarter Mary Jane Watson and of course there's Spider-Gwen who acts like a genderbent 616 Spidey. When people think of 'Gwen Stacy' I wonder which characterization they think of.**

 **Peter has this going for him as well to a certain degree. Granted he's more consistent - shy and awkward nerd - but there are a few that stick out: there's Noir himself who even pre-Spidey was a bitter young man, Spider-Assassin who's basically Wolverine with spider powers and a few others. I have to wonder how they even count as 'Peter Parkers' any more than say Miguel O'Hara, who's a Spider-Man with his own distinct personality and is evidently not another Peter despite how easy it would've been to make him so like with Noir.**

 **Also, go check out the fic 'And it Talks in my Sleep' on ao3. It's apparently an Earth-65 Frank Castle and Matt Murdock pairing...that alone would warrant a cursory glance given what we know. That and from what I gathered it has Spider-Gwen and Elektra as Daredevil being pals, which is definitely interesting.**

* * *

 _June 11 2016. Blue Swallow Motel._

"Fuck..." Spider-Man brought a hand through his face and sucked in a short breath through his nose. He'd done it again - he followed along when someone offered sex and he bit down (quite literally in this case) like a dog that had a bone dangled in front of it. First Felicia and now his 'partner'...he really needed to control himself better. Back then he was just a hormonal teenager caught flat-footed, but now he didn't have an excuse.

He opened his eyes slightly and looked up at the ceiling. The clock ticked just a few minutes before 5 AM and the sun hadn't risen but he already felt wide awake. It was like someone dumped a bucket full of water on him. Scowling slightly, he sat up on the bed and tried to ignore the light cuts on his shoulders. Evidently Shadowcat had a slight problem with her claws popping out at the worst times; though a part of him doubted it was unintentional considering the way she laughed at his pained hisses.

Speaking of his 'partner'...

His gaze shifted from the wall to Shadowcat. The young woman(?) sat next to the windowsill, one leg raised while other dangled through the air freely as she looked through to the dark street outside. He didn't know how long she'd been awake and it was pretty likely that she hadn't slept at all. Anyone who could heal from bullets as fast as she could probably didn't have to worry about a lot of things.

Sighing, he stood up from the bed and tried to ignore the fact that he was in his birthday suit. Shadowcat shifted her head slightly to look at him and their gazes met. The two of them shared a silent look before her eyes shifted downwards and she smirked, "Looking for an encore, Petey?" Her smile turned almost predatory at the sudden flush on his cheeks, "Aww, getting shy now? Ain't it a bit late for that?"

"Shut it..." He pointedly ignored the heat on his face and groped for the discarded pants and boxers, too distracted to correct her on the name calling. She'd shredded his shirt before so he got the wise idea to take the rest of his clothes off before she could shred them, too. Last thing he needed was for her to put her claws anywhere near his pecker; he wasn't sure he could heal from that...

Clothes freshly put on, he opened the miniature fridge and pulled out two bottles of beer. This was where most of his share of the money went, "Here." She raised an eyebrow at the offered alcohol before she accepted and popped the top off with a flick of her claws, "Showoff." He rolled his eyes and sat at the remaining space next to the window. He doubted he'd get drunk for long, but it wouldn't stop him from trying.

His nerves calmed at the first taste of the beer. It was unhealthy to wrap himself in a vice so tightly - particularly considering prohibition just ended last he remembered - but he'd long since stopped caring. Now he knew why those veterans from the great war (not so great and singular according to what happened...was going to happen?) threw themselves into the bottle, damn the law. It was a miracle Uncle Ben didn't look twice at a bottle of whiskey.

He downed half the bottle in one gulp and shook his head slightly. Next to him Shadowcat drank the cheap beer down lazily, her attention once again focused on the slightly rainsoaked streets outside.

Spider-Man wished he could say the same.

He clenched his free hand as his eyes shifted to the side. Despite her teasing earlier she was similarly under-dressed, wearing nothing more than a loose gray shirt she no doubt took from the closet, _'Get a grip...'_ He sucked in another strained breath. The fabric reached halfway down her thighs due to her small figure and yet despite that it was painfully obvious she wasn't wearing underneath. It wasn't deliberately seductive like with Felicia, but it drew attention all the same.

"You're staring again, Petey," she said, her voice taunting and almost sing-song.

"Don't call me that." He looked down the bottle with a scowl. The soft patter of rain against the window calmed him somewhat, though not by much.

"Ah, there's the bite I was expecting." She leaned back against the wall and gave him a lopsided smile, poking at his leg playfully with her toes. It was oddly comforting, bizarre as that may have been, "What's wrong, partner? Did I take your first time? That why you're acting like a schoolboy who just got his cherry popped?"

"This isn't the first time I've slept with someone, Shadowcat." It was the second time, but she didn't need to know that. In his defense being the prisoner of some mad scientist left little time looking for prospects, "...Why did you do that?"

"Why not?" She shrugged casually. Someone else might have figured she was being elusive or hiding something, but as far as he could see the gesture was genuine, "We nearly got killed back there; not something that happens to me every day considering..." She flicked two of her claws out and waved them through the air, "All that blood pumping, that fight or flight response...had to do something with all that adrenaline, right?"

"Your solution to that was to sleep with me?"

"Well, either you or that receptionist who leers at me every time I go here. You seemed like the better option." She took another sip of the beer and gave him an open-toothed smile, "You think I'm fucked up, don't you?"

"I've seen worse." He was well-aware he didn't really answer her question and so was she given the way she scoffed, "Look, you got issues, but I ain't exactly an angel either. And right now you're one of the few lifelines I have in this place, so like it or not I can deal. Just make sure you don't start offing people walking down the street minding their own business."

"Trust me, if I started doing that you'd be the least of my problems. I turn into a maniac and S.H.I.E.L.D's gonna come down on me hard." She clicked her tongue, "'Sides, I'm not that bitch Kimura; I do have _some_ standards."

"Kimura? That another name I should know?" She talked about 'the old man' a lot. Logan was his name, if he remembered correctly. Judging from what he managed to glean between the lines she seemed to resent the guy almost as much as she clung to him.

"Nah, you'll be long gone by the time she ever catches up to me. She's just one of the reasons I'm my charming self."

"You mean your claws?"

Shadowcat willed the tranluscent blades away and smirked, "Well, that and my winning personality." She finished off the beer and tossed the bottle into a nearby bin, "She was my 'handler' back at Weapon X - those are the guys that made me. They wanted a weapon, the perfect assassin to do all their nasty wetwork while leaving their hands clean. Untraceable, deniable and expendable. Instead they got me."

"You seem to have no problem killing people." He was no stranger to death-dealing himself, but she definitely took it to a whole new level.

"Yeah, but that's what I do for me. I wasn't as obedient as they wanted," she said, "If they had their way I'd be a drooling moron, a dog that they point at some unlucky bastard and then they'd watch as I tore him limb from limb. And if I got caught? They'd just make another from scratch with that bitch Kinney's research."

"Where are these illustrious gentlemen now?" It seemed absurd, creating human weapons, but then he remembered the atom bomb. In a few years Einstein's theory would help create a weapon that could wipe thousands in the blink of an eye.

"Most of em are dead. Me and the old man were pretty...thorough." Her smile was relaxed, fond almost. It scared him somewhat, "But I'm sure a few of em are still running around; cockroaches are real hard to stomp out. Peggy told me she saw Kimura somewhere in Germany a few weeks ago. My guess? She's probably got ties to those S.I.L.K fuckers. Would explain why she partnered us up."

"Two birds one stone..." He finished off his drink and let it join its brother on the bin, "...You said they made you to be a weapon. How long you been working for the agents? You don't seem like...how old are you?"

"What, scared you fucked someone that'll get you on 'To Catch a Predator'?" She laughed under her breath and shifted her arms, the sleeve almost falling down her right shoulder and exposing more of the tanned skin, "Don't worry, I'm clean. Besides, are you really worried about that? Considering everything else you've seen me do I think we're past asking whether I'm 'ready' to do it."

"Didn't answer my other question..."

"I've been working for S.H.I.E.L.D for a few years now." She rolled her eyes, "Trust me, they put up a front of being protectors of all things good but they're willing to play damn dirty if it gets them an edge, and that includes using kids if it gets em a leg up. I don't hold it against em; least they gave me a choice. Weapon X, HYDRA and god only knew who else would've just put a collar on me and called it a day."

"And this is fine with you? Never thought about getting a normal life?"

"Normal?" She snorted, "Look at me: I got claws coming out of my hands and feet, I can go through damn near anything like a ghost and if Logan's any indication 60 years down the line I'm not gonna age. I'm not gonna bitch and whine that being near immortal is a bad thing like those whinging assholes on the net who pretend to be Vampires, but 'normal' went out the window a long time ago."

"Guess you're happy with being a mercenary for hire, then." He didn't hold it against her. Calling being Spider-Man 'happiness' was a pretty big mistake, but there was definitely something that kept pulling him back even after all this time. Once he made it back he doubted he'd be retiring; and he didn't even have the excuse of being long lived like she did...least not as far as he knew.

"It works for me and the old man. I got it through my skull a long time ago that Logan wasn't getting a 9-5 job, that I wasn't gonna be his daughter and we wouldn't have a picket fence house in the suburbs. Same way Captain America parades around as S.H.I.E.L.D's top agent and Spider-Woman pretends she's actually doing something that matters putting the Supervillains in their little penalty boxes. Least I'm doing something I enjoy; more than a lot of people get nowadays, right?

"I guess..." He sighed and brought a hand through his hair. It almost sounded idealistic coming from her, "...Hey, one more question: you worked with other partners before?"

"Not really. I mean there were a few people I worked together with for a mission or two, but they either died - sometimes cause of me when they tried to switch to the other side - or they wanted nothing to do with me after the mission was done. Guess they couldn't handle my charming personality like you could."

"Guess I'm a real tolerant guy."

"Yeah, lucky you." She let out a snorting laugh. He raised an eyebrow; it sounded weird coming from her, "Long-term I really only worked with a couple of people. There's the old man, but he's out skewering his way through the Hellfire Club ever since he found out they were the ones who sold him to Weapon X; think he's in Malaysia now. Other one was this girl who could talk to squirrels. Squirrel Girl, if I'm remembering right? Apparently she had history with the old man, but every time I ask the two of them suddenly go quiet. It's kinda freaky."

"...You're joking, right?"

"What, you think it's stupid? You came back from the dead and have a clone; sane went out the window a long time ago, bub," she replied, "Trust me, she could hold her own. It was the only partnership I ended myself: waking up hearing squirrels chirping and smelling their crap would be hell for normal people, but for someone who can hear and smell better it was like my own personal hell. I couldn't take it."

"Hah, guess I found the great Shadowcat's weakness. Maybe I should go find some squirrels next time I go to central park."

"You do that and I'm making squirrel stew. I ain't kidding." The two of them shared a small smile. It was silly, but so what? Like she said sane went out the window a long time ago. Even if they weren't friends he was glad to be able to talk to someone who didn't follow up a joke with another syringe to the neck, "Hey, for what it's worth you're...less terrible than most of the people I have to deal with. Most times people think I'm gonna stab em in the back the second they turn around."

"Yeah, well, you ain't the first madman I've dealt with." He wondered how Daredevil and Castelione were doing. Were the two of them even still alive? "...Hey, you wanna get something to eat? Diner should be open by now."

"You asking me out, partner? Cause I'm warning you now you got the wrong idea from last night-"

"Don't flatter yourself, Pryde." He scoffed lightly. She was joking, of course, but he couldn't help but remember Felicia's blunt rejection back then, "I'm starving, but if you wanna go make that stew then be my guest."

"Wow, looks like I touched a nerve there." She held up her hands in mock surrender briefly before she stood and made her way to the closet. Spider-Man looked away as she bent over and exposed more skin on her rear-end. Whether it was on purpose or not he really didn't need another thing for her to taunt him over, "Hey, heads up."

Shaking his head, he caught the turtleneck she tossed his way and put it on quickly as he made his way to the discarded trenchcoat. He picked up the worn material and blinked when he saw the card that fell off one of the pockets, "...Rand Enterprises?" He flipped the card around and frowned. That was definitely new; he hadn't seen it before when he searched through the thing.

"Hey, you okay?"

"...Yeah." He tossed the card on top of the side table and put the coat on quickly. Best he just ignored it.

* * *

"Check."

Peter looked down at the chessboard with a frown. His king was stuck between a rock and a hard place; or, to be more precise, a bishop and a knight. The only way he could save himself was to move the queen, but that would leave it open to being taken by the rook.

He never really liked chess...

Sighing, he moved the Queen and looked up at his competitor, "Hmm, I suppose I should've expected that..." Connors mumbled to himself and took the queen as expected, "I suggest you move your king diagonally to the right next time."

"You want to beat me or not, Connors?"

If someone told him a few months ago that he would be playing chess with Curt Connors in his prison cell he would've laughed in their face, but this madhouse was determined to prove him wrong. Ever since he... _the Lizard_ gutted his wife he'd been stuck in this prison. 'It's for his own protection', the spooks said, 'he'd be a danger to himself and others if we let him run amok with the serum in his system'.

They were right, of course, but Hill using it as a way to up his treatments soured him on that argument.

"I do, of course, but I don't mind prolonging the game. It's one of the few luxuries I'm afforded here."

Few was right. The prison cell was small and barren, consisting of only a bed, the singular table they were sitting on and a few books that were properly deemed appropriate enough for prisoner reading stacked at a nearby shelf in a disjointed pile. Next to the books were a few simple games like a Sudoku book, some crossword puzzles and an already solved Rubik's Cube - again, some of the sparse things he'd been allowed to keep.

Most of those were from him, as was the chess game. Every time he went for his treatment they played a game, though Peter almost always lost. He wasn't much for the thing, "We could just start a new game, if you want." His eyes flicked to the camera at the opposite wall. Everything they said and did was recorded. It was about what he expected, though it did leave conversations stilted as a result.

"And keep you from your requirements? I'd rather not burn out what little goodwill I have left from both you and my keepers."

"Trust me, you ain't burning anything from me." He smiled wryly, "Heard there was a breakout in this place about a week ago. I'm surprised you didn't try to make a run for it."

"What would that accomplish? There's nothing waiting for me outside, Spider-Man. My wife is dead and my son is..." He took a deep breath and shook his head softly, "I stay here of my own free will. It's the least I could do to try and make up for what I've done to everyone, yourself included."

"...I don't blame you for what happened, Connors." He moved his pawn and left his king defenseless. The game was over, "Osborn was the one who turned you into a monster. Far as I'm concerned he should be the one in this cell, not you." He heard about what happened - a few deals made and Osborn was a free man. The rich used money and connections to escape what they were due...what else was new?

"It's kind of you to say, but the facts speak for themselves. I'm here and he's not, and even in the slim chance they manage to gain a permanent cure from your blood it doesn't change anything for me. My actions are still my responsibility and I suspect I'll stay in this cell for the rest of my life."

Despite the smile on his face Peter heard the fatigue in his voice clear as day. As far as Connors was concerned he'd murdered his wife and destroyed the life of his son...it was a miracle he wasn't an empty shell despite it all, "...You heard from your son?" he asked softly. Usually they avoided talking about things like this, but a part of him couldn't help but hope that just maybe things changed.

"Of course not..." Connors let out a soft breath. Right at that moment Peter saw the weight of everything fall on him - he'd only been here a few weeks, but his skin had turned sickly and his face was gaunt from lack of sleep and (what he guessed) from barely eating the slop they had for food in this place, "Last I heard he was under the care of relatives far away from New York. It's...the best I can wish for him, really. I can only hope that Billy can move past what happened."

"You should, too. It wasn't your fault." Hollow words, but it was the best he could give him. A cure would've been the next best thing.

They ended with another game which the former vigilante (surprisingly) won. Peter tossed him another book - this one a fictional novel about some tower that Connors was apparently fond of - and said his goodbyes. They'd see each other next week after he went for another one of Hill's treatments.

He tried not to think about what would happen once he finally left this madhouse behind him. Far as the guard told him he was the only visitor the poor bastard had, and a few chess games and conversations with cameras recording everything weren't exactly what a good rapport made.

Peter stuffed his hands into the pockets of his jacket and lowered his gaze downward. With the mask on no one knew who he was, but it still felt odd being back in this place on a weekly basis. Most of the agents were used to his presence now, though a few still stopped to stare like they couldn't believe their eyes. Him being 'Peter Parker' wasn't common knowledge, but Spider-Man had a reputation all on his own.

He found himself walking to the infirmary. The aforementioned breakout apparently left Smythe, Gargan (giant scorpion man) and Johnson laid up. He didn't really care for the first two, but Johnson was still his handler as far as the others were concerned. Wouldn't have hurt to check in and see if she was alright - she was his lifeline, after all.

He opened the door and stepped to the side to avoid the- "God damn it..." A squirrel...a damn _squirrel_ flew through the air and nearly bit his head off. He watched the oversized rodent crash into a wall before landing on its feet. It looked up at him with its beady little eyes before it quickly rushed down the hallway without so much as a cursory glance from the rest of the agents.

Steeling himself, Peter entered the infirmary and grimaced when he saw the absolute mess of rodents hanging around the place, cluttering up the tables, walls and beds and making the place smell like a nut factory. He sighed and trudged towards Johnson's bed. He wasn't going to ask questions and he wasn't going to think about it. Sooner he got out of this place the better.

He pulled back the curtain and was immediately met with the sight of a...well, calling her a young woman seemed accurate enough, but the markings around her eyes and the giant, bushy tail on her rear end made it seem wrong somehow. Her expression shifted from surprise at the sudden arrival to an open grin, "A visitor!" She stood up from the chair and shook his hand before he could pull back, "Nice to meet you! I'm Dor- er, I mean Squirrel Girl! You're Spider-Man, right?"

"...Right." He untangled his hand from hers and turned his attention to Johnson. She rested on the bed with most of her body covered in a thick swath of bandages, though she somehow managed to smile up at him despite half her face being weighed down in gauze. Whoever attacked her really did a number on her, "Surprised you're awake, Johnson. From what I heard you sounded like you'd be in a coma."

"Heh, you wish." She blinked slowly with her remaining eye and sat up slightly, "What brings you here, Spidey? I mean Doreen I can kinda get-"

"Woah, Daisy, secret identity, remember?!" The squirrel hybrid said, her eyes wide with clear panic. Considering she didn't wear a mask of any sort Peter had to wonder why she even bothered to worry, "Gotta keep my identity hidden from the bad guys and all, you know that!"

"Right, right." Johnson laughed softly, "Well, _Squirrel Girl_ came to visit, but I wasn't expecting you."

"Just wanted to make sure you were still breathing. Apparently you're still my owner as far as Hill's concerned." He sighed and pinched the bridge of his nose. The smell of nuts was giving him a headache, and 'Squirrel Girl' staring at him like he was a painting at a museum didn't help his mood any, "Hill tell you anything that needs doing? You guys've been quiet for a while now."

"Hey, I wasn't the one who went out on a romantic retreat with Spider-Woman with barely any warning." He clenched his hands and ignored the urge to snap something back. That joke was getting old, "Anyway, we got some new agents so there's not much for you to do. I could send you a list of some of the escaped prisoners if you want; I'm sure it'll butter up Agent Hill, if nothing else."

"I guess..." he muttered, "Hey, the second you hear anything about where Octavius is you'll tell me, right?"

"Of course. That was the deal, yeah?"

Nothing, his spider-sense was completely silent. Peter's mouth twitched slightly and he left without another word, ignoring the squirrel tamer's suggestion that they exchange numbers. He'd always been paranoid when dealing with the agents, wary that they'd hold the information back, but apparently his sixth sense didn't share that sentiment. For some reason he didn't find it comforting.

He was almost out of the bunker before he heard Lana's telltale ringtone, the bizarre rock song causing a few of the agents to turn his way. She'd insisted on it for whatever reason, "Yeah, kid? Something-"

"Pete, you gotta get to the hospital!"

"Why? Is something wrong?"

"I...mom's awake, Pete! She's awake!"

* * *

Gwen yawned and trudged down the stairs of her (she was paying half the expenses, so it was partly hers) house, the smell of coffee and bacon hanging in the air. That meant her dad and Jessica were home, which was a rare sight considering how many 'cases' they had. Honestly at this point she figured it was a codename for their dates or something. Next thing she knew their wedding would be excused as an investigation and the honeymoon would be a prolonged stakeout.

Oh well, she'd take it if it meant the two of them actually lightening up. Her dad and Jess were way too wound up.

She was only slightly surprised to find Webster sitting on the table across from Jessica while her dad fried some eggs on a pan. Jess looked up slightly from the newspaper she was reading and flicked her eyes towards Webster without saying a word. Well, she was taking its presence rather well. She would've thought that finding a palette swap of Spider-Woman would freak more people out.

"Morning, dad."

"Morning, honey." His mouth twitched up in a small smile when she kissed his cheek and he gestured to the table, "Go sit at the table, I should be finished up with this in a bit."

"Great." She gave him a smile back and took a seat at the table to Webster's right and Jessica's left. The dining table was never the largest, something that was the source of many an accident when her mom was still alive due to her insistence on large family dinners. Now with all 4 of them having breakfast the crowded feeling returned full force.

She liked it, though. There was something comforting about the overcrowding.

"So your friend introduced herself earlier." Jessica said, gesturing to Webster. It looked up from the book it was reading and tilted its head at her, "You didn't think to tell George about the little tag-along before?"

"It didn't come up." Gwen shrugged defensively, "I mean what was I supposed to say? 'Hey dad, did I mention I got bonded with a super cool symbiote cause I raided a terrorist base? No? Cause I did'."

"Hold on, you raided a _terrorist base?_ " Her dad asked. To his credit he sounded far less worried than she thought he would have.

"Peter got kidnapped and I had to work with his friends, which apparently include Frank Castle...long story." She hadn't seen any of them since she got back sans a few glimpses of Lana hanging around the Parker house. She didn't mind; the last thing she needed was to be reminded that she couldn't arrest any of them, even if a certain few (Castle and that creepy bald guy) definitely deserved some time in a padded cell.

"Of course." He sighed and turned the stove off, "Set some plates, would you? And Jess go fix up the coffee please."

It was still odd how routine discussions on her double life had become. It wasn't too long ago that her dad was going on full dad mode lectures telling her why being Spider-Woman was risky and that she should at least consider giving it up at some point. If she had to guess sleeping with a Superpowered P.I probably loosened up on what her dad considered 'normal behavior'.

It wasn't long before they all sat around the table and dug into the food. Jess and Dad were talking about some case - another cheating wife looking for some excitement - while she pitched in occasionally. It was still early in the morning and she had a full day of patrolling ahead of her (along with a full day of ignoring reporters asking why she suddenly decided to take a week-long break).

"Webster, something wrong?" Her other partner continued to stare at the plate of food in front of it, making no move to pick up the offered utensils.

 **"No, it's simply..."** It paused and turned to her dad, **"I do not need nourishment the same way as Gwen and other human beings do."**

"If you didn't like my cooking you just had to say so, young lady. No need to make excuses."

 **"Ah, that isn't-"**

"Relax, Webster, he's just pulling your tail...that's an expression. I know you don't actually have a tail." She rolled her eyes when it titled its head back to look at its ass...which was technically her ass since it copied her costume down exactly, "I really need to teach you about sarcasm one of these days. It's kinda my shtick."

"I'm still a tad annoyed you didn't tell me about your little friend, Gwen," her dad chided, "Trust your old man a bit more, alright?"

"Sorry, dad." Gwen picked at the eggs with a fork, a small pout on her face. It wasn't a real lecture, but it was edging there, "Like I said I didn't know to bring it up. I mean I didn't want you to have a heart attack or anything."

"Yes, because I'm sure you having a tag-along is far more surprising than you having powers, Peter ostensibly coming back from the dead or the fact that I'm going to be a father again. Silly me."

"Alright, alright! You win! Yeesh..." You hide having superpowers for five years _one time_ and they never let it go, "I'm sorry I didn't tell you about Webster sooner. Next time I do something noteworthy I'll be sure to get an airhorn." Well, anything except what happened during the week long retreat. She was pretty damn sure that would literally give him a heart attack.

"That's better." He gave her the patented dad smile and turned his attention back to Webster, "Listen, Webster?" It nodded, "Just make sure you look out for Gwen, alright? I can't help but worry every time I see her on the news."

"Or the net. Trust me, some of the things people write about you put the worst stalkers I've busted to shame," Jessica said, "For your own sanity stay away from any shrines or poetry groups. It sounds flattering but it really isn't."

"Point made." She heard about it from Jess before: a husband who cheated on his wife because he was having sex with a bunch of prostitutes. Simple enough...if it wasn't for the fact that said prostitutes were dressed up in poor imitations of her, Captain America and Cindy. She knew being a public face (kinda, secret identity and all) would be problematic, but the thought of being treated as wank material still caused her to shudder.

 **"Don't worry. Gwen will be safe."**

The conversation lulled into a soft quiet before she suddenly spoke up again, "You guys think about names for my new little bro or sis?"

Her dad choked lightly on his eggs while Jessica coughed into her coffee. Not intentional, but she'd take it, "Ahem...what?" He forced out, his voice soft.

"Just curious. I mean Jess still doesn't have a baby bump, but time flies. So, any ideas?"

"I'm letting George decide." He gave Jess a slight glare at the obvious deflection, "I figure I'm gonna be the one screaming my head off a year from now so he can do all the brainstorming."

"Hey if we get a girl I'm calling dibs on Sarah, but if it's a boy I'm thinking Gabriel." Gwen chirped, grinning openly when her dad sighed and muttered something under his breath. She'd still remembered the awkward onset of puberty a few years back, though she was pretty sure he was exaggerating on how terrible it was for him to be the single parent. He made way too much of a big deal about periods considering she got all her info on the net and not him.

 **"Babies..."** Webster stared down at the plate again, **"I've read about these on books. Through intercourse a man and a woman create life, starting from the sperm up to-"**

"Alright, first rule of the dinner table: we don't talk about my dad and Jess having sex. Or sex period. _Ever._ " Gwen gave it a pointed look, "You wanna read up on the birds and the bees you do that on your own time."

 **"I understand. I was simply curious on whether your and Peter's child will come soon as well given you've participated in intercourse with him."**

The silence that followed was so deafening you could hear a fucking pin drop. Her dad's eyes bulged out of his head and for a second she was scared they would jump out entirely. Jessica wisely (traitorously) decided to stay the fuck out of the impending meltdown and raised the newspaper to her face again, blocking Gwen's pleading look with a rumor about Spider-Woman's secret love affair-

You know what, Jess could fuck right off. Now way she didn't do that on purpose.

"Ahem...I'm sorry, I think my hearing's getting shot in my old age." Her dad said, his voice sickeningly pleasant and friendly. That was the same tone of voice he used when interogatting hardened criminals, "What did you say my daughter did again?" he asked Webster.

 **"She participated in sexual-"**

"Well, this was fun, but I really gotta go!" Gwen stood up quickly and turned around for the door, "Got places to go, Supervillains to beat up! Thanks for the-"

"Gwendoline Maxine Stacy." She stopped mid-walk and cringed. Full name? Really? He knew she had no defense against that, "Sit down and finish your breakfast. I just wanna...chat with your friend." He clapped Webster's shoulder and the symbiote looked down at his hand with another tilt of the head, "Because apparently my daughter's been hiding more than terrorist raids behind my back."

"Dad, daddy, c'mon...!" Yes, here she was: Spider-Woman, New York's premier hero, defender of the innocent and the bane of Supervillains everywhere...and she was on the hotseat for having sex behind her dad's back. Nevermind the fact that she was a grown woman or anything...

"Gwendolyne, I'm just asking questions. Don't worry."

Yeah, and she was just supposed to completely ignore the not-so-subtle way he looked at his gun cabinet. It was the unplanned sleepover all over again.

* * *

Peter had to admit that he wasn't overtly fond of hospitals. Maybe it was Uncle Ben's stories of the meatgrinders in the trenches, maybe it was because the idea of being trapped in a bed while doctors prodded and poked didn't appeal to him, but regardless he hated staying for more than a few minutes. That was the excuse he gave Lana whenever she invited him to visit Lori while she was still out, at least.

The other reason was, of course, that people asked questions, and he doubted 'I'm Spider-Man' or 'she slept with me for money once' would've been a good reason for the hospital to admit him.

Lana was outside of the hospital by the time he'd arrived. She looked up with an excited grin from the hood of her jacket as soon as she saw him, her feet tapping against the asphalt in a quick rhythm, "Pete, thank god. I was tempted to go in without you." She gave him a quick embrace (which was more than a little surprising considering her normal behavior) before she grabbed his arm and tugged him inside, "I'll tell the receptionist you're my cousin. Just play along, alright?"

"You're calling the shots here, kid."

Peter nodded along silently to Lana's tall tale and followed her up to the third floor. Again he felt a sense of paranoia when a few of the nurses and other visitors turned to look at them. It was normal - a place like this was so quiet that any disturbance would draw attention - but his nerves still shot up, his mind delving into the worst case scenarios. For all he knew he could round the corner and run into Jack throwing a bomb right at him.

He didn't meet Jack, but the hall that led to another ward was enough to make him pause.

"Powers Ward?" He stopped following Lana and peeked through the closest room. Many patients were segregated based on the severity and type of injuries they had, but the few he managed to see were a mixed bunch: one of them was covered from head to toe in burns and bandages while another had her right arm puffed up so much that it looked to be twice the width of her head.

And those were the pleasant ones. Some of them were missing limbs entirely while an even smaller number frothed at the mouth and mumbled something about how the full moon would doom them.

His observation was cut off when Lana suddenly clapped him on the shoulder, "Hey, Pete, you alright?" she looked up at him worriedly, though a trace of the infectious smile still remained, "You blanked out all of a sudden."

"Sorry, it's just..." He gestured to the aforementioned ward, "What is this place? Did some disaster happen while I wasn't looking?"

"What?" Her gaze shifted from him to the ward and she quickly snorted, rolling her eyes exasperatedly as she crossed her arms, "Oh, that place? That's the hero wannabe dumping pit."

"The...what?"

"It's where they put in all the stupid assholes who try to give themselves superpowers. You know the drill: they see She-Hulk or Spider-Woman or fuck knows who else on TV and they think they can be heroes too if someone just gave em a chance; like Justin Bieber getting his big break on the youwebs. So they douse themselves in radiation, jump into vats of toxic waste or shit knows what else and they hope that it gives em superpowers...mostly just gives em super cancer and hospital bills."

"And people are willing to risk their lives just for that?"

"What, to get superpowers, fame and fortune? No, I'm sure that's not tempting at all." She rolled her eyes again, "Trust me I know guys who'd stab you for the 5 bucks in your wallet, you think people wouldn't do stupider shit for all of that? Just look at how many stupid fuckers are on the youwebs singing indie songs thinking they're just waiting to get discovered and get their big break. Superheroes are celebrities on steroids, so it's no big shock."

"Point taken..." He sighed. He shouldn't have been surprised, really, "How many of these guys actually make it out?"

"Depends on the kind of thing they do." She continued walking and he followed after her, "Some guys who try taming wild dogs or mail order serums are fine after a few weeks, but the ones who jump into a vat of toxic waste or start chugging wolf blood and cocaine are heading six feet under. It's only gotten worse since now everyone thinks if they irradiate spiders and have it bite em they think they can be like Spider-Woman." She scoffed, "Most of the time they just end up losing a limb, and I don't even fucking know why they they think an irradiated bug is how she got her powers."

"Yeah, sounds stupid..." Better she didn't know it was the truth. Bad enough that she got her 'gifts' after seeing her mom nearly shot to death.

Peter stuffed his hands into his pockets as Lana knocked on the door with a sudden hesitation in her step. Again he found it at odds with her usual behavior, "Come in." Lori's voice resounded from inside. The two of them shared a short look before she took a deep breath and stepped inside.

Lori's room was small and cozy, which was helped by the fact that she didn't have to share it with any unwanted roommates - considering how much her room and board cost it was the least they could give her. Lori herself looked decent enough. Granted she was laid up on the bed with with wires stuck to her left arm, but considering her state when they managed to drag her to Banner's place she was positively immaculate.

Mother and daughter's eyes met and Lana paused, her mouth parting open in shock. No words came, but the expression of shock and relief on her face said it all.

"Hey, kiddo." Lori quirked her lips up in a slight smile, "What took you-"

That was as far as she got before Lana practically tackled her in a sudden embrace. The older woman gave a surprised 'oof' and laughed softly as she wrapped her arms around her daughter's back, "Ease up, Lana. I do have a gaping hole in my stomach." Despite her words she made no effort to push the smaller girl off and continued to pat her back as she sniffled.

"Deal with it." Lana tightened her embrace and sniffed, a few tears escaping despite her best efforts, "Oh god, I thought that you'd never...after that fucker-"

"Shh, it's alright. I'm alright...I'm just glad you are, too."

Peter had to admit that he found himself smiling at the reunion. He'd been cynical of Lori's chances of survival, and Dr. Banner was as well considering some of his comments. Apparently it was a small miracle that she hadn't died from the shock and blood loss alone, not even mentioning the fact that they had to drag her bleeding hide to that alley while bits were falling out of her.

It took a minute but eventually the two separated and Lori's attention shifted from her daughter to him, "Lana, who's your friend?"

"He's..." Lana trailed off and bit her lip. They hadn't actually decided on how to explain his presence to her due to her rush, "Um, well-"

"Don't recognize me, Baumgartner? I'm disappointed." He gave her a wry smile and stepped closer, "Would it help if I put on a mask and made my voice lower?"

It took her a few seconds to understand what he meant. Her eyes widened slightly and her mouth parted, her gaze shifting between him and Lana in a rapid tempo, "You mean you're..." At his nod she let out a single, soft laugh, "Ha...you know, you're younger than I thought you'd be."

"Yeah, I get that a lot." Too many times, really. Was it that hard to believe that he wasn't pushing 50? Nobody had a problem believing Gwen was 25 (granted she was younger than that, but still), "Well, you don't have to worry about your stalker. He's 6 feet under and so is your boss."

"Dave? Damn..." She let out a tired breath and sat up straighter on the bed, the IV shifting slightly at the movement, "I ain't shedding tears, but-"

"That asshole deserved it!" Lana said hotly, her face morphed into a deep scowl, "He was the one who gave you and you friend up, mom! It's because of him that you nearly..." She took a deep, shuddering breath and said her next words softly, "He deserved to die...I'd do it again in a heartbeat."

"Wait, what?" Lori tried to stand, but she didn't get far before she was forced back on the bed with a grimace, "Lana, what do you mean do it again? Did you-"

"She didn't," Peter said quickly, "I was the one who-"

"You don't have to cover for me, Pete!" Lana snapped, giving him a slight glare, "I...look, I felt guilty about it, but I'll deal. Least now I know that asshole isn't sending some other innocent person to their death for a few hundred bucks."

"I...I still don't believe this." Lori shook her head, "Lana... _how?_ You're telling me you just killed a pimp who's surrounded by goons with guns? I'd buy Spider-Man, but you? You would've gotten killed!"

"That's...actually one thing I wanted to talk to you about." Lana looked back at him and he gave her a small nod. He didn't see any cameras in the room so they should've been safe, "Uh...alright, just..." She paced back and forth and placed both hands on her face, her breaths frantic, "Alright, alright. So...I can..." She brought a hand through her hair and shut her eyes tightly, "I'll- you know what? Fuck it, I'll just show you."

Before Lori could even open her mouth Lana raised her right hand and summoned the telltale ring of light. Lori's eyes widened and she stared at the raised appendage slack-jawed. An uncomfortable moment of silence passed before she finally manage to speak up, "Lana...what is that?"

"I was hoping you'd know, actually." Lana dismissed the ring of light and let out a soft breath, "I just...when that son of a bitch shot you I wanted to make him pay and then...and then everything fucking exploded." She pressed her lips into a thin line.

"I...what?"

"Your daughter has powers, Baumgartner," Peter answered for her, "It's probably the only reason both of you are still breathing and Carter didn't escape to hunt again." At least not for long...

"This...fuck, this is too much." Lori rubbed her temples and sighed, "I wake up and I find out my daughter's hanging around the Spider-Man and apparently she has superpowers." Lori didn't seem too broken up about her killing a man, either. Then again she'd probably seen more horrific things considering her career.

"So...you _don't_ know why I have powers?" Lana asked, her voice laced with no small amount of disappointment. She'd been convinced ever since they took down Carter that her mom would have the explanations to all that, that if anyone had any clue on why she could blow things up with the point of a finger it'd be her. If she didn't know then they'd be right back to where they started.

"Ha...trust me, kiddo, if I knew you had powers I'd have given you that talk long before I said anything about your period." The rueful smile wasn't comforting for either Lana or her mom, but it was a start, "Look, I'm not gonna give you shit about what happened to Dave. He was an asshole and if what you told me is true then he deserved it. Just make sure you don't go nuts, alright? I'd like to think I raised you better than that."

"Yeah, well, Pete keeps my head on straight. Don't worry."

Conversation died down to something resembling normalcy at that point - or as normal as things could be considering Lana just confessed to having powers and killing someone. Peter kept his head down and let the two converse on their own, chipping in only when he was asked. Either Lana really wasn't exaggerating about her grandmother being distant or she was too busy with something else to visit her daughter after she'd just woken up from a coma.

The first hour passed and he almost fell asleep until he heard the clack of heels reaching for the door, "Someone else is visiting." Both Baumgartners turned to him in surprise just before the door suddenly opened.

The young woman who stepped into the room looked like she just came from some kind of fashion runway: blond hair styled in meticulous curls, a gray designer jacket of some kind, pants made out of shiny leather and heeled boots that looked like they were made out crocodiles. She definitely looked out of place in the sterile room.

A sentiment Lana didn't share given the dumfounded smile she had plastered all over her face, "Lily?"

"Hey, sis." The new arrival - Lily - smiled down at the shorter girl and accepted the sudden embrace with a high pitched laugh. Peter shut one eye and tried to ignore the ringing in his ears; that was something he never wanted to hear ever again, "Oh, it's good to see you again!" She tucked a handful Lana's hair behind her ear and cupped her cheek, "God, you look so different now."

"Wh-What are you doing here?"

Before she could answer another new arrival came. It was a man this time, and unlike before Lana's face quickly went from a smile to a deep scowl. He was dressed just as fancy as the previous arrival, his charcoal suit finely pressed and his gray hair slicked back. "She insisted we visit your mother," he said, his voice dripping with barely veiled annoyance. He tapped the platinum watch on his left wrist, "We only have a few minutes, Lily. Make your peace with these..."

"'These' what, asshole?" Lana almost yelled, glaring up at the old man defiantly.

Lily looked between the two worriedly, "Lana, please-"

"Still as rude as ever, I see." The old man frowned down at her and clicked his tongue, "I came here at Lily's insistence and the first thing you do when I arrive is insult me? I understand you have your issues, but I'm owed some respect."

"Lana, it's alright, you don't need to-"

"We don't owe you shit!" Lana spat, ignoring her mother's call for her to stop, "You never gave us anything and we never fucking asked! You don't get to come here and act like we should fucking owe you for letting my sister-"

"Lily is _not_ your sister." Whatever facade of calm disappeared, making way for a barely restrained scowl that contrasted with his immaculate appearance, " _She's_ the daughter of the woman I love while _you_ are a mistake Lori decided to keep for a reason I can't even begin to guess."

"You son of a bitch! I'm gonna-"

"Going to what? Claim to be an illegitimate child? Try to discredit the Hollister name? No one would believe the daughter of a whore-"

That was as far as he got before Peter punched him right in the face and made him stumble back, his expression going from a scowl to a look of slack-jawed surprise. It was probably the first time he realized he was there, "Calm down, Lana..." He grabbed her right shoulder and squeezed. She looked like she was a hair's breadth away from blowing the bastard up with her powers and the last thing she needed was a homicide on her head.

Even if he deserved it.

Whatever biting remark or threat of repercussions the old man wanted to say was drowned out by the sudden blaring of his spider-sense. Peter ignored Lana's 'father' screaming behind him and looked out the window, "What the..." There was a crashed police car across the street. That by itself would've been a cause of alarm for a lot of people, but his spider-sense's continued warnings made him peer closer.

He was nearly forced down by the sudden intensity that came after. Through pained eyes he saw red tendrils emerge from the car and impale anyone unlucky enough to be close to the crashed car. Their struggles were brief and it took only seconds for their bodies to thin unnaturally, their skin turning into a disturbing shade of gray. Their blood was gone...

The loud roar that came afterwards only worsened the sickness he felt. A pulsating red _thing_ jumped out of the burning wreckage, its body hunched over and its mouth split open to expose the full row of sharp teeth.

He'd seen that before...

"Pete, what's-"

"Lana, stay here." He stumbled out of the room, one hand holding onto his beating head and the other frantically calling for Gwen or Cindy or anyone else. He couldn't fight that thing on his own...

* * *

 **Kinda ended on an odd note there, but whatever I wanted to get to the arc itself after a long chapter of basically nothing happening. Don't worry: unlike with Crime Master, Carnage won't be stopped by the next chapter with no one caring too much. Next chapter is the beginning of the Carnage arc proper along with a short intro to Cletus' transformation.**

 **Anyway, this chapter was basically filler, but we did find out that Venom's a snitch (little bastard), Lana's dad is an asshole, Squirrel Girl exists and both Spider-Man and Shadowcat somehow have a better relationship compared to Gwen and Peter despite them being exponentially more messed up; Shadowcat especially. That and the title's nonsensical, but considering this is a break chapter no harm no foul.**

 **I'll try to see if I can do a Venom POV next chapter, but I have my doubts. Its thought processes would be hard to put into narration :/**

 **Question:**

 **1\. Alright, time for that question again: how sympathetic do you find the lead characters? I don't mean just Noir and Gwen - though those two are the mains - but also other characters like Shadowcat and Spider-Man who come across as far more callous and uncaring of damages so long as they accomplish their objectives.**

 **It makes scenes like the beginning of the chapter seem laughable if you don't care about the two given how much damage and violence they inflict without looking back. Noir's getting there as well since he's had moments of needless brutality and he's getting a few more in upcoming story arcs.**

 **Review Answers:**

 **Nameless - Since I'm cross-posting in other places I actually have to tone down the M rating language unless I want to make 2 versions of certain scenes, which given that I'm lazy I likely won't do. So yeah...back to fades to black.**

 **Cyclopz - I've heard mixed reviews on 'The Boys', especially since Garth Ennis is infamous for turning superheroes into incompetent assholes while propping up normals like Punisher due to his dislikes of powered heroes; Punisher vs the MU being the prime example.. And in Shadowcat/Spider-Man's case it was purely sex. There's no awkwardness like with Peter and Gwen** **so there's little need to drag it out.**

 **Krolikson - Hey, I warned people before that Shadowcat's powers would turn the entire thing into a joke ;) And yeah, I keep getting jokes on Spider-Man and Shadowcat sleeping together; makes me wonder if I did something wrong.**

 **KasugaRomio - I don't like how Spidey never said anything about BC acting like a freaking psychopath; it reminds me of her rather awkward and retcon-laden turn to villainy after Superior. Anyway, Spider-Man and Catverine are gonna be on the backburner for a while so we can deal with Carnage and the aftermath.**

 **Dr. Sugarcakes - Reading 'ooh-la-la' and imagining a giant cupcake saying it is just funny to me. Hope you keep reviewing :)**

 **Hardlight - Crime Master at least tried, he was just outmatched. And yeah SHIELD does some shady shit, which Catverine acknowledged in this chapter as well. You wanna survive against HYDRA you gotta play dirty...**

 **Henchmen213 - Yeah, can't believe we've gotten through 75 chapters now with Otto nowhere in sight. Good thing 'The Road Back' fixes that.**


	80. Carnage Rules

**Question before we start: is the word count too big? I've gotten some comments that lead me to believe that the update rate and word count ratio is why people might hold off on reading or reviewing and that I might want to lower it to 4-5k maximum. What do you guys think?**

 **Speaking of the story - in case it wasn't clear before, this story has shifted from being a more focused tale of 'find a way back home' to...well, random comic arcs. If anyone's not cool with this then I apologize and suggest you wait out the 'Road Back' side-story since at this rate this story isn't ending for a while...**

 **Anyway, this chapter's...alright, I'll just say it - it's pretty hyperviolent by this story's standards. I mean I toned it down to an extent for the purposes of cross-posting, but...well, you've been warned. There's a reason that title is what it is.**

 **Oh, and Punisher trailer dropped. Yuss! Makes me wanna involve Frank Castle in the story again.**

 **Side note - I've been getting a lot of likes/follows here and kudos on ao3 ever since I tagged Peter and Gwen as a pairing. No surprise, I guess...**

* * *

It was supposed to be a routine call. A few complaints from some nearby residents about a bad smell and noises that scared them enough that they had to cover their windows or turn up their headphones to block it out.

It was a call he'd heard too many times before. He and his partner - who incidentally was in the car nursing a hangover from a night of partying - had one of the crappier beats on the station, and that included a homeless encampment that had the bad luck of being relatively close to a dorm of college students. That combination didn't spell good things and he felt more like a glorified babysitter than a police officer sometimes.

Of course, what he saw made him wish it really was just a few teenagers being entitled.

"God fucking damn it..." Wilson turned away and plugged his nose to try and keep himself from retching. He'd expected the usual drill: a couple of bums that got into a fight and then a warning that if they acted up again he'd get a couple of the boys from the station and evict all of them. They both knew it was an empty threat - no one really cared enough to get all the paperwork done - but it got em 3 days of good behavior before the cycle started all over again.

What he got instead was a bloodbath. Three bodies were piled up on the entrance, each of them covered in gaping wounds that looked like someone went to town with a machete. Going deeper inside, he was met with more piles of bodies with similar wounds. How the hell were there so many dead? Did everyone just line up and let whoever did this gut them? Last he checked this place was a homeless encampment, not a death cult.

Wilson took out his handkerchief and pressed it against his nose. It smelled like cheap whiskey and sweat, but right now it might well have been one of those expensive perfumes his daughter liked, "God damn..." He tied it around his face and held onto his gun tightly. He might have looked like a low-rent Yancy street hood, but it was a small price to pay. Last thing he wanted was to get cut up while his partner was dozing off.

It didn't take him long to find the culprit; he just had to follow the trail of bodies and the rotting stink, "Holy..." He raised the pistol higher and took another cautious step. Another pile of corpses - half a dozen easily - and at the center was a mug that'd been making news the past couple of days.

Cletus Kasady, or the 'Carnage Killer' as he dubbed himself. A serial killer with a dozen life sentences, though he'd often brag that it was only because the police hadn't found the other bodies. In a town like this he didn't really stick out over the guy with the quilt, but he had his five minutes of fame when Spider-Woman handed him over to the police after he and his girlfriend massacred some people at a hospital.

That should've been the end of it, but he'd broken out of prison a day ago and they'd been searching for him since. Everyone was still scrambling to figure how he did it, though right now that was the least of his concerns.

Wilson paused an aimed his gun down at his prone figure. The sick bastard was on the ground, looking up at the sky with a carefree smile on his face with his eyes half-closed. His body and the ground underneath him was covered in a thick blanket of blood and the imprints looked like a fucked up snow angel.

"Get up, now!" He yelled, gun pointed right at Kasady's chest. The serial killer's eyes flicked slightly in his direction before his mouth curled up in an open smile, "I'm not gonna say it again! Off the ground and put your hands up! Now!"

For a couple of seconds he said nothing and Wilson almost wished that he'd give him an excuse to put him in the ground. Instead he got up with a slight grunt, his eyes never leaving his, "Well, top of the mornin' to you, officer." He wiped his bloodstained hands on the orange fabric of his prison trousers. His chest was bare - probably ditched it - which only made the lack of wounds despite all the blood all the more noticeable, "Was wonderin' when you'd guys catch on!"

He didn't answer. Wilson belted out another warning and cuffed Kasady's hands behind his back, "Ooh, being a bit rough there!"

"Shut up." He stepped back and aimed the gun at his back, "No sudden moves or I will shoot. We clear?"

"Clear as day, five-o."

The trip back was short but painful all the same. Despite the gun pointed at his back Kasady practically skipped back to the car with a jaunty whistle and a pep in his step. Wilson desperately tried to ignore the off-key tune or the fact that Kasady somehow managed to kill the entire encampment practically overnight. He'd just take the sick fuck back to the prison then try to forget this ever happened.

The inside of the car quickly reeked of blood, though his partner was still out of it apart from a couple of groans. He should've just stayed at home, "Ho, looks like I'm not the only one who had a wild night!" Wilson pressed his mouth into a thin line and started up the engine. The smell of blood was giving him a headache and he was pretty damn sure he'd need a week off after the day was done.

He rolled down the windows and let the fresh air calm him somewhat, _'Fuck...'_ He removed his cap and scratched at the bare scalp and licked his lips, his tongue scraping over the thick brown mustache. Nearly 30 years on the force and here he was acting like a class act rookie again. He thought he'd seen it all with the mobs and desperate criminals, but this was another thing altogether. Most criminals did things for profit, not...this.

He wasn't like George Stacy or Frank Castle - he wasn't friends with a Superhero and he sure as hell didn't break bad and go vigilante himself; and he didn't want to. He could've gone through the rest of his career without seeing that crap.

They'd rounded the corner onto a nearby road before Kasady spoke up again, "Nice day, isn't it?" He pressed his head against the window and smeared the clear glass with blood, "Nice people back there. Found me on the outskirts and a couple of em took me in. Thought I was just another one of em lost souls looking for a handout...heh, no good deed goes unpunished, right?"

His grip on the steering wheel tightened and he pressed his lips into a thin line. He didn't know much about Kasady except that he was one of those Jack the Ripper types, someone who did what he did without a single hint of guilt and for no other reason than because he wanted it. Most criminals he could at least understand or reason with; it was all about the payday with them.

"So, aren't you curious? How I got out, I mean?" Kasady asked. Wilson pointedly looked ahead and refused to give him the satisfaction of opening his mouth, "What's with the silent treatment, bud? Cat got your tongue?"

"Shut the hell up..."

"Ha, you _can_ talk! Good to know." He adjusted his place on the seat and grinned up at the rear-view mirror, "So you ain't? Curious, I mean. Spider-Woman herself caught me and the police made a big show of it, so you'd think they'd want me to stay at the ol' hotel for more than a day. Shit, law enforcement's in this city's already a joke. No wonder there are so many people going' vigilante."

Again he refused to say anything.

"Ah, you're no fun." He huffed and pouted, "...Hey, buddy, tell me; ya ever been in love? And I don't mean you feel that annoyin' urge to fuck someone's brains out, I mean that 'world-stopping except for the two of you' stuff. I gotta figure you have, right? You don't look like you got that many years left, so if you're thinkin' of settin' down roots you might wanna try speed datin'."

"Shut up."

"Aww, strike a nerve there?" He laughed under his breath, "Me, I just met my soulmate. I mean I thought that I had it with Shriek, but this is...words can't even describe it. What can you say when you find someone who just gets everything about you, good and bad? Not even my mama was that accepting. Damn, this is embarassin'. But you get what I mean, right?"

"...You killed those people _."_ He knew he shouldn't have said anything, but his blase attitude infuriated him to no end. Over two dozen people dead and the only thing this bastard talked about was his imaginary love life.

"You got a talent for statin' the obvious, buddy," he replied back casually, "Yeah, my darlin' and I needed a test drive of sorts. You saw the results; obviously a big success, right? I mean those guys tried to run, but whoo-wee it was like chasing after those kids at the orphanage. Lots of screamin', cryin' and beggin'; give me the fuzzies just thinkin' about it. Sad to say I couldn't vary it up. I was still new, you know?"

He was tempted to bite back another curse, but Kasady's attention was quickly drawn to the building a short distance away, "Hey, that a hospital?" He didn't wait for an answer. As soon as the light turned green his mouth split open in a wide grin and he laughed, "Aww, buddy, you shouldn't have! Here I am still reelin' from my first buffet and you're already takin' me to another restaurant! I'll be sure to pay the bill, scout's honor!"

"Shut the fuck-" Wilson's rebuttal was cut off when he looked up at the rear-view mirror. Kasady was still grinning maniacally, but it was quickly overshadowed by the pulsating red growth than ran from his chest and quickly covered the rest of his body. Wilson could only gape in shock when the red matter converged on the right half of his face and his mouth widened unnaturally, the sharpened teeth dripping with a mix of blood and spit.

"Aww, what's wrong, buddy? Don't tell me you're scared of the missus!"

Wilson didn't even time to scream before Kasady grabbed the wheel with a tentacled hand and crashed them against the nearest wall.

* * *

What the hell was that thing?

Peter looked down at the monster that climbed out of the wreckage and scowled. His spider-sense blared in a constant tempo and he was almost forced to the ground from the intensity of it. Last time he'd gotten it this bad was when Cindy's evil twin tortured him, "Come on, come on..." He dialed on the phone on Cindy's number again. The damn thing was bulldozing its way through the cars and rushing to the hospital, skewering anyone unlucky enough to get in its way.

It was killing everyone. He had to stop it before they had a repeat of Times Square.

"The number you have dialed is unavailable."

"Fuck." He shut the phone off and looked back at Lana. She stood near the doorway, her eyes wide and mouth parted in shock, "Shit..." He dialed Cindy's cellphone again and stepped past Lana's little extended family. The people outside were panicking, either barricading themselves in their rooms or rushing towards the elavators to escape the psychotic monster coming for the hospital.

"The number you have dialed-"

"Damn it, Cin..." He growled and looked back at the rest of them, "You need to leave. Now."

"Wh-What?" Lana blinked and stared up at him numbly, "Pete, what the hell are you-"

"That thing is coming. You can either stay here and hope it doesn't try to kill you or you can leave." He rushed to Lori's side and pulled the wire from her hands as carefully as he could, "Come on, go. Take the stairs and go to the back entrance. With any luck that thing won't find you." It was a longshot, but staying here would've been a death sentence. At least not without someone like Gwen or Cindy to help.

"Y-You're the expert..." Lori said. Lana helped her mother up and circled her arm side to keep her balanced. Lori held onto the smaller girl's shoulder tightly before looking back at him, "We're gonna have to-"

"This is insanity!" The old man interrupted, his face red. Whether it was out of fear or agitation or something else he didn't know, "You're placing your trust in Lana's friend!? That...That _monster_ is downstairs; why would we go down there?! It's far safer to stay here in the upper floors!"

"You really think that thing won't come up here? It's killing anything that moves and this place is packed like a sardine." He shut his eyes and and hissed in pain when his spider-sense blared even worse than before. That thing was coming for them, he knew it, "Look, you can stay here if you want, I don't care. Lana, we have to go before that thing gets any closer."

"Hey, I'm not leaving either of them!" She hissed back, "Look, 'dad', we don't have to get along but you gotta fucking listen just this once! Pete knows what he's talking about, alright? You wanna live then we follow his lead."

"And what makes him such an expert? He-"

They didn't have time for this. Before the old bastard could finish his argument Peter webbed a chair and tossed it against the wall, "That answer your question?" He didn't answer, though considering it meant he didn't argue Peter took it as a good sign, "Right, listen up. That thing's making its way over here and I'm guessing it'll go to the lobby. I'll go down there and try to distract it while the four of you get the hell outta here."

"What?! That's fucking insane!" Lana cried, "No, no- you're coming with us! I'm not leaving you, either-"

"I'm not arguing, Lana! You're leaving!" He nearly stumbled at another painful burst of feedback. That thing was coming and his spider-sense was practically screaming now, "I'll distract that thing. You get your family and everyone else you can out the back."

She wanted to say something else, but he never gave her the chance. Without another word exchanged he charged out of the door and put on his mask. He crashed through the door to the stairway and nearly tripped down the stairs, "I get it, shut up already..." It never hurt this much before, "Ah..." It was in front of the lobby, his spider-sense said. It was going to kill everyone...

"Come on..." He pulled out his phone and dialed Gwen's number again, "Come on, come on, come on!" A crash resounded from below followed by panicked screams. It was here.

The phone rang twice before Gwen finally answered, "Hey, Pete, sorry I didn't answer. I was-"

"No time." He was near the bottom exit now, "There's some kind of monster attacking, get over here! Mercy Cross Hospital, you know where it is?!"

"Wh-What? I-I mean yeah, but-"

"Just get here!"

He shut the phone off and stopped in front of the exit. The screams were almost deafening now, though he heard what sounded like crazed laughter in-between them. Peter clenched his hands and took a deep breath. Now was a bad time to be unarmed, but he just had to distract that thing till Gwen got here and Lana got her family and anyone else she could outside.

Well, nothing for it...

The sight that greeted him on the other side reminded him of the incident a few weeks back. He only took two steps past the entrance before the stench of blood wafted up his nostrils, which was quickly followed by the sight of a sea of bodies strewn around the lobby, all of them mutilated and sporting gaping wounds. Doctors, patients, visitors...dead and dying to the last man.

And the monster who did it was at the center.

"Come on now, fight back! Ain't no fun if you just lie there and take it!" The voice that emerged from the ravenous maw was loud and distorted, though he made out the barest traces of a southern accent through the distortions. In its hands it held a struggling nurse, the young woman's eyes wide and panicked as she beat and kick against the tentacled appendage, "Aw, come on, you can do better than that! You-"

He knew he should have hung back and made a plan, but all the plans in the world would'v been cold comfort to the woman who had her life flashing in front of her eyes. Before he could think better of it Peter ran towards the monstrosity and jumped, kicking the side of its head as hard as he could before grabbing the orderly from its grip. The monster stumbled back and the both of them flew through the air briefly before they landed with a heavy crash.

"Wh-Wha-"

"Get out of here!" He shoved the nurse towards the exit and narrowed his posture as the monster turned back to look at him. The blank white eyes and jagged teeth that met his gaze were eerily familiar...

"Whoo, looks like we get ourselves a hero!" It retracted its hand, the digit shifting from a tentacle to five clawed fingers, "So who are you supposed to be, huh? You an actual Superhero or just another stupid kid wearing a mask? Cause I've killed a lot of those. The kids, not the heroes."

He didn't answer. Gritting his teeth, Peter rushed towards the body of a dead guard and dodged the crimson projectiles, "You're a fast little bugger, ain't ya?!" He flipped to avoid another smattering of 'knives' and grabbed the gun from the gun from the guard's still-warm hand. He landed on a crouch and fired until the trigger was empty. All of the bullets hit their mark, metal sinking into the pulsating red flesh and then...

Nothing. It just laughed.

"Aww, that's cute! You got a little peashooter there!" It charged towards him. Peter jumped and stomped on its head, putting some distance between the two, "Least you're puttin' up a fight! Better than the rest of these sad sacks!" He dodged three more projectiles and scrambled towards the body of another guard to grab the gun at his side. Fighting that thing head-on would've been suicide.

More bullets and they all had the same results. Peter cursed under his breath and grabbed the nearby ammo belt, though he knew it was futile. Right now he could only hope to keep this thing busy, "What the hell are you?" He used the wall to jump over its charge and grit his teeth the tips of its claws almost grazed his shoulder. Damn thing was fast, almost like how Gwen and Cindy were.

"Just a guy lookin' for a good time!" It grabbed a glass table and tossed it at him. Peter forced himself onto the ground and webbed its legs when it tried to charge at him again before he unloaded the rest of the bullets on its face, "Really, pal? Ain't it obvious that ain't workin'?" It cut through the webs with distressing ease and laughed, "Webs, huh? Ain't you Spider-Man?"

Peter fired another burst of webbing at him and reloaded the gun. Two magazines left, "Heck it _is_ you! I thought your retired?" The distorted voice grew higher and the mouth widened till the ends reached near its eyes, "Whoo-wee, I ain't never killed a genuine hero 'fore! You're gonna be popping that cherry!"

It sounded like a kid in a candy store, "Sick fuck..." First Jack and now this bastard; was this place just crawling with deranged psychopaths who wanted nothing more than to kill? Peter lowered his posture more and concentrated. Gwen would be here soon, he just had to keep the monster busy for a little while longer.

The world slowed as the monster swiped at his face. Peter ducked under the clawed fingers and fired two bullets point-blank at his gut before he disappeared in a wisp of smoke, "Hey, how you doin' that?!" He rolled to his back and re-appeared briefly, firing off the rest of the magazine at the back of his head before disappearing again, "Slippery, ain't ya? You're like a damn ant!"

Peter flipped back close to the wall and appeared in another wisp of smoke. Already he felt a cold chill run down his body and the headache from his spider-sense only worsened, _'Wonder if I can get a damn refund on these new 'gifts'...'_ He reloaded the second to the last magazine and tightened his grip on the gun. He couldn't do this much longer.

He charged at it again and disappeared just before he got close enough to make contact, "This again?! This is getting old, buddy!" It swiped at where he just stood and Peter jumped, stomping on its foot as he landed, "What's the point of this, huh?! You can't kill me with that peashooter of yours!" He flipped back and shot twice at its gaping mouth," I thought you'd fight like a man, at least! What's with the disappearing act?!"

The bullets came and went and he grabbed for the last magazine before his spider-sense almost overwhelmed him again, "I'm gettin' tired of this!" The monstrosity growled and Peter didn't get a chance to scramble back before dozens of spikes suddenly burst from all over its body.

Time slowed again and he jumped through the air, twisting his body to avoid the projectiles. Miraculously he managed to avoid all but a a few that grazed his legs and mid-section, though his relief was short-lived. He'd barely landed before its mouth split open in a wide grin, "Found you!" It lashed out with a sharpened tentacle and impaled him right in the shoulder.

Peter screamed, though it was quickly drowned out by the monster's laughter as the invisibility wore off, "Oooh, that look like it hurt!" It cackled and sliced at his legs, cutting off a huge chunk of flesh from his right thigh, "I smelled the blood on you, hero! Thought it'd be blue considering you's a spider and all, but apparently not!" It grabbed him by the neck and lifted him up, "Lets go for a skewer!"

It threw him against the far wall and he impacted against the concrete painfully, his already wounded shoulder getting impaled on a piece of rebar, _'Rrrgh, son of a-'_ Before he could even think of trying to escape the monster grabbed a broken car door and threw it at him. His eyes widened and he screamed when the metal crashed against his shoulder and embedded itself on the wall.

"Ouch, that looked like it hurt!" Its maniacal laughter easily cut through his screams and cries, "Aww, what's wrong, hero? Don't you spiders have eight legs? Losing one shouldn't be a big deal, right?" It sharpened its hands into claws again, "Ah, you're such a baby! Might as well finish this, huh?"

Peter looked up at the monster and glared. He couldn't get out of this - none of his abilities would turn the tide and the pain was enough to make him nearly faint, but he refused to give in to the temptation of that way out, "Go to hell..." He wasn't going to scream again; he wasn't going to give it the satisfaction of getting what it wanted.

He hated to admit it, but the next step it took caused him to nearly wet his trousers. Peter looked around frantically and felt his heart sink into his stomach when he saw the pistol out of reach near a puddle of blood. It wouldn't have done anything, but at least he would've gone out fighting, "Ah..." He moved his right arm and whimpered when a white-hot pain ran down the limb. He wasn't getting out like this.

The sick bastard was nearly on him before he heard a yell, "Get the fuck away from him!"

The exclamation was followed by a bright flash and an explosion so loud he was deafened for a few seconds. Peter shut his eyes tightly and raised his remaining hand to cover his eyes, "Wha-"

"Fuck! God damn it!" He just barely heard another explosion through the ringing in his ears before a pair of small hands grabbed his left shoulder, "Pete, we gotta- oh, fuck!"

"L-Lana...?" His eyes parted open and he saw Lana's face, her expression a cross between pure anger and panic, "Wh-What...are you..." There were flecks of blood and soot on her cheeks, but apart from that she was unharmed. A small comfort, "I-I told you to get out-"

"And I said I wasn't leaving you!" she snapped, her gaze shifting between his face to the impaled shoulder. He saw bits of crimson flesh scattered along the ground behind her, "W-We gotta get you out before that thing-"

That was as far as she managed before three tentacles wrapped themselves around her waist and she was pulled back. Lana's eyes widened for a split second before she was smashed against the opposite wall head-first, "That wasn't nice, girly!" It quickly reformed from the bits of flesh quickly, "I'm gettin' a two-fer-one special on heroes, huh? Alright then, lets play whack-a-mole!"

"No!" He reached a hand out frantically, though he knew it was hopeless. The monster cackled before it smashed her against another wall, leaving a bloody imprint on the concrete before he did it again and again, "Damn it, let her go! _Please!_ "

It ignored him.

Peter looked to the discarded pistol before focusing on his arm again. It was pointless - even if he could get to the damn thing it would've just been throwing spitballs - but he had to do something. He wasn't going to let Lana die, "Come on..." He took a deep breath and reached towards the gun. The pain on his arm worsened and it took everything he had not to break down in tears from it all.

The sound of tearing flesh and cloth was practically unheard in-between the cackling and screams, but the results were the same either way. Peter gave one last scream before his right arm was torn off and left behind on the wall. Ignoring the severed limb he frantically crawled towards the pistol, pulling himself forward with the remaining hand.

It took only a few seconds to grab the pistol and empty what remained of the magazine into the monster's back. It stopped and turned to look at him, its head tilted to the side, "Huh, you're still alive? Hardy guy, ain't ya?" It tossed Lana aside like a ragdoll and she remained on the ground, unmoving, "You know I always hated someone who was too clingy! We had our moment, but you gotta move on!" It morphed its right hand into blade, "Matter of fact, let me do it!"

Peter could only crawl back futilely to try and put some distance between the two of them, a trail of blood following after him. This was it; he'd done the best he could and it ended with him dead and Lana soon to follow...

*thwip*

Gwen swung through the destroyed entrance and kicked the red monstrosity straight through the wall. Without another word she webbed a car from the street closer before she picked it up and tossed it at its prone form, "Stay down, you son of a bitch!" No quips, no jokes; it was hard enough to restrain herself from beating the fucker's face into the ground till there was nothing left but mush.

"G-Gwen...?" Peter mumbled next to her.

"I'm here." She picked him up as gently as she could and did the same to Lana. They were both still breathing, thank god, though his missing arm and her completely bloody face didn't give her much relief, "It's gonna be alright..." She held them closer to her, jumped through the wrecked entrance and swung until she saw ambulances. It was a risk, but right now secret identities were the last thing on her mind.

"Here..." She gave them both to the closest EMT's and tried to ignore the coppery smell of blood that lingered on her, "Make sure they're alright!" The closest doctor nodded nervously and she swung back to the hospital, her thoughts going a mile a minute. She had to stop that thing before it killed anyone else.

 **'Gwen, that was a symbiote.'**

 _'What? What the fuck do you mean it's a symbiote?! I thought you were the only one!'_

 **'That's what I thought as well...'** She was nearly to the hospital before it spoke again, **'Gwen, give me control and let me talk with it. I may be able to stop its rampage.'**

 _'A little late for that, isn't it?'_ She saw the bodies besides Peter and Lana. How many were there? A dozen? Even more than that? He didn't know why that fucker did it and she didn't care; he was going to prison for the rest of his life for it, _'No dice, Webster. I'm and going in and I'm making sure this son of a bitch isn't hurting anyone else.'_

 **'But-'**

She drowned out the rest of her other partner's complaints and swung through the entrance again. A part of her (Webster) urged her to not lose her temper, but right now all she could think of were the victims he'd killed, of Peter missing an arm and lying on a pool of his own blood while Lana was almost lifeless next to him. They were past peace talks now.

Whatever was coming next he deserved it.

It only took a couple of seconds from her landing for the other symbiote to burst out of the wreckage, its skin pulsating and shifting quickly, "Damn, that actually hurt kinda!" He cracked its neck and sneered at her, "Real rude of you just-"

He was cut off when Gwen attached a thick line of webbing to his neck and pulled him towards her. A normal person would've had their heads snap from the force, but he wasn't normal. She waited until he was close before she delivered a punch right at his mangled jaw.

The red symbiote stumbled back and she pressed the attack, kicking his mid-section hard enough to force him onto the ground, "Bastard!" She kicked him in the jaw and forced him on his back, "Murderer!" She mounted him and punshed his face repeatedly, uncaring of the blood and symbiote flesh that spilled against her face, "Monster!" She smashed his face against the floor until it cracked.

He just laughed.

"Still holdin' back, huh?" He intercepted her next punch and tossed her to the closest wall, "You sound mighty peeved, darlin', but yer still givin' love taps." The injured flesh immediately healed and he stood up again, "Or maybe it's just cause me and the missus are better than you two? Yeah, I see that there little buddy o' yers. Light breeze could knock him off ya. What's wrong, ain't said yer weddin' vows yet?"

"Shut up!" Her next punch sent his jaw flying off. It grew back before the last one even hit the ground.

"Heh, my turn."

She jumped back and hissed when clawed hands rushed through her stomach, _'Fuck, he's fast!'_ Faster than her, at least. She punched through the hands he held up and her fist went through his torso.

"Whoo, big mistake!" Her arm was trapped. Gwen grit her teeth and tried to pry it off before he grabbed her neck in a chokehold, the claws digging into her neck, "You see? Me and the missus ain't got no secrets, but you two? I'm sensin' some trouble in paradise. Here, lemme help you through it!"

The claws dug deeper into the skin of her suit. Gwen struggled and fought, there was little she could to stop him from tugging the suit back and peeling it from her skin.

 **'Gwen!'**

She screamed. It felt like he was ripping the skin from her bones, **'Gwen, he's...we need to...'** Webster's words faded until she heard nothing but her own screams and his laughter. Her remaining hand tried in vain to push him off, but her strikes were weak, **'...ers...you need...Gwen!'** A rush of tears went down her face and they didn't stop until he finally finished.

"All done!" He cackled and crushed the black blob with his free hand before focusing all his attention back on her. She was practically naked now, held up by her neck wearing only her underwear, but any sense of shame was overridden by fear. She didn't know how much of her powers she had left, but no matter what it wasn't enough. It wasn't enough with Webster and it wouldn't be enough without it.

She still punched him in the face. If this was the end then she wasn't going to just give it to him.

His lips split open into a wide grin before he grabbed her waist by the other hand and pulled.

She didn't know what she should have felt when he did what he did, but all she remembered was a feeling of numbness and being disconnected from her own body even when she saw the other half of her severed body lying a few feet away. She was blearily aware that he said something, probably another taunt, but she didn't hear him. All she could focus on was her fading vision and the slight feeling of warmth that ran down her stomach.

He'd turned his attention away from her, probably to look for more victims. Gwen tried to crawl, though where she intended to go she had no idea. In the end she only managed a few inches before her strength left her and she lied still at her side. Just barely she made out the last vestiges of Webster crawling to reach her and the black blob touched her cold fingers.

There were no final words exchanged, no cries for her mother like a soldier on a battlefield. All she could do was savor her remaining breaths as her eyesight faded completely and she was covered in darkness.

 **'Gwen...'**

Everything came back at once. Gwen screamed as the pain at her mid-section finally registered, though it was quickly replaced by a feeling of extreme heat. She forced herself to look down and breathed deeply when she saw dark tentacles re-attach her lower half back to her, the bleeding stopping soon after. It was agonizing, but she was alive.

 _'Webster-'_

 **'Hold on, Gwen!'** She was quickly covered in her dark costume again and she stood up, an animalistic growl emanating from her now-wide jaw. Before she could get a grasp on what was happening she (Webster?) charged ahead and delivered a punch that split the upper half of the fucker's head right open.

"What the- what is with you heroes?! You guys seriously don't know when to die!"

His next attack severed her left arm at the shoulder. It didn't do him much good: the broken limb was quickly replaced by sharpened spike which impaled him right where his head was split.

The next few seconds were utter chaos. She distinctly remembered the other host screaming and pushing her back with a barrage of spikes and tentacles, but everything after that was a blur. In the end she found herself kneeling on the ground, her body weak and the urge to go unconscious rising while the red symbioe fled to god only knew where. She still felt traces of pain at her mid-section and her eyesight was still hazy.

But she was alive, so she wasn't going to complain.

 **'...Gwen.'** Webster's voice was weak, barely heard over the sound of approaching sirens and panicked cries, **'I've given you full control over everything that's left. You will be weakened due to the damage, but you shall recover in due time.'**

 _'I..I can barely hear you.'_

 **'Yes...in order to save your from your injuries I had to transfer everything."** The black suit shifted and she felt another comforting warmth at her stomach, **'The other symbiote damaged our bond extensively. I...I had to give you everything to ensure your survival. All of it is now yours. No symbiosis, just the host.'**

 _'No symbiosis...what about you?'_

 **'My consciousness is fading, Gwen. Disseminating; you needed it all. I...goodbye.'**

 _'Wait, what...?'_ She tried to stand, but her legs refused to cooperate, _'What do you-'_

 **'I...our time together was brief, but thank you. Being heroes, seeing your friends, being treated like family...I never expected to find acceptance to such an extent. It was...fun.'**

 _'W-Wait, Webster!'_ Feeling returned to her body, but it was too late. Gwen stood up shakily and touched the surface of the suit, but there was no response, "Webster...?" she called out, hoping that just maybe this was a cruel joke and it'd answer back.

She met with only silence.

Gwen fell to her knees again and breathed deeply, looking down at her bloodstained hands. Webster was gone, and if she'd been a second later she could Lana and Peter to that list.

She shut her eyes tightly and cried.

* * *

 **Well...that happened. A little melodramatic, but what can you expect from a comic book fanfiction? So yeah; Peter got his arm ripped off, Lana's probably got a major concussion (if she's lucky) and Gwen got bisected. Granted she recovered from that, but Venom's gone. I'm sure a few readers are happy given that the 'innocent suit' shtick wore out its welcome, but still (kinda-sorta) sad to see it go.**

 **At least the Carnage symbiote and its 'asshole suit' thing will be prominent with the new host. Should be fresh(er).**

 **Still, I really dread Gwen's mental state now that she lost someone _again_ in a situation where she's likely to blame herself, especially since both Lana and Peter are likely going to want to go after Carnage again despite the ass-beating they just got and the fact that they're nursing life-threatening wounds.**

 **Oh, and following the word count thing I also took out a couple of smaller segments - one was Lana's POV of the escape before she doubled back and the other was Gwen chatting with Venom about how it perceived Gwen's family before they got the phone call. You can assume they took place off-screen so to say and the results speak for themselves regardless.**

 **Speaking of, I might not be able to include Shriek any more :X Carnage by himself seems more than okay for the arc and I'm actually thinking of turning the story similar to Carnage USA where the symbiote spread itself around and infected people to turn them into Kasady's thralls. It would also shift the story to more of a city-wide arc since the chaos would exceed what the three of them can contain. Hope it's alright with you guys.**

 **Question:**

 **1\. Given the aftermath, which group seems the most appropriate for story/drama for the three to take shelter with: The Parkers (Ben and May), Jessica's office (George, Jessica and Kate) or Gwen's apartment (Mary Jane, Glory and Betty). Each group will have different interactions, especially since Peter's severed arm means he's likely to take drastic measures to grow it back and Gwen's likely to be unstable.**

 **I _might_ be able to combine elements of all three groups if I stretch it, but if not I'd prefer to know which one you guys prefer.**

 **Review Answers:**

 **Boringzai - George barely talks to Noir, what more with Spider-Man?**

 **Henchmen213 -I generally use the ASM movies or Spectacular cartoon Gwen. 616 one is a real bore...**

 **KasugaRomio - It was an intentional reference to South Park. For BC? I assume she knew what would happen, which again puts her right up there with being unsympathetic...though she still doesn't beat Sandgirl. God she deserves a knock to the head. As for Venom...yeah, sorry about that.**

 **Esquire-Man - Irredeemable is basically Superman but evil, so...yeah. Read it, not interested.**

 **Hardlight - Carnage brought.**

 **Cyclopz - Honestly the 'Love Mary Jane' version feels the least like Gwen Stacy: not because of her personality, but because she doesn't even _look_ like Gwen. Even Spider-Gwen pulls it off with a headband sometimes. I still like her, but point stands.**

 **The fucking name - Uh...yeah, it's from that new South Park game.**

 **Dr. Sugarcakes - Dark enough for you? ;)**

 **Krolikson - What's wrong, don't like Kasady very much?**


	81. Maximum Carnage

**Slightly late update, but GTA Online has utterly consumed me :X Anyone plays on PC hit me up on social club, my username is DragonAge123.**

 **Anyway, I read the latest Spider-Gwen and it's official: Gwenom has arrived :D Sadly we'll have to wait till next month before we get any actual action, but hey it's something to look forward to. Especially since this chapter indicates that losing Venom has had a bit of a negative effect to Gwen's control of the suit and just how well she can keep it under wraps.**

 **You know, I'm curious if the Gwen/Noir shippers (yes, I see all two of you there) will still pair the two together after their interactions in this chapter. It wasn't wholly intentional, but they really seem toxic to one another even when they're not trying.**

 **Side note - I looked at the Spider-Gwen comic again and Felicia is not as out of place at the Defenders as I thought she'd be. Originally she came across as one of the more moral/least psychotic members, but her actions actually leave a lot to be desired: dialogue between the Mary Janes band indicate that she once _strangled MJ with a mic cord_ during a performance for no reason. Betty also said that MJ was 'dead for like 10 minutes', though I assume this is exaggerating. **

**Likewise her plan of luring Murdock to an assassination involved attacking him with fire in an _open concert full of people_ after deliberately inviting the Mary Janes, which more-or-less directly put them in danger as well. So...yeah, given this she's about on par with Moon Knight and Frank Castle; and might arguably be worse than the latter since Castle was simply apathetic while Felicia deliberately did it in a crowded area. I feel less bad about Gwen slugging her now.**

* * *

This was fucked.

Gwen pressed her hands against her eyes and took a deep, shuddering breath. It was as if everything was still playing out in front of her eyes: Peter's panicked calls about some kind of monster, her frantic swinging to the hospital and then seeing the carnage inside. Dead people by the dozens and the smell of blood on her nostrils. She'd seen some horrible sights ever since she put on the costume, and whoever said that quote about it getting easier was talking out of their ass.

It never got easier, not 5 years ago when she held Peter as he died or when Webster...

Her dad and Kate jumped when she suddenly punched the wall, the cheap wood easily breaking apart from the impact. She'd decided to take Peter and Lana to Jess' office; cause what the hell else was she supposed to do? Leaving them in the ambulance didn't seem like a good idea, especially not after what that fucking murderer did. She needed to take them somewhere safe, somewhere she was sure they wouldn't get gutted in their sleep while she wasn't looking.

Not that they could do much about his _missing arm_...

"Fuck me..." Kate pored over the bandaged stump and frowned, tongue darting out to lick her lips nervously, "It's not a clean slice, that's for sure. There's uh...there's some bone sticking out." She winced and pressed something against the gaping hole. Peter hissed slightly, though he managed to remain still. Kate shook her head and looked to her head again, "Look, Gwen, I dunno what you want me to do here-"

"Just do _something!_ " Kate flinched back in shock. Gwen grimaced and exhaled deeply, "I...sorry, just..." She waved a hand through the air and sighed again, "Just please do what you can, alright? H-His healing factor means he shouldn't die." He'd had worse, right? Getting electrocuted by Maxine or facing some of that psycho Jack's bombs. As long as Kate stopped the bleeding he could heal from it with enough sleep.

Her gaze shifted to Lana. The younger girl was propped up on the couch, her face equally covered in bandages even through her breath remained stable. Considering how she found her she was in remarkably good shape, at least in the sense that she wasn't coughing out pieces of her own nose.

"God..." She sat on the lone vacant chair and groaned into her hands. She wanted to say she was exhausted, that way she could've at least had a slight excuse, but it was the exact opposite - she felt like she could go non-stop for the next week. Gwen resisted the urge to grip the edge of the plastic chair; she was sure she'd smash it given her current track record. She didn't miss the cracks on the floor from where she stepped or the aforementioned busted wall.

She looked down at her palms and pressed her lips into a thin line, her fists clenched. Her costume changed back to the black, white and red ensemble from when she and Webster first bonded together and for the life of her she didn't know how to change it back. The surface of the dark suit pulsated and shifted, but it refused to change colors. Webster was usually the one who dealt with all the shifting and transformation.

Another bitter thought seeped into her mind. Webster was dead, but so were those dozens of other people in that hospital. Was it selfish of her to worry about it, Peter and Lana while that maniac was still out there? She should've been out there right now searching for that murderer and instead she was here invading Jess' office and dumping two people who really needed to go to a hospital instead of an (admittedly crappy) office.

The sound of footsteps reached her ears quickly followed by a warm touch on her left shoulder. She looked up and forced a smile when she met her dad's gaze, the mask and hood covering her face peeling back instinctively. Seeing her dad's stoic visage was enough to calm her, however slightly. It felt like she was a little girl again, running to her daddy so he could protect her from the bullies and monsters in the world.

They stayed that way in complete silence for a while, the only sounds being Lana's slight snores and Kate muttering to herself. Gwen was thankful for the reprieve; she was sure that at some point something fucking horrible would happen and they'd have to fight for their lives again.

Eventually her father spoke, "Gwen...what happened?" He squeezed her shoulder comfortingly and she leaned into the touch, "This is...worse than the usual problems." He had a general idea - supervillain mass murderer fucked them all up - but she didn't tell him all the details; she wasn't in the proper state for it.

She looked down at the floor, tears escaping despite her best efforts. What could she say? That she failed? That she was so busy chatting with MJ and the others about stupid shit that she ignored Peter's phone call until it was too late? There were a dozen ways she could've explained the clusterfuck at the hospital, but the first words out of her mouth were anything but an explanation.

"Webster's dead..."

Dead...saying it out loud added a certain finality to it. Just a few hours ago they ate breakfast together and she'd chided it on breaking the cardinal rule of 'never snitch to dad about who your partner is sleeping with' and the next...

Gone while she still wore what was left of it.

"Oh..." He looked away and frowned. She didn't expect much of a reaction; he just met Webster this morning, after all. He'd care about her grief, but at the end of the day she couldn't mourn its death, "I'm...sorry to hear that."

"Yeah..." She clasped both hands together and leaned forward on the seat. She needed to process this, she knew that, but right now she couldn't afford to. Lana and Peter were still injured and that maniac was still out there, and without Webster her control of her additional powers was shaky at best. If she wasn't careful she'd rip his head off for real and he'd stay dead.

It scared her just how tempting that thought was.

The door to the hall opened and Jessica stepped in, her gaze lingering briefly on the cracked floor and and the hole in the wall before she shook her head, "Not gonna ask." She closed the door behind her loudly and stepped closer to them, "There's a slight panic outside, but this place is far enough that everyone else thinks it's not their problem. Should be safe here for now."

"Safe?" Peter laughed bitterly, speaking up for the first time since she'd taken them here. Her best friend looked up at Jessica with a sardonic smile, "That thing nearly called all of us. Lana's lucky to be breathing, I lost my arm and Gwen..." A frustrated breath came and went as he looked away, "It's still out there and we're just sitting here licking our wounds. We need get out there now."

"Peter-"

"Not for nothing, but you _are_ missing an arm," Kate said, completely ignoring the annoyed glare he gave her in response, "Look, I dunno what this thing is, but you need to calm down. You're not gonna get any heroing done with this." She gestured to said missing arm.

"Still got one good hand..." Despite his attempted bravado she heard his doubt clear as day. They'd never tested how far his healing factor went (and she really hoped that they never had to). The last time he lost an arm...she shook her head. The last thing she needed was to think about what happened before.

Peter stood and (ignoring Kate's calls for him to sit down) made his way to Lana's side. Gwen watched silently as he sat at the edge of the couch and looked down at the sleeping teen, his remaining hand grabbing hers and holding onto it gently, "Peter..." She stood up and stood at his side, a hand placed on top of his right shoulder,"We're not gonna let him get away with it. He's going to pay for this."

"Oh, really?" He gave another bitter laugh and turned to look her in the eye, "How's that, Gwen? You gonna leave him tied up with a funny little note for the police so he can break out of prison again in 2 weeks?"

"He's not going to escape, Peter..." Despite her words she couldn't help the niggling doubts. That monster had a symbiote; was there really anything strong enough to hold someone like that? It wasn't like they could just pry it out of him, after all, "S.H.I.E.L.D will make sure he doesn't escape and that this doesn't happen again."

"That's what you said about everyone else and look where that went." He faced away from her and scowled, "I trust you, Gwen, but not with that. I'd buy you killing someone more than I can believe this place won't just churn him out of the revolving door again." His gaze shifted back to Lana and his expression hardened, "...We go after it next and it's dying. No arguments."

She wanted to say something back, but every moral or justification she thought of was quickly replaced by the memory of Webster being ripped away from her and the bodies that monster left behind. She'd seen villains who killed before, but usually it was in the pursuit of something else like money. It didn't make it better for those who died, but it was easier for her to understand. This was something else.

"You just plan to execute this man, then?" her dad asked for her.

"That _thing_ isn't a man." Peter snarled, "It's a fucking monster. If you'd seen what it did, 'captain'..." He stopped and let out a frustrated breath, "Trust me, I know monsters..."

Her dad looked like he wanted to argue more, but after a shared look with Jess he eventually decided on keeping quiet instead. The private investigator pinched the bridge of her nose and gave them all another sweeping look, "Look, I don't have a clue what happened. The news is blaring something out about some kind of new Supervillain attacking a hospital and I can't tell what's true and what isn't. A little clarification would be nice here."

"It's..." Gwen clenched her hands and took a deep breath. She had to tell them, "It's a symbiote, like Webster."

The silence that followed was mercifully brief, though the looks of shock, suspicion and worry did little to calm her nerves. Jessica was the first to speak, her gaze leveled, "Symbiote...you mean that blob we met this morning?" At Gwen's nod the older woman's frown worsened and she muttered was distinctly sounded like 'fucking hell' under her breath, "And that thing's still on you? How-"

"Webster's dead." She sounded like a broken record, but fuck it. She wasn't in the mood for getting paranoid stares again, "The only thing left controlling the suit is me and I'm not going to go off the deep end and kill people."

"No one's accusing you, honey." Her dad squeezed her shoulder gently, "We just need to calm down and understand what's happened."

"What's there to understand?" Peter asked, "That bastard went to the hospital and gutted everyone. Doesn't matter if it's a symbiote or not; it doesn't change what it did."

"Maybe not, but it does lead to questions," Kate chimed in, "I snuck a peek at Janet's reports and she made it pretty clear that if anyone other than Gwen tried to use the symbiote they'd get irradiated and killed; probably the only reason why S.I.L.K aren't using symbiote super soldiers in their 'take over the world' plots. So that means-"

"Either the one behind the mask has the same powers as Gwen or someone made a new one..." Peter muttered.

Another uncomfortable quiet settled over the group. She had no idea who it was behind the suit, but he either had the same resistance she did or the suit itself was something new with all of the 'kinks' ironed out. Either way it didn't spell good things for any of them,"...Peter's right, it doesn't matter," she said eventually, "We... _I_ have to find him and stop him before he starts killing people again."

"Yeah, well, I'm coming with you," Kate said, "I'll give a call to S.H.I.E.L.D, see what they can dig up on this thing. And I'll grab some sonic arrows, too; really put a hurting on that thing."

"Right..." She resisted the urge to refuse the archer's help outright. It was hard not to be paranoid after seeing what happened to Peter and Lana, especially considering both of them had powers. She had no doubt Kate was competent, but if Peter's comments were anything to go by then this maniac didn't have much in the way of a reaction when it came to getting shot at, "Just...Just be careful. And Peter-"

"I have to go."

Gwen blinked. That was...sudden, "What? Go where?"

"Back home."

"Wait, now? You-" It took her a second to realize that it wasn't another declaration of leaving this dimension behind and she paused, "Uh...you mean your apartment, right?" He gave her a suspicious look quickly followed by a nod, " Uh...right, that's what I thought you meant- no, wait, doesn't matter. Peter, you have to stay here!"

"I do? Why's that?"

"Uh, how about the fact that you have one arm?!" He winced at the sudden reminder and shuffled the stump slightly. The bandage covered most of the wound, though the blood was still noticeable, "Look, you and Lana are fucked up and you aren't in any position to go after that asshole. Just stay here and-"

"What, and let Jones and 'Captain' Stacy babysit us? No thanks." He scoffed. Jessica raised an eyebrow while her dad frowned, "Lana can stay here - I doubt she's fit to move - but I'm leaving. There's something back home that'll help me put that thing into the ground. I'll meet you when I get it."

"Okay, you're not listening." A burst of irritation and anger came and went. She rubbed her temples and took a deep breath to try and calm herself, "You're hurt, and that's me being generous. You go out there right now and you're..." She stopped. Here they were arguing again and she already knew how it was going to end: a lot of screaming, scowling with both of them unable to change the other's mind. It always went the same way.

Peter seemed to realize it as well given the way he turned made his way to the door. A part of Gwen was tempted to simply let him go, but another, louder part screamed at her to do something. She'd lost Webster already and if she hadn't arrived when she did then she could add him and Lana to the list of people decomposing in that hospital.

Before she could think better of it she webbed his uninsured shoulder and pulled him back. His look of surprise was brief and quickly replaced with a scowl when she grabbed his remaining wrist with her left hand in a vice-grip, "Gwen-"

"You're staying here." Her voice took on a harder edge. Her dad took a step closer, his expression worried, while Jessica narrowed her eyes at her, "Peter, you nearly-"

"Died. Yeah, that's been happening ever since I got to this madhouse." He tried to pull his arm back and she tightened her grip, "Let go..." He tried to pull back again and winced when she refused to budge, "God damn it, Gwen-"

"Gwen, calm down." Jessica was at her side immediately with a hand on her shoulder. It took a lot not to just shrug her off, "You're-"

"I'm not going to let you kill yourself, damn it!" She pulled him closer and ignored the tinge of guilt she felt when his face contorted slightly in pain. She'd apologize later when he wasn't feeling so suicidal, "Do you have any idea what would've happened if I didn't get there in time?! You and Lana would've died! For fuck's sake, Peter, you just lost an arm! Doesn't that matter to you at all?!"

"Gwen-" Jessica tried to tug her back and she shrugged the older woman's grip off easily.

"That thing is still out there! I'm not going to sit here after what it did to those people and..." He looked to Lana again and she felt irrational spike of jealousy. It was stupid and nonsensical - she already knew the two were close despite his refusal to admit it - but it was there. He was going to get himself killed just to take revenge for her, "You don't like it, fine, but leave me alone-"

"Don't you fucking get it?!" Everyone around her winced at the sudden loudness of her voice, "You could've _died_ , Peter! Is that what you want?! You wanna try your luck again?!" He flinched back when she drew closer, their faces nearly touching, "You died once already! We lost you once already! And now you're going out there again trying to get yourself killed fighting some fucking maniac!"

His expression shifted again to more noticeable discomfort and Jessica quickly pulled her back, "You're hurting him!"

The words caused her to pause, any and all excuses dying her in throat, "Wh-What?" she choked out weakly. Jessica glared at her and raised the wrist she was holding up to her face. The tips of her fingers had sharpened into claws and blood - Peter's blood - ran down the digits, "I..." She looked away and caught sight of her reflection on a nearby mirror. Her face was covered in the mask again, her 'eyes' shifting and thrumming.

"Holy shit..." Kate whispered.

"I-I didn't mean to-"

"Kid's not here to help you keep control anymore, Gwen..." Peter pressed his bloodstained wrist against his jacket and frowned, "You need to keep that thing under wraps on your own now."

She'd lost control and she didn't even realize. Separating from Jessica weakly, she took a few unstable steps towards the chair and practically collapsed on top of it, "Fuck..." She pressed both hands against her face and took a shaky breath. It was back to that night a few months ago: she lost her cool and she'd tried to brute force her way to get what she wanted.

The silence lasted for a few minutes, none of them willing to say anything. Eventually Kate coughed and stood up, "Uh...alright, listen. I'll go with Spider-Man back to his apartment and see if what he has is on the up and up. I need to go grab my arrows anyway." Gwen didn't reply, "Uh...we'll call you, I promise."

Again she said nothing. The archer and the vigilante shared another look before they eventually left, leaving just the 4 of them in the damaged office. Another minute of quiet passed before the sound of scraping wood resounded next to her and she felt a familiar warmth at her side, "...Everything's fucked, dad." She'd had low points before, but this had to take it all...

"You can fix this, Gwen. I know it." It might have just been her own hope but she could've sworn he actually meant it.

In the end Gwen nodded and hugged her father as gently as she could. This would take some getting used to, but she'd push through it. She had to, for all their sakes.

* * *

"No, no, please-"

The secret agent's pleas were cut short when Carnage sliced the organic blade through his neck, "Sorry, what was that?" He picked up the freshly severed head and shook it mockingly. The pathetic bastard's face was still stuck in a scream and he could've swore it blinked, "These are the best the country's got, huh? No wonder this country's so messed up." He threw the head behind him without a care.

He took a deep inhale and let out a satisfied breath. He loved the smell of blood and guts in the morning, "Nothing quite like that aroma, huh?" He looked at the hallway appreciatively. He counted at least 15 agents, all of them in varying states of dead and ready for closed casket funerals. Normally this kind of bodycount would've taken him months, but now it barely took 10 minutes; and that was him dragging it out!

There was something almost disappointing about how easy it was, though he quickly shook that thought away. Least this way he was efficient! No need to pussyfoot around plannin' when he could just get to the meat of it.

 ** _'There's one more. I can hear her whimpering.'_**

"Heh, playin' hide and seek? I'm gonna find you~!" He screamed down the hall. Carnage heard a muffled scream and grinned, his mouth splitting open wider at the sound. This took him back to those first days, "All your friends already lost the game, sweetheart." He stalked down the hall, claws scratching through the walls with an ear-splitting noise. It was always best to relish these, "You wanna come out now? I promise I'll make it quick if ya do, scout's honor!"

Nothing. Carnage's smile turned even more manic as he stopped in front of the storage room. Classing hiding spot.

 ** _'She smells nice. Squeeze all the perfume out of her.'_**

"You read my mind, darlin'."

He kicked down the dooor and was met with a barrage of bullets, though she might as well have been throwing spitballs for all the good it did her, "You about done there?" He morphed his hand into an axe and sliced through her right wrist. The agent gave a satisfying scream and fell on the ground, scrambling back in a panic while one hand held onto the bleeding stump for all she was worth.

"P-Please-"

"Ah, ah, ah! I gave you a chance and you didn't take it!" Honestly, what was with people? Never played by the rules and then expected not to get the penalty? The nerve of it all. Without another he grabbed her by the neck with a tentacled hand and slammed her against the low roof. Her groan was quickly replaced by a scream when he dragged a blade up through her leg before resting it right between her legs.

"Hmm, wonder what'd happen if I did this?" The blade sliced through the jumpsuit and almost touched the bare skin, He never held much interest in sex - what was the point of it, really? - but he knew everyone had a bizarre obsession with their dicks and cooches. Always a good point to hit, "Never tried it before, guess we'll-"

"No, wait, wait, please!" She screamed, tears running down her eyes. He gave it a 7/10; still no snot or crying for her mommy, "I'll-I'll do anything! I'll give you whatever you want, just-just please let me go!"

"Ah, the old 'stop, please, I'll give you whatever you want' routine. No points for originality there, darlin'."

 ** _'Wait, Other, we can use her. Spread panic and death, like you want.'_**

"Huh? How'd you figure that?"

Instead of answering his hand moved on its own and impaled the struggling piece of meat right between the eyes. Carnage raised an eyebrow when she suddenly started convulsing, her body twisting and bending unnaturally as red flesh spread from the gash to the rest of her body. He let her drop to the floor and watched with a grin as she struggled and writhed on the ground, her screams turning more and more distorted as the seconds passed.

It took only 10 seconds for her to become an unrecognizable mass of flesh and fangs, "Huh, that's new." It looked up at him and snarled, but a flick of his hand sent it reeling back with a slight whimper, "Heh, she's like a little puppy dog."

 _ **'We can control her. She's ours now.'**_

"Huh, how many of these can we make?"

 ** _'Dozens, hundreds - we just need to feed. Meat will work.'_**

"Meat, huh?" He looked back at the hallway full of dead and grinned. He just came here to try and bust out Shriek, but this...oh, this was _so_ much better than getting his girlfriend out of the bighouse for a night out on the town.

This was going to be _fun_!"

* * *

Cindy knew her life would never be normal again once she got bitten by that spider. Her mom and dad tried to pretend things would be okay, that they could find a way to control her 'symptoms', but once Ezekiel showed up any hope for that disappeared entirely. The old prick made it clear that she was given a 'gift' and apparently one of said gifts entailed being trapped inside a hole and never seeing her family again.

Still, the past year was definitely above even her already stupid high standards.

"Alright, so...you're the original? The one my evil twin killed?"

"For the third time, yeah." Peter... _Spider-Man_ rolled his eyes and raised one leg to the edge of the chair, "I know it's hard to believe, but I've given up on trying to use logic ever since Octavius shunted us to another dimension."

"Yeah, but..." But what? It was a hard sell to say that it was unbelievable after everything she'd seen and done. Ezekiel told her about alternate dimensions before - said that if there was even a chance that she was 'The Bride' then some bastard named Morlun would kill her and everyone she loved - so really she should've seen this coming. It wasn't any worse than finding out her alternate self was a Supervillain of the mad scientist variety.

Her gaze shifted from the original(?) to the two other occupants in the room. Osborn sat the corner without a word, his hands pressed together and his head facing down to the floor. Meanwhile Shadowcat was relaxing on the leftmost bed without a single care given, flipping through the channels on the TV lazily with a muted yawn. Cindy had to wonder what she was even doing here if she didn't care about what they were talking about.

"Your turn." Spider-Man said, jolting her out of her thoughts, "You said she took you from another dimension, too? That she was there when you were taken?"

"Uh...yeah." She rubbed the back of her head and sighed. Having the face of a terrorist leader really wasn't something she liked being reminded of; she felt like Bin Laden's body double, "Why?"

"That means she must have taken you the same way she took Octavius and me. It means there's a definite way back." His lips curled up in a slight smile, "Once we get Octavius there's no more doubts, then."

"Uh, but..." Cindy paused. She needed to broach these carefully, "Peter - uh, the one we thought was you - thinks he _is_ you. This is just-"

"It's gonna be a real mindfuck, that's for sure," Shadowcat said casually. Cindy threw her a slight glare, though the younger girl continued to flip through the channels without looking her way, "Memetic clones are a dime a dozen for a lot of secret programs: get one guy who's loyal and transfer that to every hall-baked clone you can make. These people die for the cause and they don't even know they're just disposable assets."

"Peter's not-"

"Whatever he is, we know one thing: he's not the original," Osborn said, his voice low. In all honesty she thought he would've been happy at the news, but the only thing she could expression was anger mixed with no small amount of irritation.

"What's it matter to you, anyway?" Spider-Man asked.

"Peter told me he planned to go back eventually, but if you're here then..."

"Go back? Please, how long's he been here? From what I gathered it's been about half a year already. If he really wanted to go back he'd have done it by now." Spider-Man waved a hand through the air dismissively, "Either way there's not enough room back home for two freaks with spider powers. He can stay here; I doubt Aunt May or Mary Jane'll understand a long lost cousin."

"That's-"

She stopped and shut her eyes tightly when her sixth sense gave a powerful buzz. Spider-Man quickly followed, one hand raising to press against his forehead just in time for the channel to change to a special bulletin.

She barely heard the frantic words of the news reporter through the pained haze, but the footage was clear as day - some kind of red monster leading even more misshapen monstrosities through a crowded street and tearing apart anyone unlucky enough to get caught in their path, "...eature was spotted earlier in the Mercy Cross hospital where it was driven back by Spider-Woman, but-"

Shadowcat shut the TV off and sighed, "Another freak out in town." She threw the remote away and raised an eyebrow when she caught them all staring at her, "What? You really wanted to watch that?"

"Wha- aren't you worried?" Cindy asked, "That thing-"

"Isn't anything any of us haven't seen before. I'm pretty sure Osborn made the news a few months ago when he fought Spider-Woman and that didn't cause mass panic or anything."

"I didn't start chucking bombs down crowded houses." She resisted the urge to bite something back at that, "Look, that thing...it looked like the symbiote S.I.L.K was developing, the same one that Spider-Woman got. That...it's not going to be like Rhino or Shocker or all those other guys. I've seen what the symbiotes can do without a host to control them. It's going to be a massacre..."

"Fuck..." Cindy stood up quickly and looked to the odd partners, "We gotta stop that thing. You two coming are coming, right?"

"I guess. If it's really one of your evil twin's experiments then I'm sure S.H.I.E.L.D has a bounty up for it." She put on her boots quickly and zipped up the jacket till it covered half her face, "What about you, partner? Sitting out?"

"Someone's gotta make sure you don't get killed." He sighed.

"I-I gotta go to Oscorp; I'm no use without the armor." Harry tossed his phone to Cindy and pulled up his hood, "I'll call that when I get it. Until then make sure to keep your distance; the...the results I saw indicated that if it feels like its in danger it can abandon its current host and overwhelm you. Even contact with that thing's probably gonna be toxic."

"I know. If I'm right then I've met that thing before," Spider-Man said, "...Come on, lets go."

* * *

Bullseye sighed down into the cup of alcohol and took a lazy sip. Josie's bar was a nice place to get down for a good time when you just wanted to relax, but it had nothing on the Hellhouse. Now _that_ place was a barrel of laughs; something new happened every day. Sure the drinks tasted like ass and it smelled like sweat, oil and testosterone, but the company was more than worth it.

Now it was gone and all cause of Petey's girlfriend.

"How long are you going to nurse that drink?"

Oh, right, and it was a decent buffer against unwanted company. Bullseye sat up on the seat slightly and eyed the silver-blonde (there was no way that was natural, right?) popstar sitting across from him. He really hadn't seen her coming: one second he was enjoying a halfway decent time and the next she was across him blathering something about wanting to see Petey cause he hadn't taken her calls ever since his retirement.

Yeah, well, she could join the club. Far as he knew Moon Knight got the same treatment; difference was he wasn't bitching at him for it. Still, she was better company than Poole was, at least.

"Long as I want, celebrity." He took another slow sip and grinned when her mouth twitched almost unnoticeably. Now there was a girl who was used to getting her way, "And anyway you're barking up the wrong tree. Benjy boy's not on call for me."

"Cut the games." She snapped, her arms crossed, "I know you and he are friends, though for the life of me I can't figure out why considering your problems."

"Maybe it's cause I don't pretend to be better than I am?" he replied, mouth raised in a toothy grin, "I heard your sob story a while ago: daddy was a thief and he got killed by a ninja lawyer, boo fucking hoo."

Her lips pressed into a thin line and she gave him an icy smile. He'd definitely pushed some buttons there, "...Your point?"

"Your little innocent victim act, it's paper-thin." He finished off the beer and clicked his tongue, "Fact is your dad poked the tiger when he stole from the Kingpin and now you're whining that the tub of lard sent Murdock to scratch back? It doesn't work that way, amiga. You don't get to play innocent and say that your daddy was murdered; he was killed 'cause he didn't case the score good enough, which frankly makes him a shit thief-"

The fist slamming down on the table caused him to laugh under his breath. Pushing people's buttons was always fun, especially when they tried to pretend that having a dead parent somehow justified everything. He'd been on the other end of some revenge sprees in his time. Cause hey, who fucking cared if daddy was a mafia hitman or a human trafficker? Apparently some teddy bears were enough to make him a 'victim' when he came knocking.

"Slamming the table's not gonna summon Benjy over here, just saying."

"I'm not here to argue with you," she said through gritted teeth, "You might think that I'm not justified, but it's not you who I'm trying to convince of that. Fact is 'Benjy' owes me and he still hasn't paid back."

"Well he probably doesn't care _that_ much considering he's screening your calls. Trust me, the clingy ex-girlfriend act's not gonna work, especially since you have to compete with little miss goody-blue shoes for his attention."

"Hmph, of that I think we're similar." The wry smile she gave him was brief but unmistakable, "Either way I know that you have his ear, distant as it may be. So what will it take for you to pass along my message for me? Money isn't an issue."

"Hey, do I look like a prostitute, celebrity? I don't have a price tag on around my neck." He placed the glass down and sneered, "You wanna talk to Benjy? Find him yourself or ask S.H.I.E.L.D; I'm sure they have a tracking chip on his phone or something."

"Big talk considering the only reason you're even free now is because Spider struck a deal." His grip on the cup tightened at the barest traces of a smile on her face, "Don't be so surprised; it wasn't a secret. The agent who 'asked' for our help warned us about you, though I do find it ironic that in the little menagerie he gathered you were considered more unstable than Frank Castle or the man who worships the moon."

"Well, you know, people talk. We're both-"

Bullseye stopped when he heard faint screaming coming from the outside followed by what sounded like growls. No one else heard it - too busy nursing their own drinks or face-down on the tables drunk - but it was clear as day to him. The celebrity caught it too judging by the way her eyes narrowed and her hand inched towards the weird dominatrix whip she had on her belt.

The growling stopped for a split second just before a body crashed through the draped windows followed by the sounds of panicked screams, "Ho boy!" Bullseye jumped on the table and grabbed the spoon and forks, flying over the the red monstrosity that charged after the corpse. He'd seen some ugly things in his life, but the thing right there made it near the top of that list. The red flesh was pulsating and jagged and through the teeth and claws he just barely saw traces of what looked like an old man before it was swallowed up by the red skin again.

Hardy followed his lead and flipped back to easily avoid the fucked up zombie's (?) clumsy slash, "Hmph...unexpected even for this place." She landed with a crouch and grimaced when it followed after her again, "Does this happen often?" She slid under its legs and attached the end of the whip to its left leg. The damn thing barely had time to roar before she pulled and made it fall onto the ground before electrocuting it.

"Only on Wednesdays." He eyed the panicking people. Most of them were gone, though a few were still passed out on the tables. Hopefully they didn't get hit.

He rolled to the side to avoid another monster that charged through the wreckage and sneered, "Dunno how, but I'm guessing this is Spider-Woman's fault." He throw a couple of forks at its eyes and its head snapped back, an ear-splitting screech coming and going as it tried to pull the utensils out of the white blobs that counted for its eyes. Bullseye jumped closer and kicked the utensils deeper into its eyes and forced it to the ground.

It was down.

"Knowing her? Most likely." Hardy dug a heel through its eye and twisted, spinning around in the air briefly before she wrapped her whip around its neck. With a sharp tug another current of electricity ran through its body and it collapsed on the ground, red flesh twitching and twisting before it lay still.

Neither of them had any time to relish their victory or find out what the hell that was all about before Bullseye's phone rang. He picked up the phone and smiled slightly when he saw the familiar number, "Lunar Lad, to what do I owe the pleasure?"

"Bullseye..." The voice at the other end sounded tired, "Corruption has spread over the city-"

"Lemme guess, it's big, ugly, red and has more teeth than than the Osmond family? Cause if that's it me and popstar over here just ran into a couple of em."

"Felicia Hardy is with you? This is good news, then. I'm on my way to enlist the assistance of Frank Castle. This infection is spreading throughout the entire city and I feel that we cannot afford to sit idly by. Use the same frequency as before, I will contact you again."

"If you say so." He shut the phone off and turned to Hardy, "LL said we gotta saddle up. You coming?"

"I'm not finding much motivation, to be honest. Let the heroes deal with it; it's what they're paid to do."

"Huh? Alright, guess you don't wanna talk to Spidey after all. Cause you know he's gonna be right in the middle of this." He turned to the entrance and walked slowly. 5...4...3-

" _Merde_..." She looked down with a scowl before following after him. Too easy.

* * *

 **Done. There was supposed to be a segment with Kate and Noir where they get the Lizard serum and suppressant at his apartment, but this chapter reached high enough with 6.8 words that I thought it was better to put it in the thick of the action. It would have also shown the proto-Avengers contacting each other via holographic conference call, just to even things out. Again, next chapter.**

 **Anyway, yeah...this is my first city-wide arc. Defenders (Noir, Bullseye, Punisher, Moon Knight and Black Cat), proto-Avengers (Spider-Gwen, Captain America, She-Hulk, Wasp, Hawkeye and Silk) and the independents (Green Goblin, Jessica Spider-Man and Shadowcat) all working together (kinda) to stop Carnage's rampage.**

 **I'm very likely not going to be able to write it to its fullest potential, but I'll try my best. Wish me luck :)**

 **Also, I apologize if Gwen acted weird in this chapter, but the Venom suit has been characterized as (to a certain extent) shifting the host's extreme personality traits around. With Venom gone it's likely all those chemicals and stuff the suit has is affecting her more severely until she finally learns how to control her emotions more.**

 **Question:**

 **1\. Just wondering something. Do you guys think action chapters are skippable/less interesting? I notice that on average I get less reviews on fight/climax chapters in comparison to chapters where the cast just talk, even if the talks in question do little to advance the plot in any way. I mean it's either that or my action segments just stink that much.**

 **I'm asking cause I'm wondering if this means that we can skip through/gloss over some of the upcoming action segments and simply show the effects it has along with how it changed the characters. Makes it easier for me, especially since the next chapter affects Gwen very severely.**

 **Review Answers:**

 **Roxasdualwielder - Noir getting the symbiote beats the point of him being the weaker/more stealthy Spider-Man who can't just brute force his way through problems.**

 **Bagration - Gwen's power level is still intact, but it's now a double edged sword since 70 ton strength is a complete liability when dealing with villains who don't have super toughness. As for Peter, he did try to dodge and weave around it using invisibility; he still lost. Staying at a distance and shooting wouldn't have done much since Carnage is _fast_ , so his best option was to get up close and try to confuse it with invisibility and bullet time.**

 **aach06 - Venom was only here for a bit and it had limited dialogue, so not much in the way of feels for a lot of readers I'm sure.**

 **Samkwan217 - In canon she once blew back a large piece of plane wreckage coming for her teammates and she and her mom destroyed armored cars during her brief stint as a criminal. We also know she can use it for propulsion since she uses them to slow falls and boost herself up in the air for high jumps. Exactly how strong is hard to tell since, as a hero, she generally goes for thou shalt not kill in canon.**

 **JG76 - Of course you read it like that; I took it from the new South Park game. Anyway, hope the arc lives up to your standards.**

 **KasugaRomio - Willing thralls are hard cause Carnage generally kills anyone outside of Shriek, and even she gets beaten depending on his mood. And yeah, I saw Axis!Carnage; dude was awesome. Anyway, the new Carnage host after Cletus will have similar struggles to being an anti-hero.**

 **Cyclopz - Wait, I don't get it. Are you asking for the Hellfire Club arc as a reward? Cause I promised a chapter, not a whole arc :X Also it wasn't _that_ interesting. I cut out a lot of stuff like Kraven, Tombstone, Morbius etc etc, so HC isn't the only rejected arc.**

 **Hardlight - Well the city-wide arc gives all you need: want over the top superpowers? Avengers are here. More gritty violence? Defenders. Mix of in-between? Independents. Carnage himself is a big enough threat that no one can bitch the other group out.**

 **Esquire-Man - Comic itself. There's a difference between 'deconstructing Superman' and 'have Superman sink Singapore cause he's having a fit'. As for city-wide arcs, no one said I had to have just the one. The symbiote phase wasn't planned and I don't really read Venomverse outside of the Edge series.**

 **Krolikson - Sadly Toxin has no place in this story, mostly due to lack of a host and my adamant refusal to allow Peter a symbiote. You'll have to settle for the anti-hero Carnage host.**


	82. Irreversible

**Okay, gonna say this right now: I do not even come close to living up to the setup I had in the last chapter, so apologies for that right off the bat. I'm more interested in the aftermath since, while Carnage himself is a flat villain, the effects of his direct and indirect actions means the characters can't just go back to 'business as usual' after the arc ends.**

 **Apologies as well for a certain action at the end if you find it BS, but I do try to justify it in the AN.**

 **On a lighter note, I checked the previews for the new Miles Morales comic and it was confirmed that it's not Lana who joins the Sinister 6 but rather her mother Lori. There's just one problem: Lori looks _identical_ to her daughter barring hair color :/ They even gave her the same freaking costume. Seriously, just look at the covers which feature Lana and the new one with Lori and tell me they're supposed to be 20 years apart. **

**Be sure to answer the questions at the lower AN if you can :) It affects the next chapter. I'm actually wondering if you guys want me to to go write for Tangled Webs, Road Back or even Twisted Reflections given that this is the arc end. It's been a while since those got updated.**

* * *

Well...this was awkward.

Kate tapped her fingers on the steering wheel and looked to the passenger seat. Spider-Man sat quietly, face pressed against the window without a single word spoken ever since they'd left the apartment. Normally she had to deal with overly chatty passengers rather than the opposite, but right now the stifling quiet made her wish she'd picked up that weirdo in the pink suit and the double katanas again.

She turned the car on the road and clicked her tongue when she she saw the traffic, "Fuck me..." Spider-Man gave her a brief sideways glance before quickly focusing on the light rain outside again. Kate sighed and resisted the urge to slam her head on the horn. The last thing she wanted was to get stuck in a traffic jam with the world's most depressive superhero - and that was before he got his arm cut off.

15 minutes of traffic and mindnumbing silence later and she was ready to tear her hair out, "Come on, what the hell?" She smashed her hand on the horn again; always helped to do her part for the growing noise pollution problem. At this rate it would've been faster if she just walked.

"...Doing that won't help."

"Oh, he speaks! I thought you lost your tongue, too." The joker was in poor taste, but in her experience that got people talking more. Spider-Man raised an eyebrow at her before he quickly pursed his lips and turned away, "Hey, c'mon, no need for the pouty face. I'm just...just say something, would ya? The silent treatment's kinda creepin' me out here." He wasn't talkative even at the best of times, but this was another kind of creepy altogether.

"What do you want me to say?" he asked back, tone clipped, "It's a nice day out? Maybe we should go to the park after the rain lightens up? I'm sure my missing arm, Gwen's breakdown, Lana's head injury and all those people dead in the hospital will be fine. I'm sure we don't have to worry about that crazy murderer still running around probably gutting everyone in a 5 mile radius."

"Hey, I said talk, not forget about everything," she snapped, "I- look, I dunno what you guys saw in that hospital, but you need to-"

"I don't _need_ to do anything, Bishop. I'm-"

"Acting like an asshole." She turned to a less crowded street and sighed. It'd take longer to get there this way but at least the honking traffic was gone, "Look, I get it, things are fucked right now, but snapping at the people who are trying to help you doesn't solve jack. I just wanna make sure you're alright."

"I'm fine. This ain't the first time I lost an arm, remember?"

Yeah...she definitely did. Except last time they just had to deal with a few ninjas, not someone (or something...) that could singlehandedly take out Gwen, Spider-Man and Striker/Bombshell/Whatever her hero name was all by its lonesome, "...Hey, look, not to be a wet blanket here but maybe Gwen's right? I mean you might not give a fuck, but you _did_ lose one of your arms. Maybe sit this one out?"

"Not a chance, Bishop. Not after what it did..." He looked down and scowled.

"You talking about Gwen or that little surrogate sister of yours?" She pointedly ignored the glare he gave her. It just made it more obvious, really, "...Look, they'll be fine. Gwen's alright and your sis is gonna recover...I mean this entire thing's fucked right now, but we can push through it. It's what heroes do."

"I'm not a hero..."

"I heard about your retirement, but that really doesn't change much. I mean you're going after that thing right now when you can just sit on your ass, so that's pretty heroic in my book." She rounded the next corner, "And hey, Bombshell's pretty tough. Remember when we got bombed? She pushed me out of the way when she noticed the damn thing and she took more of it than I did. She'll get through this, too."

"...And Gwen? She just lost the kid."

"That I don't know. I don't really get the whole symbiote thing; Janet's notes weren't very clear on that." She punched his uninjured shoulder lightly, "So come on, cheer up. We'll get whatever it is you're looking for at your apartment, we'll take this guy down and then we'll get some tacos while trying not to go insane. Same old, same old."

He looked like he was halfway to replying before his head suddenly snapped up and his eyes narrowed. Kate never got a chance to ask him what was wrong before something landed on the hood of the car.

The first thing she noticed was the pulsating red skin quickly followed by the long, jagged teeth and the oversized tongue licking its lip sync. It looked humanoid, though that might have just been her mind playing tricks on her, "Hold on!" She slammed her foot on the brakes and the thing flew back, slamming against the closest wall with a dull smack, "Shit, what the fuck is that thing?!"

"Looks like the thing at the hospital." He pulled out his pistol and shot the next two that tried to clamber through the cracked window. Kate winced and pulled her head back at the flecks of blood and flesh that hit her face, "Drive!"

"I got it!" She pulled back the stick and slammed her foot in reverse. She could hear them all around her now; dozens of growls and screams coming out of fucking everywhere and grabbing at anyone they could reach. She counted at least two dozen through her window swarming the streets, each of them looking as grotesque as the last, "Shit, where the fuck did they come from?!"

"Don't feel like stopping to ask!" He slammed the butt of the gun at the next one that tried to climb through the side window before shooting it right between its eyes. Once again they were covered in blood and viscera and Kate gagged, "You got anything here that can get these bastards off?"

"Like what? This is a muscle car, not the Starkmobile!" She put her foot on the pedal and did her utter best to ignore the sound of bones breaking under the wheels when she ran over one of the monstrosities. That'd be in her dreams the next couple of days, "Look, just keep quiet and let me drive, yeah? This ain't my first-"

"Look out!"

Monsters she was expected, but a crashing car was another thing entirely. Kate didn't even have time to brace herself before the burning deathtrap collided with the left side of the car forced it upside-down.

The next few seconds were a mix of shattering glass and crunching metal followed by the smell of blood and smoke. Kate blacked out briefly and by the time she woke up again she came face to face with her bloodstained face looking back at her from a cracked mirror, "Ah..." She sucked in a pained breath and looked around painfully, "...Spider-Man, you okay?"

"Just...peachy..." came his weak reply. He looked just as fucked as she felt, but at least he was still conscious, "We need to get out..."

"Thank you, Captain Obvious." She fumbled for the seatbelt and fell down onto the roof with a wince, Spider-Man following after her soon after. Yup, those were definitely cuts on her arms. Last time she decided to skip on ballistic cloth sleeves to save a few pennies, "Come on..." She grabbed his shoulder and nudged her head to the cracked windshield, "We gotta crawl outta here. You should be good at that, right?'

"Do you ever stop the dumb jokes?"

"Not till I'm dead." She gave him a weak smirk and kicked at the window. The glass shattered with a single hit and they crawled out, _'Ah, shit, that smarts!'_ She hissed at the stinging pain that ran up her forearms and bit her tongue to keep from screaming. After this her next costume was covering her from head to toe.

It took a few seconds but they eventually managed to crawl their way out of the wreckage. They were bruised, beaten and bloody, but they were alive. So all in all it could've been worse, "Fuck me..." She looked back at the firebird and grimaced at the burning heap of scrap metal, "Hope the insurance covers that..."

Spider-Man didn't reply. The superpowered vigilante kept himself from falling on his face with his remaining hand and spat out a bloody wad of saliva. His face was covered in cuts and his hair was matted to his head with blood. She didn't need a mirror to figure that she looked the same way.

His head snapped up just before another couple of the monstrosities stalked towards them, "Shit..." Kate looked back at the trunk of the car and grimaced. Her bow was there, but she didn't have time to get it and make a shot; especially not in the condition she was in. Next to her Spider-Man fumbled for his gun only to find his pocket empty. He must've left it back at the car.

The pair of uglies didn't get far. They barely managed two steps before a dark blur passed through them both and they found their heads rolling on the floor with the rest of their body following soon after.

"Wha-"

"You alright?" She blinked up at the figure who offered her a hand. His voice was rough and she couldn't make out his face underneath the patchwork mask, but considering he was talking and not trying to chew her face off she'd take it.

"Yeah, I guess." She accepted the offered hand and looked past him. Their other rescuer - a dark haired teenager with blue streaks in her hair - pulled Spidey up roughly and looked around the area again, "You saved our asses back there, thanks."

"You're not out of the woods yet, girly," the young woman said. Despite the situation she had a faint smile on her face, which was more than a little creepy, "You might wanna get indoors 'fore any more of these bastards decide to continue their buffet plan."

"Wait, we're-"

"We have to go, Bishop." Spider-Man grit his teeth and and pressed a gloved hand to the freshly bleeding stump. It was a miracle he was still conscious given the amount of blood he was losing, "Back to my apartment, remember?"

"Okay, Spidey, I really don't think sticking to plan's the smart play here. Spider-Woman's right - you gotta stay the hell out of this."

"...Spidey?" The masked stranger stared at Spider-Man, his expression unreadable, "...You're Spider-Man? The one on the news?"

"Yeah? What's it to ya?" He spat out another smattering of blood and exhaled deeply.

"...Nothing." He shook his head and turned back to her, "Look, you need to leave. Now."

"I-"

"If you wanna stop that thing then you need to help me," Spider-Man said again.

"Okay, why? What the hell is at your apartment that you think you can stop this?" she snapped back. She'd seen stubborn before, but he was really getting on her damn nerves with this shit, "Just stop with the freaking pronoun game and spit it out!"

"A suppressant. The one for the Lizard serum." He knelt down and picked up the discarded pistol, "Symbiote's made out of serum, or at least it's supposed to. One injection of that'll hurt more than anything else we throw at it."

"That's it? Dude, S.H.I.E.L.D has cabinets full of suppressant! We don't need to go back to your place for that!"

"How much you wanna bet they can even get close to that thing to inject it? I've seen what that thing can do. I could barely get close and I can turn invisible; I ain't holding my breath and hoping the spooks can do any better." He took out a bloody mask from his jacket pocket and draped it over his face clumsily, "Look, help me or don't but I'm still going. You wanna try your luck fighting these new things then you be my guest!"

"...Fuck, fine!" She shut her eyes briefly and picked up her bow and whatever arrows she could salvage, "Let's just do this before I change my mind!"

"Huh, well good luck to that, you two idiots." The dark haired girl rolled her eyes, "Come on, Partner, let's-"

"We're coming with you." His partner gave him an incredulous look and he shook his head, "Look, if the kid's right then he has a way to put down the clown that's leading this circus. Sooner we do that the sooner people stop dying and the sooner you get paid. Win-win, right?"

"If you say so." She sighed and looked to them both, "Lead the way, then."

The streets were chaos and hard to navigate, which wasn't helped by the fact that they were carrying enough injuries between them to gore someone thrice over, _'God damn it.'_ Kate pulled back the bowstring and ricocheted an arrow against the wall so it impaled one of the monsters in the head before it could jump towards a frozen mother of two, "Get outta here! Hurry!"

"Nice shot." Shadowcat - or at least that's how she introduced herself - whistled lightly.

"Thanks, I've been practicing-"

"Now isn't the time for holding hands, partner." The masked man - MM for short - said. Between the two he was definitely the biggest enigma - acrobatic without a doubt and a crack shot too, but beyond that she had no clue if he had powers like that partner of his, "...Hey, kid, you alright?"

"I'm fine..." Spider-Man leaned against the wall for a couple for a couple of seconds before he quickly pushed himself off. His injuries were getting worse; suppressant or no he wasn't going to stay conscious much longer if they kept going like this, "Just focus on those monsters."

They made it to the apartment eventually and she actually managed to save some of her arrows thanks to their unplanned bodyguards. Spider-Man crashed through the door and stumbled inside, a tiny pug immediately running towards them and wincing when it saw the puddles of blood coming from his master, "Not now, boy..." He staggered past the dog towards what she assumed was his room.

"...Nice place." MM said, looking around the modest furnishings with a soft whistle.

"If you say so." Spider-Man grabbed a board with what looked like a string theory of Murdock's associates and threw it to the ground without a care. Before Kate could ask what the hell he was doing he punched a hand through the wall and pulled out a small box covered with dust, "...Still here. Some good news, at least." He emptied the contents onto a nearby table. A diary, a single suppressant and-

"Why do you have a syringe of lizard serum?"

Spider-Man looked up at her with narrowed eyes and sneered, "I stole it. Hill's been injecting me every week so I decided to keep one for a rainy day...this is one of those days." He gestured to the stump covered in bloodsoaked bandages, "It's the only way I'm gonna be in fighting shape."

"Fuck, I knew you were hiding something!" Kate hissed, "We already have a thousand monsters running around, we don't need another!"

"I'm immune, remember? You've seen me infected before."

"Yeah, I saw the pile of ninjas you left behind if that's what you mean! You inject that thing and you might lose control!"

"Guess it's a good thing you're here, then. You think I'm going insane then put me down."

Before she could argue more he uncapped the syringe and stabbed the needle into his neck. MM"s posture hardened while Shadowcat raised an eyebrow and materialized her claws on her hands again. Kate couldn't do anything but nock and arrow, the tip aimed right between his eyes. She really hoped it wouldn't come to that, but she couldn't afford to be soft here.

Seeing his arm grow back was grotesque, to say the least. Kate pursed her lips and resisted the urge to turn away when the new limb punched through the bandages, the flesh a mix of pale skin and green scales. The rest of his wounds healed just as quickly with the cuts, bruises and gashes disappearing and leaving nothing behind save a few traces of dried blood.

He didn't scream at all. She wondered if that was a good or bad thing.

Kate nearly let the arrow loose when she caught sight of a reptilian right eye through the lens of his mask, but when she blinked his irises were normal again. She could only hope that was just a paranoid delusion on her part.

"...You still alive in there?" Shadowcat asked.

"Rrghh...yeah." His voice sounded rough, but hell he was speaking with actual words so she took that as a good sign, "...Fine." He stood up shakily and grabbed an extra glove from a nearby cabinet, "...Thanks for helping us. We're-"

Whatever heartfelt thank you he planned was interrupted by a sudden beep. Kate pulled out her PDA from her tapped the cracked screen. They really built these things to last, "...Group call?" Almost no one contacted her this way; not since she left S.H.I.E.L.D, at least. She shared a brief look with the three other occupants of the room and quickly accepted the invite.

The holograms took up most of the room. Seeing Gwen on one end was alright enough, but having Director Carter and Captain America on the 2nd line while She-Hulk and Janet shared the 3rd comm was a bit of a surprise.

"Good, you replied." Director Carter's gaze lingered at them, "I expected to see you with Mr. Parker, Bishop, but Shadowcat and our newest operative are a surprise. Not an unpleasant one, though, considering the circumstances."

"Yeah, I'll bet." Shadowcat crossed her arms, "Hell's going on here, Peggy? I thought we stopped Crime Master to prevent this kinda thing?"

"It's a symbiote," Janet answered for her, "It has to be given what we've seen of it. From what I could gather the host somehow managed to spread pieces of it around, create thralls from people and control them like puppets."

"It doesn't matter what made it; no matter what people are dying out there! We need to get out there now!" She-Hulk said.

"I still don't get where it came from..." Gwen muttered, "Jan said that if anyone else tried to use a symbiote they'd die because of the radiation. Someone had to make this thing, right?"

"Presumably so," Director Carter replied, "Right now, however, we have no inkling on who that might be-"

"You're lying."

All eyes with the exception of MM turned to Spider-Man. Even through the mask Kate could practically feel the death glare he was throwing at S.H.I.E.L.D's leader, "...You know where that thing came from. Spill it."

"What are you-"

"...Spider-Man's right." Gwen said, her voice soft, "He...He can tell when someone's lying because of his spider-sense. So that means-"

"Peggy." Captain America gave the other soldier a piercing stare, "Are they right? You know where this monster came from?"

A moment of stifling silence passed before she eventually nodded, "Yes." She took a deep breath and frowned, "A branch of S.H.I.E.L.D used Professor van Dyne's research notes to create a replica of the suit, one that didn't fall under the same weakness of killing the host such as the one Spider-Woman currently has. A few days ago it got loose and it must've found this host now."

The silence that followed was painfully brief. Hearing Gwen's scream that came soon after made her wish it lasted longer, "What the- you made that thing!?" She heard something crack followed by a muffled voice in the background, "What the fuck?! Do you have any idea how people died?! Webster..." She sucked in a strained breath and shook her head, "Fuck..."

"You had no right to use my research like this!" Janet said, her voice equally loud and angry, "I gave you that research as a failsafe, not so you could use it to create living weapons like S.I.L.K planned to do! You-"

"Enough!" Captain America's shout caused all the dissenting voices to stop, "I'm just as shocked as you both, but we need to focus! She-Hulk is right - right now people are dying out there while we argue and point fingers! Once this is all said and done we can pass blame and what we have to do, but at this moment we can't afford to! Everyone shelve your resentment until after this is finished!"

"But-"

"I understand you have no reason to trust me or S.H.I.E.L.D, Spider-Woman, but we honestly didn't intend for the suit to lose all sense and bond with this mass murderer." Director Carter said, "You can condemn me afterwards, but right now you need to listen-"

"Go to hell." Spider-Man scoffed and pocketed his still-lit phone, "You want us to clean up your mess, right? I'm going after that thing but I ain't playing along to your tune, 'Director'. I'm going to make sure there's nothing for you to recover."

"Spider-Man-"

That was as far as she got before Spider-Man disappeared in a wisp of smoke.

* * *

This was fucked.

Those three words ran through Gwen's mind on repeat as she swung over the city, her movements sluggish and automatic. S.H.I.E.L.D made the symbiote...all those people dead, Peter and Lana nearly joining the pile and losing Webster - their fault. The director tried to distance themselves, claimed that they planned to use the symbiote for the greater good and all that, but right now it just felt like an excuse.

On one hand she could see it, but on the other hand it just felt like a load of crap. The Director claimed that it was all the host's fault, but some of comments she heard from that 'new operative' she referred to kinda put a damper on the suit being docile like Webster (mostly) was. If this thing was bloodthirsty from the word go then all her excuses were a pile of bullshit.

Her thoughts were cut off when she heard a panicked scream from below. Two of the thralls were inching their way towards a couple of teens, a boy and girl who didn't look a day over 14. Gwen felt a burst of anger and she swung down, smashing the first one through the concrete with her foot, "Get away from them." The tongue-like scarf wrapped itself around the second one's neck and threw it through the wall of the closest building.

"Sp-Spider-Woman!"

She ignored their panicked cries and picked them both up, "Hold on!" She swung them to a nearby high rooftop. It wasn't the best solution, but it was the best she could do to buy them some time, "Stay here and try not to gather attention! Someone will come get you!"

"But-"

The young man's protest was interrupted by another scream. Gwen gave them another warning before she swung to the source. She heard them: dozens of screams in all directions and she couldn't save them all no matter how fast she was. For every young mother with a baby or grandfather with his grandkids she saved she there were two others that she couldn't get to in time.

 _'Faster, have to be faster!'_ She dumped the the family of four on the gathering group. She was running out of roof, "Come on, come on..." she tapped the headset she was given and did a mental cheer when someone answered, "This is Spider-Woman, there's a crowd of people gathered in the Beta Hardware building in downtown. They need a pick-up, now!"

"Spider-Woman?" the S.H.I.E.L.D agent asked back, "Uh...orders from Director Carter were to search for the prime symbiote host-"

"And I'm telling you to save these people! Ask Captain America, she'll back me up!" It was a gamble, but fuck it she wasn't going to just let them slide by considering they were at least partly responsible for this entire clusterfuck. Without letting the agent get another word in she cut off the connection and went back to saving as many as she could. She just had to focus on the people she could actually save...

She didn't know how much time passed, but by the time the agents arrived to extract them people had to stick to together to make sure they didn't accidentally fall off the roof. It was uncomfortable, but the web covering she made at the very least ensured that no one would go splat on the ground and none of the thralls could punch through without a fight.

She was about to swing to another part of town before she received another call, "Who is this?"

"Spider-Woman." Captain America...well, she could still trust her, at least. She was definitely as surprised as the rest of them were at this whole symbiote copy thing, "We need to regroup; I'll send the coordinates to your phone."

"What? But there's still people-"

"I understand, but we've found the main spawning point. It's where most of the corruption is spreading from. Don't worry about the people - from what I gathered Spider-Man's group along with a few others are placing them as a priority. We need to-" There was a brief sound of a scuffle before she continued, "Damn it, get over here now! Hurry!"

Gwen took one last glance at the people being gathered into the hovercrafts before she nodded and swung in the direction of the given coordinates, saving anyone along the way. This was a nightmare, but they had to push past it. They didn't and New York was going to turn into that psychotic bastard's playground.

The 'spawning point', such as it was, turned out to be a S.H.I.E.L.D facility that looked like it was overgrown with symbiote biomass. Gwen felt her own suit shifting uncomfortably across her skin and grit her teeth. Being here felt like she was constantly being bombarded by nails on a chalkboard, _'Pull it together, Gwen...'_ She took one last glance at her PDA and swung over again.

The rest of the group were already there by the time she arrived. She-Hulk picked up one of the bigger thralls and slammed it headfirst through the concrete while Janet shrunk and weaved in-between the groups, shooting electricity at the base of their necks.

Gwen jumped into the middle of the brawl and webbed a charging group of thralls that nearly attacked Kate, "Watch your back, Hawkeye!" She threw the assorted symbiote spawns against the wall and winced slightly at the cracking sound. They were already dead, Janet confirmed it before they even left, but it was still uncomfortable to think about. These were just innocent people who had the misfortune of being turned into these...things.

"Thanks!" Kate nocked another sonic arrow and aimed it at a cluster of thralls. Gwen grimaced when the high pitched noise reached her ears, though it was a small evil compared to having the symbiotes dissipate and leaving the damaged corpses behind, "I'm running out of arrows here, guys...gonna have to start recycling soon."

Cap threw her shield and knocked out three of the thralls in one go, "Focus, everyone!" She recovered the shield and pointed to the facility entrance, "According to the scans the source of the corruption's inside."

"Why don't we just bomb the building?" Kate asked, "Think we're a bit past collateral damage at this point!"

"Scan's show the thing is moving. Bombing the building won't work since the source is underground: we're gonna have to lure it out." The look Cap gave her didn't give her much relief, "This is where you come in, Spider-Woman."

"Wanna be more specific, Cap?"

"Your symbiote, it's responding to the the biomass, isn't it?" Janet asked. Gwen could only give a quick 'yeah' in-between all the thralls charging at her, "It's trying to assimilate you, the same way it absorbs everything else to create these thralls. You're gonna have to go to the entrance and lure it out. From where we can destroy it and cease the production."

Gwen webbed another one to the floor and turned to Janet, "Uh, okay, any idea _how_ I'm supposed to do that?"

"That's going to be up to you, Gwen..." She enlarged herself to her normal height and panted, "We'll try to buy you as much time as we can, just go!"

 _'Oh...fuck.'_ Gwen took a deep breath and swung towards the entrance, the shaking and writhing of the suit growing worse the closer she got. It felt like she was being ripped away again back at that hospital, "Come on..." She smashed half a dozen thralls together and tried to ignore the feeling of abject disgust coursing through her, "Come on, you fucking asshole, get out here!"

A roar came from beneath. She got its attention.

The shaking was subtle at first, but it didn't take long for the earthquake to reach them all. The thralls stopped their attacks and roared, each of them trying to scream over the other. Gwen didn't have much time to contemplate on how horrible the ungodly cacophony was before her spider-sense rang and the ground split open.

The...thing that came out of the underground could best be described as a blob covered by jagged teeth with fat tentacles that served as limbs. Each of the thralls charged towards it and with each of them it assimilated it grew larger and larger, "Wha..." She looked down at her hands and her eyes widened when she saw the suit being drawn to it as well.

Janet zipped past her and fired, causing the blob to scream in its distorted 'voice. Kate followed her lead and fired as many of her arrows as she could at whatever she could aim at, "Missile strike's on the way, but we have to keep it from burrowing again!" Cap shouted.

Ignoring every voice inside her heard telling her otherwise, she jumped high and kicked the thing as hard as she could. She didn't know if the thing could hurt, but it wouldn't stop her from trying, "It's not yours!" She kicked again and forced it back, the blob colliding with the building and cracking the already damaged surface, "You hear me?! It's not yours to take!"

She ripped away chunks of the flesh with her bare hands and crushed them between her fingers. The creature screamed again and again, which only served to make her angrier. He had no idea if this thing was alive but it was killing everyone around it to turn them into monsters. Either way she was going to make it pay.

She was so engrossed in it that she almost missed Cap's next shout.

"Spider-Woman, get back!"

A pair of strong arms wrapped around her mid-section and she was pulled away from the monstrous blob just before she saw missiles in the air, "Hold on, everyone!" She just barely saw Cap and Kate on the amazon's other arm before she jumped, Janet flying after her just as quickly. Gwen's eyes remained trained on the missiles and they stayed there until the rockets made impact.

The explosion that followed was deafening, but the heat that came after was what really drew her attention. Gwen shut her eyes tightly and bit her tongue to keep from screaming. It was just the aftereffects, but it felt like she was being baked inside an oven. Her eyes remained shut until a few more jumps and she felt the cool air hitting her skin again.

When she opened her eyes she was on solid ground again and there was nothing left of where they were fighting but a small crater in the middle of the street, "...Holy shit," Kate mumbled next to her. Gwen could only nod dumbly. She'd seen stuff like that on videogames and internet videos before, but being at ground zero was something else entirely.

"Did...Did we win...?" she choked out.

"...Not quite." Janet wiped her forehead and put her hands on her knees, "There won't be any more thralls made, but the ones loose on the rest of the city are still being controlled by whoever has the symbiote." She shook her head, "If my theory is right then the thralls will only be stopped when the prime symbiote host is destroyed."

As if on cue their PDA's and phones started beeping again. Gwen took it out of the 'pocket' and was immediately met with Cindy's face on the other side, "Okay, I dunno what you guys did, but these guys are going fucking berserk! I mean even more than usual!" An explosion came from behind the other spider hero and she cursed, "I need help r _ight now!_ They're going to overrun the safezones the police set up!"

"We have our orders, then." Cap looked at each of them in turn. It was clear by her voice that she was exhausted, "Everyone go to the safezones and try to keep them from being overwhelmed. Now that we don't have to deal with a production line we might actually be able to survive their attrition attacks."

"Right-"

"Except you, Spider-Woman." The older woman looked her in the eye, "I want you to find the symbiote host. It's clear by what happened down there that the other symbiote is drawn to you somehow so it's possible that this could work the other way around. Find the host and put and end to his connection to the rest of the thralls. We'll defend the safezones to the best of our abilities till then."

"...You're asking me to kill him, aren't you?"

Cap's eyes narrowed and she nodded, "I know you don't want to, but you've seen the carnage he's done already. If you can find a way to disrupt the thralls without killing him then by all means, but if not then don't hesitate. You know what's at stake. End his life if you have to, Spider-Woman..or else this city's going to crumble."

* * *

"God damn it..."

Peter tightened his grip on the motorcycle's handlebars and weaved through the chaotic streets. At the rear-view mirror he caught at least a dozen of the monstrosities, all of them slobbering and eager to get their hands on him. The damn things were idiots; a few bullets thrown their way and they chased after him like dogs to a bone.

Which made it easy to lead them into traps like this.

The white drone flew overhead and bombarded the entirety of the street. Peter grit his teeth and tried to keep the bike balanced, "All of them were caught in the blast," Moon Knight's voice rang in his ear. He allowed himself a small smile and looked back. The streets were on fire and wrecked beyond reasonable repair, but at least those monsters were gone. He'd consider that a win.

"This is too slow!"

"Rrgh..." His right arm spasmed and he slowed the motorcycle down. He knew there'd be consequences for injecting himself with the serum without the suppressant, but knowing didn't make dealing with it any easier. Even now he saw the scales that dotted his arm and the voice at his head grew more and more frequent. Goading him to attack, to maim, to kill.

"Hey, kid, we're regrouping a couple of blocks away," Bullseye said.

"Y-Yeah, I'm coming." He clenched his hand and started up the bike again. This was the best they could do - saving pockets of people and luring away the monsters by turning themselves into bigger targets. It wasn't ideal, but it was the best they could do considering they didn't have the spooks on their side.

The street was mercifully deserted, though that didn't give him much relief, "Hey, kid." Bullseye gave him a mock salute, his smile obviously forced. They'd barely been at this for an hour and it was obvious they were all flagging: Bullseye was favoring one leg, Felica had cuts all over her arms and legs, Castle was covered in blood and viscera and Moon Knight's costume was in absolute tatters.

They couldn't last much longer.

"...What happened to the people?" He dismounted from the bike and a burst of pain ran up his right leg. Lizard serum or no he was starting to feel the pressure.

"They're with DeWolff's squad 5 blocks down..." Castle muttered. The oldest vigilante sat with his back against the wall, his carbine held close in a vice-grip. Considering his injuries he would've have been surprised if he couldn't actually stand up anymore, "I'm not sure how much longer they can last. We're killing as many of them as we can but more keep coming."

"This is a fool's errand." Felicia growled, "We can't save these people. For every one of those monsters we kill a dozen more rise up to take their place. If we keep going like this then we're all going to die."

"Leave if you want to, kitty cat, but we're stayin'." Bullseye crossed his arms and laughed.

"Can it, Bullseye. There's no point in arguing." Peter pinched the bridge of his nose and turned to Moon Knight, "Moon Knight, any luck finding the the one who started all this?"

"I've had sightings, but it's difficult to tell one of these creatures from the other. The thralls are extensions of the host's will..." The moon worshiper tapped something else on his gauntlet just before Peter's phone rang, "I've reduced the number to three locations, but they're far apart from one another that you need another way to narrow the area to a singular one."

"Fuck..." Peter looked down at the addresses and scowled. These things weren't even close to being within spitting distance of each other, "Alright, we need to-"

Spider-sense.

He was almost forced on his knees from the intensity of the blare. Turning to the source, a chill ran down his spine when he saw the the horde charging down the street towards them. He counted tens and dozens of them easily, each of them even more manic than they were before. Peter forced himself up and reloaded his guns. Not much ammo left, but he'd make it count.

"We're the last thing between those things and the cops and civs...this gonna be our last stand, kid?"

"Guess we'll see." He tossed one of the pistols towards Bullseye and pulled Castle into a shaky stand. The sharpshooter was a better shot than he could ever hope to be, but he always had a distaste for guns. Hopefully this one time would be the exception, "Everybody either stay here or go to the rooftops. Fight or don't fight...your choice."

He didn't wait for their answer. Instead he took aim and shot as many of the damn things as he could, _'Heads and eyes only.'_ He reloaded the gun and shot again. Felicia and Moon Knight moved to the rooftops to try and divert some attention, which left him, Bullseye and Castle on the ground. Still, he knew it was only a matter of time before they were overwhelmed.

The horde was on them in a heartbeat. Peter dodged the clumsy swipe of the first monstrosity and shot it point blank. At his side Bullseye and Castle did the same, though in the latter's case the claws swiped through the surface of his body armor instead of missing entirely.

His spider-sense was getting overwhelmed. Peter let out a pained cry when one of the monsters cut through his back, _'God damn it!'_ He slammed it to the ground with his right hand and crushed its skull like a grape. It was getting harder and harder to keep the Lizard's voice out, _'Die, damn you! Die!'_ He ripped the jaw off another and ignored the scratch it made to his face. They'd all pay for that.

The horde showed no signs of stopped. Peter was forced on his knees and Bullseye and Castle weren't much better, "Let me out! I can kill them all!" He clenched his right hand and growled as the scales began to spread, "You'll die if you don't! You-"

"Get down!"

The bright light that came from overhead was unexpected, but at that very second he embraced it. As soon as the light hit the ground scores of the creatures were blown back. The lightshow was quickly followed by an orange sphere that fell into another thick crowd of the monsters and blew them apart, giving them a much-needed reprieve from the onslaught.

"What the-"

His head tilted up and he was torn between anger, worry and fear when Lana landed next to him with Osborn not far behind. The ex-terrorist was dressed in an all-covering set of high-tech armor and he stood atop a glider, which contrasted rather heavily to Lana who wore a thick jacket and a leather mask that did little to hide the purple bruises on her face or her bloodshot eyes.

"W-What the hell are you doing here...?"

"Saving your ass, looks like!" Lana tried to smile, but she couldn't manage it for more than a second before her face knotted in pain again, "Oh, God, face still feels like I got hit with a sledgehammer."

"You shouldn't be here! You should be-"

"Spider-Man, I don't think now's the time for lectures," Osborn interrupted, "Peter threw a glare his way and the armored prick gestured to the scattered horde, "I met your friend on the way over here. Look, Shadowcat filled me in. You wanna stop this guy? Shadowcat and his partner are trying to lure him to a smelting factory on Carson avenue. Tell Gwen to come with you if you want, but if you really think that suppressant can work then go for it. S.H.I.E.L.D tried to inject him and they failed; maybe you'll have better luck."

He didn't know what to say. A thank you? A curse? In the end he made do with a nod followed by a report to the rest of his teammates, "None of you better get yourselves killed..." His gaze lingered on each them and went to Lana last, "...Lana-"

"Just go, okay? We'll have time for the mushy crap later."

"Right...later."

* * *

The factory was thankfully abandoned by the time he got there, though it didn't help his nerves any. Gwen crouched at one of the opposite rooftops, the 'scarf' moving to and fro in a disjointed tune while her eyes shifted from calm to jagged every few seconds. Peter took a deep breath and jumped to the same roof, landing on the hard concrete with an obvious thud. No need to surprise her.

Gwen's head snapped up immediately. At first when their gazes met her eyes calmed, though that was short-lived. Her attention shifted to his right arm and her eyes widened again, the tips of her fingers turning into claws again, "What the...Peter, did you-"

"Surprised you didn't notice it during our conference call." He clenched both hands and kept his gaze leveled. This wasn't the time for making excuses, "We can get into an argument if we live through this."

"I-"

His spider-sense was both a relief and an annoyance, "They're here." He took out the suppressant from his pocket and nodded, "Distract the host and expose any part of his skin. I'll sneak up behind him and stab him with the suppressant. With that down you should be able to to take him down, alright?"

"I...alright. Just be careful, Peter."

"You too, Gwen."

The inside of the factory was overwhelmingly hot, though right now that was a blessing. Peter crouched close to a vat of molten metal and let it slow the temperature build-up that came with his invisibility. It was less than he'd hoped, but he'd make do, _'Come on...'_ He rolled the syringe between his fingers and kept an eye on the entrance. He only had one shot at this.

He didn't have to wait long. Gwen already stood at the center of the factory and soon enough Shadowcat and her partner phased through the upper walls, "Hope you're ready, Spider-Woman!" she cried.

As soon as she said that warning the metaphorical floodgates opened. The host charged through the gate with a pack of its 'babies' behind it. Peter caught sight of a pale woman dressed in leather who stuck out like a sore thumb in the group, though he didn't pay too much attention to her. The host was the priority.

It wasted no time. With a mad cackle it charged towards Gwen, teeth and claws and tongue bared for all to see, "Hah, I knew this was a party!" She dodged his attack and attached herself to a wall, "I gotta wonder, though, what's with the choice of venue? I mean there's a wide open city out there for us to play around with! What's the point of gettin' all stuck in a hotseat like this?"

Peter tightened his grip on the syringe and let himself fall, weaving in-between the monstrosities as soon as he was stable. Shadowcat and her partner seemed to be handling themselves well enough, though he couldn't help the sudden feeling of suspicion he had when he saw the guy in the trenchcoat fighting. It was way too familiar.

His thoughts were interrupted when Gwen suddenly scratched through the host's mid-back. Shelving any hesitation he ran towards the monster and stabbed the syringe right at what little exposed skin he could get to.

The pained yell that followed was practically music to his ears, "Wh-What the hell did you do?!" The monster's jaw slackened and he looked down at his hands, the red flesh shifting in a chaotic rhythm. Gwen, noticing his momentary distraction, immediately grabbed him by the neck and threw him to the other side of the factory away from his 'children'. It was up to her now.

"Cletus!"

Any thoughts of the next part being easy were quickly dashed when the dame he was with screamed. At first it was just loud, but it quickly turned deafening and the three of them that remained on the lower floor were forced onto the ground. She was either unaware or uncaring that her scream destroyed all the remaining monstrosities around her.

It wasn't just the pain from the loud sound that disoriented him but rather what came afterwards: anger, resentment, hate, spite and whatever negative thing he could think of. Tears ran down his face and it took all his willpower not to scream until his voice grew hoarse.

Everything came to the surface all at once. Memories of being tortured by Cindy's monstrous counterpart, all the abuse he'd taken ever since he got dropped into this madhouse, the futility of putting people in prison when they just escaped...he'd tried his best to keep the negative feelings suppressed, but right now he found it almost impossible to ignore them. It wasn't fair; did he do anything to deserve any of it? Hadn't he tried his best to help people despite everything?

Peter almost managed a stand before Shadowcat's partner tackled him to the ground, hands wrapped around his neck hard enough to choke him, "You don't deserve it!" He raised a hand weakly and tried to say something, but all that came out were strangled gasps, "I lost 5 years! You didn't lose anything and you get to play hero! Do you even care about Aunt May and others?!"

"Wh-What-"

"You're no hero!" He ripped away his mask and Peter saw a faint reflection of his bare face on the other's goggles. His face was bloody and bruised, but that paled in comparison to the scales that ran up the right side of his face and and the yellow slit that made up his right eye, "Look at you! Nothing but a monster! What makes you think you can just put on a mask and steal my life?!"

He finally managed to reach a hand out and he ripped off the other man's mask in turn...and he immediately wished that he'd done anything but.

The face that greeted him was crazed, his eyes bloodshot and his mouth practically frothing in a rage. Still, all the insanity and rage in the world couldn't mask who he was - Spider-Man, the real one, the one who lost his life after 5 years of torture.

The one whose life and memories he stole.

He was 'saved' when Shadowcat slashed his... _Spider-Man's_ back. Peter choked and held his sore throat with a grimace. The dame was the source of it _, 'Don't die yet...'_ The two partners were scuffling on the ground, clawing, beating and doing their utter damndest to hurt the other. A bitter, resentful part of him almost wished they did. Then he'd be the only one left between them...

No, not like this...

It took all his willpower to charge the madwoman and tackle her to the ground. Her expression of surprise was brief and it was quickly replaced by a shriek of pain when he brought his fists down her face, "Shut up!" He covered her mouth and nose in a thick net of webbing and continued punching, ignoring the feeble scratches and kicks she gave in response. If he killed her then it'd be all over.

By the time he was finished his gloves were stained completely red and her head barely resembled something that resembled life. Peter scrambled back from the corpse and looked down at his bloodstained hands. He'd killed before: knives, guns...but beating someone to death with his bare hands was something else entirely. He could have blamed it on the serum like that time in the alley, but he would've been lying to himself.

"Kid..."

A hand touched his right shoulder, but it was anything but comforting. Peter looked up and was again face-to-face with...with _him_. His cheek and jaws were sporting deep gashes and one eye was swollen shut, though he was recognizable all the same, "...Who are you?"

"I think you know that already..."

He did, but hearing it from the man himself was something else entirely. His partner was still kneeling on the ground, though he couldn't muster in it to worry too much since (somehow) her wounds were either already gone or nearly so, "I guess so..." His head tilted up when he heard Gwen's voice, "...We're not out of danger yet. I...I gotta go see Gwen-"

"It's suicide to follow her-"

"Leave if you want, I'm staying here."

Without waiting for a reply he stood and made his way to the upper levels.

* * *

"Don't make me do this!"

It wasn't supposed to happen this way. When she put on the mask she promised herself that she'd never let anyone die, not as long as she had the power to stop it. After what happened with Peter, after she'd gotten careless, she couldn't cross that line again. Dealing with bastards like Murdock had pushed her to her limits but even then she'd kept true to her morals.

Now she wasn't so sure.

"I ain't makin' you do anythin', darlin'! This is all you!" The host chuckled and charged at her again, his momentary lapse in confidence completely forgotten. Gwen leaped back and eyed the morphed handaxe, "Admit it, you wanna be just like me! Killin' whoever you think deserves it and hell, they can't even stop ya! Your a freak like me; ya want to kill and no one can say otherwise!"

"Shut up!" She charged and stabbed him right in the gut with a sharpened tentacle, which earned her a muffle scream of pain, "I'm _nothing_ like you! You're a fucking murderer! I'm a-"

"A hero? Heh, keep tellin' yourself that!" He sliced off the embedded tentacle and grinned, "I see it in yer eyes, girly. You _love_ the power the ol' suit gives ya, you love lording it over everyone that you can do things they can only dream of! Ain't no shame in admittin' it!"

She didn't scream this time. Her hands morphed into claws and she sliced his right arm away, earning another scream of pain that he tried to muffle before she slammed him to the ground. He was playing it tough, but the suppressant was giving him hell and he was getting weaker by the second, "I'm giving you one last chance. Give up and I'll make sure you go to prison..." She placed the claws near his eyesockets, "Or else I'll do something I don't want to."

His response was to try and slice her neck open. Gwen dodged the clumsy strike and, before he could stand fully, kicked him hard in his mid-section.

The host fell over the railing and barely managed to hold on with his remaining hand to avoid falling into the vat of molten metal below. Gwen looked down at him and, through his peeling mask, saw the face underneath. The spark of recognition was brief, but it was there.

The serial killer at the hospital. The one who smiled at her and told her he was a fan even while he was butchering an innocent doctor, "You...?" She was too late to stop him from killing then and she was too late now...and yet despite it all, despite Captain America's words and what he did and would continue to do, she was still tempted to pull him up. Spider-Woman - _Gwen Stacy_ \- didn't kill.

...Not until today.

Before she could change her mind she sharpened her hand into a blade and sliced through his wrist. The bastard's eyes widened like he couldn't believe she actually did what she did, but his shock was short. He landed on the molten metal with a loud crash and the screams that followed were louder than everything else she'd ever heard in her life. She wanted to turn away, to cover her ears and pretend it wasn't happening, but she knew she had to finish the job.

She grabbed the cover of the vat and slammed it on top of the container. The mass murderer's screams worsened and he tried in vain to punch through the metal, but she made sure to hold it down. Eventually his screams faded and there was nothing left but the sound of the machinery around her.

It was done. He was dead...it only took seconds.

Gwen stumbled down the walkway briefly before she fell on her knees and cried, her voice coming out in choked sobs. She'd killed someone...a part of her still couldn't accept it and stubbornly pretended it was a dream, that this entire thing was all an entire nightmare. Another part of her couldn't believe how easy it was; a minute ago that bastard was alive and the next there weren't any traces of him or the symbiote.

"Gwen...Gwen!"

A pair of arms wrapped around her shoulders tightly and pulled her close. She smelled blood and ash, but right now she didn't care. His presence was far better than dealing with it alone, "I...I killed him...I killed him..." This shouldn't have felt so wrong. She didn't have a choice - even Captain America told her it was the the right option - but it did little to sooth her nerves.

"I know...I know..." Peter tightened the embrace and nodded, "Gwen...you saved everyone...you saved the city...it's alright."

She saved the city - all those people alive because that monster was dead...so why did it feel so bitter? She took a deep breath and reached for his right hand hesitantly, "Stay with me...please."

He held onto her hand and didn't answer. It was good enough for her.

* * *

 **Yeah...warning right now: the next chapter is gonna be angsty as shit. I mean Gwen just killed someone and Peter just found out what the deal was with Spider-Man, so they've got very little to be cheerful about. I'm still deciding on who's going to be the primary POV character (I'll switch around, but I want a main), especially since both of their problems are rather glaring.**

 **Anyway, sorry if Gwen's decision seems massively OOC, but honestly Carnage is a no-win situation - this dude is too strong to be properly contained and heroes always sparing him never fails as them coming across as weak-willed, 2-dimensional moralists who care more about their own values than the people they try to protect. Here Gwen chose to kill to protect all the people she saved since the life of even one innocent person is not worth sparing Kasady.**

 **The ending with Noir was also a tad different. Originally he wasn't supposed to find out that Spider-Man was the original and he assumed that he was just one of Teresa's spider society friends. Here Shriek's madness scream caused them to expose their innermost negative feelings and so he was outed pretty easily. This changes things pretty massively since he wasn't supposed to find out till way later.**

 **Oh, and a last apology for the lacking 'oomph' of the city-wide arc. It was still pretty Gwen and Noir focused. Like I said I care more about the aftermath of this, especially since Carnage's killing spree is going to breed a lot of problems for metahumans unless SHIELD does damage control. That and Gwen's idealism and faith in SHIELD is massively shaken because of what they did with Carnage.**

 **Questions:**

 **1\. I have three people who Noir can talk to apart from Gwen in the next chapter and I want you guys to decide which one: Teresa Parker, George Stacy or Harry Osborn. Each person has a different focus - Teresa talks about the mystical BS and Noir asking if she knows who he really is; George Stacy focuses on the aftermath trauma of Gwen killing someone along with George directly asking just what exactly is between Noir and Gwen and if he wants to stay in Earth-65; and Harry's is about the whole 65-Peter thing and just how separate Noir and he are.**

 **Pick your poison, I guess.**

 **2\. Are the character relationships easy enough to buy? I don't mean characters like Felicia or Moon Knight who don't care about Noir and just wanna use him, but rather the actual intimate relationships. The timeframe of the story is extremely short - For example Noir only knew Gwen for 4 months, he knew Lana for 2 etc etc and yet the story portrays them as weirdly close despite such a short timeframe. Is this reasonable for everyone?**

 **Review Anwers:**

 **Guest - Can't exactly PM given you're using no account. Anyway, yeah, mostly, but she's more-or-less a heroic and controlled Carnage.**

 **boringzai - I think it's pretty obvious there's zero chance of Spider-Man staying over Noir given the story focus so far.**

 **Cyclopz - What scenario do you have in mind? Cause I dropped the arc for a reason. If it's just an Emma/Cyclops focused thing with little to no Noir then I think you're asking too much from a guy who never read X-Men...**

 **Revengefull Blessed Assassin - Uh...what? 616 Shadowcat's power isn't radar vision, and neither is 616 X-23's. They have enhanced senses, but not radar sense. The closest one to Daredevil is Noir with his enhanced spider-sense.**

 **JG76 - Unclear. There _might_ have been infected animals, but the cast just call them as either thralls or monsters without much description. So just pretend that they did fight animals if you want.**

 **Nameless - Yeah this shifts the status quo by a fair bit, especially since apart from some obtuse references to Red Skull this is the first arc where the bodycount is very publicly in the 100's mark and it's also the first time both Avengers and Defenders teams are publicly shown working together, which you just know the news will latch onto.**

 **That and Gwen and Noir's...issues.**

 **Esquire-Man - Big Dragon Age fan, yes :) And I'll check those comics out, thanks.**


	83. Peter and Gwen

**Surprise :D Earlier than my previous updates, but I guess I was feeling inspired (read: there were no action scenes so it was way easier to write). Took me a little under a day to get this done, so hopefully the quality persists.**

 **Alright, fair warning now: this chapter is angsty as shit and filled with soap opera BS, so if you're feeling tired of angst then this chapter (and many future ones...) are not for you. Then again given how the last chapter ended we can't really expect otherwise.**

 **Anyway, the choice between Captain Stacy and Teresa were really close, but the ol' Captain eventually won out with literally 1 vote and I picked him. Don't worry, due to the amount of votes Teresa got I decided to put in a modified version of the scene she originally had with Peter in a later chapter. It won't be exactly the same, but it should have the same essence.**

 **...Harry only got 1 vote though, so nothing for him :X**

* * *

"Reports from crews on the scene confirm that that any and all of the mysterious attackers are no longer a threat and S.H.I.E.L.D has currently quarantined specific areas around the city. Current statistics indicate that the number of killed is currently in the hundreds with many more injured, though final numbers are currently unknown. We'll give more information as the story develops-"

Peter shut the TV off and tossed the remote into the corner. He didn't even know why they'd turned it on; maybe they thought the white noise would drown out their thoughts, but considering every channel was hijacked to talk about was rapidly dubbed 'The Incident' that was clearly a bad idea.

That's what it was now: an incident, a tragedy, an affront to everything decent and human as people knew about it. People died every day, but now it was right out there in the open where people couldn't ignore it and it was done by another freak with powers. Nothing new there, but this time Spider-Woman or Stars-and-Stripes or Spinnerette or God only knew who else couldn't save the day with a fancy pose and a clever quip.

Now the city was left to pick up the pieces. Burying their dead, licking their wounds and then finding someone to blame now that that the monsters were gone - maybe the heroes they admired so much for not getting their fast enough, maybe the police and the government for not being able to anticipate it or maybe their neighbors because of whatever reason they could conjure. This place had a track record for misappropriating blame.

And where were Spider-Man and Spider-Woman? Holed up in a house at the suburbs trying to get away from it all.

Peter looked away from the rainsoaked window towards the only other occupant in the room. Gwen sat at the bed with her knees tucked to her chest, her gaze blank and her body eerily still. He caught the suit shifting slightly, but apart from that she might as well have been a statue. He himself sat at the windowsill, his attention focused on the raindrops that pattered against the glass. Anything to distract himself.

They were at Gwen's room; the last place anyone would look for a Superhero and a vigilante. They couldn't stay in the city - too many reporters looking for answers, too many wounded who looked at them with wide, scared eyes while others still looked at them like they were worthless. Why hadn't they done more? They had powers, why did they let it get so far?

Peter sincerely wanted to tell them to go to hell. It was Times Square all over again...

Neither of them said a word to the other ever since they left the factory. Shadowcat and the...other one were gone by the time they left, but he got the feeling that he'd see them again. Life had a way of turning around and kicking him in the gut when he least expected it. At least he knew the others were alright: they'd all managed to avoid getting killed or detained by the police, at least.

It was funny - he'd known Gwen for nearly half a year now and it was the first time he'd actually been in her room. The entire place was almost barren - as to be expected considering she didn't really live here anymore - but he still saw a few signs that made the room unmistakably 'Gwen Stacy': a cabinet filled with messy rock clothes, posters of bands he couldn't even pronounce on the wall and a blanket of that 'Trek Wars' she and the Parker kid...he liked so so much.

His...

He shut his eyes tightly and took a deep breath. He'd always considered it a possibility, and Gwen certainly nudged him towards the idea enough, but there was always some doubt, some crack or hole that he could justify alternatives. Now those were gone and he was left with was the overwhelming realization that he'd been playing the part of the clown who didn't know the joke.

Gwen shifted on the bed and lied down to look up at the ceiling, the noise almost deafening within the quiet confines. He expected another bout of silence before she suddenly spoke up, "I recognized him," she said, her voice so soft he almost didn't hear him.

"...What?"

"That murderer...I knew him." She covered her eyes with her right wrist and took another shuddering breath, "He...I found him when he was still normal. He and his girlfriend gutted a hospital and I..."

"Gwen, you don't have to-"

"I could've ended it right there, right? That's what you always say - One guilty person's life for two or ten or a hundred innocent people. God, we argued about it so fucking much and look at us now. I talk a big game about how there's always another way, that we don't have to kill and now..." She let out a choked cry and turned to the side to face away from him, "You were right...all those people are dead because of me-"

"Enough. Just...stop blaming yourself for everything. Hardy was right about one thing: you got a Messiah complex bigger than the grand canyon."

"That's-"

"You're only human, Gwen. Every time something bad happens you always twist it around to try and take responsibility for it. When are you are gonna get it through your skull that people are responsible for themselves? It's not your fault that the spooks went behind your back, it's not your fault you couldn't be everywhere at once to save everyone and it wasn't your fault that I died!"

She didn't say anything. With obvious reluctance Peter stood from the windowsill and sat at her back anext faced opposite her. He couldn't bear to look at her; not after everything that's happened. He didn't need her looking at him with those tearstained eyes of hers...

"...You can't do that," she said eventually.

"Do what?"

"You can't be Peter - _my_ Peter - just when it's convenient for you. You can't tell me you're not him and then say you are just to make a point." He felt a painful stab in his chest at the accusation in her voice, "Y-You can't just-"

"I'm sorry..." Thoughts of anything else he could say came and went, but ultimately he kept quiet. What was he supposed to say? That he'd found proof? That the real Spider-Man was back from the dead like he was? The last thing she needed was something else to worry about, damn what he thought. He'd dealt with trauma before he could do it now. It wasn't like he hadn't considered it, after all...

"No you're not." The bitterness in her tone caused another painful stab in his chest, "Fuck, look at us. We're arguing again, always trying to hurt each other. I don't even know why we're doing it anymore."

"Neither do I..."

Peter looked up at the ceiling and clenched his right hand. They fought, they hurt one another, but in the end they always came back despite how angry and miserable they could get. Anyone else would have thought that they were both insane. At times he wondered if they would've cared about one another if it wasn't for the faces underneath the masks; if they weren't Peter Parker and Gwen Stacy.

"...I'm sorry, that wasn't fair-"

"Rarely ever is, Gwen..." He smiled bitterly and let out a wry laugh, "We survived...some people would consider that a victory."

"I don't feel like a winner right now..." She grit her teeth and let out a soft growl, "S.H.I.E.L.D was the one who made that monster and they're not going to admit it, we both know that. God, I'm such a fucking idiot. I thought they were the good guys, that they could do no wrong, but this...hundreds died and they're not going to admit it. They'll blame it on S.I.L.K or Red Skull or whoever and say it's for the greater good. Fuck..."

"...You alright?"

"No." She curled closer on herself as if she was trying to disappear into the blankets, "Peter, I...I _killed_ someone. Maybe...Maybe that's not a big deal for you or dad or Jess or anyone else, but I...I never thought I'd have to do it. Ever since you...since Peter died I made a promise that no one would die as long as I could stop it. I...I made a promise that I'd-"

"An impossible promise, Gwen..." He sighed. Talking about this with her was never pleasant, "...Look, I'll be blunt: promising that no one dies when you're around is like promising world peace or that you can change human nature. Sometimes...Sometimes people have to die so others can live. I'm not gonna claim that every person I put down I did cause I had no other choice, but it's happened before."

"Like when?"

"...Maxine." She shifted slightly behind him, "Maybe you'd disagree, but I didn't have a choice. She was...I couldn't stop her and she turned a bunch of firemen to ash right in front of me along with God only knows who else. Who knows, maybe you or some other hero would've been able to stop her but I couldn't exactly wait around for the cavalry. So I did what I had to."

"We shouldn't have to do that...it's not fair." she muttered bitterly.

"If life were fair neither of us would have to put on masks." And he wouldn't even be alive. He'd still be dead while Spider-Man ran around like a headless chicken playing vigilante while the world erupted to war around him. All that power and the best he - they - could do was to stop a bunch of crime bosses. Peanuts compared to what really mattered and nothing either of them could change when...if they went back.

"...Fuck, I hate this." She gripped the blanket tightly and she heard the sounds of tearing cloth, "Webster's dead, Peter! Just this morning we were having breakfast with dad and Jess and now..." The suit shifted in a chaotic hum, "Now it's dead and I'm stuck with a suit I don't even know how to control! Do you know how scared I was to even hug my dad? I thought if I wasn't careful I'd snap his spine or...or-"

"Gwen-"

"That's not even the worst part," she spoke over him, "I...when I killed that bastard, I-I-I enjoyed it! It..It was only for a few seconds, but I thought about all the people he killed, about Webster, about Lana and about...about you." She bit her lower lip and shut her eyes, "I thought he deserved to die, that he deserved worse after everything he did. All the people he's killed, the people he left behind to cry over their loved ones and-"

He forced her up and pulled her into a tight embrace. Gwen gasped and for a second he thought he thought that he would push her off, "Peter..." She wrapped her arms around his back, her touch soft and barely felt. She was afraid of hurting him.

"It's alright, Gwen..." He didn't believe it himself, but he had nothing else he could say. He didn't know what to do - it wasn't like with Lana those months back. She'd killed someone for the first time, but she was raised in the dregs of Hell's Kitchen; eventually she would've been broken down, much as neither of them wanted to admit that. Gwen was an idealist who sincerely believed; a dying breed both here and back...back at that place.

She buried her head at his shoulder and cried. Peter could only hold her close and hope that she couldn't tell how uncertain he was.

Eventually her crying softened into sniffles and she pulled back slightly, "I...I don't know what to do, Peter. Webster's gone and after everything...I-"

"You're still you, Gwen," he muttered, "I know you can't see it, but look at all the people you saved. Those monsters died when you stopped that madman, so think of that. All those people are still alive because of you."

"Its hard..." She bit her lip and looked down, "...What am I supposed to do now, Peter? I swore to myself that I'd never kill anyone and I broke that. Now I-"

"Now what? You have to kill everyone? Killing is always an option now?" He scoffed, "Gwen, it's not a one-way street. You don't have to be like Castle or Bullseye or...or me." He looked away from her, "You don't have to change, Gwen. The kid's gone and things are bad - we both know it is - but it doesn't mean you crossed a line you can't come back from. And if you need help you have your dad, your friend and...and me."

"For how long?" She turned away and frowned, "You said we you were going back...did you change your mind?" she asked, her voice hopeful. Tell her, a part of him said, tell her now. He opened his mouth but no words came. He couldn't tell her; not now, not like this. Instead he turned away and didn't say a word, "...Thought so." The smile she gave him was obviously forced. He wanted it gone.

Peter turned around and made to leave; there was nothing could do for her. He was halfway to standing up before she suddenly grabbed his right hand with her left in another gentle grip, "Stay with me..."

It wasn't just a request for him to stay that one night, and they both knew it. Peter looked down at their intertwined hands: his arm still held traces of green scales and hers was still blackened into the same material as the rest of of her suit. Another reminder of what they had to give up to put that madman down, of how close they were to turning into monsters just to survive.

"Gwen-"

"Please."

...He could never say no to her.

* * *

He wanted to stay.

Peter looked up at the ceiling blankly while Gwen slept next to him, her expression calm and finally at peace for the first time since he'd seen her today. The clock told him it was only a little past 2 in the morning, though as expected he was already wide awake. Just another night of little to no sleep...except now he didn't have his stockpile of whiskey to keep him company.

He wanted to stay.

He turned to the side and looked at Gwen. She was fast asleep, though the suit still continued to move with the occasional spasm. Without the kid to keep it under wraps it'd be hard for her to keep going as she did. He promised her he'd be there to help but what did he really know about that thing? He could barely keep his own mental problems in order. It was a miracle he wasn't a gibbering wreck yet.

He wanted to stay.

 _'...Damn it.'_ He turned away from her. It wasn't a sudden realization - there was no lightbulb that went above his head or a giant epiphany that suddenly changed everything. He knew it all along, even if he didn't want to admit it: this world - this madhouse - it frustrated the hell out of him, drove him insane...but a part of him didn't want to leave. Maybe he was just as mad as everyone else, but there it was.

And now he had the perfect excuse...right?

 _'Hah, right...like it's that easy.'_ His entire life was a lie; that wasn't something he could just shrug off. Peter gave one last glance to the sleeping young woman before he put on his shoes and stood. Gwen would've been disappointed that he ducked out early but he couldn't stay here, not now. He needed to clear his head, get...whatever he had left under control.

The window opened easily enough and he jumped, landing in the back garden with a dull thud - thankfully the rain had finally stopped. Peter clenched his hand as a sudden jolt of pain ran up his right arm, "Ah..." He gripped his right wrist tightly and grit his teeth to keep himself from screaming.

The pain passed eventually and he groaned, "Damn poison..." He wiped the sweat off his brow and and made his way to the front street. Maybe going back home would clear his head.

He stopped when he saw the dim lights on the Parker house. His aunt and uncle - his parents, really - were still awake. A part of him was tempted to run over there now and confess everything, to apologize for the way he'd treated them and for all the trouble he'd caused. Instead he just stood there and watched the house in the middle of the street like a goddamned idiot.

His hand moved on its own and dialed Ben's number.

"...Hello, who's this?" Peter closed his eyes and pursed his lips. He sounded the same always, but after today it wasn't easy to treat him like he was a stranger, "Um, hello? Is anyone there-"

"Ben." It was odd calling him that now. He heard a gasp and a slight fumble before Aunt May's voice became audible as well; must've put it on speakerphone, "...You there?"

"Yeah...of course, son." Son...he shook his head. It was just a way to call someone, nothing more, "Peter, where are you? We saw the news, you and Gwen-"

"We're fine...we survived." He looked down at his right arm again and clenched his fist, "I...I just wanted to make sure you were both alright." A load of dung; Kasady and his monstrosities never got past the city let alone the suburbs. They weren't in any danger.

"W-We're fine, Peter," May replied, "The news...you nearly died, Peter-"

"What else is new?" He'd been staring death in the face ever since he woke up in that alley, this wasn't anything out of the ordinary. And if Moon Knight was right then death apparently didn't have a very tight grip on them, "Look, I'm just glad you're alright. I'm-"

"W-Wait!" His hand hovered over the screen. End the call now, another part said, it was the smart play, "Peter, please, me and Ben are worried...could we please see you? Are you close by? We...We just want to make sure you're alright."

"...Can't, sorry. I'm in town." Always lying, always running... "...I'm alright. Take care of yourselves."

He was sure they were going to say something so he cut the call before they could. Any longer and the temptation would've been too much, _'They deserve better...'_ He turned away and walked away, hands stuffed into the pockets of his torn jacket. He couldn't just pretend to be their little boy again. He had two sets of memories - two lives - crawling around his noggin. It would've just been pathetic if he tried.

Peter didn't get far before he caught sight of something that stopped him in his tracks.

Captain Stacy at one of the benches on the rightmost street, his expression unreadable as he stubbornly looked ahead. Peter caught sight of a few scattered cigarettes at the side of the bench along with a flask of what smelled like liquor in his hand. He was almost tempted to turn into smoke and step past him, but before he could make up his mind the older man's head turned his way and he their gazes met.

They stared at one another in complete silence for the next few seconds before Peter eventually walked towards him, "Late night, 'Captain'?" He did his best to keep his expression neutral. The old man had a full head of white hair but he was anything but feeble; hard to be incorruptible in a place like this without learning how to deal with someone who could take everything away from you.

"Peter..." His name sounded odd when he said it. Like he was struggling to believe it belonged to him, "What are you doing here?"

"I was with Gwen...she's at your house."

"Hmm, she didn't tell me...well, I'm just glad she's alright." He gestured to the other side of the bench, "Care to join me?"

Again he was tempted to say no, but in the end he found himself sitting a short distance away from the old man. They'd never really talked, and considering their first proper conversation involved lies, threats and insults it wasn't a surprise that neither of them made an effort to connect.

Didn't help that he still remembered the old man who Brock beat into a vegetable...

"...Something happened," 'Captain' Stacy said eventually. Peter gave him a sideways glance and said nothing, "Gwen didn't answer her phone and when I caught a glimpse of her on the news...what happened at that factory?"

It wasn't his place to say, but keeping quiet wasn't much better. In the end he took a deep breath and replied, "...She killed someone." The old man's eyes widened and his mouth opened, though no words came, "That monster, the one who caused all this...she had to kill it to make sure that those pawns it had wouldn't kill everyone in the city."

Almost everyone he knew in this place killed. His 'teammates' killed, Stars-and-Stripes killed, Lana killed, he killed...he'd taken enough both in this place and in his imaginary memories that he'd been numbed to it. Anyone else would've been horrified by what he'd done - beating someone till their head was nothing more than a pile of mush - but all he could wish was that he'd done it sooner. Maybe then he wouldn't have found out he was a walking practical joke.

"...God." The old man covered his face with both hands and muttered what sounded like a prayer under his breath, "No, no, no...I hoped this would never happen. God damn it..."

Peter didn't say anything. It was hard enough to put on a strong front for Gwen; doing it for her old man would've been impossible. Instead he pulled out the nearly crushed packet of cigarettes and lit one of the white sticks, "...Want one?" He offered him the pack. The former police chief gave him an unreadable look before he eventually nodded and took one of the coffin nails, which Peter quickly lit.

They just sat there in silence, the only sound being the occasional gust of wind or the chirping of the crickets. Eventually the old man uncorked the flask and took a wide swig before offering it to him. Peter took it without a word and downed what remained of the bourbon, relishing the sweet and smoky taste before it was inevitably drowned out. Old man had good taste in his spirits, at least.

"...How did it happen?" he asked, still stubbornly facing ahead.

"You'll have to ask her for the details, but..." He placed the flask between them and exhaled softly, "That monster was controlling all those things running amok in the city. When she killed it they all stopped; by all accounts she didn't have much of a choice, but..."

"But she thinks she should have done something else," he finished. Peter nodded, which earned a sigh from the exhausted parent, "Always like that. When...well, when you died she changed. She spent days barely saying a word and didn't even say goodbye to Harry when he left for training. Then one day she suddenly decided that she had to do something...it was only years later that I found out what that meant."

"Spider-Woman..." When he...when Spider-Man first got bitten he took to his powers immediately; he didn't even hesitate to attack Osborn's office when he thought he could get revenge for Uncle Ben. Of course, where did that leave him? No point in going back, no point in putting on the mask now that the ruse was gone. This place didn't want him and his 'home' wouldn't either. He didn't belong in either of them.

"Yeah...4 years and I didn't know about it. 4 Years I was blind."

"2 years you hunted her down like an animal." 'Captain' Stacy's eyes narrowed, though Peter paid it no mind. He'd seen scarier sights than an overprotective dad, "I saw the newspapers. People wanted someone to be afraid of, someone to hate so they didn't have to look in the mirror and see their own reflection. And you played along, following on Jameson's leash until you saw who it was under that mask."

"I made a mistake, I know that, but you of all people don't get to judge me," he replied back, unerringly calm, "You were the one who turned yourself into the lizard 3 years ago and now you're hanging around murderers like Frank Castle. You know what he tried to do, don't you? If he had his way she would've been crucified."

"Funny, you were doing the same thing till you realized that 'monster' you were hunting was your daughter. What if it was Castle's kid under that mask? Would you have put your gun down or would you have put her to the mercy of the mob?"

They gave each other a hard look before they both eventually sighed. What was the point of getting into an argument? They needed someone to blame, but it didn't have to be each other, "...Sorry." Peter mumbled, "Look, I agree with you on Castle. I'm not exactly friends with the guy, especially after he left his family behind..." Like he was doing with Ben and May. They were more alike than he wanted to admit.

"Well...you weren't exactly wrong. If it wasn't Gwen under the mask I don't know what I would have done..." He pressed both hands together and placed them under his chin, "...I don't know what to do, Peter. I...the thought that this could happen was always something I considered, but having it actually come to pass...I feel like I'm barely treading water. All of this is...it's beyond what I know."

"You've been a police chief for years. You've never had to deal with recruits who got the jitters after they fire their gun at someone the first time?"

"Gwen is my daughter, not a recruit I can drill with regulations." He sighed, "...In the academy they tell us that we should do our best not to fire our gun and to make sure everyone made it out, but in the end it was clear that if it came down to it we had to take a life. Any officer worth his badge knows that eventually you'll be put in a 'them or you' situation and we accept that."

"But Gwen is...she didn't have that. She got bitten in an accident and she decided to put on a mask to help people because of her guilt. I can't just tell her that she should have expected this, that this was what she went through the academy for like it justifies everything. Many of the officers keep their work and themselves separate; 'hiding behind a badge', one could say. Some people say we need it or we turn into people like Frank Castle."

"There's no hiding for people like us..." Peter muttered, "We try to pretend that the mask and the person underneath are different, but in the end we can't. Gwen is Spider-Woman and Spider-Woman is Gwen...and both of them killed that monster in the factory."

"And that's why I don't know what to do. All these masks and powers...I grew up reading Captain America comic books, but they were just that: fantasy. I never thought that I'd get involved with that world, but now there's Gwen and Jess...and even you. I feel like I'm being left behind, like my daughter's moving farther and farther away somewhere I can't follow her."

"Just be her dad...I think that's all she wants right now." Because he sure as hell couldn't be the best friend she wanted. He couldn't even admit what happened back at the factory.

"I don't know if that'll work, son, but I'll try..." He finally threw away the last of the coffin nail and exhaled a deep breath, "It's hard, seeing her on the news every day, wondering if maybe this is the day that she's going to get hurt or unmasked or if she's bitten off more than she can chew."

"I'm sure she felt the same way when she was younger, having a policeman dad." The Aunt May he remembered said she was the same; waiting day after day for the letters from Uncle Ben making sure she was alright. The day he came back home in full uniform with a chest full of medals was one of the happiest days of her life.

"You're probably right," he replied, "...Answer me something: what exactly is it between you and Gwen?"

"What do you mean?"

"When you died...your death was the reason she decided to put on the mask and be a hero, why she abandoned any idea of fame and glory and continued saving a city that hounded her and put up with a dad who hunted her like she was a common criminal. When I heard that you came back I didn't know what to think, especially after I saw you on the news. I knew you could be bitter and angry - I had a good read on people - but this is..."

"...I don't know who I am." **Liar.** He knew exactly who he was, "This body is Parker's, but my memories...I remember growing up in the Depression, I remember the stories Uncle Ben told me about the Great War, I remember finding his body after Toomes finished cannibalizing..." All that anger and grief; none of it belonged to him. He was just a tagalong, a leech who thought a few vague recollections made those memories his, "I dunno."

"...Gwen cares about you, that much is clear." 'Captain' Stacy brought a hand through his hair and sighed, "I don't know if I'll ever understand or approve of what she feels for you, but that's her choice. I couldn't stop her from putting on the mask and I can't stop her from this."

"Sorry about that..."

"Don't apologize; I'm not exactly blameless myself." The smile halfway between sincere and bitter, "Just promise me one thing: don't hurt her. Cause if you do I don't care how many powers you have or where you run to, I'll make sure you regret it."

"I think it's too late for us to not hurt each other..." All the arguments and fights, some of them ending with punches thrown. The only difference he had over Osborn was that he didn't try to kill her, and even then there were times when they came dangerously close. He could've blamed the serum for that, but he was never one for blaming everyone else - just one difference from back then.

Peter stamped the coffin nail underfoot and stood, though was barely past the bench for the old man spoke up again.

"Do you love Gwen?"

Peter stopped. Even through the silence he felt the former police chief's gaze boring on his back while the question hung in the air. He could've ignored it; could've pretended he didn't hear, turn into smoke and disappear or even just walked away. There was nothing he could do force him to answer, not really.

"...Yeah, I do."

It was...odd saying it out loud. They'd been indirect about it before - talks of 'feelings' of an unspecific nature towards one another, what they almost did after the donnybrook with Frost, what they actually did at Watson's cabin...still, there was something almost damning about admitting it. He didn't know if it was how he really felt or just the memories bleeding through, but it felt like the correct answer; or at least as much as it could be.

"I see..." He didn't say anything for a few seconds. Peter was almost tempted to leave before he spoke up again, "Take care of yourself, Peter."

"You too, Captain..."

* * *

Gwen awoke to the sounds of soft knocks at the door, "Mmhh..." She groped for the sides of the bed only to be met with nothing but the blankets, "Wha...Peter?" She opened her eyes and sat up slowly. She was only half-surprised to find the other half of the bed empty and herself alone in the room. It was about what she expected from him considering his past behavior.

Another wave of knocks jolted her out of her thoughts. Biting back a yawn, she stood and made her way to the door. She was still half-asleep, but already the events of the day came rushing back to her and she stopped. Even now a part of her expected Webster to greet her good morning or tell her that she needed to go on another chocolate binge before they went out on patrol.

And then there was-

"Gwen, are you there?" Her dad's voice resounded from the other side of the doorway, "I...I wanna talk."

She was already at the door with her hand on the knob before she stopped. Should she tell her dad? He knew Webster was dead, but the incident at the factory... "Oh, God..." Her hand shook and before she could release the handle the metal twisted and broke before falling onto the ground.

"Shit...!" She let out a frustrated growl and kicked the nearby desk. A bad idea, "Shit, shit, shit!" She jumped back and winced when the wooden table broke and splintered at the force of the kick, _'Calm down, calm down...'_ It was just like her first days of being bitten - afraid of touching anything because she might've broken it. It'd taken her days to get a full handle on it.

Her deep breaths were interrupted by a sudden hand on her shoulder. It took all she had not to turn around and hit the new arrival in a panic, which was a relief considering she found herself face to face with her dad when she eventually did muster the nerve to look back.

"Dad..." Her hands almost moved to hug him before she again held back. She had to be careful, and in her current state careful was the furthest thing from her mind. Taking a deep breath, she stepped back until there was a fair distance between the two of them, "J-Just don't touch me, okay? I'm not sure if I can control my strength right now..." It was bad before, but now this was...she could've leveled the house if she wasn't careful.

"Okay, honey, okay..." He held up his hands and took a tentative step around her towards the bed, "Let's just sit on the bed, okay? It's big enough that you don't have to worry."

"Alright..."

They sat at the opposite ends of the bed. Gwen looked down at her hands and wrung her fingers together. They'd had their fair share of awkward talks before - him finding out about her double life came to mind - but this was something else. Once her dad found out she was Spider-Woman he never once thought that she actually killed Peter, but this time there was no doubt about what she'd done.

"...Where's Jess?" she asked, more to fill the silence than anything else.

"She's in town checking up on her sister. She says she'll call soon," her dad said.

"Oh..." She bit her lower lip and adjusted her place on the bed as carefully as she could. The last thing she needed was to wreck her bed on top of everything else, "Dad...I-I gotta tell you something, I-"

He reached out a hand and and squeezed her left hand gently, "I know, honey." He pulled back before she could panic and looked down at the floor, "I know..."

"H-How?"

"Peter told me...we had a bit of a talk." A talk? Just the two of them? Why didn't that make her feel any better? "I...Gwen, I'm not going to give you a lecture on the greater good or responsibility or...or anything. I'm not a Superhero and I've never been put in a situation where it was the life of one man versus thousands. So just...just let it out all out, Gwen. I'll listen."

She did. Everything that happened: the massacre at the hospital, the rage she felt when she saw what happened, losing Webster...it all came out in a waterfall of tears, curses and screams. None of this was fucking fair. She tried her best, she pushed herself to the limit despite everything and it wasn't good enough. People still died, lives were ruined and she was forced to break the promise she swore to herself 3 years ago.

Her dad just listened without a word.

"Everything's fucked..." she said for the umpteenth time that day, "S.H.I.E.L.D was supposed to be one of the good guys! Now...all of this, that bastard only got that suit because they tried to recreate Webster for the 'greater good'."

"I'm sorry, honey." She'd heard that before, but it was just relieving to hear his voice. She didn't want to be alone right now, "I...there's nothing I can say, really. Like I told you before, this Superhero stuff is above my head. I was just a cop."

"Yeah, the cop who took down the freaking Kingpin." She smiled slightly at that. It was corny as hell but her dad really was her own personal superhero growing up. She even started doing the occasional good deed before that fucking disaster at prom because he'd suggested that Spider-Woman could've done more with her powers than selling herself out for talk show appearances.

"...You gonna be okay?"

"I don't know." She couldn't muster up the will to lie. Not now, "I...I don't know what I'm supposed to do now. I mean, I'm a S.H.I.E.L.D sanctioned hero, but how can I keep going like I did before after finding out they were responsible? Do I just pretend it's okay that all those people died because S.H.I.E.L.D was trying to do something for the 'greater good'? That I killed someone because of that same reason?"

"Look, Gwen, I can't tell you how to handle this. All I can tell you is what I know. I've seen corrupt police officers, corrupt judges who let dozens or hundreds of criminals off on technicalities because they were paid off. I won't lie and say it didn't bother me; having a rapist get off scot-free because his father paid the judge...seeing things like that almost made me turn my badge in."

"Why didn't you?"

"Because that wouldn't solve anything. If I quit stuff like that would continue to happen; all I'd have been doing was plugging my ears." He paused, considering his next words, "Look, Gwen...you're only human. Powers or no you're just one person and you can't change everything much as you might want to. I'm not going to pretend I can save the world, but I do what I can. You did the same: I saw those people you saved on the news. They would've died if it wasn't for you."

"Human, huh?" She raised her right hand and stared at the blackened limb. She still hadn't been able to figure out how to do anything more than take her mask off. What was the point of all her new gifts if she couldn't do anything more than stopping purse snatchers or the weekly Supervillains? She was too late to stop that murderer when he was still human...

"Gwen-"

"I wanna visit mom." Her dad blinked in surprise as the sudden interruption, "Mom's grave, I mean-"

"I know what you mean, honey. It's just..." He shook his head, "After what happened I don't think it's a good time to go to the cemetery. It's going to be crowded..." She looked down and bit her lip at the reminder, "Look, in a few days, I promise. Right now...now I just want you to relax, alright? No hero work, no meeting with Peter or anything else. Please."

"Yeah...sure." She hugged her knees to her chest and buried the lower half of her face into her legs. She couldn't face her friends like this anyway, "...I love you, dad."

"Love you too, Gwen." He kissed her in the forehead and stood up, "I'm gonna go make some hot chocolate then we can go watch re-runs of Dad Cop...if you want, I mean."

"Yeah...wouldn't miss it for the world."

* * *

The trip back to his apartment was remarkably uneventful. The roads were clogged with police cars, ambulances and barricades, but no one gave him a second glance. He was injured and beaten down but so were hundreds of others. The fact that he was even walking upright and not screaming about how much he needed help meant that he was safely ignored from everyone else in the crowd.

Now if only the screens were off.

Despite his better judgement his attention was drawn to another news report, "-while the identities of the heroes led by Captain America are well-known the other vigilantes and Gifted that helped protect the city are still unknown. It has been confirmed that the disgraced detective Frank Castle was part of the group spearheaded by Spider-Man, but the others in the group are still unknown-"

He tightened his hood over his head and wished that he still had his noise cancelling headphones with him. They were all caught: Stars-and-Stripes' group, him and his 'team' and even a few others like Osborn or Jones. Despite the tragedy some news outlets were already trying to spin the 'Hero craze'. It was disgusting; even now people focused on the people that stood out over the hundreds that died.

It didn't help that Spider-Man and that clawed partner of his were caught, too...

His apartment building was remarkably untouched, at least in the sense that there were only two ambulances and a single cop car. Peter stepped past the milling crowd and made his way up the stairs. He just wanted to forget all about this and run away from his problems like he always did.

Any plans of that were dashed when he saw Lana sleeping on the couch with half her face covered in a fresh set of bandages that covered the worst of her wounds. Her exposed left eye and the side of her face still had its fair share of nasty bruises, but at least they didn't look life-threatening.

He only managed two steps into the apartment before Dog came bounding out of the room towards him, his barks as loud and rapid as ever, "Huh? Whuzza fuck?" Lana sat up quickly, both hands raised and glowing in the direction of the door before she saw it was him, "Oh, Pete...hey. You took a while..." She brought a hand through her hair and yawned briefly before quickly wincing, "Ah, still fucking stings..."

"...What are you doing here?"

"Hello to you too, huh?" She stood up into a shaky stand and gestured to the kitchen table, "Made us some drinks, thought you'd be-"

"Why aren't you with your mother?"

She paused at the sudden hostility in his tone and shrugged, "She's with grandma...figured the two could talk it out better without me hanging around. They're kinda wondering what do with me now considering my mom's out of a job and might not have custody of me anymore." She shook her head, "Look, can we not talk about it? I kinda just wanna forget all this shit-"

"Leave. Now."

Even through the bandages the shock and hurt on her face was clear as day. He would've been lying if he said he didn't feel anything seeing her like that, "Wh-What the hell? What's with you all of a sudden?"

"It's nothing. Just leave." He couldn't do this. Not now, not with her. He was already confused enough as it was, talking with another person who (for whatever reason) didn't want him to leave this madhouse behind was the last thing he needed, "I wanna be alone..." He walked past her and placed both hands on the table, his gaze leveled downwards.

She didn't leave. Peter sucked in a deep breath when she stepped closer and tugged on the back of his jacket, "Pete, what's wrong? You're-"

"I said fuck off!" He shook off her hand and turned to glare at her. Her remaining eye was wide and she stepped back when she saw his open snarl, "I'm not your brother, Lana! You don't have to pretend you give a shit about me! Just leave!"

Her expression morphed from shock to a white-hot glare, "Pretend?! I nearly got killed saving your fucking ass! I didn't give myself these bruises, asshole! I got them trying to save you!"

"I didn't ask you to! I told you to escape with your family so don't put that on me!" This was wrong, he knew that, but he couldn't stop the next words that came out of his mouth, "Your mom's awake! You don't have to be here anymore so just leave me alone!"

"God, fuck- what's wrong with you?!" She stepped closer and looked up at him defiantly, "You really want me to leave?! You wanna be alone in this fucking shithole of an apartment with that fucking board you obsess over every day?! Is that really what you want?!"

"I think I made that obvious! Get the hell out!"

They continued to glare at one another before she eventually looked away. He wished he'd missed it, but he saw the tears in her eye even through her best attempt to hide it, "F-Fine..." She choked back, her fists shaking, "Have nice fucking life, asshole!"

She ran out the entrance and closed it behind her with a loud slam. A part of him was tempted to run after her and apologize, to tell her that he didn't mean it and he didn't want her to leave, but he drowned it out. Dog whimpered up at him and made his way to the other room; probably chasing after her. Peter ignored the pup and looked back at the table.

The two mugs weren't anything special; just a couple with garish colors they bought at a sale for a laugh. Scowling, Peter swept them off the table and let them fall on the floor with a loud crash, "Fuck..." He stepped past the shattered porcelain and coffe and opened the cabinet to pull out a bottle of whiskey. He didn't get drunk for long but it sure as hell wouldn't stop him from trying.

He finished the bottle in one go and picked up another. He was dizzy and unbalanced, but that was hardly the worst he'd gotten. He took two more bottles and trudged into his room.

Peter took two steps into the room and almost tripped when his foot slipped on the small book lying on the ground, "God damn it..." He placed the bottles on the small cabinet and picked up the worn leather booklet. The kid's diary...his diary, actually. He hadn't actually read it in all the months he had it. Too afraid of what he'd find inside or that it could make his nightmares worse.

He opened the first page and nearly dropped it outright when he saw the picture inside. A family picture: Ben and May to the left while George and a laughing Helen Stacy stood on the other side. At the center were him and Gwen looking no older than 8 or 9 years old, both of them flashing open grins at the camera and holding up a plastic replica of Stars-and-Stripes' shield.

It came to him again all at once. The past 6 months were a lie and he'd just deluded himself. He should have died that night when he turned himself into a monster, but instead he was here playing the butt of a joke only the Spider-God knew about.

He fell on his knees and cried. It was over...he couldn't go back to the place he thought was his home, but what was the alternative? Staying here and disappointing Gwen and the Parkers who expected the Peter they knew to come back at some point? He didn't belong there, but he didn't belong here either.

Another spasm of pain shot up his right and he screamed. Peter fell on his side and screamed as the pain worsened, "It doesn't belong to you!" He shut his eyes and tried to drown out the deafening voice, "You know the truth! Now give it back!"

Clawed fingers wrapped themselves around his neck and his breathing slowed. Peter kicked the hallucinatory(?) assailant and crawled back to the discarded box, "Get out of my head..." He searched inside desperately and pulled out a half-filled syringe full of suppressant.

The injection was more painful than he was expecting, but it was worth it. The scales on his arm receded and he gasped, barely managing to hold himself up with both hands, "God..." He threw away the syringe and heaved, though nothing came, "Help me...Gwen...anyone help me...please..." He fell on his side again and shut his eyes. It was too much. He didn't know what do anymore.

He stayed curled on the ground until he eventually fell into a dreamless sleep.

* * *

 **Yeah...told you guys it'd be angsty as shit :X Sorry about that, but hey you all were warned. Gwen's (kinda) on the road to recovery because papa Stacy is awesome while Noir fucks things up yet again and alienates one of the few people he could've honestly confided in...about what you could expect, really.**

 **So yeah, that's that. On a lighter note - on a scale of '1' to '** **No fucking way' what are my chances of pairing Gwen and/or Peter with anyone else after this chapter, especially after Peter's little Q and A with George about what the deal between the two of them was? Cause I'm wondering if I've committed to this pairing wholesale now or there's still a chance to switch out.**

 **I'm sorry if this chapter was too Noir-centric; I probably could've had Gwen have the POV for the first segment. Noir also gets more focus than Gwen in the upcoming arcs, though she'll still be present. Apologies for anyone that wanted more Spider-Gwen focus :(**

 **Question (kinda important):**

 **1\. Should I show some other viewpoints outside of Gwen and Peter and how they're picking up the pieces as well or just skip straight to the next arc? If yes I might be able to show how Spider-Man, Jessica, Cindy and possibly even Lana (considering her soap opera act with Noir) and how they were affected. The narration indicates they were all caught on video doing hero work, so Jessica in particular would probably get in trouble since she tends not to wear masks.**

 **So yeah...next chapter is another one like this or just jump ahead to the next arc and how the city reacts to Earth-65's version of 'The Incident', particularly the fact that the only reason the city's still standing are cause of independent heroes and vigilantes?**

 **2\. Are you guys fine with the current tone of the chapters or should I make it a tad lighter? My other fic Twisted Reflections got some comments on being too depressing and grim and I'm wondering if people feel the same way here?**

 **Review Answer:**

 **Cyclopz - Glad you liked it :) Anyway, I'm doing one chapter, so pick your scenario wisely.**

 **KasugaRomio - Yeah, Gwen killing someone definitely shifts her character around along with finding out about SHIELD's little backroom experiments.**

 **Dr. Sugarcakes - Here's more darkness to that cake of blackness and misery you're eating :D Hope you like it ;)**

 **Yohart Meltz - Hey you knew that Noir is one of the main characters, so the story being kinda dark is to be expected. Anyway, stick around; lets see if these two have any chance for a happy ending or they follow the route of every Spider hero and get crapped on because Anansi's an asshole.**

 **Krolikson - Yeah...what was that about waiting? :P**


	84. Setting the Stage

**So just read through the latest Amazing Spider-Man and...yeah, Dan Slott done fucked it up. Peter's back to square one: no job, everyone hates him (both as Peter and Spider-Man, which is even more stupid) and his friends (aside from Mockingbird) have basically abandoned him. Great, just what I wanted to read about - a grown man being a couch surfer loser despite being capable of so much more.**

 **Renew your Vows is a tad better, though there was this weird 8 year timeskip due to Marvel Legacy so now we have Spider-Girl: Resurrection on our hands. Let's see if they can make it work.**

 **Slight warning: Lana's segment can be pretty cringey, but she's a 15 year old girl who's angsting so you kinda expect it to be.**

 **Anyway, I just got both Evil Within 2 and Shadow of War and Spider-Gwen's new issue is coming out in 3 days so...I'll see you guys then, I guess. This chapter is mostly filler, but what few votes I got picked this over jumping to the next arc.**

* * *

God _fucking_ damn it...

Jessica brought a hand across her face and took a deep breath, the stench of mud, ash and blood wafting up her nostrils. Ever since she found out she was a freak she'd always had one rule: never show it off. She knew what Dorothy would do if she ever found out. She'd be lucky if she could walk down the street again without being seen as Patsy's freakshow friend and being paraded around like she was on the fucking circus. Even Trish only found out by accident.

She'd eased up on the rule when she grew up. After a while it became obvious that people just ignored and turned away from what they didn't understand and that was just fine with her. She wasn't afraid of using her 'gifts' to browbeat some nightclub owner who wouldn't accept a subpeona or a waste of skin who blamed her for his wife cheating on him, but anything above that was a definite hell no. She didn't put on a costume (despite Trish's pleas) and she didn't waste her time trying to fix something everyone else wanted broken. It worked just fine for her.

Or at least it did.

"God fucking damn it..." Jessica pressed her head down and groaned, causing the couch to creak beneath her. She should've stayed down, just bolted her door closed and let the Superheroes and everyone else deal with the zombie invasion. But no, instead she had to go out there with nothing but a goddamned hood - cause Gwen's midget boyfriend stole her scarf and she didn't have another - to keep her face covered.

Which didn't work very well considering the fact that she was just one of the many 'Gifted' whose picture the news circulated non-stop ever since this clusterfuck ended.

She desperately wanted to shut the damn TV off, but Trish's presence beside her on the couch kept her from just throwing something through the screen. The blonde leaned across the seat, her eyes wide and her mouth curled up into a smile that she tried (and fucking failed) to keep hidden. She was probably eating this shit up.

Jessica looked up and groaned again when she saw another news report with her picture on the upper right screen. The picture had her lifting a car off of a poor kid who nearly had his legs crushed; and right then and there she really wanted to get her hands on the fucking asshole who thought taking a picture of her was more important than running away or trying to get help. She was sure Trish thought the picture looked 'positively heroic', but she really couldn't share that thought right now with her mug plastered all over the news.

"Turn that shit off, Trish..." She leaned back on the couch and covered her eyes with her right arm. Maybe if she pretended this was all a dream everyone else would, too.

"Running away doesn't solve anything, Jess." Always with the inspirational BS; she should've been making PSA's next to Captain America.

Jessica shifted her arm and cracked one eye open to look at her. She was untouched from all the carnage and mayhem that happened down below, though that was to be expected considering where she lived. She had no idea why Trish didn't move out after Frost's kidnapping, but she was always like that. Even after Jessica threatened to cook Howard for thanksgiving - ignoring his complaints that he was a duck and not a turkey - she knew that the two of them were still meeting up for cases.

Trish turned to look at her, her eyes far too cheery considering recent events, "How could you not be thrilled about this?" She gestured to the television, "You're a hero! They're singing your praises- I mean, how many people did you save by going out there?"

"Less than every other clown dressed in spandex, I'll tell you that much," Jessica replied, "Look, what's it matter? All they caught was a brunette in a jacket lifting a car. That could be anyone in this city."

That was bullshit and she knew it. Sure, most people had no clue who she was since she wasn't famous like Trish or She-Hulk or whatever, but anyone who knew her would recognize that face. Some of the tentants in her apartment, Trish, George, Gwen, Kate, Trish's bitch of a mom...they all would've recognized her. Most of them would've kept their mouth shut, but at least a few of them wouldn't.

...She really needed a drink. Damn tagalong.

"Look, Jess, I know it's fucked up and people died but...well, the city's saved, right? And you were out there helping the heroes save everyone." Trish put a hand on her shoulder. Jessica tried not to think about the fact that one of those fingers was a prosthetic meant to replace what that bastard took away, "Look, George knows about your powers so there's no problem-"

"There's a big fucking problem!" Jessica stood up and shut the TV off before she could complain, "My face is out there now, Trish! People in my apartment know who I am! Your mother knows who I am! You think they won't try to do something about this? Won't go to the press and give them everything they know about me to get some money or their 5 minutes of fame? Fuck..."

She'd hidden her powers for a reason, and now it was all out in the open. A part of her hoped that just maybe Gwen and the rest of her superstar squad would take the heat off of her, but she knew this city. People here dug and scratched and clung at anything that they could get. She'd probably have to switch offices, go somewhere else in the city where the tenants weren't desperate enough to give the papers everything they knew about her.

She shouldn't have gone out there, but of course she didn't do the smart play. There were a shitload of excuses she could've used: it was none of her business, Gwen and the others would've fixed it themselves, she was fucking _pregnant_...none of which she actually used, naturally. She blamed George and Gwen; hanging around with a couple of modern day saints like the two of them would turn anyone stupid.

It was a fucking cliche, but there it was. She'd let herself get sucked in to their little world of justice always prevailing and now she was paying the price.

Her body stiffened Trish stood up to join her and placed another hand at her back. Trish knew that she wasn't one for hugs and circlejerks, so this was enough, "Look, Jess, I know you're pissed about all of this, but you did save people. You don't have to put on a costume or anything, but it happened."

"Yeah...and I didn't call myself Jewel, so that's something." The joke was poor, but the two sisters shared a strained smile regardless. She never got Trish or Gwen's insistence on putting on costumes and trying to stop purse snatchers. What was the point? There'd always be another bad guy out there, a thousand other lazy fuckers who thought that taking something from someone else was better than actually working for it. Trying to stop that was like trying to stomp ants; it never stopped no matter how many you stamped out.

"Hey, you know I still got that costume-"

"Trish?"

"Hmm?" She hummed, looking at her with that goddamn infectious smile of hers.

"Burn that thing in a dumpster fire." She shook off her hand and put on her jacket again. Least Spider-Man didn't take _that_ from her while she wasn't looking, "Look, I need to get out of here, clear my head or something..."

"You can't just ignore it, Jess."

"Yeah, I know. This little tagalong's making sure of that." Going cold turkey from the booze was a nightmare, and contrary to what those saps thought that power of love bullshit didn't make it any fucking easier. George was a good man, but he couldn't stop the sweats, the headaches and the feeling of wanting to vomit out damn near everything she ate. It was getting better now, but it sure as hell wasn't cause someone held her hand through the whole thing.

"My future niece or nephew, you mean." Jessica rolled her eyes. She would've thought that Trish would have one of those fits about being an aunt, but it was the exact opposite; she was all smiles and congratulations when she found out about their 'happy little accident', "Hey, that's one more reason. Imagine being a kid with a Superhero for a mom; it'd make career day real exciting, at least."

"Yeah, right before they get kidnapped," she muttered. Honestly it boggled her how she was still so damn cheery after her first stint into 'that world' ended with her getting kidnapped and one of her fingers cut off. Then again maybe she was just used to fucked up shit: living with that bitch for a mom must have numbed her to people taking things from her.

"Hey, I'm not saying go out there while you're carrying the new addition with you, but what about afterwards? I can look after them while you go out and be a Super-"

"Do _not_ say the H word," she interrupted, her voice holding more than a small hint of annoyance, "Look, just let me mope in peace, alright? I'll call back when I-"

Her words were drowned out by the sudden ringing of Trish's phone. Jessica looked past her to the cellphone on the table and scowled when she saw Dorothy's name plastered on the screen, "...If she asks, we haven't talked." She opened the window and looked down. Fire escape wasn't ideal, but she couldn't risk running into that bitch on the elevator down, "You hear me, Trish? Nothing."

"Jess-"

" _Nothing._ "

Trish wanted to say something, but she never gave her a chance. The words were barely out of her mouth before Jessica jumped down the window and landed on the fire escape. She took a second to get her bearings before she jumped down again, landing on the wet alley with a muted smack. The rain returned a few minutes ago in a light drizzle and she tightened her jacket over herself. Walking back in the rain...heh, just like old times.

The hood felt almost suffocating over her head, but it was worth it. Jessica did her best to ignore the ambulances and the police cars that were way too damn late to the party. Where the hell were they when she was and the rest of these suicidal idiots were running themselves ragged trying to fight off a bunch of fucked up zombies? She definitely could've used more guys with guns over morons with smartphones.

It took her half an hour to make it back to her place. Jessica looked up at the run-down building and let out a cold breath, _'Just keep your head down and don't talk to anyone...'_ She pressed her hood tighter over her head and grimaced. With any luck everyone else would already be asleep and she wouldn't have to deal with any more bullshit because of her dumbass move.

No such luck, of course.

She'd barely stepped into the lobby before the landlord looked up at her. The fat old bastard was always leering at anyone he could get away with - she was pretty sure it was part of the damn lease or something - but the look in his eyes was different this time. She could tell the same lust and fascination as before, but now there was a hint of fear that definitely wasn't there before. He knew who she was, what she could do.

Jessica ignored him and trudged up the stairs, his gaze boring into her back until she was finally out of sight. The private investigator winced and pulled down her hood. No point in trying to hide here; she didn't even know why she fucking tried. She was pretty sure everyone here recognized the jacket just as much as they did her face.

Her feelings only worsened when she caught the damn wonder twins talking in the hallway, _'God damn it...'_ She sighed. Of all her neighbors those two were the most annoying. Ruben was a man-child: at least 20 years old but barely acted half of that. Annoying, but hardly the worst thing she had to deal with every day. No, the problem was his damn sister.

What could she say about Robyn? Well apart from the fact that she was a massive control freak who dictated when and where her brother could wipe his ass she was pretty damn sure that she also had weird incestous fantasies about the guy considering her tendency to call him 'poobear'...and poo was really the last thing she wanted to think about considering that asswipe comment.

"H-Hey, Jessica!" Ruben raised his left hand in an awkward half-wave. Again, annoying but harmless, "You were on TV, right? The one-"

"No."

She walked past them; or at least she tried to. She only managed two steps past the two of them before Robyn spoke up, "...Freak."

"...Excuse me?" She tried to ignore it, she really did, but there was something about that control freak's voice that pissed her off to no end. All judgement and sneers while completely ignoring her own damn problems. Jessica was a lot of things, but at least she admitted how fucked up she was.

"You're a freak," Robyn repeated, her voice carrying throughout the hallway, "Sleeping with old men, leaving booze everywhere and now this? Bet you think you're so much better, huh? Some kind of celebrity like Captain America or-"

That was as far as she got before Jessica grabbed the front of her shirt and pulled her close. The younger woman's eyes widened and she opened her mouth to scream something back, but Jessica was faster, "Shut the hell up." She slammed her on the wall and scowled, "I know you hate me cause your brother wants to fuck me instead of you, but leave me the fuck alone. I don't care about your goddamn wet dreams or what you think of me."

"W-We don't sleep together..." Ruben muttered weakly. Jessica ignored him.

"You tell anyone about me and you're gonna see just how much of a freak I am, do you get me?" Robyn nodded quickly, her eyes wide, "Good. Now leave me the fuck alone."

She shoved her away from the wall and made her way to her office, slamming the door behind her before either of the two could say anything else. Jessica looked around the messy interior and sighed, trudging towards her desk and collapsing face-first into the worn wood as soon as she took a seat. She was still backed up on at least two cases, but that was the last thing on her mind. If the wonder twins and her landlord knew then what else could she expect?

Something told her the next few days were gonna be absolute shit...

* * *

Fucking asshole cocksucker son of a fucking bitch!

Lana grit her teeth and ran down the street in a daze, pushing past the milling crowds and ignoring the curses they spat at her. They were pissed, but hey join the fucking club. All of them were pissed. People either lost others close to them or one of those zombies ripped off their arms or eyes or balls; or, if they were really unlucky, they lost their lives and they'd be put in some mass grave somewhere cause the cemeteries didn't have room.

Boo fucking hoo. She felt sorry for them, she really did, but right now with her face banged up to all hell and Peter suddenly acting like King Asshole she really didn't have enough time to stand on some silent fucking vigil.

She rounded the corner and stopped when she felt something nuzzle her leg, "The fuck? Spider-Pug?" The tiny pup looked up at her with a small whine, nuzzling his snout against the fabric of her torn black jeans, "What are you doing here?"

He didn't answer, of course. Damn dog could sniff out a celebrity through all of Hell's Kitchen but he couldn't talk. Sighing, Lana, picked up the pug and held him close to her chest, "You're gonna fucking drown out here..." She covered him with her jacket and he burrowed closer into the warm cloth. Good thing they got rid of any fleas weeks ago, "...Come on, let's get outta this rain."

She couldn't go back to her grandma's place; the last thing she needed was to talk to that old crone, especially with her mom there, too. It'd just be another argument about her job and how she was a disappointment to her 'poor, poor mother' every day she was still alive. She probably wouldn't give a crap that the two of them were nearly gutted at a hospital by some kind of tentacle monster.

She found herself walking on autopilot while keeping Spider-Pug close to her. It wasn't hard for her to figure out where she was heading and despite everything inside her telling her that there'd be nothing there she kept going, pushing past the crowds and the worried paramedics who wanted to take a look at her. They had more to worry about than a girl with some bruises on her face.

Her walk ended when she stood in front of her condemned apartment. The landlord was too damn cheap to fix the place up so after she blew most of the kitchen into tiny little pieces she just put a 'Do not enter' sign and some tape in front of the door. Considering a serial killer nearly killed her and her mom here she wasn't surprised no one wanted to try their luck.

Lana knocked the sign away and stepped over the tape. Back here again...she let Spider-Pug out of her jacket and he immediately ran through the area, stopping with another whine when he caught sight of the still-destroyed kitchen. It looked almost identical to two months ago; only difference was most of her stuff was gone and the entire place was caked in dust.

"Home sweet home..." She wiped off the layer of dust on the couch and sat. Spider-Pug continued to trot around the place, but she paid him no mind. Right now the only thing on her mind was...

Fuck.

She shut her eyes tight and took a deep breath. How pathetic was this? She nearly got killed, Lily and that bastard knew she had powers and there were fucking corpses on the street...and despite all that fucked up shit the only thing she could think of right now was that argument with Peter.

 _"Get the hell out!"_

"Fuck you too, asshole..." She quickly wiped away the few tears that almost escaped and took a shuddering breath. 2 months and after everything they'd been through he suddenly kicked her to the damned curb just like that. He was just the same as everyone else - they played along, pretended they gave a shit about her until suddenly she was inconvenient and they wanted nothing to do with her. Same thing every damn time...

Sighing, she adjusted her place on the couch and placed her head against the old leather, her eyes drooping. She was exhausted; she had to take so much painkillers to be able to stand up that she was pretty sure she'd have overdosed if it wasn't for her powers. Lana let her eyes close, barely catching sight of Spider-Pug trotting past her and leaving through the door.

She didn't know how long she was asleep, but by the time she woke up she heard the sound of footsteps approaching the door, "Huh...?" She sat up in a rush and aimed her left hand at the doorway in a panic.

"Lana?"

"...Mom?" She lowered her arm and blinked in surprise at the sight of her mom standing at the doorway. She wasn't dressed in the hospital gown anymore, making do instead with a red jacket and a pair of brown khakis and boots, "Wha...What are you doing here?"

"Well, this dog came to our house and..." She looked back and trailed off when she found nothing there, "What the- he was just here."

"Yeah, SP kinda does that..." She sat up properly and yawned. She still felt tired as shit, but she wasn't gonna get any sleep now that her mom was here, "Well...come in. Pretty sure we've still got a couple of years of rent paid in advance to this shithole."

"Doubt Mrs. Maillard thinks so." She sat next to her on the couch and Lana smiled slightly. Things were still shit, but at least she wasn't alone, "So...why _are_ you here? Last you told me you were gonna talk to Spider-Man, make sure that he was still alive and all that."

"He's alive..." And he was a fucking asshole. Lana bit her lip and looked away to try and hide it, but her mom saw it clear as day.

"...What happened?"

"He's an asshole, that's what happened." She sniffed loudly and coughed, "Went over there to talk to him, see if he was alright after he and Spider-Woman fought that fucking monster and then he just goes off on me. Tells me to get the fuck out and that I didn't have to pretend to give a shit about him now that you were up and kicking again. Guess he really did think he was just babysitting while you were taking your beauty sleep."

"Beauty sleep? Kiddo, there was nothing beautiful about that." She replied, her voice oddly light considering where they were, "Look, I'm sure there's an-"

"An explanation? What, like there was an 'explanation' for 'dad' calling me gutter trash to my face when she caught Lily hanging out with me? Why grandma looks at me like I'm a piece of shit that she just can't get rid of? Yeah, here's an explanation: people are fucking assholes. I've got these powers and nothing's changed; everyone'll still treat you like shit no matter what you do."

"...Maybe, but I'm not sure if Spider-Man's one of them. I remember what he did when that thing showed up. He tried to save us, tried to fight that thing by himself to make sure you, me and everybody else could make it out. That doesn't seem like something someone who didn't give a shit would do."

"Tch..." Lana clicked her tongue and looked down, though she didn't have a rebuttal. Pete was an asshole, but she owed him; that was something she definitely couldn't forget. If he wasn't there her mom would be six feet under and that bastard Carter would've been killing more prostitutes and junkies.

"...You like him, don't you?"

"Wha?!" She looked at her mom, her cheeks heated an annoying tinge of red that caused the older woman to laugh, "The fuck are you- no! I don't-"

"Oh, give it up, kiddo. I might've been a corpse for a couple of months but I know my daughter." She wrapped her arm around her shoulders and pulled her closer, "I saw it in your eyes when you looked at him, and the way you talk about him...hah, a neon sign would've been more subtle. You looked just like Susan Storm in that shitty sitcom."

"No, I didn't..." She wondered just how her mom would react to knowing she had Sue's number on her phone.

"Sure, and I'm a totally functional and balanced parent." She rolled her eyes and let Lana scoot away to put some space between them, "Look, Lana, I'm the last person to be giving relationship advice - Lord knows I've made my share of fuck-ups in that department - but I'm telling you now: you don't wanna leave it like this. I dunno what happened between you two, but I can tell you both care about each other. You wouldn't have gone back inside the hospital for just anyone."

"I...I just owe him, that's all." She chewed on her bottom lip nervously. She and her mom didn't have many mother-daughter talks; kinda hard to do that when you find out that your mom blew strangers to put you through school.

"Alright, if you say so." She put her hands up in surrender and shrugged, "All I'm saying is from what I've seen of him he's not like William or mom; they definitely wouldn't have stuck their neck out back at that hospital for you, powers or no. If you wanna end it here then I won't say anything, but if you wanna try to fix this then I'll try to help, too. I've got two months of being a parent to catch up to."

"I'll take you not blowing random guys anymore, if that's allowed." She clenched her hands, the rings of light encircling her palms again, "...You know, Captain America made me an offer to join S.H.I.E.L.D when I turned 18. We save up our money and for a couple more years and I'll be able to pay for a roof over our head, food...everything. You don't have to go back out there anymore."

"I couldn't even if I wanted to. No one wants someone with shotgun scars on her stomach." Her mom's smile was bitter. It didn't give her a good feeling, "...And if you do get that Superhero job it'll have to be without me."

"What? Why?" She sat up straighter and ignored the burst of pain at the sudden movement, "I-I know you and grandma said something about custody, but I figured you were just trying to get me out of the house."

"I wouldn't joke about that, kiddo." She looked down and exhaled deeply, hands pressed together, "Look, everyone knew I was a slut; it was an open secret, but social services didn't give a shit. They had bigger problems. But after that serial killer case...well, suddenly people paid attention. They think it's cause of my job that I was targeted, that it's why you were nearly killed-"

"Bullshit!" Lana spat, "That son of a bitch was insane! That's _not_ your fault!"

"Well, try telling them that. Far as they're concerned it was cause of my 'corruption' that you were put in so much danger." She brought a hand through her hair and sighed, "Lana, I won't lie to you: it doesn't look good. At this rate I'll be lucky if I'll be allowed to visit you. We...I don't think I'm gonna get custody of you-"

"This isn't fucking fair!" Lana stood up and growled, kicking at the table and tipping it upside down. First Peter and now her mom...what the fuck did she do to have God shit on her?! "So what, I'm supposed to live with grandma? Just deal with her treating me like the redheaded stepkid?"

"Well, that or..." She took a deep breath and met her gaze, "William's been calling."

"Yeah, what's that asshole want?"

"What do you think? He finds out his unwanted daughter has powers you think he won't ask questions? Honestly I'm surprised it took him this long." The older woman clenched her hands tightly, "I think...I think he might be the one to-"

"No...no, no, no! Fuck that! It's not happening!" She screamed, causing her mom to wince, "He doesn't get to change his mind just because I finds out I can blow things up with my bare hands!"

"It's either that or they try to find relatives outside of New York because I think mom's about had enough. She said you spend most of your nights outside, that you don't go back home." She crossed her arms and gave her a pointed look, "I understand why you did it, but when social services start asking it doesn't exactly send a good message when your granddaughter spends most of the week out with her supposed boyfriend."

"Fuck...!" Lana pressed both hands against her face and growled, "So...what do we do now?"

"Honestly? There's nothing we can do. I can try to take it to court, but I doubt it's gonna do well. A prostitute against a rich politician and mayoral candidate? I'd be lucky if I wasn't banned from ever seeing you again."

"This is fucked..." Lana sat back down and looked down at the floor, her hands balled into tight fists, "I dunno what that asshole wants, but if he's after this-" She summoned the rings again, "-then I'm not holding my fucking breath that it's gonna be any good."

"Maybe," she said, "Look, Lana...I don't know what's gonna happen the next few days, but I wanna try to make up for those two months before..." She shook her head, "Anything you need-"

"Just for tonight can we forget about all the drama and just go out?" Lana interrupted, "The diner nearby's still open and from what I saw old Janey doesn't give a shit about the clusterfuck earlier. Let's just get something to eat and...I dunno, talk."

"Uh...alright, Lana. Whatever you want."

Yeah, whatever she wanted...fuck all this bullshit. If there really was a God or Fate or whatever then they could stick it. She didn't need any help making her life more shit than it already was, thanks.

* * *

Cindy always had mixed feelings about returning back to the S.H.I.E.L.D compounds. The sterile walls and automatic doors reminded her too much of the bunker to her liking. Sure, there were always people milling around so she never felt alone, but even then the feeling of being trapped underground never left her. The bunker was both her home and her prison for a decade and for those days after she got rescued by S.H.I.E.L.D the base was the same. A place for her to hone her skills, to try and acquaint herself with the people who rescued her.

A place she wasn't allowed to leave till they decided to let her.

The spider heroine clenched her right hand and looked up at the door that led to Maria Hill's office. She didn't like Agent Hill, and as far as as she was aware that was a very common view to have. Listened to? Of course. Respected? Many of them, yes. But actually liked? The amount of people that actually had positive things to say about the senior agent as a person were so rare that they were practically myths.

Taking a deep breath, she pressed her keycard on the scanner and stepped into the room as soon as the door whooshed open. She hadn't really talked to Agent Hill much, which Bobby joked(?) was one of the few blessings she was given. She was a lot of things, but 'tolerant' and 'flexible' weren't two of them. She liked it when everything fell into a certain order and she had all the advantages.

Which meant she held a certain grudge against 'mavericks' like her, Gwen, Peter and (from what she gathered) even Kate.

The senior agent looked up from her desk when she entered, her lips pressed into a thin line and her eyes narrowed. Cindy thought it made her look constipated, "Agent Moon. Good, you're here. Take a seat, please."

She was really tempted not to, but insubordination (even if she was barely an agent) was worse than her paranoia. She definitely didn't want to give her any excuses to ground her down here again, "Um, alright..." She sat on the (wooden, which was a rarity here) chair across from the large desk and crossed her right leg over her left, "Is there, uh...any reason you called for me, miss?"

"Yes, I was hoping you'd clear something up for me." She set the file she was holding down on the table and tapped her finger on the metal surface, "I've gotten security footage which implicates you to a break-in at Oscorp's tech labs. I trust you have a justification for doing this outside of wanting to place yourself under charges of sabotage and theft?"

"Right, that..." Cindy closed her right eye and scratched the back of her head, "Well...alright, Osborn wanted to help and he's the one who knows how to use the glider and the suit better than everyone else. Things were desperate..." She licked her lips. The excuse sounded weak even to her, and she had personal reason to dislike him. A few more days and she would've been on the other end of that syringe.

"So you decided to trust the word of a former fugitive?"

"Trust? No, but I didn't exactly have much choice." She shook her head, "I didn't want to, I even tried to ignore him, but all those monsters...there were too many of them. I saw videos of 'The Goblin' and I thought the benefits outweighed the risks..." She paused to consider her next words, "We were being overwhelmed, Agent Hill. I don't have to like Osborn to understand we needed all the help we could get."

"Be that as it may we now have an unstable former fugitive running amok with access to military grade ordinance."

"What do you want me to do? Beat him up and take the armor back?" The older woman's eyes narrowed and Cindy winced. Powers or no she was scary, "Look, he said he'd give back the armor and bombs after it was done. If he doesn't then I'll make him, alright? I stand by my decision, and from what I've seen so far he did help save people's lives. A little theft is worth that, right?"

"That depends on who you ask. But fine, that matter is dealt with." Cindy blinked. That was...surprisingly easy, "On to the next subject at hand: reports indicate that you worked with Osborn to assault Crime Master's base and ran into two more of our hired mercenaries."

"Yeah, Shadowcat and..." The 'real' Spider-Man? How the hell was she going to tell Peter? "I, uh...Osborn said that he had a lead on the guy who stole the Lizard serum from that Lord Ogre dude and I thought that it'd be a good idea to follow him."

"A better idea would've been to tell us as soon as you received this information, but I suppose I can't fault you for your intent, especially given your inexperience. Next time forward any lead you have to us as soon as you can." Scary...but reasonable. Was everyone else just exaggerating about her? "Did you have recent contact with Osborn before coming here?"

"No, but I have his number. I was actually planning to meet him later to make sure he returned the gear." And to apologize to those guards she'd webbed to the wall. So sue her, they were rushing, "Is he under arrest?"

"Given his actions I would be more than justified, but no. He retains his freedom - though Norman Osborn will owe us more for looking the other way." She tapped the open file and nodded, "I have a new assignment for you, Agent Moon."

"Uh...okay?"

"I want you to keep an eye on Harry Osborn and report his activities back to us. I have a feeling that even without the armor and weaponry he'll attempt to try and 'redeem' himself and any abberant behavior would be useful for us to know."

"...You want me to spy on him. For blackmail against his dad."

"Yes." The blunt reply caused her to frown. She wasn't naive, despite what others might've thought, and she had little reason to defend him from what she knew of him. Still, using him as a bait to get more concessions out of a CEO made her feel dirty and two-faced, "For whatever reason he decided to place his trust in you and we aren't going to pass this up. Keep an eye on him and report any aberrant behavior."

"Right..." Great, now she was a spy. This was definitely different from those James Bond films she and her brother watched when they were younger, "Is...Is that all?"

"Yes, you're dismissed. Report back with any findings you may have."

Cindy nodded and stood. She was halfway to the door before she stopped, her mouth opening before she could think better of it, "...I wanna ask you something, Agent Hill." The senior agent looked up at her with a slight glare and she winced again, "The thing that we all tried to stop...I heard that it was something S.H.I.E.L.D created. Is that true?"

"Yes." Again, blunt. She was halfway expecting some tall tale about a framejob, "We attempted to replicate Spider-Woman's symbiote without the side-effect of the deadly radiation. As you can see it went poorly."

"But...But _why?_ "

"Why?" She scoffed, "Simply look at the news and it's clear. Spider-Woman was given power that surpasses anyone but the likes of Jennifer Walters and she continues to parade herself around like a trained monkey. She's incapable of making difficult decisions, meaning that for all her abilities she's almost impotent. We wanted to share her abilities with one of our agents so they could do things that she's incapable and unwilling to do."

"You mean killing someone..." She bit her lip. She didn't like killing, but she had it hammered to her by Ezekiel that she'd have to if it came down to it. If 'Morlun' and the rest of his fucked up family came for her then killing had to be on the table if she wanted her and everyone she loved to survive.

"Very astute. Yes, I killing. From what we gathered on her psychological profile she seems to have a pathological avoidance to taking a life - I can only assume that it was either of the two Parkers or Pryde that ended the life of the renegade host." She closed the file, "Regardless she's of little practical use. The kinds of enemies we fight against cannot simply be punched and taken to the local jail and until she realizes this she's nothing more than a stopgap solution."

"Use? She's not a thing, you know..." Cindy took a deep breath and shook her head, "Look, how are you going to deal with this? I mean one of your experiments got loose and it killed a lot of people. Do you talk to anyone about it?"

"If you're asking if we plan to reveal our connections to the symbiote, then no, we do not."

"Wha- So you're just going to lie?"

"And spread misinformation if need be; blaming HYDRA or S.I.L.K should suffice," she replied, already looking away from her and down to another file, "The fallout if S.H.I.E.L.D were ever to be publicly connected to that monstrosity would be astronomical and a gap like that would be something our enemies would take full advantage of. You don't have to like it, Agent Moon, but you will follow. Not a word of our involvement shall leave this room."

"That's bullshit!" Hill looked up and raised an eyebrow when she stamped her foot, "Your little experiment killed hundreds of people and now you're just going to sweep it under the rug?!"

"Yes. Welcome to S.H.I.E.L.D, agent. I trust the glamour's finally worn off?" The expression the older woman sported was a mix of annoyance and outright boredom, "You aren't the first one to have complaints about our methods and I'll give you the same response as I did them: find an alternative that allows you to keep everything stable while keeping your hands clean or shut up and follow your orders. Your choice."

"I didn't join this place cause I thought it'd be another S.I.L.K," she spat, "I left my evil twin behind because of what she did and now-"

"You joined us, not out of justice or some lofty ideal like you claim, but because you had no other choice," Hill interrupted, her gaze still passively annoyed, "Even assuming that you weren't detained, you have no proper identity in this world. If you'd tried to strike out on your own you'd have nothing to your name except a list of crimes a mile wide due to the actions of your native counterpart. So no, Agent Moon, you aren't the unsung hero and this isn't your triumphant stand. And I'll be expecting your report on Osborn as soon as you're able."

Cindy wanted to scream, wanted to punch her in the face and make her take it all back, but in the end she looked down and left the room, her fists shaking. Bobby was right; she was an absolute bitch.

She walked to a far enough bench and practically collapsed on top of it, both hands pressed against her head and a groan escaping her lips. Much as she hated to admit it, Hill was right: without S.H.I.E.L.D she wouldn't have a roof over her head and any papers would've been the same ones her evil twin had; and she really didn't like the idea of sharing anything more than she already did with that deranged nutjob.

She was content to sit there and stew in her angst (not like she didn't have 10 years of that already...) till she heard footsteps, "Hey, this spot taken?" She looked up and blinked when she saw Hawkeye- er, Kate, smiling down at her. Despite the bandages strewn across her face the grin was genuine, which she found more than a little impressive, "Hey, Spinerette. You look like you've been through the wringer."

"More or less." She scooted over slightly and let the younger girl sit next to her. Misery loved company and all that, "...I just had a fight with Agent Hill."

"Yeah, I figured. You wouldn't be the first." She stretched her arms above her head till her fingers cracked, "Lemme guess, she gave you the 'you're not the unsung hero and this isn't your triumphant stand' speech?"

"Uh...yeah, exactly that."

"Yeah, she gave me that too when I called her out on how she was using Hawkeye...er, the other Hawkeye. The lame one." She waved a hand through the air casually, "Look, don't let it bug you; she's not all of S.H.I.E.L.D, yeah? There are good people here, and they weren't responsible for this gigantic fuck up. I don't really know everything about you, but keep at it. You can do good here."

"But...didn't _you_ quit?"

"Do as I say, not as I do." Kate winked conspiratorially and Cindy giggled, "Anyway, I'm glad I found you. Cap wanted me to tell you that she wanted me, you and Spider-Woman to go to Washington in a few days."

"Washington?" That was sudden. She hadn't left New York at all in her time here; and to be honest she was almost afraid to considering how weird just New York was, "She say why?"

"Nope. Just said we had to and that she already arranged our transport; I'll send you the deets when I get em. Full costume allowed, by the way, just in case you're worried anyone will recognize you without that scarf."

"Says the girl whose mask is a pair of shades." Cindy rolled her eyes and smiled, "Well, thanks for the heads up."

"No prob." She scratched at one of the bandages before she spoke up again, "Hey, you wanna get something to eat? Ms. Jones is pouting cause she got caught on cam and I don't wanna go alone. I know this great shawarma place."

"...Are you asking me out on a date?"

"Depends. You want it to be?" She leaned closer, her smile almost teasing.

"Uh..." Cindy blushed. This _definitely_ wasn't how she saw her night going, "Um...I'm flattered, but no. You see I don't, um..I don't really play for that team, if you catch my drift? I mean no offense to you, of course."

A moment of silence passed before the other girl blinked and laughed openly, "Dude, it's 2016. If you don't like other girls just say so. I'm not gonna go all social justice warrior on you and post on tweeter that Spinerette's a bigot." She clicked her tongue and leaned back, "Still, both you and Spider-Woman? I've had _the_ worst luck when it comes to getting a date. Just don't tell me you like Spider-Man too or I'm gonna start thinking he cursed me or something."

"Haha...no, he's just a friend."

"Well, you still wanna go out? As friends this time?"

"Sure, that's cool."

Well, maybe things were looking up after all.

* * *

"Here."

Shadowcat took the can of beer without so much as a thank you and drank it in one go, "Another..." She didn't even wait for him to say anything before she grabbed the second can and drank that too, "...Your beer's shit." She tossed the empty can at the trash can and looked at out the window again with the same glare she'd been sporting ever since they left the factory behind.

"...You're welcome." Spider-Man rolled his eyes and moved back to the fridge. Honestly he'd expected them to go their separate ways as soon as they left, but for whatever reason she stuck around...and she then she took to drinking and insulting (and not always in that order) his choice of spirits. She already burned through all his whiskey and pretty soon his beer would follow.

He grabbed four six-packs of beer and dragged them back to the window. Honestly he was tempted to try and kick her out, though given her state he wasn't confident she wouldn't just try to cut his pecker off, "Here you go, your highness." He gave her one of the cans and pulled the other one back when she tried to reach for it, "Hey, I gotta drink too. You weren't the only one who went insane back there."

"...Fine."

They sat across one another on the windowsill, the only sound between them being the twisting of metal cans being opened and and the occasional sound of creaking wood. Spider-Man drank the down the third can of beer and coughed at the taste. Next time he'd skip the beer and just put it all on whiskey. He threw the can and growled softly when it bounced off the rim and landed on the floor.

"Your aim sucks," Shadowcat said, a ghost of a smile on her face.

"I spent 5 years being disemboweled, Pryde, cut me some slack." He reached for another can and opened it, "'Sides, I'm not the one who's moping around in someone else's place drinking all their beer."

"I'll pay you back. You know I'm good for it," she replied flippantly.

"Yeah, like I need money that I can't use once I'm out this madhouse." He scoffed, "Look, what the hell's the deal with you? Last time you nearly got killed it just made you horny."

"What, you want me to sleep with you again?" The way she said it made him wonder if she was actually asking or if she was just being her usual way.

"You see me begging?" He clicked his tongue, "Didn't answer my question: what the hell's the matter with you?"

"...I'm not really into this kumbaya feelgood shit. Just fuck off and let me have this." She finished off the last of the 2nd sixpack and reached for the 3rd before he grabbed her wrist, "Hey, what the hell?"

"You're here getting drunk - or at least trying to - on my alcohol and now you're telling me to back off? Doesn't work that way, Cat." He let go of her arm, "Either tell me what the hell's bothering you or get out. I'm not in the mood for half-assed binging."

"Tch, you're an asshole, you know that?" They shared a silent look for a few seconds before she exhaled in frustration and grabbed her 9th can of beer, "Fine..." She leaned back and opened the can, "...Look, I'm used to getting attacked. Getting nearly killed is rarer, but it happens. I'm not scared of dying; they didn't program that into me. If I had to hurt myself to get at a target so be it."

"Sensing a 'but' in there."

"Yeah, real perceptive." She rolled her eyes, "Look, they didn't mean for me to get free will. I mean, sure, they pretend they care about me and call me me their 'little kitten', but if I did anything but say 'Yes, sir, I'll do whatever fucking thing you tell me to' I get the collar...or worse, Kimura." She grit her teeth, "They tried to stamp out what little free will I had left."

"Those weapon X guys you mentioned before..."

"Yeah...real pieces of work. Well, eventually they got tired and they tried to use something to blank out everything, just make me kill on command. They called it a 'Trigger Scent'; one spritz of that stuff and I'd go completely apeshit and just kill everything."

"...Back there, at the factory, whatever that broad it reminded you of that."

"Ding, ding, ding, we have a winner." She looked down with a scowl on her face, "I wasn't the only one they made, partner. There were a bunch of us. Stryker said I was the strongest, their 'pride and joy'. Well, one day they decided to put that to the test. They put me in an arena with the rest of them...my friends. I refused to fight them; didn't matter how much they shocked me or beat me, I didn't lift a finger..."

"Till they used the trigger scent."

"Yeah..." She shut her eyes and took and coughed, "Everything was a haze and when I woke up...the only way I recognized Eliza was because of the little scar on her knee. The rest of them weren't so lucky." She sucked in a breath through her teeth, "So yeah, sorry for drinking all your damn beer but I really didn't want to think about it again. After getting out of that facility I thought it was over." Another breath came and went, "I should go-"

"You can stay if you want." He tossed her another can, which she caught easily, "You fessed up, so the rest of the beer's yours. There's some wine in the fridge if you want it; not even sure why I bought it."

"Heh, how magnanimous of you." Despite her mocking tone she drank the alcohol down easily enough, "...Alright, your turn. Since we're sharing and getting all our feelings out, what about you?"

"What about me?"

"You just met your clone. I dunno about you, but that seems like that'd be right up there on the most earth-shattering things that can happen to you. What are your thoughts, partner?"

"He was...younger than I thought." The same age he was when he got taken to this madhouse. No wonder he bought into the memories, "Kid's got stones, I'll give him that. Most people would give up after they lose an arm."

"Present company excluded, of course."

"You'd just grow yours back." He scoffed, "Still, how do I feel about it? I don't feel much of anything, really. I already knew him from the news and it doesn't really change anything for me. I'm going back and whether he likes it or not he isn't, end of story. Frankly I'm more surprised that he's got blonde hair."

"Hair dye. Could smell it even through the blood," She tossed another can into the bin, her cheeks slightly flush, "And don't worry about your fridge; S.H.I.E.L.D just gave me a a cool mil for helping their mascot take down that symbiote. I'll give you half of it if you want, just say the word."

"...I'm curious about something. All this money S.H.I.E.L.D's paying you, what are you using it for? You got a couple of mansions in your pocket?"

"A mansion? For 1 million? Geez, I knew the 30's were weird but that's just ridiculous," she said, "To answer your question: no, I don't live in a mansion. I live in a place kinda like this, actually, and if you're a good boy I might let you see it one day."

"Lucky me. Still doesn't explain where that money goes."

"It goes in a bank account and sits there for when I need it. I'm sure 60 years down the line when I'm barely out of my 20's it'll be really useful when I wanna buy a big yacht and cruise the world like an ashsole." She laughed under her breath, "I told you before, partner: being 'normal' ain't for me. Maybe someday I'll get tired of all the contract work, but right now it's what I'm good at and why I wake up in the morning."

"That the only reason?"

"Geez, what is this, psychology class?" She smiled wryly, "Alright, fine: It's cause the money's proof that I'm doing it because of me. At least with money I can justify and say that I'm getting something, that I'm doing it for myself and not just because someone asked me. That make you happy, doc?"

"Good a reason as any." Again, he had no clue if she was being serious or not. His spider-sense wasn't the best ever since he woke up.

A moment of comfortable silence settled over the pair. They weren't friends, not really, but neither of them minded. Frankly he was just glad he didn't have to run anymore, even if the closest thing he had to a partner who looked out for him was someone who tried to hunt him down just a week or so ago. The quiet lasted for a for a few more minutes until Shadowcat spoke up, her face lightly flushed.

"...Wanna do it?"

...

2 hours later he was buck naked on his bed and staring at up at the ceiling, his lower body covered by a thick brown blanket. At his left side Shadowcat slept, her head facing away from him and her breaths soft. Spider-Man gave her bare back a sideways glance and closed his eyes. It was meaningless - no strings attached, as they both called it - but accepting it so easily felt wrong somehow. Aunt May would've been disappointed in him.

His musings were interrupted by the sudden ringing of his phone. Sitting up slightly, he picked up the phone and raised an eyebrow when he saw Carter's mug on the screen, "Hello?"

"Spider-Man..." Carter's face on the other end of the screen moved and she raised an eyebrow, "Probably shouldn't have used video call. I'll make this quick. As I understand it you were with Shadowcat, Spider-Woman and Mr. Parker in the factory. Is that correct?"

"Yeah..." He rubbed the back of his head and hissed slightly at the cuts on his shoulder, "What about it?"

"Well, the symbiote was...let's just say that S.H.I.E.L.D had a vested interest in its demise. So an equal reward is prudent. Our spy inside the cell made it clear that Otto Octavius is making his way to a Madripoor for an auction in a few weeks time. You'll get him there."

"Y-You're serious?" He stood up and Shadowcat stirred behind him, "You're giving me Octavius, no strings?"

"When he leaves for his meeting, yes. By that point our informant will have exhausted all intel he could've gotten." Her lips curled up in a slight smile, "Congratulations, Spider-Man. Soon enough you'll be going home."

* * *

 **This went on longer than I thought :/ I know that aside from Lana there's a noticeable lack of Defenders, but that was mostly because they wouldn't have had strong reactions. Outside of Peter and Lana all of them are so deranged and apathetic that Carnage's massacre wouldn't have elicited much of anything from them, especially since outside of Castle none of them (except maybe Bullseye, and he doesn't care) were unmasked like Jessica was. Them's the breaks when you're writing about a bunch of amoral psychos and thieves.**

 **Anyway, this chapter makes it pretty damn obvious how different things are from the original plans. Jessica aside, I never planned for Lana to be a significant supporting character; she was meant to be a joke/'child' character like Frog-Man or Gabriel. But since the latter's been practically retconned out and the former barely shows up she got more screentime with the adult Defenders group. Your call if that's a good or bad thing.**

 **2 Questions, both more character-based:**

 **1\. How do you guys see Peter? By that I mean do you consider him to be (another) Spider-Man Noir, 65-Peter or some weird amalgamation of the two? His character went through a lot of changes over the course of the story and as of the most recent chapter it might be hard to tell just who/what he's supposed to be, especially with the original Spider-Man running around.**

 **Additionally, are you guys okay with the amount of trauma he runs through? Compare him to most everyone else in the epilogue: Gwen got to talk it out with her dad, Lana with her mom, Jessica with her sister Trish etc etc. Meanwhile Noir - mostly through his own fault - drives away the people who could've helped him (the Parkers and Lana) and he's left a crying, vomiting mess begging for help where no one can hear him. Seems kind of unfair in hindsight.**

 **2\. Do you guys think some villains should remain personalized and not touched by the other protagonist? Jack-o-Lantern's a good example of this. Every time he shows up Gwen's conveniently off-screen and the one time she isn't in a future arc he makes her back off and fetch Noir instead. Does this 'comic book' approach to bad guys work for you all or not? Cause I'm kinda reminded of the 'Superman stays out of Gotham' trope and how silly it could get.**

 **Review Answers:**

 **Boringb0i - Need each other? Uh...debatable. Anyway, I dunno if the Defenders will run into Spider-Man and/or Shadowcat and as for Noir...again, who knows. I barely had the two interact yet.**

 **Red Rain17 - The next arc will be a talky chapter as well since they're trying to pick up the pieces of Carnage's appearance. Kate even gave a hint towards it, as did Jessica and Lana's segments.**

 **Krolikson - I dunno, I think the Lana warning's pretty accurate. You can tell from her first narrative line that it's gonna be her complaining about everything.**

 **Brave2000 - We'll see, I guess. I only made the pairing cause I had people writing literal paragraphs about how much of a 'great couple' the two would be.**

 **Hardlight - Only Noir's segments were meant to be Sin City; Gwen's was meant to look like a regular comic to contrast. Guess that plan went nowhere.**

 **Cyclopz - _I_ caused _you_ to turn around on the pairing? Definitely not my intention; I pretty much wrote the two as a pairing because people demanded it and the two of them are so damaged I have my doubts on it. And you saw what happened with Lana - 'Fucking asshole cocksucker son of a fucking bitch!'**

 **Dr. Sugarcakes - I'll check it out, but Evil Within has some noir elements as well.**

 **KasugaRomio - It fits Peter's character to push people away; it's not like he hasn't done that throughout the whole story. And yeah, most of the others - notably Cindy and Spider-Man - picked up their pieces easier. Jessica and Lana have a bit of a harder go of it.**

 **Henchmen213 - Again, it fits Peter's character to push people away even if he doesn't want to; it's hard to deny he's a tad self-destructive, which he even calls himself out on in earlier chapters.**


	85. Group Therapy

**So I read the latest Spider-Gwen and...wow, this was a good issue. No only are things finally advancing, but Murdock - despite his veneer of confidence - seems like he's scrambling since Gwen managed to control the symbiote against his expectations. Things are also coming to a head with her friends out looking for her and even random strangers figuring out that Gwen Stacy 'must be' Spider-Woman, which will no doubt shake the status quo.**

 **Also, the most notable thing: Frank Castle acknowledges that his grudge match against Gwen was pointless/wrong and that the real villain is Matt Murdock. _Hell yes!_ :D Really looking forward to seeing where this goes and it's giving me ideas for the fic. He even stopped Gwen from killing Rhino and did it himself, though his reasons haven't been explored as of yet. Still, definitely a step above Matt always winning. **

**They also did a new splash page of Gwen's origins and...yeah, they try so hard to make you feel sorry for 65-Peter but I'm still not buying it. Flashbacks show this dude was a shithead, so he ain't Uncle Benning this thing.**

 **Incidentally this does leave me torn since one way to view Noir in this story is that he's 65-Peter, meaning that he might or might not inherit all those unlikeable actions I personally dislike about him. Who knows.**

 **Relationship Questions (placing it here to avoid bloating):  
**

 **1\. So I (reluctantly) tagged Gwen and Noir as a pairing and made some indications towards a romance. How is it so far? Good? Bad? Just meh? Feedback would be appreciated since I lack experience in writing proper romances.**

 **2\. I've gotten some comments to this effect, but do people see Shadowcat and Noir's relationship as romantic? I know a lot of you are just joking around, but for those that aren't...why? I mean is it because they fucked and had a few feelgood kumbaya chats? I wrote them as 'closest thing the other has to a friend'.**

 **3\. Do people think Noir and Lana's pseudo-sibling relationship is okay? Originally Noir was supposed to have this with Gabriel Reyes, and there it was indicated Gabe used Peter as a replacement for his dead brother. Lana took over that role instead and I wonder if it's still up to snuff.**

* * *

It'd been a while since Norah felt guilty about picking a lock.

The blonde journalist looked around the hall quickly and gave another knock, hoping that just maybe she'd get an answer this time, "Come on, Spidey..." She crossed her arms and tapped her foot impatiently. Usually she would've picked the lock already or snuck in through a window, but common decency kept her from that urge. Last she checked doing that to someone you considered a friend was a definite no-no, as Randy made abundantly clear.

She waited another minute. Still no answer.

 _'Alright, you asked for it...'_ Norah lowered herself into a crouch and took out the lockpick, tongue darting out and licking her lips in concentration. The lock didn't look like anything special, but for all she knew there'd be a tripwire on the other side with a shotgun right above the door. Wouldn't have been the first time someone went the 70's route to try and deter any aspiring journalists.

Picking the lock was child's play, it was what was on the other side that nearly caused her to turn back. Norah opened the door and and flinched back when the stench of alcohol wafted out of the cracked space, "Shit..." She coughed and waved a hand through the air. She'd smelled worse - her one time undercover at a biker bar was burned into her memory - but it was never pleasant. At least she didn't smell aged leather or testosterone in the air here.

Taking a deep breath (which she instantly regretted), she stepped inside the apartment and flicked on the lights.

The sight that greeted her was both pitiable and depressingly familiar. Multiple whiskey bottles littered the floor, most of them empty save a few that spilled their contents on the floor. The rest of the place didn't look any better. The furniture was torn and scattered all over the place, shards of ceramic lay on the ground right next to the kitchen table and the window was curtained shut, blocking out almost all traces of the early morning sunlight.

And right in the middle of it was Spider-Man.

Norah frowned when she saw him. Spider-Man. So called leader of the newly dubbed 'Defenders', a known vigilante who aroused the ire of crimelords and Supervillains both and someone who was solely responsible for putting some very sick people behind bars...and right now he was practically facedown on the floor. The right side of his face was pressed against the worn wood and the exposed eye she saw was shut tight, his left hand holding onto a half empty bottle of whiskey like his life depended on it.

Really not what she expected after 4 days of going dark...

Norah froze, her hands lying limp at her side. When she came over here she'd expected him to be in the middle of something, but drinking himself senseless wasn't at the top of that list. She would've thought he'd be riding high after he successfully protected those people and made Jameson eat his words. Their 'esteemd mayor' got a lot of egg on his face considering the only reason the city was left standing was because of those vigilantes he railed against so much.

With a sigh she squatted down in front of him and pushed him till his head faced the ceiling. No injuries as far as she could see, though she caught the early hints of a stubble. It looked out of place on him, "Hey, Spidey, wake up..." She slapped his face lightly.

His face twitched and his eyes fluttered open slowly, his lids narrow and his eyes bloodshot. Their gazes met for a few seconds before the lids closed again with languid slowness, "Hey, hey, still here!" She snapped her fingers in front of his face, but apart from an annoyed grunt he gave no indication of hearing her.

He wanted to play it that way, huh?

The journalist's lips curled up in a smile and she stood to make her way to the kitchen. Norah opened the faucet and filled a glass to the brim, whistling cheerily to herself. He heard the running water, so she didn't feel guilty about doing what came next.

Ben sat up and sputtered when she dunked the water on his face, "What the fu..." He wiped across his face with both hands and glared up at her, which did little to stifle the open grin she was sporting, "Fuck...Summers, of course..." He brought one hand through his face again and groped for the fallen bottle of whiskey with the other. Without another word he pressed the bottle against his lips, uncaring of the droplets of alcohol that spilled past his lips and onto his shirt.

He looked like a hot mess, and it kind of depressed her that she'd seen worse just a couple of days ago.

"Not gonna ask why I'm here?"

He finished off the bottle before he replied, "Probably another case or you just want to bother me. Annoying either way." He tossed the bottle to join its brethren on the floor, "Look, I ain't in the mood. Let yourself out."

"Yeah, I can tell." She looked disapprovingly at the bottles of painkillers that lined the top of the cabinet. Alcohol was one thing, but drug addiction was another, "So this is how you celebrate helping save the city, huh? Hate to see what you'd do when you're actually depressed."

"Fuck off..." He looked around the floor and grimaced when he found a noticeable lack of whiskey to drink, "Damn it, thought I stocked up.."

"Did you even leave this place? Besides to buy booze and painkillers, I mean?" She picked up the bottle of medication and eyed it distastefully, twisting and turning it between her fingers. Even at a glance this stuff didn't look like it was over the counter. Someone was giving out prescriptions for a buck, "Who's your drug guy? I've actually been thinking I need some horse tranquilizers for my next scoop-"

"Leave, Norah." She raised an eyebrow. First name _and_ a growly voice? Guess that meant he was serious; that's what all the movie cliches said, at least.

Ben stood up shakily and stumbled past her, his steps slow and clumsy. She waited till he was at the table before she spoke up again, "I'm not leaving." She saw his reflection on the nearby mirror flinch, "Look, what the fuck happened to you? Last anyone saw of you you were leading some heroic last stand against an army of those zombies and helping Spider-Woman against the bad guy responsible for all this and now you're holed up in your apartment like Tommy Wiseau. Not seeing the connection."

"It's complicated..."

"9/10 times when people say that it really isn't." Last time she had to pry someone on what they were hiding she found out they liked to dress up in girl's clothing and had sexual fantasies about horses. Creepy and disgusting, but not at all complicated, "Look, something's bugging you, and you and I both know I'm not leaving till I find out what it is even if I have to pry it from you all day."

"Damn it...why don't you just leave me alone?"

"Cause usually it's a friend's job to bug the fuck out of another friend when they're being all angsty and emo about something." She shrugged, ignoring the flat stare he gave in response, "Now you can either tell me or I can stay here all day and keep bugging you till you crack. And I'm warning you; I finished my quota early so I got days of free time left before anyone starts asking questions."

He stared at her for a few seconds before he eventually looked away with a scowl. Norah grinned; too easy, "Fuck...you're a pain in the ass. You know that, right?"

"It's been said before," she replied, her voice the very picture of self-confidence, "Look, take a shower, would you? You smell kinda...ripe, and I'd rather have this conversation somewhere that doesn't smell like week old booze. No offense."

"Completely taken."

She waited for him to trudge to the bathroom and for the sound of running water to come before she started picking up the bottles. She never thought she'd get to play nursemaid, but then again she never thought she'd get a Superhero contact on her first year of being here so what else was new? If her mom found out the kind of people she was 'associating with' she would've had a heart attack.

Norah crouched and groped under the couch for a stray bottle only to pause when she grabbed something else, "What the...?" She pulled it out and looked down curiously at the metal bracelet(?) on her palm, "The heck is this?" She raised it up and twisted it around. Definitely didn't look like anything she'd been before, that was for sure, "Hmm..." She pressed the extended bit of metal at the center.

Nothing happened at first, but at the second tap a string of white webbing ejected from a small hole and attached itself to the ceiling, "Shit!" She let go of it in a panic and stumbled back. The bracelet hung in the air, awkwardly suspended by the thin line. Norah furrowed her brows and moved closer, her steps hesitant. That definitely wasn't what she was expecting.

"Uh..." she said (very smartly, thank you very much). It didn't take a genius to figure out it looked exactly like the webs Spider-Woman used, _'Guess that answers the organic or not question.'_ She grabbed the bracelet with one hand and tugged, but the web remained securely attached, "Come on, come on..." She spun it around in her hands and clicked her tongue. There had to be something. Shutting her eyes tightly, she pressed the button one last time.

There was a barely noticeable click and the web detached, leaving it to hang from the ceiling like an oversized Christma decoration, "Oh...crap." She tugged on the web and muttered another curse when the white rope stuck to her palms. Right, it was a web... "Should've seen that coming..." She pulled her hands back and tripped, her slip-ons nearly flying through the air when she fell right on her (very well-proportioned) behind.

"Right, not doing that again..." She blew a tuft of hair out of her face and glared up at the webbing that remained firmly stuck on the ceiling. If he asked she'd say that was always there.

It took only 10 minutes for him to get out of the shower with a fresh change of clothes. Ben stopped midway when he caught the string of web, but if he wanted to ask he didn't say anything, "...10 minutes, Summers." He pinched the bridge of his nose and sighed, "...Let's just get out of here."

They walked around aimlessly for a few minutes before they (read:she) eventually decided on a nearby park. She liked it: open, wide enough that no one would look twice at them and they could pretend they were in touch with nature. Norah led him towards a bench before she jogged over to a nearby hotdog vendor. She hadn't had anything to eat yet and judging by the distinct lack of anything solid in his apartment apart form the painkillers she had to figure he was the same.

"Here. She handed him the jumbo dog and sat beside him on the bench. Anyone looking at them would've just seen a couple of friends out for an early morning walk. After all, who would have thought that the dreaded Spider-Man - bane of criminals and general all around 'bad boy' (according to his fans) - was nothing more than a teenager who wasn't even old enough to buy cigarettes? Even if she wasn't sworn to secrecy she was pretty sure no one would've believed her.

They sat in silence for the next few minutes. Norah's gaze shifted between the various denizens of the park - a young co-ed jogging, a couple making out in another bench, an old street cleaner raking up leaves...it was all so normal that she found it almost hard to believe that just a few days ago New York was practically a warzone with those monsters killing anyone that wasn't fast enough to run.

"...Why did you come?" Ben asked. He'd barely even chewed at the hotdog.

In lieu of answering she pulled out a folded paper from her bag and placed it at his lap. The vigilante raised an eyebrow and folded it to the front page, "...This some kind of joke?" He asked, face morphed in a scowl.

Everyone who didn't live under a rock saw the news: Captain America, She-Hulk, the Wasp, Spider-Woman, Hawkeye and Spinerette all worked together to save as many as they could from the monsters. Already there were rumors about them forming some kind of super-team and that the clusterfuck a few days ago was their first official mission. Every news outlet in the city was trying to get an interview with at least one of them to figure out what the scoop was.

Of course, they weren't the only ones out there. There were other vigilantes/Superheroes that sprung up during the incident, and one of them was the so-called 'Defenders' group. Norah looked down at the paper and smiled slightly. She didn't coin the phrase, but it was really appropriate.

"I thought you'd be thrilled, actually." She took the paper back and traced her eyes through the pictures. Ben and the rest of his friends dominated the front page, each of them with a mugshot-worthy picture that someone no doubt photoshopped. She recognized Frank Castle easily enough, though the other unmasked guy with a bullseye on his forehead was a mystery to her. The girls (one of whom was blatantly underage) wore masks that covered half their faces while the weird ninja and Spider-Man himself were obviously fully covered.

Not exactly her first thought when she thought of a group of Superheroes, but actions speak louder than words.

"Thrilled? What for?" He scoffed, "When does the slander start? When are people gonna accuse me or any of them for starting that nonsense in the first place?" He threw away the barely eaten hotdog into a nearby trashcan, "This is shit, Winters."

"Normally I'd agree with the cynicism, but people are saying good things about you guys." She folded the newspaper and tucked it back into her bag, "It's obvious the police would've been overrun and all those people killed if you guys weren't there to do your 'You shall not pass' moment. Those people owe you their lives."

"Great, pop the champagne and and give us the key to the city. A bunch of psychopaths, thieves and killers managed to stop some monsters from murdering less people than they already did. Throw a parade, right?" He sneered and clenched his hands, "We didn't do shit, Summers. There were a few dozen people in that safe zone and there are hundreds who died while we were doing our 'last stand'."

"Hey, I'm not saying it's perfect, but things would've been way worse if you weren't there." She placed a hand on his shoulder reluctantly, "People are grateful. Shit, I saw a bunch of people protesting on the streets about how Jameson treated you. They even put on masks."

"People in this madhouse protest over the most insane things. I've seen them march on the streets because they thought a movie was being sexist or racist or something else stupid..." He laughed bitterly, "So no, I don't particularly care they treat me with the same importance as an offensive film. These people can go to hell."

"Okay, what the fuck is up with you?" she snapped. She didn't want to, but his attitude was getting on her nerves, "You act like you don't give a fuck and that everyone here can go die but just a few days ago you and your buddies risked death to save those same people. Did someone crap in your cornflakes or something?"

"...You wouldn't get it-"

"Just try me," she interrupted, eyes narrowed and focused on his, "Whatever it is I'm sure I can-"

"I'm Peter Parker."

Norah blinked. Then she blinked again. Her mouth parted, but no words came. She waited for the follow-up, maybe a roll of the eyes and a scoff at the idea that she actually bought it. But no, there was nothing of the sort. Instead he continued to look at her with that same thousand yard stare he had ever since she met up with him.

"Um...what?"

"Tch, I knew you wouldn't believe me." He looked down and sneered, "I don't blame you-"

"No, no, just hold your horses, alright?" She pinched the bridge of her nose and sighed, "Okay, just...you're gonna have to explain this one to me. Cause you can't just drop this bombshell and then not explain, yeah?"

"It's a long story."

"I got time."

So she sat and listened and resisted the urge to interrupt with a question at every third word. She knew Peter Parker was the Midtown Lizard - everyone in the city knew by now - but everything that came after that. His body stolen from the grave by a terrorist organization? Coming back from the dead because of a spider-bite? Alternate dimensions and memories? It sounded like the most insane comic book Marvel could've concocted.

But the way he looked and talked...he was there through it all.

"Wow...just, wow." Norah brought both hands through her face and took a deep breath, "So...let me get this straight: you're Peter Parker come back from the dead with the memories of an alternate version of you? And this alternate version died?"

"And came back to life, apparently." He let out a single, bitter laugh, "You know how it feels, Summers? To find out everything you ever thought was a lie? That everything you believed was never really yours? I only kept sane because I thought that..." He trailed off and closed his eyes, "Doesn't matter. 6 months I just wasted my fucking time pretending to be someone who I wasn't."

"That's not true-"

"Isn't it?" he asked back, voice dripping with acid, "I'm not Spider-Man, so who am I? Am I the kid who turned himself into a monster because I hated the fact that someone was special and I wasn't? A kid that hated one of the few friends he had because he had a crush on a girl I liked? Or am I just a copy running around with memories and a body that don't even belong to me? Which is it? Seems like no matter which way I go I just hit a dead end."

"Look, this is...insane. I'm not even gonna lie, I'm still processing, but..." She took another deep breath, "Spider-Man or Peter Parker, all the things you did don't just suddenly disappear. The people you saved, the murderers you put away...that still happened, right?"

"It doesn't really help me, Summers. Imagine what you'd be like if you found out you weren't Norah Winters, that you were just some...thing that thought you were. I doubt you could just laugh it off." He pressed his hands together and leaned forward ,"...Look, maybe you were right that I needed to get out of that apartment, but I wanna be alone. Just...leave. Please."

She wanted to say something, anything to try and make sure it didn't end like this, but in the end she found herself nodding and standing to walk away. There was nothing she could do here, and that hurt her more than she liked to admit.

* * *

Gwen took a deep breath and looked at her reflection in the mirror. The same blue eyes and blonde hair and the same frown on her face she'd had ever since that shitfest 4 days ago. Normal and nothing out of the ordinary.

It couldn't have been farther from the truth.

She raised her bare right hand and flexed her fingers. The skin shifted slightly in response before a dark substance seeped across her palm to her fingertips, "Damn it..." She closed her eyes and took a deep breath. Ever since she got bitten she never liked to think about the philosophical questions. Was she still 'human'? Were there other side-effects to the bite? She still felt human, so that was enough, right?

Now...Now she wasn't so sure. Webster gave its life for hers and now...just how much of her body was still hers and how much was made of symbiote? She still remembered being torn in half, remembered that monster slicing off her arm and then the stump turning into a blade before it grew back soon after. She couldn't even control it, at least not fully. It took her 2 days before she learned how to get rid of her costume.

 _'Really wish you were here, Webster...'_

She opened the cabinet wider and picked up a green jacket and a pair of torn skinny jeans. As soon as her hands made contact with the fabric the symbiote spread across the surface of the cloth and she clicked her tongue, "No, no, no! Stop!" She concentrated and the black substance retracted back into her palm. It took conscious effort for her to get it to not just take anything she needed.

Technically she didn't even need clothes anymore. The symbiote could make any clothes she wanted the same way it could make her costume. Still, there was something about the feeling of fabric against her skin that calmed her down more than the second skin she was permanently bonded to. She was sure anyone else would've considered her complaints insane, but they weren't the ones living with a super suit they could barely control.

She finished putting on the clothes and grabbed for the closest pair of chucks. They were about to visit her mom's grave...it shouldn't have felt odd, but it did. Ever since she got her powers she didn't really have time to go on large visits, and that went double these past few months. Between Peter, S.H.I.E.L.D, Webster and the band she didn't have much in the way of free days.

Speaking of which...

Gwen picked up her phone and scrolled through the messages. A few from MJ and Glory asking if she was planning on coming over (not likely considering her state) and of course a reminder from Captain America that their private flight (fancy) to Washington was leaving in in a few hours' time. It still bugged the fuck out of her that she didn't know why they were going, but she had more important things to worry about.

Nothing from Peter, of course. She wasn't surprised, but it still frustrated the hell out of her.

She stuffed the phone into her pocket and made her way downstairs. She caught Jess immediately, the older woman lounging around the couch with her hands stuffed into her pockets and her gaze leveled up at the ceiling. Jess'd been here ever since she got caught on the news. 'Trying to law low', she called it, cause no one thought to look for her at a Queens suburbia.

Gwen couldn't blame her. She hadn't left the house much either, except maybe to talk to Uncle Ben and Aunt May and convince them (read: lie to their faces) that everything was alright and Peter was not at all in danger somewhere. It was hard not to worry when you saw your son leading a bunch of known fugitives around while they were outnumbered a 100-to-1.

"...Ready?" Gwen asked.

"Much as I'll ever be..." Jess shrugged.

The two of them made their way to the car, Jess taking the front next to her dad while Gwen sat on the back. Jess had her doubts about coming along - something about how awkward it was for her to be visiting the dead wife of her current...something (she didn't like to use the word boyfriend) - but they managed to convince her eventually. It wasn't like she came there to spit on her mom's grave so it wasn't like it had to be awkward.

Conversation was sparse throughout the entire trip. Her dad tried to make conversation, but neither of them were really in the mood for talking. Jess was still dealing with the fact that her face was plastered all over the news and she was still reeling from the fact that she killed someone.

It hurt less to think about now, but it was still the first thing that came to her every time she woke up...

The cemetery was crowded, as expected. Gwen suppressed a frown and closed the door as gently as she could - last thing she needed was another window smashed because she wasn't paying attention.

They were barely into the burial grounds before Jess stopped and nudged her head back, "Hey, I'm gonna find some place to hang around, alright? Just come get me when you're done."

"Sure."

She and her dad walked in silence until they finally arrived in front of the grave. Gwen took a deep breath and knelt down in front of the tombstone, _'Here lies Helen Stacy. Mother, wife and the bravest women we knew.'_ Her lips curled up in a pained smile. The epitaph was nothing special, but that was how she would've liked it. Short, sweet and to the point.

"Hey, mom..." She traced a hand through the dusty stone and laughed under her breath softly. How many months was it since her last visit? She felt swamped every day that she never thought about visiting...well, that and ever since she found out Peter came back to life some part of her brain was afraid of going to cemeteries. Between him and (supposedly) Moon Knight it seemed like being dead was a revolving door.

At her side her dad placed down the bouquet of flowers in front of the grave, his face torn between being impassive and dejected. He was always like that; stiff upper lip like that old British saying went, "Gwen, do you need some time alone?" he asked, voice soft.

"...Nah, I just wanted to see how she was doing, I guess." She was really tempted to rant to the tombstone about all the fucked up shit that happened, but she really didn't want to attract any attention considering the place was filled to the brim.

Just another reminder of how much more she could have done.

"Did coming here make you feel better?"

"...Not really." She shook her gently, "I mean I'm glad we visited, but it doesn't change anything, you know? I still..."

"You saved those people, Gwen," her dad said firmly, "Look, honey, I know it's hard to see and I'm sorry that you had to be put in that position, but I saw those monsters. They would've overrun everyone if you didn't do what you did."

"Yeah, maybe..." Some part of her knew that she was being silly. Peter's logic resounded in her head again: one monster against tens or hundreds of innocents? An easy choice. It should've been an easy choice...right? "...Hey, dad, I gotta ask; how come we never visit any family?"

"That's...an odd question."

"I dunno, I guess I'm feeling philosophical." She shrugged, "We buried mom, but what about the rest of our family? I mean I know Uncle Arthur and Cousin Jill are still out there." They just stopped visiting for Christmas when her mom died...she always wondered if the two were connected, "I mean when shit like this happens you run to family, right?"

"You have Ben and May," he offered. Gwen raised an eyebrow at the obvious deflection, "...Look, Gwen, there's no big story there. Arthur and I just drifted apart; it happens. I'm sorry if you were hoping to talk to them about this, but isn't it better to keep this hidden?"

"You didn't want me to keep it hidden from you." She saw her dad's point, she really did, but right now she couldn't help but want to push and prod. MJ, Glory and Betty knew. Ben and May knew. Kate and Jessica knew. She felt almost silly by how often she clammed up when she was questioned just a few months ago. She didn't trust them to keep her secret, the same way a part of her was still scared to admit to her friends that she'd killed someone even if she already knew they would understand.

Her musings were cut off when she heard a sudden scream, "Fucking freak!" Her head snapped to the source of the yell and she winced when she saw an old man yelling at Jess, his eyes bloodshot and his expression morphed into a scowl. Jessica glared back quietly, though Gwen didn't miss the way her hands shook.

She rushed over to them before her dad could say anything. A crowd was already gathering, each of them looking at the scene like it was a car crash, "Jess, what's-"

"She's one of them!" The gray haired suit turned towards her, nostrils flaring. Gwen flinched back at the absolute hate in his gaze, "I saw her on TV! She was one of those freaks that destroyed the city!"

"What? Jess didn't-"

"I was out there saving people, asshole!" Jess snapped back, her glare worsening. A few faces from the crowd flickered in recognition.

"'Saving' people?! It's freaks like you that caused all this!" He prodded her in the chest harshly and Jess' hands balled into tight fists, "You damn monsters! None of this would've happened if you didn't come out of whatever hole you came from!"

"Hey-"

"Sir, please calm down!" Her dad was at their sides immediately, the voice of reason as always, "Like Jessica said she was out there helping people. If you saw the news you should know this already."

"Yeah, where the fuck was she when one of those freaks killed my wife!?" He shoved her dad back and Gwen felt a burst of anger. Always blaming someone else and lashing out at those who tried to help. It was just like those first 2 years after prom, "Freaks and monsters, all of em! Would've been better if they never existed!"

"Oh, you're right, I definitely shouldn't have gotten involved," Jessica said, voice dripping with venom, "You know what, I'll take your advice. Next time I hear a bunch of people screaming for help I'll just cover up my windows and pretend I don't hear it. Cause that's what I could've done but I didn't. Assholes like you are really making me regret going out there."

He spat in her face.

Jess looked like she wanted to throttle the guy, but Gwen was faster. Before any of them could do anything she lashed her hand out and grabbed guy's left wrist in a vice-grip, "Hey, jackass! The one who did all of this is dead! Why the fuck are you blaming one of the people who helped save this city?!" He tried to respond back only to let out a pained whimper when she tightened her grip, "It wasn't Jess' fault, so why don't you just back the fuck off?!"

"M-My arm! Y-You're a freak, too!"

She let go of his wrist and stumbled back, holding his arm against his chest in a whimper. She was tempted to scream something else before her dad grabbed her by the shoulder and dragged her back to the car.

They didn't say anything for the first few minutes, but eventually Jess spoke up, her face still sporting the same glare, "Fuck...I knew this was gonna happen. I knew it." She brought hand through her face and sighed, "...George, I'm leaving town for a few days. Remember that case I told you about?"

"What? Now?"

"Yeah, I think that little episode makes it fucking obvious staying here's not gonna do me any good." She scoffed, "People are scared and they're looking for someone to blame; and right now that's anyone with a power. I'm not gonna stay here just so half the town can lynch me. A few days out of this place'll do me good. You can come with me or not, but I'm going either way."

"This is-"

"Go with her, dad." Gwen interrupted, "I mean I'm going to Washington in a few hours, so it can't hurt, right? Better than staying here alone."

"I guess..." He brought a hand through his hair and frowned, "...This is a mess, isn't it?"

Yeah, no shit...

* * *

Back here again...

Peter looked up at the church and suppressed the urge to frown. Ever since Martin was put six feet under the matter of ownership was something that wasn't really discussed. As far as he knew Martin's decision to make a church in Hell's Kitchen wasn't a really popular one, and now with him being outed as 'Mr. Negative' things got even worse. Church or government there was always bureaucracy and this place was a bomb no one wanted to look at.

He pushed open the door and frowned when he saw the dilapidated state of the interior. The coppers were here after everything went down, but it was a short stay - Page's expose made gathering any proof moot. Still, seeing how run-down the place was brought a painful stab in his chest. Everything Martin did, all those months and years of trying to make sure this place could be a sanctuary for people who needed it, and now people just considered this place cursed.

He sat on one of the few upright pews and pressed his hands against his face, a strained breath coming and going. He didn't know why he came back here. Martin was dead - by his hand, no less - and as far as he was aware the only nun who helped him out skipped out on the funeral. Honestly it was a miracle the building hadn't been condemned and torn down to create another mini-mall.

His head looked up to focus on the worn cross. Peter Parker or Spider-Man; either way he didn't place much stock in faith. He believed - both of them were raised to - but they were men of science first and foremost. And after that night at the docks, well...things became complicated. He was pretty sure the scriptures never mentioned Spider-Gods or miracles that included sticking to walls and learning how to kill better.

Still, at this point he felt the overwhelming desire to pray for salvation. Who knew, maybe God would throw him a bone.

Before he could do anything else he heard footsteps along with the unmistakable sound of a cane tapping along the floor. Peter shut his eyes tightly and took a deep breath. What were the chances that it was just another blind man who took a wrong turn?

"Well, well...long time no see, Mr. Parker."

Apparently none.

Peter craned his head back and caught Murdock's grinning face. He wished he could've said he was shocked, he really did, but that would've been a lie. The only thing that really surprised him was that he was alone; usually he had Firestarter or one of his three lapdogs puckered on his rear end.

"Murdock..." He stood up and turned to face him properly. Teresa's words rang in his mind again. She claimed he was possessed by the devil...he wasn't sure if he believed that, but if she was right that it would've explained a lot of things, "Come to pray for forgiveness? Seems like it'd be too late for you."

"Hmhm, yes, I'd heard you talked with your sister." Peter's eyes narrowed. Of course the blind bastard knew about her, "She's only taken the role of that little secret society's oracle for a year, but I must say she's really gRowan into the job. She and I have that in common, I think."

"She's not my sister..."

"Hmm? Oh, of course not. You're Spider-Man, come from another world to be the hero this city needs and deserves." He set his cane down on a nearby pew and laughed under his breath, "Regardless of what you consider her you both had a talk, didn't you?"

"...She said you were possessed by the devil."

"Did she now?" He dipped two fingers into the old water on the font and made a mocking sign of the cross, "What, did you expect the water to burn me? For the church to act as some holy barrier? If so you've been reading too many comics." He wiped his wet fingers on his crimson suit, "You'd be surprised how often people get things wrong. Mayhaps you shouldn't trust everything your sister tells you."

"What the hell are you, Murdock?"

"Who knows?" He hummed, the smile still ever-present, "I could be the devil or I could just be an extraordinarily skilled lawyer. You could be Spider-Man or you could just be a deluded teenager who's trying to live out his fantasy to be special." He shrugged, "Does it really matter? We're both here now. Devil, human, spider, zombie...in a world like this we're hardly the most bizarre thing. I think Ms. Stacy ranks up there, though, considering her recent circumstances."

"What do you want?" He turned away from him and looked down at the floor with a scowl. He was tired of this song and dance. What was the point of this little grudge match? It was flimsy enough when he thought he was Spider-Man, but now after he'd given up the vigilante deathwish it seemed even more pointless, "Here to make me another offer and a threat to kill my family?"

"No need, Mr. Parker. Considering your state I doubt it would do anything." Murdock took a few more steps till he was right behind him. Before Peter could say anything the older man placed a hand on his upper arm, "I'm just here to offer you my ear, just in case you needed someone to talk to."

"...What?"

"Don't be surprised, Mr. Parker. How long have we known each other now? 6 months, give or take? I must say our back and forths are one of the few highlights of the mundanity my life's become. One could say we've become friends of a sort."

"Friends...?" He almost laughed at that. Friends? All the threats, all the times he'd been so tempted to pull the trigger regardless of the consequences...and the blind bastard thought it made them pals. It would've been one thing if he was joking, but Peter's spider-sense was quiet.

"Why not? I mean clearly you've had your fair share of spats with Ms. Stacy and now look at you: New York's most often talked about power couple. What's a little fighting between friends, hm?"

"... _Go to hell._ "

His arm lashed out only to hit air. Murdock dodged the sudden strike with eerie calm, stepping back without his smile so much as twitching, "This is good, Peter. Let it all out. Denial and anger are part of the grieving process, after all."

"Shut up!" He growled and kicked the pew towards him. Murdock jumped over the makeshift projectile and landed in a slight crouch. A feeling of white-hot frustration ran down his body and Peter charged towards him. Just one hit. One hit and he'd be dead, he was sure of it.

Murdock side-stepped him and grabbed his arm. Peter tried to hit him with his remaining fist only to stop when he felt something sharp pointed at his neck, "Oh, it's worse than I thought." The blade danced across his skin, the metal one flick away from cutting through the flesh, "Mr. Parker, you really do need to calm down. I understand you're angry but raging at me won't solve the problem."

Peter kicked back. The attack missed, but it was enough to make the bastard loosen his grip. Peter twisted around and, ignoring the thin slice the blade made on his neck, punched Murdock right between the eyes.

Murdock stumbled back, his left hand still holding onto the small dagger while his right covered his bloodstained face. Peter's mouth curled up in a satisfied smile when he saw the flecks of blood that went down his nose along with his broken shades.

It didn't last.

Murdock laughed. Peter never got the chance to do anything else before bastard lowered his hand and looked him right in the eyes.

Seeing the slitted red irises brought back a familiar sense of panic. Peter tried to look away, but his head refused to move, "What's wrong, Mr. Parker? Cat got your tongue?" Murdock took a single step forward and Peter stumbled back, "What's wrong? Isn't this what you wanted? Didn't you promise that you would kill me?" He spread his arms wide, "Well, here I am. Come and get me."

He couldn't.

Peter stepped back again and fell on his back. The panic was at its worst now. He heard his heart beating against his chest and felt the cold sweat that ran down his body, "Stop..." He curled in on himself and cried. He couldn't explain it - it was like every one of his worst fears and nightmares coming back all at once, voices screaming into his head and drowning out everything else.

 _"You're not my son! Get out!"_

 _"You took my life!"_

 _"You aren't the Peter I know! I don't even know what you are!"_

"I hoped it wouldn't come to this, I really did." Murdock stepped closer and knelt in front of him, his smile turning more predatory, "The shades are a courtesy, Mr. Parker. They're more for the benefit of everyone else rather than my own."

 _"What's wrong, Six? Isn't this what you wanted?"_

 _"You're the Lizard. You deserved to die."_

 _"You're mine now."_

"Shut up..."

A burst of pain shot up his right arm and an animalistic growl emanated from his throat. Murdock raised an eyebrow and laughed under his breath again, "Well, well. That's unexpected." Peter saw scales on his arm shortly before the feeling of being stabbed with a hot knife came to his right eye, "I would've thought you'd keep better control. You wouldn't want a repeat of what happened 3 years ago, would you?"

He was tempted to. If he could just reach out and rip his throat out it would've all been worth it; at least if he died then Murdock would join him.

Whatever thoughts of mutual homicide he considered were interrupted when his spider-sense suddenly blared. Murdock's eyes widened slightly and he jumped back to avoid the sweeping kick that came from the new arrival, "Leave him alone." Peter looked up and saw Teresa's face, her eyes narrowed into a murderous glare aimed right at the would-be devil.

"...Teresa. What's the famous Madame Web doing here?"

"I thought that'd be obvious." She clenched her hands into tight fists, "I'll stay it again: leave him alone."

"Or what? You'll kill me?" He clicked his tongue, "I know how you oracle types operate. Unless you're sure of something you never do anything; you wouldn't even know what to order from Burger Queen if your visions didn't tell you. Did your dreams finally tell you this is the day you succeed?"

"Maybe it did. Do you really want to test me?"

"Hmm, I suppose not." His words were light and casual. If he was in any way threatened by Teresa's warning then he hid it really well, "Well, Mr. Parker, my offer is still open. If you wish to talk then call my public line and I'll make an appointment."

He fished out an extra pair of shades from his breast pocket and covered his eyes again. Almost immediately Peter felt the sense of dread leaving him, though Murdock was long past him and whistling a jaunty tune by the time the first pangs of feeling came back to his legs.

Teresa waited till Murdock was well and gone before she grabbed his arm and slung it around her shoulder, "Come on, little bro, up you go."

She dragged him to the closet pew and sat him down. Peter opened his mouth, but he only managed out a soft, "Thank you."

"Don't mention it." She grabbed his right arm and traced her gloves hands through the sleeves, "...You need to calm down, Peter. The serum is activated by feelings like aggression and rage."

"I...thought I was supposed to be...immune."

"The Pariah can be a fickle patron. My guess is your attempt at retirement stirred something, though I could be wrong." She pressed her lips into a thin line and traced through his hand again, "This wouldn't have happened if you took our advice and let Stick train you."

"Shut up..."

"Ah, there's the brother I know." She let go of his hand and gave him a slight smile, "You can rage at me however long you want, but he's right. Matt's not going to let go of you now that you've piqued his interest. You heard him; he's practically in love."

"...What was that? That thing he did?" One look at his eyes and Peter was a gibbering mess. How the hell was he supposed to fight something like that?

"There isn't really a name for it; we just call it his trump card." She sat next to him and sighed, "It doesn't matter how strong or how many things you've seen, it turns the most hardened warriors into crying infants."

"Why weren't you affected?"

"Blind, remember? Can't be scared of what you can't see." He was pretty sure you could, but he didn't care enough to argue, "Me and Stick can last longer than most. but you've seen what he can do. Whether you believe he's really possessed by a demon or not the results speak for themselves."

"Maybe..." In this place the line between normal and abnormal was razor thin, "...Why did you come here?"

"I would've thought the daring rescue would make that obvious," she said, "I heard from the grapevine that Murdock was coming out to meet you and I decided to check in. I didn't expect it to devolve into a fight, though when it comes to you there are a lot of things I can't really expect."

"Sorry to disappoint you..."

"Disappoint? Quite the opposite. It's refreshing not knowing what someone's going to say before they say it." There was a surprising amount of sincerity in her words that he didn't expect, "You have no idea how much of a relief it is."

"Seeing the future is scary, is it?" He knew dozens of people who would've been ecstatic to find out what exactly the next day held for them.

"Sounds like it'd be the opposite, right? People are scared because they don't know what's going to happen next, but I'd take that ignorance over knowing too much."

"Why?"

"Why? How about living with the fact that everything you do is pre-destined? Whether you live or die, win or lose, prosper or suffer...you can't change it. Imagine knowing something terrible is going to happen and being able to do nothing but watch it unfold and hope that the future you get isn't the one you don't want? It can make someone rather cynical, Petey."

"Don't call me that..." He took a deep breath and looked away from her, "...Do you know who I am?"

"You met your counterpart, didn't you?" He didn't have to nod. It wasn't a real question, "...For what it's worth, I'm sorry. I'd hoped you wouldn't find out this way."

"I don't need your sympathy, 'sis', I need answers. I have two lives in my head and right now I'm not sure which of them even belong to me. I remember growing up in the streets and picking fights with Davis Thompson and his gang, but now...now all those times I got stuffed in a locker cause of King or the times Gwen had to protect me from the bullies. Which of them is mine?"

"I wish I could tell you, Peter." She squeezed his hand briefly, "I know it seems like I have all the answers, but I don't. Just visions of futures I don't even want to see."

"Visions..." He let out a frustrated breath and clicked his tongue, "All that happened with that monster...did you know it was going to happen?"

"Klyntar will give up everything for her and then she'll have to make a choice," she recited softly, "Before you ask, I couldn't stop it. Time and the Web are very stubborn things, they don't like deviations. Those who try end up making things worse."

"So you give up and say there's nothing you can do?"

"I risked enough rescuing you, Peter." She sighed, "I tried. When I first got those visions I thought it was a calling, that I could change things for the better and that I could avoid the tragedies. Couldn't be further from the truth - every time I tried I ended up either causing what would come to pass or I averted one disaster to create another. Painful as it is, what I do is the lesser evil."

"How are you sure? Maybe-"

"Because in one world where I tried to intervene against that monster both you and Gwen died." She closed her eyes and took a deep breath, "I get glimpses sometimes, of futures that could and would come to pass. You know there's more than one world, that just one change could cause things to spiral out of control. Decisions come and go; all we can choose is whether we follow what we're supposed to do or we try and deviate only to make things worse."

"Like puppets on a string...this can't be it."

"For me it's my everyday. Why do you think I find being blind to you such a relief?" Her smile was small and bittersweet, "I see worlds where things come to pass, Peter. I see worlds where Gwen snapped from all the accusations and became the murderer she was accused of being, worlds where in one of your lives you distanced yourself from Mary Jane only to lose her in an accident you couldn't have prevented. It's...difficult to keep perspective when you see worlds where anything and everything went wrong. Imagine saving someone's life only to see a world where they died and everything moved on."

"...Is there a world where things don't turn to shit?"

"Sometimes. I only saw them briefly, but they were there: a world where Gwen gained the power cosmic and she helped create a utopia and found love with someone named Miles; a world where you never died and you supported Gwen when she revealed herself to you; a world where you never got bitten and you lived a long and happy life with two children who loved you until you were old and grey. They're rarer, but it still gives hope."

"Sounds like a fantasy." He clenched his right hand. Living to an old age, finding love...nowadays he doubted he'd live past 20, "...Spider-Man should have just shot Octavius in the head when he had the chance. Then none of this would have happened."

"Maybe. Like I said, I can't read the Pariah's intentions," she said, "All I know is we're both here now, and both Gwen and someone else is going to need your help in the coming days."

"I gave it up, 'sis'. What's the point of it all if I don't even know who I'm supposed to be?" He still wondered what convinced Cindy to try her hand at it. Was it really as simple to say that it was the 'right thing to do'?

"I can't decide for you, Peter. You're gonna have to make that choice when the time comes."

He was about to answer till his phone suddenly buzzed. Brows furrowing, he picked up the mobile device and frowned when he saw Bullseye's text message, "Defenders form up?" He sighed. Probably his idea of a joke, but Peter wasn't laughing.

Still, it beat talking to his 'sister' about futures and utopias, so he'd take it.

* * *

This was new.

When she first got her powers she'd gotten used to a few television appearances, but they were talkshows at best. It was just fun for her, a way to let off some steam and every teenager's desire to go on TV and get talked about.

Standing on a stage behind a curtain a few feet away from the president? Yeah, that was new.

The trip to Washington was quick; so much so that she barely had time to chat with Kate and the rest of the ragtag group. All they were told was that they were supposed to be at x place by y time and that Cap went ahead of them to prep...whatever it was they were going to go do. None of them had any clue, but considered said group included, She-Hulk, Janet and Cindy in addition to her and Kate she thought it must have been serious.

Next to her Cindy shuffled nervously, balancing from one foot to another and muttering something to herself, "...Hey, Spinerette, you alright?" Superhero names only. All of them were told to come in full costume, which Janet was more than a little suspicious of...she'd been suspicious of a lot of things ever since she found out S.H.I.E.L.D went behind her back and used her research to make that...that thing.

"Yeah, no, I'm totally cool, it's just..." She clenched and unclenched her hands rapidly and exhaled, "I'm kinda running blind here, you know? All I was told was 'Go to Washington and make sure to keep your posture straight'. For all I know those curtains open and a bunch of people start throwing tomatoes at us."

"Why would they do that?"

"Cause people are scared," Kate answered. The purple-clad archer lacked her trademark smile, making do instead with a pursed lip and crossed arms, "One badguy does something horrible and suddenly everyone with a power is suspect. I mean maybe you and Cap and She-Hulk aren't, but trust me, some people are sharpening their pitchforks already."

"Yeah, I've seen this before." Cindy said, "Back in my world there was this group called the were, uh, mutants. People born with powers. Anyway, people were really scared of em. There were rallies, protests...it was 'us vs them' as far as they thought."

"That's not gonna happen here..." She wished her words were more sincere, but the scene in the cemetery was still fresh in her mind. Yeah, only one guy got to accusing Jess, but the rest of them in the crowd...none of them said anything. Either they agreed with him or they just didn't care to stand up for a woman who was caught on camera saving people from those thralls.

Before anyone could say anything else the curtains parted open and Gwen was met with a sea of cameras. She had to resist the urge to raise her arms and block her eyes from the constant torrent of flashes and questions that came at them. A few feet in front of them Captain America stood at a podium with (not even kidding) President Howard T. Duck standing next to her.

"And it is with great pride that I officially announce the Avengers Initiative. We can't promise to be there for everyone, but for anyone who needs our help you can be certain that we will try our best to ensure that incidents like the tragedy of Cletus Kasady's massacre will never come to pass again."

More camera flashes and questions came at them, but right now all Gwen could think about was what in the hell was happening here...and judging by the looks of surprise some of the others had she got the feeling she wasn't alone there.

* * *

 **This chapter dragged, but what can you do? I know, I know, the angst the two leads have is getting grating. I promise I'll fix this and focus more on the different group dynamics (and the new Carnage host), so don't worry.**

 **Speaking of group dynamics, it's official: the Avengers are now a team in this fic :D And if Bullseye's texts are any indication then he's not against taking the Defenders moniker everyone gave them for their last stand. Next chapter will concern the different groups and show off how each of them interact...and judging by the fact that apparently Cap didn't tell them she was announcing and the Defenders have a history of hating each other it's probably not gonna be good.**

 **Lets list them down:**

 **Defenders:**

 **\- Spider-Man Noir/Peter Parker. 18 years old. _Very_ reluctant leader of the group, mostly by virtue of being the only one everyone else trusts/tolerates. Current personal antagonist is Jack-o-Lantern, though Matt Murdock comes a close second.  
** **\- Punisher/Frank Castle. 45 years old. Reluctantly part of the group, though really just wants to be left alone. Current personal antagonist is the psychotic mercenary Barracuda.  
** **\- Black Cat/Felicia Hardy. 22 years old. Self-interested thief who only cares about killing Matt Murdock. Has a one-sided antagonism with Matt.  
\- Moon Knight/Marc Spector. 35 years old. Most open to the idea of joining together for a common cause. Current personal antagonist is Raoul Bushman.  
\- Bullseye/Lester. 33 years old. Resident psychotic of the group, though arguably the friendliest. Upcoming personal antagonist is Elektra Natchios.  
\- Bombshell/Lana Baumgartner. 15 years old. Youngest and considered the 'baby' of the group. Upcoming personal antagonist is Rachel 'Diamonback' Leighton.**

 **Avengers:**

 **\- Spider-Woman/Gwen Stacy. 19 years old. 2nd most powerful member of the group next to She-Hulk and general emotional core of the group. Current personal antagonist is Hobgoblin.  
\- Captain America/Samantha Wilson. Over 100 years old. Current leader of the group and reluctant liaison between the Avengers and SHIELD. Arch-Enemies with Red Skull.  
\- She-Hulk/Jennifer Walters. 31 Years old. Strongest member of the group bar-none and also the most active on the celebrity scene. No current personal antagonist.  
\- Wasp/Janet van Dyne. 37 years old. Team genius and resident tech and bio expert. No current personal antagonist.  
\- Hawkeye/Kate Bishop. 21 years old. 'Team Normal' and off-duty private investigator. Current personal antagonist is Madame Masque.  
\- Silk/Cindy Moon. 28 years old. SHIELD agent/Superhero who has to juggle both parts of the job. Upcoming personal antagonist is Agent 77/Jessie Drew.**

 **Yeah...let's just hope this team doesn't collapse in on itself, especially the former given that, as Noir calls them in this chapter, they're a bunch of 'Psychopaths, thieves and killers'. Avengers members are also rightly suspicious of SHIELD not paying for creating Carnage and passing it off as a terrorist attack gone wrong.**

 **boringb0i - Lana's personalized villains isn't her dad. As for talking it out with Spider-Man, he makes it clear he doesn't really care about Noir.**

 **Nameless - I'd still appreciate it if you gave thoughts on the chapters and/or answered questions :)**

 **KasugaRomio - Uh...Spider-Man and Shadowcat were never intended to be together. Ever :/ As for character progression, I guess we'll see.**

 **Cyclopz - Lana's feelings are a mixed bag, and given that Gwen and Peter are now the tagged pairing...yeah. Besides, I thought you changed your mind/forgot about these two as a romance?**

 **Esquire-Man - Depends. Spider-Man doesn't really care about Noir, but SHIELD might tell him where Octavius is regardless given that he still does their dirty work.**

 **Krolikson - Really? Lana's first words during her segment are pretty bad.**

 **henchman213 - Yeah...I doubt you can just 'slap out' something this severe; Norah couldn't even say anything.**

 **Yohart Meltz - Not really a fan of Baccano. Anyway, more angst in this chapter.**

 **Nerdman3000 - Hey, nice to get questions :) I'll answer them in order:  
1\. Given Teresa's mentions of alternate earths, this is likely not Earth-65 anymore. Just call it what you want.  
2\. Yeah, I'm not using Spider-Verse. Cindy name-drops the Inheritors, but they never show up. So it's either these earths never got involved or Spider-Verse was never a thing and Ezekiel was paranoid for nothing. You decide.  
3\. I wouldn't know where to put other Spiders in story-wise; I already pushed my luck including Cindy and reviving the original Spider-Man Noir.  
4\. Why would he need those? He already has other things Gwen doesn't have such as gun-kata, knifeplay and a bike for fast transport along with the Pariah power-ups. His lack of those powers are meant to differentiate him  
5\. Most likely, yes. To be frank it served its narrative purpose and it no longer had character development since it started off as kind. I'm more interested in the interplay between the Carnage symbiote and its new host.**


	86. Avengers Initiative

**Long AN at the bottom half, just to warn you guys. Anyway, I've been playing the new games and the Fractured but Whole sticks to mind given its genre. I thought Noir had it bad, but finding out your dad fucked your mom? That's some traumatizing Superhero origins shit, finding out the person you love fucked another person you love. Noir got off easy.**

 **Oh, and I checked the solicits for January. Apparently Spider-Gwen's joining the Champions? Probably temporary like Gwenpool. but eh. Sadly the solicits indicate that Lana might go back to being evil, which is a damn shame. Hopefully it's just Bendis lying on the cover again, but I'm not holding my breath.**

 **Speaking of heroes, lets finish up the list from the last chapter here before we start:**

 **Independents:  
**

 **\- Jessica Jones. 32 years old. P.I who really doesn't want to be a Superhero but is dragged kicking and screaming into it. No current personal antagonist due to Kilgrave's death.  
\- Frog-Man/Eugene Patilio. 17 years old. The hero this city needs and deserves. Has an enduring rivalry with White Rabbit that shall withstand the test of time.  
\- Howard T. Duck. 42 in cartoon duck years. P.I and reluctant adventurer who really just wants to go home. Current personal antagonist is Dr. Bong...much to his annoyance.  
\- Original Spider-Man Noir/Peter Parker. 23 years old. Dimensionally displaced Spider who doesn't get bogged down by side-quests unlike certain someones. Current personal antagonist is Otto Gunther Octavius.  
\- Shadowcat/Katherine Pryde. 17 years old. Living Weapon and mercenary on SHIELD's payroll. Current personal antagonist is Kimura, her former Weapon X handler.  
\- Green Goblin/Harry Osborn. 20 years old. Former fugitive turned vigilante who wants to make up for what he's done. No current personal antagonist.  
\- Madame Web/Teresa Parker. 26 years old. Former SHIELD agent turned oracle who currently fights against the Hand. No current personal antagonist.**

* * *

Somebody pinch her, she was sure she was dreaming.

When Captain America came back 8 years ago everyone's heads turned. Ever since World War II people knew who she was: the face of america, the woman who sacrificed herself to stop a doomsday plot, the soldier who punched Hitler in the face...okay, she didn't literally do the last one, but she might as well have considering she was a walking middle finger to everything the Nazis stood for.

Gwen still remembered how excited she was when she heard about her appearing in a parade. Little Gwen Stacy, 12 years old with stars in her eyes and an admiration that came from a dad who was an avid fan. She'd begged and pleaded her dad to take her and eventually he caved, though she was pretty sure he was looking for an excuse to take a day off and go. Her dad was an even bigger admirer than she was back then.

Back then it was so simple. She'd piggybacked on her dad's back and cheered along with the Parkers when the parade float came by and Captain America waved at the crowd. She remembered raising the plastic shield she and Peter won so high up that her arms ached and cheering till her throat grew hoarse. Cap was heads and shoulders above all of them there, but she didn't care. Back then she was just so excited to even catch a glimpse of her.

Even when she got her powers she never thought that would change. Cap was S.H.I.E.L.D's top agent and she was just a teenager who got lucky enough to be bit with some kind of super spider. Of course when Gwen saw her face-to-face it was when Cap tried to arrest her on suspicion of being involved with the Lizard serum, which was really not how she thought that first meeting would go. Personally Gwen saw more of her asking Cap for autographs and gushing, but beggars couldn't be choosers.

The idea of standing on stage while Cap announced some kind of Revengeance movement was just...insane, but that was where she was.

Gwen stood, frozen, as the reporters and journalists continued to snap an innumerable amount of pictures of the gathered group, the flashes nearly blinding her with their intensity. She raised her hand hand to cover her eyes and thanked small mercies that her face was covered with a mask; something told her seeing Gwen Stacy's open mouthed fish gape wasn't what the reporters had in mind when they thought about a Superhero announcement.

The others around her didn't fare much better. Cindy was obviously stunned as well, her posture rigid and her brows raised; Kate seemed mostly confused by the spectacle, though she managed to keep her cool; while She-Hulk and Jan...well, they were smiling easily enough, but somehow the shaking fists and narrowed eyes didn't give her much of a good impression of how happy they supposedly were.

"I understand you may have questions and worries," Cap said, her voice level and calm even through the flashes and cacophony of voices, "But I'm here to assure you that all of us here only have the best of intentions."

"Why are you called the Avengers?" one of the reporters asked, his fingers already tapping his Upad to take notes.

"Because it sends a message. Make no mistake: we are not a government hit squad nor are we thugs for hire. The incident that brought us all together was the carnage of what happened in New York city, and try as we might we weren't able to save everyone." Her grip on the podium tightened, "We can't promise that we'll be able to save everyone - no one can - but if fail then we'll make sure to avenge anyone who might be lost. People like Cletus Kasady who harm the innocent learned this the hard way."

"Cletus Kasady? Are you referring to the monster who attacked the city?"

"Yes." She nodded, "We don't know how he received his abilities, but in the end it matters little; the tragedy of his actions remain. Even before his transformation Kasady had a history of psychosis and he was already a convicted serial killer with at least 13 known victims. Whatever fears you might have now, I ask that you please set them aside: it wasn't his powers that caused his monstrosity, rather who he was even before that."

Liar, she knew exactly where he got his powers from. Gwen's hands shook and balled into tight fists. Half of her was tempted to shove Cap aside and reveal everything, to tell them all exactly who was responsible for a manic symbiote getting loose, but she remained rooted to the spot. She didn't know if it was blind hero worship, fear or something else that kept her from opening her mouth, but in the end there she stayed.

The questions came and went after that. Why did they only decide to form now and not before? Who exactly were they working under? Who was the leader of this new initiative? More questions, more flashes, more voices that screamed to drown the others out. Gwen wanted to leave and swing away, to swing back home, curl back in her covers and pretend she was normal for just one more day.

Especially when they asked their next question.

"Who exactly killed this Cletus Kasady?"

Gwen would've given anything to forget this day ever happened. She should've been excited - here she was standing on-stage with Captain America, other Superheroes the freaking president being interviewed for being the first known Superhero team. Anyone else would've been through the moon, but right now all she could think of was the bitter taste in her mouth. S.H.I.E.L.D created that symbiote out of Jan's research and right now they were trying to save face by parading them around as the Avengers.

Right now excitement was the last thing on her mind.

Cap turned back to look at her and Gwen shook her head. She didn't want to be known as a killer, to be reminded that for all her preaching and moralizing she couldn't follow through with what she believed.

"Spider-Woman did."

...God damn it.

Everything screeched to a grinding fucking halt. Gwen stood still as a statue as everyone's attentions turned to her and Cap gestured for her to come to the podium. A minute of silence passed from her before Kate eventually nudged her gently and she moved. Every step felt like she was weighed down by concrete and by the time she made it to the podium it took everything she had not to fall on her face from the weight of their stares.

Is that true, their expressions said. They wanted to hear her admit it herself.

"Y-Yeah, I killed him..."

Admitting it with her own mouth was simultaneously relieving and damning. The questions returned, each of the reporters yelling and shouting over the other to try and peck at her mind. Gwen wanted to scream at them to shut up, to tell them to leave her alone and to curse Cap for putting her in this position. Instead she tightened her grip on the podium and stood tall.

"I didn't kill him because I wanted to." She spoke over them, her voice easily carrying through the crowd. Gwen took a deep breath and continued, "I did everything in my power to try and take him in alive, but he wouldn't..."

 _"I ain't makin' you do anythin', darlin'! This is all you! Admit it, you wanna be just like me! Killin' whoever you think deserves it and hell, they can't even stop ya! Your a freak like me; ya want to kill and no one can say otherwise!"_

No, he was wrong. She wasn't like him and she damn well didn't want to be. She did everything she could have short of killing herself. She wasn't a monster.

"Kasady left me no choice. Multiple times I tried to take him alive, but he fought till the end and refused to give up his killings. I regret that it came to that and if I could I would do it over and try to make sure he went to prison to pay for his crimes, but I can't. I can't promise no one will ever die while I'm there, but I can do my best to make sure that it doesn't come to that if it's the last thing I do."

"What about Spider-Man? You were spotted leaving the facility together, what was his role in this?"

"Spider-Man..." She pursed her lips and looked down at the wood. Half of the city still hated and feared him. He said he didn't care, but it reminded her far too much of those early days after prom, "...He saved me. If he hadn't been there we...I wouldn't have been able to stop Kasady and save everyone."

They asked more questions, but they might as well have been screaming gibberish at her. Before she could think better of it she trudged back to the others and Cap immediately took her place and regained all their attention. She didn't want to talk anymore.

The interview lasted for another half hour and by the time she was shaking hands with president Howard T. Duck (who apparently had no clue he had a duck counterpart wandering around) all the shock and small traces of excitement faded away for a rising sense of fatigue. She was sure that by this time tomorrow there'd be a dozen reaction vids and hundreds of blog posts, but she just wanted this gone.

The trip back to their hotel was spent in uncomfortable silence and passed by in a blur. Gwen could tell that Jan and She-Hulk wanted to have words with Cap, but the fact that they were outside in a car was enough to make them hold off. She couldn't even muster it in her to be excited that she was in a limousine; after swinging through the air a long car didn't have the same appeal as it used to.

She barely took two steps out of the limo before she was bombarded by another crowd of reporters and cheering fans milling around the hotel entrance. Gwen put it out of her mind; she was pretty sure most of them were there for Cap and She-Hulk rather than her and everyone else.

The elevator ride was surprisingly quick and it took only seconds before they were spat out into the large penthouse. Gwen didn't have time to even act surprised at the fancy digs before Jan spoke up.

"What the hell was that?" Jan said, throwing a chilling glare towards Cap that the older woman took without a single flinch, "You invite us here with barely any warning and when we arrive you sign us all up for some kind of 'initative' without our knowledge or permission?"

"Jan, calm down-"

"Don't call me that, Wilson. Friends don't pull shit like this!" she hissed. Gwen wasn't ashamed to admit it scared her somewhat; the only other time she'd seen her so angry was during 'the incident' a week ago, and they had more things to worry about then, "First S.H.I.E.L.D uses my research to create that symbiote, then they lie and pin it on someone else and now you bring us here and enlist us in your so-called team without even asking beforehand! You better have a damn good explanation for this!"

"I do, and I ask that you listen." Cap's gaze shifted from her to all of them, "First of all, I'm sorry for doing this without telling you all. I knew that some of you would have doubts on doing this or reject it outright." She gave Jan and She-Hulk a lingering glance, "And I don't blame you; Peggy would've kept her involvement in this hidden if she had her way and I've talked with her about this."

"You say that, but you aren't exactly up there in the honesty department with this little stunt and lying to the press about where that monster came from," She-Hulk said, her arms crossed, "You know I don't have any interest in being a government stooge, especially after what they did to Bruce for saving my life."

"That was General Ross. S.H.I.E.L.D's never searched for Dr. Banner or hunted him down," Cap replied coolly, "And you know why I didn't say where Kasady's symbiote came from: the fallout of revealing its involvement would be catastrophic. I don't agree with everything they do, but we can't afford them to be disbanded or collared considering the threats we face every day."

"I still don't get it," Cindy said, "What's the point of all this? I mean we're both already agents and Spider-Woman's a sanctioned hero, right? If you wanted to ask Ms. Van Dyne, Hawkeye or She-Hulk for help couldn't you just ask them? Why make this Revengers team?"

"Because we needed a grand gesture." Cap looked down and sighed, "People are scared. Kasady's massacre left hundreds dead and even more wounded and traumatized. We did our best- and not just us: S.H.I.E.L.D, Spider-Man's group and other individuals gave everything they had and yet the best we could do was to mitigate the damage."

"I still don't see what you're angling at." Jan scoffed.

"The point is at our best we couldn't stop a madman with powers from laying waste to the city and now people are scared. The point is people are scared that anyone with a power will go insane and start a massacre, scared that the next day another madman will kill dozens of people before anyone can put him down. The point is that people are looking for someone to hate and this was the easiest way to assauge their fears."

"What, you're saying they're scared that anyone with a power will do the same thing that monster did?" She-Hulk asked.

"Yes." Cap replied bluntly, "You're not an idiot, Jennifer. No matter how popular you or Spider-Woman are, fear and doubt are going to push through the surface. No amount of wrestling matches or charity shows can dispel that."

"That's...we saved those people! If it wasn't for us things would've gotten worse!" She-Hulk fired back.

"I'm not saying it's rational, but fear never is." Cap pursed her lips, "Remember a few years ago when Red Skull first announced himself? He had a machine that leveled entire buildings and we weren't able to stop him before he managed to cause severe damage. And even though it wasn't their fault Germans got the worst of the backlash. Because Red Skull was a German suddenly it was 'Them vs Us'; damn innocence or guilt."

"...She's right." Gwen mumbled, "When I went with a friend of mine to the cemetery someone recognized her from the news. He called her a freak and blamed her for what happened." And everyone else just watched. They didn't join him in his screaming, but not a single one of them spoke up even though they knew Jess was one of the people who risked her life to save everyone from that murderer.

"This sounds familiar..." Cindy muttered, "So the point of this is just to make sure that people aren't scared?"

"Not the only point, but yes." Cap took a deep breath and looked at each of them in turn, "I'm not going to lie: things would've been impossible without each of your help. I know S.H.I.E.L.D likes to think they can handle any threat, but the fact of the matter is that it wasn't our agents that ensured that madman couldn't hurt anyone else."

"I knew it..." Jan pinched the bridge of her nose and sighed, "You want us to form this group to be an extension of S.H.I.E.L.D."

"No, far from it. Jan, I know you don't have any reason to trust me, but I'm telling you that this isn't that. This group - the Avengers - isn't under S.H.I.E.L.D's authority. I still trust in them, but I know many of you don't. I won't claim S.H.I.E.L.D doesn't have a stake in this, but we're not under their control and they can't give us orders that we have no choice but to follow."

"This puzzle's still missing a few pieces," Kate said, finally speaking up, "I mean, what's the deal here? You say we're not working for S.H.I.E.L.D but last I checked you, Spinerrete and Spider-Woman are. I mean I quit working for them and Janet and She-Hulk aren't agents, so what's lowdown? Do we gotta reveal our identities? Get ourselves registered somewhere? Cause something tells me not all of us are gonna be cool about that."

"You don't have to reveal your identities. No one does. She-Hulk and Jan are already well-known and so am I, but you, Spinerrete and Spider-Woman can keep your secrets. Let's just say that there's a loophole we managed to exploit."

"So now we're like James Bond? The most public secret agents ever?" Cindy asked, "What do we have do here? I mean are they gonna send us to the middle east or some shit?" Gwen resisted the urge to ask why they'd been be sent there of all places. Last she checked Germany was the hotspot after Red Skull's stunt, "Just lay it all down for us, Ma'am, cause I'm kinda wondering where this falls under me still being an agent."

"I'm not asking you to give up your lives or your freedom for this," She clicked her tongue, "Look, the incident a week prior would've been far worse if we didn't work together. We banded together to help save the city before and if something like that happens again then people need someone to turn to. That's us. I know if something like Kasady's massacre happens again we'll all try to stop it; this just makes it official and helps combat the negative viewpoints that have developed."

"So we're basically first responders." Kate said, getting a nod from Cap in return, "...I can deal with that, I guess, but tell me something: why am _I_ here? I mean Spinerette, Spider-Woman and She-Hulk have superpowers, you have the super soldier serum and Janet has the Wasp gear. I'm flattered and all, but me and my bow and jujitsu is kinda feeling a little lacking here."

"I'll admit, you being here isn't simply because of your skills." Cap sighed, "Like I said before people are scared of anyone with a power, and while the open declaration of the Avengers should help assuage many of those fears there'll still be doubts if the group is made up purely of metahumans or those with exclusive equipment and skillsets-"

"You want her here as a buffer. To show that even those without powers or specialized equipment can step up and be an Avenger," Jan interrupted, "...This groups seems more and more underhanded the more I here about it."

"Wait, so I'm like the token black guy of the group? ...Er, no offense."

"None taken, Hawkeye." Cap said, her lips curled up in a slight smile, "Despite what Janet assumes I didn't invite you here purely for that reason; I did say your skills were part of why I did. Regardless of your belief you held your own during the incident, especially considering your injured state. Besides which way your vigilante actions has gotten S.H.I.E.L.D's attention and this seemed a better alternative than being brought in for questioning."

"Thanks...I guess."

"We still need to talk about this," She-Hulk cut in, "You sprung this on us without any warning. I need to know I'm not signing myself up to get dissected the second we make it back to New York.

"Of course, and I assume Janet wishes to speak as well." Cap turned to her, Kate and Cindy, "You three get some rest. Take any of the rooms on the second floor and don't worry about privacy; this place is as fortified as can be. We'll be back in New York by tomorrow, so enjoy the amenities here while you can."

They want their separate ways after that with Gwen taking the room at the edge of the right hallway. She opened the door and blinked at the wide room that greeted her. One night here probably cost more than a year's worth of rent, "Damn..." She opened the min-fridge and blinked again when she saw the interior practically filled to the brim with fruits, snacks, wine and enough food to cost all of her S.H.I.E.L.D salary.

Well, Cap definitely knew how to spoil them.

She grabbed a stack of chocolate bars and made her way to the Queen sized bed. Gwen peeled the mask back and dug into the chocolate, her eyes staring up at the ceiling blankly. She was part of a Superhero team...she should've been cheering and phoning up all her friends right now, right? This should've been one of those 'I'm gonna tell my grandkids' moments, but right now all she could focus on was that everyone knew that she killed Kasady and that this entire group was halfway a PR stunt to stop people who were paranoid from blaming the people who saved them.

The silence of the room was almost stifling. Right now Webster would have chimed in with some comment - probably something about the chocolate not being pure enough - but right now all she had was the all-encompassing quiet. She finished off the last of the chocolate and she took a deep breath. It still stung to think about, but it was getting easier...though a certain someone's disappearing act hadn't done her any favors.

Her hand grabbed for her phone and she raised it to her face. Dad and Jess were on that missing person's case and calling her friends just to brag was the furthest thing from her behind. She thumbed through her contacts and stopped when she saw Peter's name on the list. She hadn't heard from him at all ever since they went their separate ways 4 days ago. They weren't fighting anymore - or at least she was sure they didn't - but something kept her from just tapping his name and starting a call.

Her musings were cut off by a sudden knock at the door, "...Who is it?"

"It's the ghost of Christmas Past and Present," Kate's voice said through the thick wooden door, "We wanna come in and teach you the true meaning of Christmas, Egwenezer Scrooge.

Gwen rolled her eyes. For a self-proclaimed master of sass Kate's material needed some work, "I'm already giving 90% to the orphans, what more do you want from me?" She opened the door and smiled when she saw Kate and Cindy at the other end of the door with a load of snacks in their arms, the former lacking her trademark shades while the latter had her scarf pulled down to her neck.

"Ladies, what's going on?"

"Can we bunk here for a bit? I kinda wanna block out the rest of this team's fighting." At her nod Kate strutted in with a grin and kicked the door shut as soon as Cindy was inside, "Thanks. Misery loves company and all that."

"Guess so." Cindy opened one of the nacho bags and offered it to her, which she took with a quick 'thank you', "So, mommy, mommy and mommy are fighting?"

"Yeah, guess they _really_ didn't like Mama Cap making plans for the wedding without making sure they'd take the rings first." Kate kicked off her boots and jumped on the bed, bouncing on the mattress with a light thump before she grabbed one of the cupcakes, "I'm confused, though; does Cindy count as one of the moms or kids? I mean she's just, like, 3 years younger than She-Hulk."

"Wait, really?" Gwen gave the other Spider incredulous glance, "You're 28?"

"Why does everyone act so surprised when they find out?" Cindy rolled her eyes and opened a can of soda, "I mean fuck's sake it's either they think I'm in high school or they ask me if I'm your clone. Apparently two people can't have the same powers."

"Well, it's just that you don't really look like you're pushing 30." And she definitely didn't act much like she was, though Gwen didn't say that out loud, "You've got that youthful spirit thing going, I guess."

"I'll take that as a compliment," Cindy rolled her eyes, "'Sides, I think you're the last person who should be asking about age. Last I checked everyone assumes you're 27 and most people think Pete's 50...speaking of which, you speak to him yet? You really talked him up at the conference and at this point I think people are gonna expect him to join the Revengers considering your 'he saved my life' spiel."

"Pfft, I doubt it. That guy seems like he has authority issues." Kate snorted, which was rich coming from someone who quit S.H.I.E.L.D just a year ago, "Besides, last I checked wasn't he working together with those other guys and gals? Those Defenders? Something tells me that Punisher guy isn't press conference and paparazzi material."

"Neither are we. I mean we're heroes, not celebrities..."

"No reason we can't be both, Gwendolyne." Kate lied back on the bed and grinned up at her, "I mean it has to be said that New York's in love with you...to an almost creepy extent if you look at some of the forums, but hey that's the price of love." She shrugged, "I think it's too late to give out that lesson about fame and the pride before a fall, especially considering you have hoodies named after you."

"I didn't exactly choose that..." Gwen sighed and brought a hand through her hair, "...I know it's late to ask, but is Cap sure we're safe here?"

"I gave the place a once-over when I came in - one-way bulletproof glass, Starktech jammers for anyone not verified, elevator has a fingerprint scanner and, you know, we've got you and Spinerette and She-Hulk here. Short of a tactical nuke I think we're about safe as can be here," Kate said.

"I guess..." Gwen sat on the other end of the bed and grabbed for another chocolate bar, "So...what do you guys think about this? The whole Avengers thing, I mean."

"It's kind of overwhelming, but I guess it's alright," Cindy said, "I'm already working as a S.H.I.E.L.D agent and like the Captain said it's more of an official thing so when something big happens she can group as all together quicker." She raised one knee and hugged it closer to herself, "Honestly as long as she's not asking me to go underground and stay put I'm golden."

"And I'm the token normal person. I'm the precious minority who dies first," Kate said, her voice light and joking, "I'm still kinda sour that S.H.I.E.L.D's passing this off like a terrorist attack. That's some Illuminati level stuff, but what can we do? It's our word against Captain America's, and even the great Spider-Woman would lose out in that fight. I'm just hoping we can do good in this group."

"Yeah..." Gwen wasn't going to lie: Cap lying about S.H.I.E.L.D but deciding honesty was the best policy when it came to admitting who killed that murderer stung, but she couldn't say the other choice appealed to her all that much. Pin all of it on Peter and just pretend she was squeaky clean? She doubted it would bother him - hell, knowing him he would've wanted it that way - but she wasn't going to throw him under the bus again just so she could get more fans asking for selfies.

"Well, on a lighter note." Kate raised her Uphone and shook it lazily, "I've been checking online and everyone's blowing up over the announcement. You've got talk show hosts asking for interviews, newspapers trying to get exclusive scoops, posters on Tweeter making theories; it's like when Justin Bieber cut his hair. Hell, one post here says we're a 'feminist conspiracy trying to take down the patriarchy' cause we don't have any male members."

"This dimension's weird." Cindy shook her head, "I just hope this doesn't blow up in our face."

"You and me both." Gwen looked up at the ceiling briefly before she spoke up again, "...Hey, were there Superhero teams back where you came from?"

"Oh yeah, a lot of em," Cindy replied, "I mean you've got the Fantastic 4, three guys and one gal who got powers from some cosmic cloud. There's the X-Men, who're made up of a bunch of good mutants - people born with their powers instead of falling into toxic waste - who fight evil mutants. There was an Avengers team too, and they were led by a white dude Captain America and they had Hulk and Thor and Tony Stark/Iron Man on the team."

"Wow...and you say _our_ dimension's weird." A male Cap and Hulk, a Norse God and the guy who ran PMC's and coffee shops for a superhero team? It sounded like a real trip, at least, "You didn't think about joining up with em?"

"Ah...no. Ezekiel said I should keep my powers on the down-low to avoid getting attention; shows what he knows, I guess. Besides, they already had a Spider-Man on the team. Didn't think they needed another."

"A...Spider-Man?" Gwen licked her lips and took a deep breath to calm her nerves. It shouldn't have surprised her - alternate universes were a thing and she knew that considering she was an avid Captain America comic fan - but hearing about it still felt odd, "Did you, uh, did you know who he was...is?"

"Nah. Like I said I kept a low profile so I wasn't exactly looking for team-ups." She grabbed one of the strawberries and popped it into her mouth, "He kinda reminded me of you, though: never stopped talking, press hated him, lame sense of humor. Only thing that's different is he was a dude and he was colored like a walking American flag. Wouldn't be surprised if he was a male version of you, really; anything could happen."

"My sense of humor is impeccable, thank you very much," She said with mock-offense, "And anyway I don't think-"

Whatever she was about to say was interrupted by Kate suddenly yelping in surprise and dropping her phone on the bed. Gwen's head snapped to the screen...and she immediately wished they hadn't, "Agh, my eyes!" She covered her eyes with both hands and almost fell off the bed. What she saw could not be unseen, not even with a gallon of bleach to wipe away the memories.

Cindy blinked and looked down at the image, "...Is that Peter and Frank Castle? And is Castle shoving his dick up his-"

"Turn it off, turn it off!" Gwen jumped for the screen and hit the reset button, which mercifully cut the image off in lieu of a black screen. Taking a deep breath, the blonde turned and gave the purple-clad archer a glare, "What the fuck, Kate?!"

"Hey, I was just looking for images on the 'Defenders' guys! I didn't think it'd lead there!" Kate seemed less embarrassed and more surprised than anything else. Considering her comments on their one night stand and the 'extra appendages' involved she shouldn't have been too surprised.

"Why the hell was safe search off then?!"

"Well when you're looking for Spider-Man and the freaking Punisher I figured removing the censor bars were my best bet!" She snapped back, "Fuck, I knew people could be crazy, but damn it that's fucked up. I mean isn't Castle a 45 year old married dude or something?"

"Pretty sure he left them, but yeah..." Gwen groaned and lied down on the bed. There were a lot of reasons she refused to search for images of herself online even with safe search on; some people could be into some really fucked up shit and she didn't want to see herself as part of it, mask or no. And yes, seeing Peter take it up the butt from that psycho was very disturbing even if it was very obviously a drawing.

"Pfft, you guys are weird." Cindy took the phone and frowned when it asked for a password, "What's the big deal, it's just a drawing."

"Seeing porno of people you know is generally freaky, Spinerette," Kate said, grabbing the phone from the other girl and deleting the image from her window, "Still, I guess I shouldn't be surprised. I mean I'm surprised Gwen and her tentacles-"

"Finish that sentence and you're dead, Bishop." Gwen snarled, though her face being a dark shade of tomato red ruined any sense of intimidation she was going for. Kate laughed and stuck her tongue out while Cindy just looked at the two of them with a weirded out look on her face.

Despite her embarrassment she had to admit it was fun; or at least a hell of a lot better than being alone with her thoughts. She could only hope that Peter and the rest of her friends weren't dealing with anything while she was gone. She definitely didn't need something else on her conscience.

* * *

It started off with one comment.

Flash texted Glory about something cool on the news and when she flipped to it the three of them caught the tail-end of Captain America's speech just before she unveiled the rest of the so-called Avengers Superhero group, Gwen included.

Mary Jane had to admit it, that was a fucking surprise. Gwen told them that she was going to be MIA for a bit, but she definitely didn't say something about some Superhero initiation ritual or that she'd be going to Washington, DC for it. The redhead could only watch with rapt attention as Captain America answered answered all the questions without a hint of stuttering or hesitation. There was someone who prepared for every possibility.

It was going well enough, then she had to open her damn mouth.

"Guess Gwencent's really not going to make it to band practice now, huh?"

She'd meant it was a joke - something to cut through the stunned silence between her, Glory and Betty - but of course Gloria Grant didn't see it that way. Her roommate threw her an annoyed glare and clicked her tongue, "Figures you'd make it about you, huh? Gwen's joining a team with Captain freaking America and the only thing you can think of is now she has less time setting you up on stage."

The shot was mean-spirited and she could've just ignored it, but something about her words pissed her off more than she liked to admit. Mary Jane distinctly remembered a lot of yelling and screaming: about how she was self-centered and jealous of the attention Gwen got or Glory being too much of a white knight who acted like Gwen's cheerleader. The shots came and went while Betty just watched them and the TV in equal measure.

"Oh would you just fuck off, Glory! Christ you act like I hate Gwen or something!"

"I'll 'fuck off' when you stop making it all about you, MJ! Maybe try being fucking happy for our friend instead of thinking how much it's going to bother _you_?"

"I _am_ happy for her! It was a fucking joke! Christ!"

Glory was going to say something, but she never got the chance to. Without another word Mary Jane grabbed her jacket from the couch and stomped out the door just before the reporters started asking Captain America about who killed the red monster dude. The redhead slammed the door behind her and stomped down the stairs, her hands pulling up her hood tightly over her head.

She wandered the street aimlessly and tried to ignore the light drizzle of rain, which didn't do much to help her mood. She was happy for Gwen, she really was, but because she wasn't 100 percent kissing her ass suddenly she was a bad person? Fuck that. Gwen could hang out with Captain America or She-Hulk or Wasp as much as she wanted, see if she gave a shit.

Mary Jane stopped and took a deep breath, trying (and failing) to calm herself down. Stomping out of her apartment definitely helped her get the last word in, but being out on town at sundown with maybe 20 bucks to her name really wasn't her idea of a good time...and she really didn't like the idea of going back to the apartment and trying to apologize. Usually they waited at least a few hours.

It was always like this. She and Glory would argue, one of them would leave and then they'd awkwardly make up the next day; mostly on the basis that they needed the other person to help pay rent. Honestly she figured that the only reason Glory stayed behind was because the only other alternative was moving back home and admitting her dad was right that the band was a waste of time.

She found herself trudging towards Norah's apartment. It wasn't too far away and last she checked she'd already finished her quota for the week so there was no problem...well, not unless she got a secret boyfriend or something, but that wasn't likely. Norah was the textbook definition of someone who was married to her work.

It only took two knocks before the older blonde opened the door, "MJ? What's up?" Her eyes were drawn to the glasses Norah was sporting. She didn't have vision problems and the glass had no grade, but she put them on anyway whenever she got deep into working. Norah often joked that they gave her the 'sexy librarian' look. Mary Jane agreed, "Something wrong?"

"No, it's just..." Mary Jane took a deep breath and put her hands into the pockets of her torn jeans, "Me and Glory had a fight and I kinda forgot my wallet. Could I stay here for a bit?"

"Another one? I swear, you two never change." Norah rolled her eyes and moved past to let her in. Immediately she was bombarded by the sight of disheveled papers, styrofoam coffee cups and the smell of grilled cheese sandwiches in the air. This had all the marking of someone who was preparing for an all-nighter.

"I thought you were done with work this week?"

"Oh, yeah, but I kinda wanted to take my mind off of something. Just one of those days." Norah stepped over the laptop charger and grabbed an empty styrofoam cup off the floor with her toes before tossing it into the bin, "But hey, mi casa es tu casa. Work or an overly emotional redhead, feels the same either way."

"Thanks." Mary Jane rolled her eyes and sat on the couch. The old thing was lumpy and smelled like wax, but it was apparently an 'heirloom from the great Winters family' (Norah's words, not hers) so she didn't complain, "So what's up?"

"Nothing much, just trying to get a headstart on next week's scoop." She shut off the laptop and rummaged through the fridge. Mary Jane turned away to avoid looking at her behind on those jeans, "Robbie wants me to see if I can dig anything up on those 'Defenders' guys cause of my last scoop on Sin Eater, but I don't think it's happening. I mean it's not like I can call Spider-Man over for an interview, right?"

"Right..." She had Peter's number (it was saved under 'Tiger'), but she never actually called it before. Truth be told she had no clue why she even bothered getting it, "You're stuck on the hero beat now, huh?"

"Guess so." She picked up a six-can of beer and looked back at her with a wink, "Well, Eddie's out in Washington getting the latest scoop on Cap's new Avengers team and you got into an argument with your roomie, so I think it's the perfect excuse to get stupid drunk. You in?"

"Ms. Winters are you inviting me, an underage young woman, to drink beer with you? I'm scandalized!" Mary Jane gasped in faux shock and turned away, earning a snicker from the other girl.

"Well, alright, if you don't want to join me then I guess I can drink it all by my lonesome..."

"Ah, you convinced me, give it here. Just know you're being a bad influence on someone as young and impressionable as I am."

"The guilt will keep me up at night, I'm sure." Norah tossed Mary Jane a can and they clinked them both together after opening them, "Bottoms up!"

Mary spent the next hour just talking with the the journalist, ranting about how Glory was being a bitch and how hard it was to even get what Betty was thinking half the time. She kept her mouth shut about Gwen, though; half-drunk or not she had enough sense to know that telling her journalist friend about the secret identity of New York's newest idol was a recipe for disaster.

"I'm starting to wonder if you hate this girl or you're in love with her," Norah said. Her face was slightly flushed, but she definitely held up better than her. She always said the Winters were a proud family of alcoholics, "I mean you argue, what, every other day and somehow you two haven't left each other yet? I've seen married couples that got divorces for far less."

"Haha, very funny..." Mary Jane set down her last can of beer and blinked rapidly to try and push past the warm feeling in her face. She held her alcohol well enough - and the fact that she wasn't a giggling, incoherent mess pretty much proved that - but she definitely wasn't going to be driving any time soon, "Honestly I'm wondering the same thing."

"What, you really do love her?"

"Fuck you." She tried to swipe at her but only ended up hitting air instead, "No, not that. What I mean is I'm wonderin' if we're even friends, you know? She pisses me off and we argue but then we make up and then we do it again. It's annoying..."

"You know what they say about that thin line between love and hate." Norah laughed under her breath and took another sip of her can, "Come on, don't tell me you never thought about it. All that sexual tension in the air, why don't you guys just kiss and get it over with?"

Down the line Mary Jane would blame it on stupidity and alcohol, but right at that second it didn't matter. The redhead leaned forward and pressed her lips against Norah's, which caused the journalist eyes to widen in shock. The kiss was sloppy and she tasted like beer, but for those precious few seconds she forgot all about her problems - about Gwen not having time for them, about Glory getting on her case for every little thing, about her dad claiming to have reformed and her mom halfway believing him...

All of it came crashing down when Norah pushed her off.

"MJ, what the hell? W-We talked about this, I told you I'm not..."

Norah's words jolted Mary Jane out of whatever lightheaded stupor she was in. She knew that, of course. A year ago she'd asked her out and she was told that nothing was gonna happen but they could still be friends; classic line, and she liked that Norah was upfront about it. Was she really so drunk off her ass and feeling sorry for herself that she forgot about it?

"Y-Yeah, sorry...guess I had too much to drink." Mary Jane took a deep breath and stood, grabbing her jacket as she went, "I'll get outta your hair."

"No, MJ, c'mon! It was an accident; you had too much to drink, like you said. You don't have to-"

"Yeah, I gotta. I'll...I'll take a take a walk, clear my head. See ya around."

Mary Jane put on her jacket again and walked out the door as soberly as she could before Norah could stop her. Her head still felt light and her face was flush and warm, but embarrassment won out over the urge to fall asleep right then and then on the ground. She couldn't believe she'd done that. First Glory and now Norah. What next, was she going to beg Gwen not to forget about them now that she had better friends?

She was so deep into her thoughts that she almost didn't hear the other pair of footsteps that came from down the alley.

Mary Jane looked back slightly and caught sight of an older, pale-skinned man trailing after her. He was trying to be discreet, but the hungry look in his eyes was all too obvious. Mugger or rapist...maybe both; either way she didn't want to hang around. Mustering up all her willpower, she forced herself to remain calm and fast-walked down the alleyway. If she was fast enough she could make it to the street and she'd be home free.

She only managed a few steps at the quicker pace before he realized what she was doing and chased after her full force. Mary Jane threw out any sense of caution and ran, praying and hoping that she was sober enough not to trip and fall on her face, _'God, fuck...'_ She felt her heart beat against her chest and she had to resist the urge to vomit in fear. This wasn't happening to her, it wasn't-

She'd barely rounded the first corner before something smashed right against her face and she fell on her back. Blood ran down her nostrils and her nose hurt, but that was the least of her problems.

"Fuck, man, what the hell? You fucked her face up!" The first mugger - _please God_ let it be just a mugger - looked down at her with a scowl, "You didn't have to do that! I was gonna get her!"

"Man, she saw you coming a mile away! I wouldn't a clocked her if you wasn't so loud, dumbass!" Another man, Hispanic by the looks of him and carrying a bloody baseball bat, "Shit, she still looks okay. Little bloody, but alright."

"Fuck, alright. You keep watch, I'll go first."

It was only when she heard the zipper falling that she realized she wasn't going to get out of this with just losing her money and phone. Mary Jane's heart rate spiked and she punched and kicked at the two hands that tried to grab for her shirt, "No, no! Get the fuck off me!" She managed to kick him right between the legs and for a brief moment she thought she might have been able to make it out there intact.

She stood and barely turned before another pair of hands grabbed her shoulders, "Let go!" She elbowed him in the gut, but it wasn't enough. The Hispanic man grunted and threw her on the ground. Mary Jane shut her eyes tight and whimpered in pain when a jutting piece of broken glass cut through her right wrist deeply.

"Fuck, she's a pain in the ass!" The Caucasian one grunted, "Damn it, she ain't fucking worth it!"

"Hey, you wanna skip your turn, fine! I'm getting my money's worth!"

Mary Jane tried in vain to crawl away, but the pain made it difficult to focus, _'Gwen...someone...help me...'_ No was coming and she knew it. Gwen was in Washington getting commemorated and she had no idea where Peter was. Still she prayed and hoped that for some kind of miracle, and when she opened her eyes she saw a flash of red at the side of her vision before everything went dark.

The wound on her right hand burne, but it was brief and quickly followed by a heat that spread throughout the rest of her body. Before she knew it she was standing upright again and the two pieces of human trash was backing away from her, their eyes wide and their legs shaking. They were scared of her.

What happened next was difficult to describe. Her body moved on its own and she was half-asleep, seeing flashes of imagery before everything went dark again. She heard the rapists beg, heard them asking for mercy before they started screaming and choking on their own blood. Mary Jane smelt the urine and sweat, but it was quickly drowned out by the scent of copper in the air.

 **'...Good start. But we need _more_.'**

Everything came back all at once. Mary Jane's eyes parted open quickly and she was met with a sight that nearly caused her to faint: the two rapists were dead... _mutilated_. Arms, legs and other body parts were flung around the length of the alley, covering the walls and ground in a blanket of blood and viscera.

"Wh-What...?" She looked down at her hands and gasped when she saw them, her breaths coming out in panicked bursts. Her hands were covered in pulsating red flesh and blood and her fingers had sharpened into claws. That meant...she was the one who did this, wasn't she?

She crawled forward in a panic and shut her eyes tightly. This wasn't happening. This was all a bad dream and any second now she was going to wake up. Her hand crashed against a deep puddle and she stopped. Her eyes opened and she found her face staring back at her throu the water. Half of her she still recognized, but the other half was a mix of red flesh, teeth and a blank white space in place of an eye.

Mary Jane screamed.

* * *

 **Another dragged out chapter. I was supposed to include Noir's meeting with the Defenders, but then Gwen's Avengers thing dragged out and by the time I included Mary Jane I reached 8.7 words so I decided enough was enough. Defenders and new Carnage for next chapter.**

 **Anyway, yeah, introducing our newest anti-hero: Carnage/Scarlet Spider, Mary Jane Watson! I'm sure some of you are annoyed while most of you have stopped caring at this point given the clusterfuck Noir's identity is, but there it is. This should be an interesting character to write: Mary Jane isn't as insanely selfless as Gwen and Carnage is definitely not baby's first Symbiote meaning their symbiosis is far more for a power play between host and symbiote.**

 **And before anyone asks: the symbiote she has are the remnants from the arm that Gwen ripped away when she plunged Kasady into the molten metal, so for obvious reasons MJ isn't as gamebreakingly overpowered. But she is still running around with what remains of Carnage, so her very existence is now going to lead to trouble.**

 **There were a bunch of hosts considered, Cindy and the Defenders most notably. Cindy was cut since it'd be re-tread of Gwen and the Defenders were cut for varying reasons: Bullseye and Castle are so unhinged they could work together with the symbiote easily, Khoshnu would refuse the symbiote entry to his avatar for Moon Knight, Lana's powerset wouldn't work for this and Felicia getting the symbiote cuts the Murdock plotline a lot shorter since she'd just kill him.**

 **That left Mary Jane and Norah Winters for host and while Norah could be the journalist/hacker even without the symbiote MJ wouldn't have much of a role the other way around, so to MJ it went. That and MJ's character - wanting to be special, wanting attention, being slightly jealous of Gwen - would make her relationship with Carnage much more potent now that she's got her wish in a very twisted way.**

 **...And no, I never considered it giving it to Noir. I know some people wanted him to the new Carnage or Toxin, but it'd beat the idea of him being the more low-key and gritty Spider-Man with more pragmatic and dark allies.**

 **Questions:**

 **1\. Speaking of the above, why _did_ some of you guys want Noir to have a symbiote? Is it just because of the Prototype aesthetics? Cause I doubt it'd do anything for his character, especially with him already dealing with a split personality that wants to kill him ala the Lizard. If it's just aesthetics then you guys'll be happy that MJ adheres more to that compared to Gwen just getting power ups and the occasional tentacle. **

**2\. Another curiosity question, but did you guys want another Carnage host apart from MJ or is she good enough for you guys? I wanted someone who would fit the 'struggling with morality vs monstrosity' cliche and MJ seemed a good fit given her character.**

 **Review Answers:**

 **Brave2000 - I'm curious: apart from his memories and the serum what exactly does Noir have that makes him like 65-Peter? I mean does he act like him in any way?**

 **NeverendingZero - Uh...Peter is Noir, Spider-Man is Spider-Man. Anyway, Noir's very much going to be involved with the Octavius thing; he's given up too much to just let Spider-Man have at it. As for Peter and Gwen's relationship - I think at this point she knows that S.H.I.E.L.D is gray at best and if nothing else he's working for them, so she either learns to deal or cuts off contact. Even Cap is losing her squeaky clean idol image in Gwen's eyes.**

 **Guest - Coincidence, but a happy one :) I love the original Fable.**

 **KasugaRomio - Yeah, I only paired the two together when Peter started making paragraphs explaining why they'd be so good together :/ ...And you were the one who hinted you wanted Spider-Man and Shadowcat together, dude :P As for the Avengers: no plans for Iron Man so far...and I don't recall Peter losing his powers in canon Spider-Island, just other people getting them as well.**

 **As for settling down; to be fair I can't see Gwen doing it either what with her having a job as a Superhero/Avenger/Celebrity. No time for picket fences.**

 **Hardlight - Problem being Noir isn't psychic, so he can't mind delve. For the questions: why would Lana aging change it so much? Noir would still be older than her and it's not like she's innocent right now anyway given her activities. Aging her up wouldn't change much.**

 **RedRain17 - More or less. Cap makes it clear why she calls themselves that.**

 **Cyclopz - Really? I can't recall Punisher, Black Cat, Moon Knight or Bullseye becoming part of the S6. As for your questions: fighting each other's antagonists might come later, they meet up at designated areas dependent on the task at hand, and no plans for Heroes for Hire.**

 **Dr. Sugarcakes - Yup. Though I did like the twist with Noir's Uncle Ben dying _before_ he got his powers, which twisted his motivation around from 'protect the innocent' to 'punish the guilty'. **

**Yohart Meltz - We see here why it's called the Avengers. And yeah, Cap did it partially because they needed a buffer; showing off a group of shiny Superhumans/Badass Normals helps assuage the fears.**

 **Nerdman3000 - Of course; what else do you think Carnage!MJ's costume will eventually look like ;P She can't look like a blob monster forever.**

 **Nameless - What standards? How about a 'couple' that don't spend half their screentime getting into arguments and having the occasional physical fight? Even Matt Murdock mocks Peter because of it. But yeah, guess we'll see where Peter/Gwen goes.**

 **Onepieceloverforever - Aw yeah, a new reader :D And no, I didn't plan for Gwen and Peter to be a pairing; I didn't even plan for Noir to be anyone but the original till the 20's-30's chapter mark. Hope you keep reviewing :)**

 **Henchman213 - Silent? I was out for a few days; I'm still updating pretty fast. As for where the groups go: they mostly stay in NYC except if I wanna do an omake or someting. And as bad as Norah's day went I think MJ's is a fuckton worse. She should've listened to Norah and just stayed in the apartment.**

 **Esquire-Man - Lucky I caught your review :) I'm sorry you're sick, hope you feel better soon. As for Gwen and Peter settling down...well, first of all would they even age normally? Half of Gwen's body is made up of Venom symbiote and Peter's a zombie whose aging is implied to have slowed to some extent given the serum and his powers. Dude apparently doesn't even need to eat or sleep, a quirk Spider-Man doesn't share. That and Gwen being pregnant is a scary thought considering she's again part symbiote and Noir's a serum empowered zombie.**

 **And yes, this is the first Superhero team up ever; it's why it got so much attention. This is even canon: when Spider-Woman shifted over to Earth-65 and tried to use the Avengers credentials she was asked what the hell the Avengers were supposed to be.**


	87. Public Defenders

**Happy (late) Halloween, everyone! :D This update came quicker than usual, but we have no school this week and of course no assignments. Fair warning, however: the Defenders (especially Lana) act like absolute cocks to one another in this chapter. While this makes sense given their characters/circumstances it might be a turn-off for some, especially given how Gwen, Cindy and Kate interacted in the last chapter.**

 **Anyway, is it just me or do Noir-centric chapters get more reviews than the Gwen-centric ones? I mean it could just be my imagination, but whenevr the leads split off it seems to be the case. I dunno, let's see what happens, I guess.**

 **On a brighter note the new Peter Parker: Spectacular Spider-Man comic came out and Spidey _finally_ calls Jonah on his shit, and he _listens_ , which is satisfying as fuck. Oh and of course the new Spidey videogame, which still looks pretty great (or at least better than the last one)...oh, and you can play as MJ in stealth segments :P Definitely a welcome addition.**

 **Oh, and I got some comments on a possible Civil War setup so let's go down how this would go: one group antagonizes the other, both groups quickly realize that the Avengers have She-Hulk and a venomized Spider-Gwen on their side, and then Defenders get their teeth knocked to the pavement. So yeah, no civil war, more civil curb stomp. That and character-wise it doesn't fit the cast to do this, especially Gwen or Cindy.**

 **On a side note I finished Irredeemable and started reading Empowered...and my God, I thought Spidey had it rough; at least his costume doesn't tear away whenever he gets hit and the Avengers don't forget about him. And of course crazy Superman just makes me think of how fucked everyone in the story would be if Gwenom or She-Hulk went apeshit. They'd make the Carnage Incident a drop in the bucket.**

* * *

"Fuck out of my way, asshole!"

Well...this seemed familiar.

Peter stuffed his hands into the pockets of his jacket and sighed when Lana was pushed back by the all too uncaring bouncer. The look on the muscled guard's tan face was a mix of boredom and the barest traces of rising annoyance. Peter got the feeling he was all too used to kicking out unruly kids.

Across from him Lana clenched her hands into tight fists and glared up at him, her expression almost murderous, "I got invited, you cocksucker! That psycho Bullseye told me to come here!" she spat up to him, though again he paid her no mind. Peter had to admit it was a bit funny; she always seemed to have poor luck in getting kicked out of places. Their trip to the arcade was pretty short considering she picked a fight with a bunch of frat boys over some kind of fighting game.

The barest traces of light appeared around her palms and he took that as a cue to interrupt. Peter placed a hand on her shoulder and blocked the fist that flew right to his face with a quick grab of her wrist, "...Nice to see you too."

"Wha- Pete?" She tugged her wrist from his grip - she was definitely stronger than she looked - and stumbled back, nearly bumping into the bouncer in the process, "Shit, you scared the fuck outta me. The hell are you doing here?"

"Same thing you are, I think." He turned to the bouncer and held up a 20 dollar bill, "Target's hit its mark, big guy."

The large man took the offered money and stepped aside without missing a beat, "Our mutual friend's in the back." His gaze shifted down and leveled at Lana, "...This punk your friend or what?"

"He's-"

"She's my sister." Lana's mouth parted open only to close and open again in rapid succession. Peter paid her no mind; this was a hell of a lot easier to explain than 'I'm taking someone I only knew for about 2 months and who's clearly not old enough into a strip club', "Let her in after she apologizes."

"What?! You son of a-"

"Apologize to him or you can stay out here, 'sis'."

The teenage girl grit her teeth and muttered something under her breath that distinctly sounded like 'fucking cocksucker', though again he paid her no mind. Girl had a sailor's tongue on her, "...Sorry." she said, the one word sounding like it was being forced out at gunpoint. The bouncer raised his eyebrows and crossed his arms, "...I said I'm sorry, okay? I've had a real shitty week."

"Right..." He gave Peter a roll of the eyes and gestured to the door, "Go on through."

Peter pushed the door open and grimaced when he heard the music through the walls of the entrance hall. To anyone else it would have been faint, but to him it may as well have been screamed through a bullhorn, "Goddamn it, of course it's Britney Spears." Lana muttered next to him, her face knotted in annoyance, "What is it about weird popstars that gets people off? Anyone can take drugs and dress like an idiot."

"Us included, you mean." He definitely needed to hold back on the painkillers. Even Banner was giving him looks, even if he was good to pay for it, "...Just to make sure, you _do_ know what this place is, yeah? I don't have to worry about you running out of here once you get inside?"

"My mom spread her legs to pay for school and when I was 10 I found her sucking off an old pervert in an alley so she could buy me a Gamestation 3 for my birthday, so yeah, I think I know what a strip club is." She rolled her eyes and sneered up at him, "But hey, the fuck was that James Bond shit back there? 'Target's hit its mark'? That supposed to be a fancy way of saying 'fuck off, douchebag'?"

"Bullseye sent that in the message. Guessing you didn't read all of it." He took her roll of the eyes as a 'yup, I was too damn lazy to do it' and sighed. Girl could blow up a building if she wanted but doing her homework was practically alien to her.

"Yeah, well, getting a message from that psycho wasn't exactly how I thought my day would go." She crossed her arms and looked away from him. She wasn't pouting, but she might as well have been.

"You say so..." He eyed the faint bruise on her cheek and stopped when he saw the extra additions, "Are you...wearing makeup?"

The idea of it seemed absurd, but there it was. He caught the powder on parts of her face - likely to hide what bruises remained - but the purple lipsticks and faint eyeshadow were definitely new. Far as he knew Lana didn't wear makeup; reminded her far too much of her mom's work in addition to 'being a pain in the fucking ass', according to her. He never brought it up after that.

"Y-Yeah, so what?" The makeup made it hard to tell, but she definitely seemed like she was blushing. Again, definitely not what he expected from her, "I can put whatever I fucking want on my face, asswipe."

"The hell's the matter with you? You're a bigger grump than usual." Anyone else would've found it difficult to tell from her usual behavior, but he'd figured out how to gauge how annoyed she was by how frequently she cussed someone or something out. It was usually at its worst when she was talking about 'that dumbass cape blogger Danika' or 'that fucking cheerleader Paula' or anyone else who annoyed her that day.

...She had a lot of people she didn't like.

"Like I said I've had a bad week." She rubbed her forehead and scowled, "Besides, what's it to you? Didn't you tell me to get the fuck out of your life?"

"Right..." He did say that. Half of him was tempted to apologize, but another, more stubborn part stamped it down. Apologies led to explanations and explanations led to pity. That was the last thing he needed, "...Let's go in."

What greeted him on the other side was nothing unexpected, but it caused him to wince all the same. The first thing he noticed was the sudden upturn in music, quickly followed by the stench of alcohol and some kind of body oil from a passing stripper. This definitely wasn't a place that he wanted to go to with an underage girl. The city hated him enough as it was; he didn't need pedophile added to that list.

"Gimme gimme more, gimme more, gimme gimme-"

"I hate this fucking song." Lana muttered next to him. The other teen pulled up the hood of her dark leather jacket and gripped the seams tightly. A few people turned to look at her, but most of them were too drunk or tOK focused on the 'dancers' to really pay attention, "Come on, let's find that douchebag before I get peach body oil burned into my fucking nose and they switch to Lady Gaga."

Easier said than done. The so-called VIP room was easy enough to spot. Getting there? Not so much. Besides the flashing lights and the drunks who leered or whistled at Lana for a dance - which caused her to nearly blow them up judging by her expression - the entire place was filled to the brim. Once he found Bullseye he was going to strangle him for thinking this was a good place to meet.

"Hey, baby, want a dance?"

...Right after he hit himself in the head for even coming in the first place.

Peter stopped and - as he'd deny later - stared at the open cleavage the stripper practically flashed in his face. His stare lasted for only a couple of seconds before he forced his eyes up and looked her in the face. Her hair was dark and her skin was tan, though whether either of the two were dyes he had no idea. Either way he wasn't really focused on that; more on the teasing smile and the red lingerie that clung tightly to her skin and left little to the imagination.

"No th-"

"No, he doesn't." Lana grabbed his arm and glared up at the stripper, which caused the older woman to blink in surprise at the sudden rejection, "Go find someone else to give blue balls."

Before he could say anything she tugged on his arm painfully and dragged him to the VIP room, shoving past anyone who was even remotely in their way. He was tempted to say something, but the look of utter annoyance in her face shelved any thoughts of that down.

It was only when they were at the far less crowded hallway that she finally let go, "...Little warning next time would be nice." He rubbed his wrist and ignored the scowl she threw his way, "...You won't tell me what's wrong, so calm the hell down. Whatever you're going through blowing this place up ain't gonna fix it."

"Right now my problem is the fact that you're thinking with your dick."

"Tch, I wasn't-"

"I saw where your eyes were looking, Pete." She crossed her arms and gave him a flat look, "Just so you know places like these usually have a no touching policy so you can't fuck anyone like you did my mom."

God damn it.

"Yeah, bring that up again, why don't you?" He scoffed. She knew what he did - he told her a few weeks ago after he'd had enough drinks - and she'd actually taken it relatively well...granted she'd made fun of him for 'having to pay for his first time' (technically true considering his current circumstances), but he was expecting worse. She really wasn't lying about being jaded about her mom's 'night job'.

"You're the one who did it..or her in, this case." She clicked her tongue and sneered, "Come on, motherfucker, let's find your psycho admirer."

"Ladies first, Baumgartner." He was starting to regret meeting her at that damn alley.

Finding Bullseye was almost a relief over spending more one-on-one time with his 'little sister'...emphasis on _almost_. Any sort of relief was short-lived considering the bald bastard was in the middle of a two-way dance and didn't seem to care at all then they caught up with him. The strippers were the same, continuing their routine without missing a beat even after Lana stomped her foot on the ground to get his attention.

"Hey, Benjy, Boomgal!" Bullseye tilted his head to look past the - oh, Christ - stripper's backside that was dangling in front of his face and grinned, "Glad you two could make it! Bit early, though, no one else is here yet." He adjusted his place on the couch and leaned back to sit higher, "Ah, can't fault you for it, I guess. So, you two want a dance? Crystal and Jade here have a few friends, don't you, girls?"

"Yeah, but..." One of the strippers - Chinese by the looks of her - gave Lana a wary look, "Ain't she a bit young to be here?"

"Ah, don't mind it. You're old enough to kill people you're old enough to get a bit of a cocktease, right?" Lana's scowl worsened and her hands shook. Bullseye just grinned up at her without a care, "So whaddaya say? You and Boomgal want a 2 for 1 special?"

"I'll give you a fucking-"

"No thanks," Peter interrupted. Bullseye needed to learn when to shut his trap sometimes, "Look, you called us here for a reason and I'm assuming even you didn't plan for us to meet up in the middle of a strip club."

"Right-o." He nudged a hand to the left and pointed to the door at the end of the hall, "Just keep going down and and put in 1234 on the keypad. And hey, if you change your mind then just come on out. The girls here are real good at making happy endings, if you catch my drift."

"Ugh, can you be even more of an asshole?" Lana grunted and looked away when the stripper slapped her posterior with a loud smack.

"Yeah, real charming. And you wonder why I didn't say yes to your confession..." Peter muttered.

"Well, one it's because you have poor taste - everyone knows who you've been putting your lips on - and two it's cause you don't bat for the other team. Can't see any other reason why you'd throw away a damn fine catch."

"Only one of those two things is true, Bullseye." Peter rolled his eyes while Lana gave him a raised eyebrow. He just ignored her again, "Look, when you get your 'happy ending' hurry up and tell us why you told us to come here. I've got stuff to do." Like spending more of his money on booze and painkillers and then getting his face beaten in at a back-alley club to get more.

Thankfully(?) the room Bullseye sent them to was lacking in dancers and loud music. The manager's room it looked like, though whether it meant Bullseye owned the place or he killed the last one he had no idea. Peter took a quick glance around the room and and frowned when he caught the table at the center with 6 chairs placed neatly in a circle. He was hoping he'd misheard when Bullseye mentioned them being early.

At least there was something to drink.

Peter picked up one of the bottles of Brandy (not his preferred drink, but he couldn't be picky) off the table and uncorked it before Lana could even say anything. The taste of the sweet alcohol did little to dull the pounding headache he already had, but it was something. Nowadays the only time he seemed to feel calm was when his hand was holding onto a bottle of alcohol or a gun.

Lana waited till he finished off the bottle before she finally spoke up, "Nice, nothing like a hangover to end the day on, huh?"

"Shut up..." He tossed the bottle into the trash and was about to reach for a second one before the door behind him suddenly opened.

He had mixed feelings when he saw Hardy strut in like she owned the place. They weren't friends - though that was the same with everyone in their merry little group aside from Bullseye and (until a few days ago) Lana - and their first impression definitely wasn't the best considering his attempted robbery. The only reason she stuck around was because she figured she could use him as a knife against Murdock.

A thought that was growing less and less likely by the day.

"Oh great, princess is here." Lana looked away and sighed. Near as he could tell the two didn't like each other, though that was hardly a surprise; he was pretty damn sure no one else in the group really liked each other outside of survival. Moon Knight and Castle were cynical and disliked contact on instinct and Hardy was used to hanging out with singers and stars, not murderers and thugs.

"Nice to see you too, 'Striker'." The French singer's smile was sickly sweet and mocking, "Aren't you a bit young to be here?"

"And shouldn't you be on stage strutting around for cash?" Lana shot back.

"Slut shaming? Really?" Hardy raised an eyebrow a quarter of an inch and crossed her arms, the flesh covered by a white designer jacket, "I thought you of all people would know not to do that."

"Fuck did you say-"

"Enough." His voice was hoarse and soft, but it got their attention. The two of them turned to him and he matched their looks with a scowl of his own, "There's no point in arguing here. Neither of you are gonna kill each other so just shut the hell up and let's listen to what Bullseye wants so we can get outta here. I got the feeling neither of you want to be here any more than I do."

They only had to wait for 10 more minutes (longest in his life) for Castle and Moon Knight to join them. Spector - or Grant, given how he was strutting around - was dressed in the same eye-searing white suit that made him look like a pimp out to inspect the alleyways. Castle was the exact oppposite, dressed in thick, grungy clothes and sporting a beard that looked far longer than anything he'd seen on the man before.

Probably trying to hide now that everyone knew his face...

"Well, isn't this a surprise?" Moon Knight took a seat with all the confidence of a lead performer and leaned across the table, his mouth curled in a confident smile. Definitely Grant then, "Usually we all gather together when the city's about to end or a certain someone needs rescuing. Didn't expect to get invite to a shindig like this."

"Ah, I assume it's not 'Moon Knight' at the reins, given your attitude?" Hardy asked, giving the older man an equally coy smile.

"Marc's taking a bit of a breather. And besides, places like these aren't usually his scene. All he cares about his prayer and vengeance. 'Temptations of the flesh' don't matter to him." Grant shrugged lightly and leaned back on the seat, "Still, I'm disappointed that there are only female dancers here. None of them really fit my taste."

"Ugh, great, the schizo likes it up the ass." Lana rolled her eyes and turned to Castle, "What's the hobo doing here? He planning to bomb the place cause the desperate fuckers pay for sex instead of doing it the 'crime-free' way?"

Castle didn't respond, though even if he wanted to he would've been interrupted by Bullseye suddenly walking in with a grin on his face and a tray with six glasses in his hands. He reeked of peach oil and body fluids, "Whoo, everyone's here!" He took the last remaining chair and passed the glasses around, "Sorry about the lack of accomadations; Candi and the others are busy so-"

"Enough with the games. We all got the same message." Castle's posture when he sat was rigid and still and Peter didn't miss the thigh holster under his pants leg. Peter wondered how he got it past the bouncer outside.

"Ah, yes, 'Defenders form up'." Grant laughed and his breath and shook his head in amusement, "Truth be told I thought it was a joke at first, but then I remembered what they called us in the paper."

"Public Defenders...a big joke." Peter scoffed and sneered down at the table, "Don't tell me any of you are buying into this? We're a bunch of killers, thieves and a delinquent who acted like a bunch of idiots and we got caught on camera." And now people were looking for them. Castle was a fugitive before, but now things were even worse. It was honestly a miracle that Bullseye could walk around without any problems considering his mug was plastered on the evening news.

"I don't know about that, but I did come here for one reason," Hardy replied, "We put our lives at risk for your suicidal last stand. I don't know why the other did it and I don't care. Fact of the matter is you owe me, Spider."

"Fuck off, Hardy. You didn't see me begging for you to stay." He took a sip of the alcohol in the glass and grunted. Far more bitter than the Brandy, though that was hardly a bad thing. It would tide him over till later.

"No, you don't get to do that. You-"

"Hey, hey, let's not fight!" Bullseye put up both hands when Felicia reached for the whip at her side. Bouncer probably thought it was for a show, "That's the reason I called everyone here, actually. Now, like Lunar Lad said we're on the news. Public Defenders, Last Stand, whatever. Point is we made headlines."

"Everyone's on the news, dipshit," Lana spat, her face already slightly flushed. Leave it to Bullseye to give her the same drinks everyone else had, "That's what happens when you've got a fucking zombie apocalypse and only like a dozen people actually get their heads out of their asses and fight."

"Exactly, boomgal. We're a 'team' now." He finished off his drink and exhaled excitedly, "Look, I'm probably the last guy that should make a pitch about teamwork and friendship, but let's face it: we worked great when we rescued Benjy and we worked great when we pulled our Queen of the Circlets last stand. Those people would be dead if it weren't for us and Benjy would still be getting a probe up his ass cause I doubt little miss goody blue shoes could've saved him on her own."

Peter's grip on the glass tightened. He didn't like to be reminded of that night at the butcher shop.

"...You're suggesting we team up, then?" Grant said, a hand on his chin.

"Yeah, why not?" Bullseye shrugged and pointed at each of them in turn, "Let's face it, we're all a buncha freaks and nutjobs: we got a guy who ditched his family to play his Die Hard fantasy, a popstar with more money than sin who still wants to steal things, a mercenary who's got three people in his head who thinks he's talking to an Egyptian god, a girl who's every suicide bomber's wet dream come true, a guy with spider powers who made a personal enemy out of the Kingpin and, of course, yours truly. All we need is a dancing chimp and we're gold."

"We're all a bunch of fucking freaks, so what?" Lana shot back, "You forget that no one here likes each other? You're a psychopath with no friends, God knows what happened to Castle's family cause they sure as fuck ain't here, Popstar's playing a klepto Hannah Montana, and Moon Knight should be in a mental hospital. The only one here we all tolerate is Pete, and that's cause he did bitch work for 6 months and a couple of you want him to keep doing that." She gave a pointed glance to Hardy and Grant.

"Exactly, so why not lighten the load?" Bullseye replied without missing a beat, "Hardy wants Murdock dead; I'm damn sure ol' Punisher here wouldn't mind putting a bullet in his brainpain." He clapped the older man's shoulder, which only got him an annoyed glare, "You wanna do the vigilante thing, kid? Why not do it with Moon Knight? He could probably use someone with grenade hands. Oh, and I never asked Benjy to do bitch work for me, just to make that clear."

"And what makes you think I need help killing Murdock?" Castle said, "I hardly need a thrill-seeking thief watching my back."

"I could say the same about a deranged madman who appointed himself judge, jury and executioner of every criminal he lays his hands on," Felicia replied coolly, "'Striker' made a fine point: the only one all of us here have a modicum of trust in is Spider-Man, and even that's flimsy."

"And pointless," Peter muttered, "I gave up the mask, remember? Let this place burn for all I care."

"Pfft, that's rich." Lana scoffed and completely ignored the sideways glare he gave her, "You didn't have second fucking thoughts about suiting up and trying to fight that sick bastard when he raided the hospital, Pete. If you really didn't give a shit you would've run with the rest of us."

"I had to distract-"

"Why are you calling him 'Pete'?" Felicia interrupted.

Any and all conversation dissipated and Felicia looked at him and Lana expectantly. There were a ton of explanations he could've spouted: a nickname, the same fib he told Thompson during the cabin trip and a dozen other tall tales he could've given her.

Anything except what he actually blurted out.

"Cause I'm Peter Parker...I'm the Lizard."

To her credit Hardy wasn't as surprised as Winters was, though that wasn't exactly a high bar to surpass. The singer blinked slowly, her expression unreadable while Lana looked at him with an expression that screamed 'why the fuck did you say that?'. Bullseye just smiled into his cup while Grant raised an eyebrow, seemingly more amused than anything else at the abrupt confession.

Castle didn't react at all. Whether he always knew since that attack on Hammerhead or he just didn't care Peter didn't know, but he was thankful for it all the same.

"So...let me get this straight." Hardy started slowly, "You're telling me that you're Peter Parker, the one Spider-Woman ostensibly beat to death 3 years ago and why she was a fugitive from the law for so long?"

"That's about the size of it, yeah." He refilled his cup and downed half the liquor in one gon, "It's a long story, and honestly I don't care if you believe me. Just don't shout it to the world...actually, go ahead. I'm curious if anyone'll believe you."

"It sounds stupid enough that I can't think on why you'd even try it unless it was the truth." Her eyes narrowed and she pursed her lips, "I thought only Murdock's ninjas could come back from death. It seems more and more like a revolving door the more days pass."

"Moon Knight came back, at least if you believe him, and I don't see anyone throwing him a parade. I guess Hell doesn't like either of us very much."

"In my case, more than once," Grant added, his voice lighthearted and amused.

"I suppose that explains why you clung to Gwen Stacy all those months ago before you moved on to Spider-Woman." Felicia hummed. Peter internally laughed. People could be so blind to the obvious, himself included, "Though I don't understand where the spider powers came from. I would've thought your powers would be more...reptilian in nature. Or are they only activated by something else? Rage, maybe?"

"Piss me off and and find out." The wry smile he gave caused her to blink in surprise, "The spider powers...they're part of the long story, and I'm not nearly drunk enough to tell you about it."

"Everyone has their secrets, I suppose." Her expression lightened into that same coy smile again at the quick change of topic, "Well then, I suppose that means you have the same advantage that _diable_ has. Some good news, at least."

"Hardly." He put the glass down and sighed. Even remembering what happened at the church was difficult, "You're in over your head, Hardy. Murdock isn't just a lawyer you can strangle to death with that whip of yours. I learned that the hard way when I tried to cave his face in."

"Wait, what?" Lana interrupted, "You got into a fistfight with the fucking Kingpin? Since fucking when?"

"When I ran into him at Martin's church, Lana." Peter ignored Grant's probing look and continued to stare down at the table, "I punched him hard enough to crack his skull open and you know what happened? I broke those damned shades of his and one look into his eyes and I wanted to kill myself. I took everything I had not to grab a knife and slit my own throat then and there." He looked up and met Hardy's gaze, "That's who you're trying to fight, Hardy. Someone who can kill you with _one look_."

"This doesn't make any sense. What are you saying, Spider?"

"He's saying that Matt's possessed by the devil."

All attention except his own and Moon Knight's were drawn to the new voice. Castle unholstered his gun and aimed it at the doorway while Bullseye and Lana raised a playing card and a glowing fist respectively. For her part Hardy stayed calm in her seat, though the way her eyes narrowed and the tightening of her joints made it clear she was anything but relaxed.

Peter just poured himself another drink and drank it down. Figures he'd run into her again.

"Woah, I come in peace." Teresa raised both hands in the air and gave all of them a calming smile. Castle and Lana's expressions remained stony, though Bullseye's shifted to something he never thought he'd see: shock and disbelief.

"...Durand?" Bullseye asked, his voice uncharacteristically soft. Felicia turned her attention to him and raised an eyebrow, "What the fuck-"

"Good to see you too, Lester." She stepped inside the room and closed the door behind her, "Oh, and would you two please put those down?" She nudged her head slightly in Castle and Lana's direction, "I think Lester's reaction is a sure enough sign that I'm known."

"Yeah, because that psycho's really where we look to for trust." Lana scoffed and kept her arm raised, "Wanna try again, bitch?"

"Hmm, you're angrier than Peter said you were." Lana's eyes widened at that and Teresa took it as a chance to step closer, "Look, I came here to talk to you all. You wanna strip search me then fine, it's not like I'm carrying any weapons on me."

"Weapons are of little use to one who has the mantle of Madame Web." Spector muttered. Grant was back under again, at least, "Why do you come here, oracle? Did a vision tell you of our fate?"

The two of them knew each other...yeah, why not? Apparently everyone knew who she was and Peter was just late to the party...

"Always so formal, Marc." Teresa finally lowered her hands and glanced at Castle's direction, "If you're planning to shoot me then get it over with, but if not then please put your gun down. Others on this team knows who I am and I'm not a threat."

"What the fuck..." Bullseye repeated, looking at his 'sister' like she was a ghost.

"Yeah, what he said." Lana turned her attention to Peter and gave him a confused look, "Who the fuck is this? Another friend of yours you didn't tell us about?"

"Worse...she's my sister."

That got their attention. Lana and Bullseye looked like they got slapped with a fish while Castle finally lowered the gun back into its holster. Moon Knight and Hardy didn't say anything, though he could already see the gears turning in the popstar's head.

"Wait... _what?!_ " Lana's scream caused him to recoil back slightly. For someone so small she could definitely belt it out with the best of them, "Okay, what the fuck?! Since fucking when did you have a sister?!"

"Since she dropped in on me a couple of weeks ago," Peter replied, "She broke into my apartment and introduced herself. Didn't really believe her." A part of him still didn't. His own identity issues were complicated enough without adding long lost family to the mix.

"Yeah, and you didn't think to fucking tell any of us?" Lana asked, her voice clipped, "Cause a long lost sister's kind of a thing you tell your friends, asswipe!"

"Yeah...gotta go with Boomgal there, Benjy," Bullseye added, "She's...fuck, man, she's one of my old S.H.I.E.L.D squadmates. The ones who're supposed to be _dead_."

"Of course she is." Peter rolled his eyes, "Everyone seems to know her but me. At this point I'm surprised she isn't Castle's secret lover or Felicia's mother in law." He turned his attention to Moon Knight, "What about you, Spector? You gonna tell me she was your old partner?"

"We knew of each other, nothing more." Spector replied, "Khoshnu knows of Anansi and its intricacies, but I didn't expect the both of you to be on friendly terms or your relationship as siblings. The Pariah is an offshoot. Not truly an enemy such as Shathra or the Thousand, but not an ally like the Bride, the Scion or the Other. To know you are siblings...it would tangle the web she holds so dear."

"The Pariah has a sense of humor, I guess." Teresa said before quickly focusing her attention on Bullseye, "I'll talk to you later, Lester. Right now we have more important things to worry about."

"You said something before about Murdock being taken by the Devil...I hope you don't mean that literally." Felicia said.

"Sad to say I do." Hardy's look of disbelief and quickly followed by a smirk from his 'sister', "I can tell by your silence that you have doubts, but honestly after everything you've seen and your knowledge of the Hand's resurrection does it really shock you that Murdock isn't just a blind lawyer?"

"You expect us to believe this?" Castle said, finally speaking up again, "This world's insane, but last I checked God and the Devil aren't waging a war like the final days."

"I never said anything about God or Satan, just demons. One demon," Teresa replied coolly, "It might be shocking to you, but all of that stuff - angels, demons, the afterlife - all of it exists. Now honestly it doesn't change anything for me or anyone else here since we're going to die before any of it begins to matter, but you need to see the truth. A devil's inside Matt Murdock and he's not a problem you can get rid of just by shooting him in the face."

"That's if any of us can get a shot." Peter laughed bitterly, "One look, one tiny glance in our direction, and all of us here except you would slit our own throats." He sighed, "...What are you doing here, Teresa?"

"Honestly I was hoping to piggyback on Lester's idea." She crossed her arms and leveled her gaze, her eyes hidden underneath the dark shades. Most of them probably didn't even know she was blind, "Most of you here know Matt Murdock and the Hand, and in some cases have even been victimized by them. If any of you want to fight them then guns and knives aren't enough. You have to be smart."

"I don't care about the Hand. I just want Murdock dead," Felicia said.

"His life is tied to the Hand, Ms. Hardy. If you really want to accomplish your revenge then it's in your best interest to listen."

"This is fucking insane..." Lana muttered, both hands pressed against her face, "Shit, I feel like I'm reading Alice in Wonderland in fucking reverse."

"Yeah, well, good luck with this pitch." Peter slammed the glass down on the table and picked up his jacket, "Like I said, I'm done fighting for this place. The six of you want to play hero and fight some secret society then be my guest, but I'm outta here."

* * *

Peter didn't make it far.

He'd barely stepped out of the strip club and lit a cigarette before a quick pair of footsteps chased after him, "Pete, just hold the fuck up!" He looked back and frowned when he saw Lana run down the hallway, her steps shaky and her face even more flushed than before. She definitely couldn't hold her liquor as well as her cigarettes, "Just...Just wait a second, alright? All of this-"

"Doesn't change anything." He walked towards the wall to put some distance between him and the bouncer and Lana followed after him. He told himself the only reason he didn't turn into smoke then and there was because he wasn't wearing a mask, "Why are you following me? If you don't want to listen to Teresa's pitch then just go back home. There's nothing either of us can get by staying here."

She didn't say anything at first. For a second he almost thought she would take that as a cue to leave before he heard another step that placed her closer to his back, "...Why didn't you tell me you had a sister?"

"...It doesn't matter-"

"Yes it fucking does!" She grabbed his shoulder and turned him around. Peter's eyes widened when he saw the faint traces of tears that she made no attempt to hide, "You didn't tell me you were leaving and now you didn't tell me about this. Why don't you trust me?"

"I do trust you." She was one of the few people he really did in this madhouse.

"Bullshit." She let go of his arm and wiped away the tears in frustration, her face scrunched in a half-hearted scowl, "If you trusted me then you wouldn't wait till you were backed into a goddamn corner to tell me you were planning to leave or that you apparently had some secret fucking family!"

"...You're drunk-"

"Tch, yeah, just make up another excuse." She laughed, the sound soft and bitter, "Fine, I get it. I'm just a damn twerp you pretend to give a shit about until my mom woke up again. I get it-"

"I don't know who I am, Lana!" The uncertainty in his voice shocked even him, "You wanna know the truth? Fine, here's the truth: I found out a few days ago that I've been living a lie! The person who I thought I was? He's alive and he's out there! For the past 6 months I've been pretending to be someone I'm not because I didn't want to admit the possibility that I'm just a pathetic brat who turned himself into a monster because he was jealous!"

"Peter-"

"The worst part is I don't even know what I'm going to do now. Half the this city hates me, I've got a mass murderer and a devil who want my head on a pike and the only thing that kept me sane - the idea of going home - is _gone_. Oh, and let's not forget the fact that besides Spider-Woman my closest friends are a psychopath who's in love with me and a girl who only hangs around me because I saved her life from a serial killer. If Bullseye and Spider-Woman weren't looking for replacements and you didn't feel like you owed me I wouldn't even have that. "

"That's not-"

"My life's a fucking joke, Lana." He turned his back to her and took a deep breath, "Martin's dead, I'm infected with something that's driving me insane and even you hate me now after that shitshow a few days ago. Everything I touch turns to shit; I don't have anything left."

"...You have me."

Lana grabbed his shoulder and forced him to face her again. Peter barely saw the look of hesitation cross her face before she pulled him into an abrupt kiss.

The contact lasted for only a few seconds before her eyes suddenly widened and she stepped back, her mouth parted open in shock as she looked up at him in stunned silence. Peter was equally quiet and any and all words that he could have said quickly died in his throat.

"I...I didn't...fuck!" Lana turned away from him, her breaths quickening and her shoulders trembling, "Shit, shit, shit..."

"Lana..."

That was as far as he got before she suddenly ran faster than he knew she could and disappeared off the corner of the building. A part of him wanted to chase after her, but in the end he remained rooted to the ground. His right hand reached up to wipe his lips and he winced when he saw traces of the purple lipstick on his fingertips. It was like they were taunting him.

He wiped his mouth roughly and scratched it on his shirt before trudging back to his apartment. He wasn't nearly sane enough at this point to think about what just happened, but with the rest of his 'teammates' listening to Teresa's pitch he had nothing to do but be alone with his thoughts.

Coming back to his apartment brought some mixed feelings. The place still looked like a sinkhole, though Winters' impromptu clean-up helped it look less like an alcoholic's den. He'd always thought that this place was temporary, just another roof over his head before he made his way back home. Now it was the closest thing he had to a home...a home he paid for by stealing from criminals or getting his face beaten in at back-alley fight clubs.

Being back here alone was the last thing he should've done...

"Peter, I'm so sorry."

Peter took a deep breath and closed his eyes. He knew that voice anywhere, but he didn't want to turn around. It was a hallucination - just another way his damaged mind tried to keep itself from going over the edge completely - but it he turned around then and there then he'd fall deeper into that hole. What was the point of pretending now that he knew the truth?

But in the end he still turned around; maybe he was just that much of an idiot.

May Parker sat at the couch. Her face was old and wrinkled and her hair was white with age. Not the one from this place - the one who raised him - but the one he remembered. The one who stood up on a soapbox and protested every day till her throat grew hoarse.

"Damn it..." Peter shut his eyes again and cried. It wasn't enough that he knew the truth, but now something - maybe the Spider-God, maybe his own desperation - refused to let him forget. He still had two lives in his head and neither of them belonged to him. The real Spider-Man was alive, but he didn't want to go back to being the Lizard. He didn't want to be a monster again.

His legs moved on their own and he sat on the other end of the couch; far enough that he could leave when it became too much. He couldn't deny that seeing her again was comforting, even if he knew she wasn't really there.

"What's wrong?"

"You know exactly what's wrong..." He pressed his hands together and pressed them against his forehead, almost like a prayer, "I don't know what to do. I can't go home and everything else...it's too much. Murdock, Jack, the rest of this damn city...sometimes I wonder if I should just put a bullet in my head so I don't give them the satisfaction of doing it instead."

It was a bluff. He was too much of a coward to take his own life, even if he was drowning in blood and shit.

"And now I'm so desperate I'm talking to a hallucination." He opened his eyes again and met 'her' eyes again. She looked just like the woman he remembered. The one he remembered raising him, the one who waited till she thought he was asleep before she finally broke down at her husband's death, "...You're not the one who raised me, not the one who..." The one who cried when he died and buried him.

"No, I suppose not." Her smile was soft, hesitant...he saw the sadness behind it clear as day, "I wish I could tell you I had all the answers."

"You don't know anything I don't." He shook his head and choked back a sob, "...I can't do this anymore. Being Spider-Man...it ruined my life, but it was the only thing that kept me from going insane...and now it doesn't even do that. "

"...I can't tell you what's right or wrong, but there's a reason you put on the mask in the first place."

"If those with power can't be trusted then it's the responsibility of the people to remove them," he muttered, "But that's not mine, is it? It's just what I told myself because I didn't want to face the truth. Because I wanted to run away."

"All of us run from something, dear. When Ben went to war it was one of the worst times in my life. I prayed every night and kept setting his place on the table cause I wanted to pretend things would be the same...and when he came back with a chest full of medals he wanted nothing to do with I knew that couldn't happen anymore. All the things he'd done changed him."

"I remember..."

"He wanted to help people after that, more than he ever did before. If he could improve even one person's life then it was all worth it to him."

"Until Osborn and Vulture got their claws on him." And almost no one came to his funeral. Shows what it mattered in the end.

"Maybe, but I don't think he regretted it. If Ben had to live knowing he could survive by turning away a hand from someone who needed it then he'd face that end as many times as it took." She placed a hand on his lap. He couldn't feel any warmth, "Whether you're my son or not you're a Parker, and being stubborn's in our blood. When Ben died I kept rallying and when you were taken to this place you kept saving people. It's not in us to turn away when we can do something."

"But then what? We keep doing this till we die? I don't even know if you're still alive. Spider-Man or me...neither of us were there when you needed someone to be with you."

"I was old, Peter. You shouldn't have to live your life worrying for me. When I die I'll be with Ben again and the only regret I'll have is leaving you alone." Her smile turned more somber, "Please don't give up."

"I'm scared, Aunt May...I don't know how this is going to end."

"None of us do. We just have to keep going." She pulled her hand back and exhaled softly, "Think of all the people you saved, the people who care about you now. Gwen, that girl Lana and others...I can't be here for you, but they can. Don't push them away."

Gwen and all the others...he wanted to see them again. Peter Parker, Spider-Man...he couldn't pretend it didn't hurt to push them away, to tell them that he didn't care, "I just wish I knew what do now. I wish I could talk to you, say goodbye and tell you how much I love you and apologize for leaving you behind. Even if I'm not the one you lost I...I still miss you, mom..."

"I miss you too..." She pulled him into a gentle embrace and he closed his eyes. There was no one there, but for a second he could lie to himself and pretend otherwise.

When he opened his eyes he found himself alone in the dark apartment again. Peter wiped away the last remains of his tears and forced himself up. A daydream, a hallucination...it didn't matter. He made his way to the shattered ceramic mugs and set them on the table, "Need some glue..." He rummaged through the drawers for the adhesive and sat down.

It was going to take him all night, but it was a start. For now that was enough.

* * *

 **Yeah...at this point I think it's safe to say that Noir's legitimately mentally ill; there's not much other way to explain how he can have visual and auditory hallucinations to such an extent. I mean the whole 'dead person convo' thing is a staple in a lot of media - Spider-Man 2 did it with Uncle Ben - but it fits given that everyone else on the team is disturbed in some way: Psychosis (Bullseye), multiple personality disorder (Moon Knight), kleptomania and myopia (Felicia), violent PTSD (Frank Castle) and terribad taste in guys (Lana).**

 **Anyway, yeah, apologies for the last half being really emo and shit, but that was how it ended. At the very least it ends on a bit of a hopeful note with Noir trying to move ahead and stop drinking himself stupid. Time will tell if this keeps up or something else happens to send him spiraling down again...speaking of which, lets get to the questions.**

 **Two quetions. First one more important than the second:**

 **1\. It's that time again: which chapter do you guys want to see :D So far I have two options: The first one has Noir talking out his discovery at the smelting factory with the Parkers and Gwen and making more headway to repairing his mental state. This chapter has more of the two leads patching up their wounds and (if I'm feeling masochistic) the two being a tad romantic and flirty with one another; or at least as far as the two of them can be considering their situation. This one's the lighter run.**

 **The second option is focusing on Carnage!MJ meeting up with Noir and of course dealing with the fact that she has a murderous symbiote attached to her that wants to kill people. This one delays Peter's reconciliation with Gwen since he focuses on trying to help out MJ and might damage that relationship further if he chooses to hide MJ's 'condition' from her due to the whole 'Avengers and SHIELD' thing. Bright side Felicia gets more of a role, which she's lacked so far.**

 **Pick your poison: Road to Recovery or Staving off Corruption. Just to be clear - both of these events happen, but of course interactions change dependent on which one goes first. I can't see Peter and Gwen being very sweet on the other if they deal with Carnage first and conversely if the two hash it out first then Peter's mental state differs when he's helping out MJ later on since he's more 'healed' in the first scenario than the second, which might be less interesting.**

 **2\. I got some comments/reviews that indicated they wanted Venom back and simialr to the Symbiote!Noir argument I'm curious as to why. Character-wise Venom felt like a needless add-on since it does little to challenge Gwen's character or evolve on its own; the few times it took control Gwen just put her foot down and it followed. So I'm wondering what the point is, especially in contrast to Carnage which will challenge and play tug of war with MJ for control.**

 **Review Answers:**

 **TheOkWriter - Not for everyone, I guess.**

 **NeverendingZero - Not a total idealist, but not an extreme either. As he points out it's not 'Kill no one or kill everyone' because she's not Frank Castle. As for your questions: Civil War was mentioned above, Noir still hates Harry and will never forgive him and for the Defendrs leader? Either Moon Knight or no one, especially since Lana points out they all hate each other. Just look at how they treat one another in this chapter; I don't think they say one kind word to one another at all.**

 **Hoops4Days - Yup, it's like a Bioware game up in here :P In fairness, though, in this fic Kate's gay (she never shows attraction a dude once) and Felicia's canon bisexual, which leaves Mary Jane and Gwen; and even then that was msotly cause I thought Gwen seriously lacked in viable male LI's. Dialogue indicates that Moon Knight (or at least the Steven Grant personality) is gay and Bullseye's at least bi given his attraction to both the strippers and Noir.**

 **Krolikson - Scarlet feels too short a name. As for government...well, there's only two symbiotes in existence: one's with Gwen who's already an Avenger (and is farthest from being black ops shadow team) and MJ, who's an untrained civilian. Something tells me this wouldn't work.**

 **Cyclopz - Assassin class, baby ;) And the new cartoon is fine; still waiting for Spider-Gwen. How would you imagine MJ got the symbiote? As for what she looks like - female Carnage at first, her Scarlet Spider halloween costume (yes, this is canon) after a bit and then her Scarlet-MJ look popularized by Deviantart when she gets the hang of it.**

 **Also, I doubt Spider-Man needs a boost considering he's glued to a phase-shifter with X-23's powerset. He's golden.**

 **KasugaRomio - She probably could, but the Queen would likely mutate him into a monster rather than a 'real boy'. And the fic Avengers do have government pull as we see later. As for the token dude? Eh...can you think of one? I mean we have Frog-Man (too awesome to need a team), Harry Osborn (no one except Gwen would let him on) the male Defenders (too psychotic) and not much else except maybe Falcon, and he needs to be on SHIELD as an assassin.**

 **That and the 'token female' trope was poorly done with Janet at first and I don't wanna repeat it. The female-only membership is referenced by Kate in the previous chapter, so it's definitely acknowledged. They just can't change it due to lack of viable options.**

 **Dr. Sugarcakes - ...For a cupcake you're a real sadistic son of a bitch, aren't you?**

 **Esquire-Man - Glad you're feeling better :) As for any possible longevity/immortality; that won't factor in until decades down the line since people wouldn't know about their stunted aging, and who says Reed Richards wouldn't create his own version at that point? It's not a problem. And Cindy isn't really genre savvy; she went to the bunker when she was 18, so she's still a newb.**

 **Any villain that takes him to deep space/water would die as well from said pressure, and I really don't wanna give him a symbiote.**

 **Nameless - Actually the original mythos was that the symbiotes always killed their host and that Venom was a weirdo for wanting a permanent one; the 'caring symbiote' one was the one made later by Bendis. And even the 'Venom being the kind one' is ignored by many writers since they retcon the shit out of it to make Peter ripping it away less dickish. Originally it didn't make him violent and he ripped it away out of paranoia, which was a real cock move.**

 **I know about the Poisons, but again I'm focusing on mostly street and city-wide events. No cosmic level shit in this story.**


	88. Face it Tiger---

**So I read the latest Miles Morales book. Good news: Lana's still heroic and definitely against being a criminal. Bad news: Bendis completely derailed Lori's character and she went from telling Lana to make her own choices to _laughing to her face_ when Lana admits she wants to be a hero and telling her daughter 'Too fucking bad. You're underage, so legally you're mine'. Lana even attacks her mom over this, which shows how deteriorated this relationship is.**

 **So yeah...definitely not using that at all :/**

 **Anyway, this chapter's Road to Recovery; the majority of people voted against the angst so let's take a bit of a break from it...kinda. I'll let you see what I mean when we get to the chapter itself.**

* * *

"Stop fucking moving!"

Peter ducked the clumsy punch and stepped back with a light hop. The smell of blood and vomit in the air made it hard to focus, and the cheers and jeers from the crowd didn't help much in that regard. It was bad before, but after Frost's gallery it bordered on unbearable and sometimes it took everything he had not to just scream at them all to shut up and maybe actually take a damned bath to wash the blood off.

The worst part? This was probably the most relaxing thing he'd done all week.

"Focus, Spider." He felt a touch at his left shoulder and his head snapped to meet Felicia's gaze. Meeting her in a back-alley fight club wasn't exactly his idea of a good time, but apparently she'd gotten a taste for it. It probably beat hanging out in ritzy parties and pretending to like the people who talked behind her back; or at least it did for him. He still had no clue why she was really doing it and she didn't want to tell him.

Which was just fine by him. They were hardly friends.

It was 2 on 3 - previously 6 until just now - and he was flagging. One week of drinking himself stupid and filling up on painkillers and his body still felt like it was flushing out his system. Either the Spider-God decided to take back his protection for being such a lazy twit or he'd pushed too far.

Felicia charged ahead first and he did the same. She delivered a swift punch to the closest thug's gut which Peter followed with an elbow to his face, blood staining the sleeve of his white shirt. The first of the three fell on his back and spat out a curse, though it was muddled from the blood and spit. Felicia rolled her eyes and kicked him at the right side of his jaw to knock him out.

2 left.

She took the smaller one on the left, which left him with the roided gorilla at the center. The smug bastard was still grinning and judging by the way he looked at him he must've thought his muscles could make up for his brain being the size of a pea, "Come on, little boy." He gestured Peter to come closer, the messy tattoo covering his face shifting at the movement of the skin.

This would be quick.

Peter ran towards him and, after dodging his sweeping punch, tackled him against the cage. The big galoot grunted and Peter kneed his side, earning a muted cry of pain that was almost unheard through the cheers of the crowd.

"You're tougher than you look!" Peter blocked the punch and headbutted him. Blood hit the skin of his forehead and he winced. Maybe going to a fight club when he was still reeling wasn't a good idea, but was drinking himself into a stupor any better? At least here was still sober.

Peter kneed his side again and smashed his head against the surface of the chain link cage. The crowd cheered and booed in equal measure while money began to change hands. If he won this then he could get a decent kickback even if he had to split it with Hardy - which was doubtful considering it must have been a drop in the bucket for someone like her. Sucking in a deep breath, he raised his fist and prepared a final punch-

What the hell were they doing here?

Peter's head snapped up and he blinked, trying and failing to trick himself into thinking it was just another hallucination. Ben and May Parker were in the crowd, both eyes wide and mouth agape as they stared at him. They stood out like a sore thumb in the crowd, though thankfully no one paid them any mind, all of them too busy cheering and betting on the fights to care about a couple of Queens suburbanites.

Speaking of the fight.

His spider-sense rang, but he was so distracted that he didn't notice the first flying for his face till it made contact. Peter stumbled back and held his nose with both hands, a pained groan escaping his lips. Ben screamed something at him - a warning - but it only served to distract him more. How the hell were they there? Or was he just seeing things again like the ghost from last night?

A pair of hands circled around his neck and smashed him to the ground, meaty fingers pushing against the flesh. Peter looked up and glared at the meathead grinning down at him. His first instinct was to release a burst of webbing and beat his face into the ground, but that would've made it a bit too obvious.

In the end he never got the chance to. Before Peter could pry the bastard's fingers off a kick landed at the side of the lunk's head and he was quickly knocked out, falling on Peter's chest with a dull groan, "Shit..." Peter kicked him off and looked up to see Hardy smirking down at him, the silver-blonde offering him a hand which he promptly ignored. It was embarrassing enough that she had to 'save' him, thanks.

And the two of them were still there. Either they were real or this hallucination was really damn persistent.

"We have a winner! These two-"

Peter shoved past the would-be announcer and opened the door to the cage. Parts of the crowd cheered and patted him in the back while others spat curses at him, but he paid them no mind. Right now all his attention was focused on a pair of sheep in a wolves den.

"Peter-"

"What the hell are you two doing here?" he hissed, cutting off May's worried exclamation, "Do you two have a deathwish, coming here on your own?

"We're-"

"No, nevermind, I don't wanna hear it." He wiped the blood on his forehead and let out a frustrated breath. Seeing them again should've been a good thing, but this was the last place for a reunion of any kind, "Just...get out of here before any of these guys wise up and-"

"Having troubles, Spider?" He turned and glared at Hardy, though the masked thief just smiled back in response. If there was someone else who stuck out in a place like this then it was definitely her: fancy clothes, make-up, silver-blonde hair and a mask that barely covered the space around her eyes...she couldn't have looked less like an outcast if she tried. Difference was she could take care of herself, something Ben and May couldn't claim.

"Not the time, Hardy..."

"Well, I hope you didn't plan to leave without your prize." She threw a crinkled envelope his way. He counted enough to pay multiple month's rent easy, "Now, if you're planning to have a conversation then I suggest we do it out of sight of your 'fans'."

He wanted to tell her to pike off, but seeing the pleading looks on Ben and May's faces made him bite his tongue. He did plan to talk to them...at some point. Definitely not in the middle of a fight club after he got himself bloodied trying to pay rent, though.

It took them a while to find a place where he was sure they were relatively alone, but all throughout it he felt their stares boring into his back. Hardy seemed happy, at least, though that wasn't exactly comforting to him right now. The temptation to spend half his prize on a entire shelf of whiskey got more tempting by the second.

They stopped at an alley that was distinctly lacking in activity. Peter took a cursory glance at both ends of the narrow path and nodded. Definitely alone then, "...What the hell are you doing here?" he asked after a moment of silence. His 'parents' blinked in surprise and he continued, "How the hell did you find me?" He didn't exactly announce it to the world. Even Hardy only ran into him by chance.

The two of them looked at one another uncertainly before Ben eventually spoke up, "We...got a message. The number was unknown, but it told us that you were here."

"An unknown message?" Peter pinched the bridge of his nose and sighed, "You didn't stop to think that maybe running after a random message was a bad idea?" For all he knew Murdock could have sent it. The blind bastard - a devil, he reminded himself ruefully - was petty despite all his claims to higher morality and thought.

"We were worried about you, Peter," May said softly, "We didn't see you after that madness a week ago and...is this what you do with your free time?"

"You've seen more on the news..." He softly batted away the hand that reached for his face and frowned down at the ground. There was a reason he didn't advertise. Fighting against crooks and 'Supervillains' or fighting in a club to get money; same thing in the end, but not everyone saw it that way. He was damn sure Gwen would give him a lecture on safer things to do for 'fun'.

"I suppose it's shocking despite all that," Hardy chimed in. Peter didn't bother to glare at her and she stepped forward with a hand offered towards Ben, an easy smile on her face, "Good afternoon to you both, my name is Felicia Hardy. Ben and May Parker, I assume?"

"Um...yes." Ben shook her hand awkwardly and gave her a confused look, "Um...by Felicia Hardy do you mean the one on the television?"

"That's a rather vague description, but I guess I have to say yes." She shook May's hand as well, the sickly sweet smile never leaving. He wanted to wipe it off her face, "Pleasure to finally meet you two."

"Um, you as well." May wrung her hands together and looked back at Peter. She was probably confused that apparently someone besides them, Bullseye, Lana and Gwen knew about his 'condition', "Is she a friend of yours, Peter?"

"Yes, Peter and I are...close acquaintances, one could say." This time he did glare at her, though she paid it no mind. He definitely heard the double meaning in her words, and judging by the surprised furrow of the brows Ben had he did too, "Your son's been helping me and a few others out so I'll admit it's interesting to meet face to face with the two who raised him."

"Enough with the sweet talk, Hardy. It's not gonna make me help you." He scoffed, "You two...look, if you were hoping for a talk here then you're gonna be disappointed. This ain't exactly the place for a heart to heart."

"Then come back with us." Ben said, his voice taking on a more forceful tone. It reminded him of the lectures him...the kid...whoever he was got a few years ago, "Peter, we deserve a chance to understand all that's happening and with Gwen coming back from Washington...it's better now than later, right, kiddo?" He tried to smile, but it came of as forced as the nickname did.

Peter would've rolled his eyes at the lecturing act, but the sight of Felicia's pursed lips and narrowed eyes drew his attention, "Stacy's in Washington..." He could practically see the gears turning in her head. Despite Lana's comments Hardy wasn't dumb - no more than him or anyone else, at least - and she could see the end of the puzzle when someone dangled it in front of her.

"Hardy-"

"Oh, how could I have missed it?" Her smile shifted, going from sickly sweet to smugly satisfied. It wasn't a good look on her, "Gwen Stacy is Spider-Woman...the irony's almost storybook, isn't it? The Lizard whose death led to her being hunted as a criminal was her best friend and now he's Spider-Man. Terrific."

"She's not-"

"Don't try to lie, Spider. You're not very good at it," she interrupted, "I suppose it explains a lot of things, though I'm confused on how you can stand to be around her given your history. One would think it'd be difficult considering she beat you to death."

"You don't want me to lie? Fine, how about this: you don't shut your mouth I'll make you." Ben and May winced at the blunt threat while Felicia remained nonplussed, crossing her arms and looking him right in the eye. Peter glared at her for a few seconds before turning his attention back to Ben and May, "And you two need to be careful on who you tell. We're lucky this alley's deserted."

"Calm down." Felicia clicked her tongue and uncrossed her arms, "What exactly do you think I'll do with this? I've seen the news. She's one of Captain America's pets, the 'Avengers'. If I start running my mouth that entire group will come down on me and I'll accomplish nothing but making her more famous than she already is. Besides, I may not have any love for her but I don't want her dead. Or do you think so little of me that you think I'd let her die out of spite?"

"You definitely sounded like you wanted her head on a pike." He sighed, "Look, just keep quiet about this. Bad enough that Murdock knows who we are, I don't need every schmuck in this city sharing in." Considering how obsessed they were with her they'd probably batter down her house just to catch a glimpse of the 'woman behind the mask' or some other fancy saying.

"If that _diable_ knows who you are then you have more to worry about him than you do me."

"Point." He was pretty sure the only reason Murdock didn't expose them was because he was playing some kind of long game, "...Come on, you two, let's go back to your house. Something tells me whoever sent you that message is waiting."

* * *

Sometimes Peter hated being right.

Seeing Gwen again, he couldn't deny it was a relief. The blonde sat at one end of the table and she looked...well, better than before, at least. Granted that wasn't a hard pull considering her mental breakdown a week ago, but it was a nice sight all the same. The blonde sat at one side of the table and smiled softly when she saw them enter the dining room. She was wearing a hoodie and a pair of old jeans and sneakers, though judging by the way they shifted he doubted they were real clothes.

Still, she was a damn sight better than his 'sister' sitting across from her.

Teresa looked up slightly at their approach, a ghost of a smile playing on her face, "Right on time. Good."

"Teresa...guessing it was you who sent them my way," Peter said. He couldn't bother to muster up a glare; she probably (hard to tell with her) wouldn't even see it.

"Yes. A bit of a risky move, but I was sure you needed a push."

"Risky move? No, it was a dumb move. They could've gotten killed or at least mugged. Didn't think of _that_ , 'Madame Web'?"

"I had my sort-of apprentice Anya trail them. Anyone that got so much as an inch too close wouldn't get very far," she said casually, "She followed them until you made contact in the club, at which point she broke off."

"You've got all the answers, don't you?"

"It's my job, even if I don't get paid for it-"

"Okay, okay, hold up." Gwen said, finally speaking up, "I'm super confused here. Peter, who the fu- heck is this?" Peter raised an eyebrow. Why she still insisted on censoring herself around the Parkers he had no clue; it wasn't like they hadn't seen her trash talking the clowns on the TV already, "I mean when I got here she was just lounging around like she owned the place and said she was a cousin or something."

"Close enough...she's my sister."

That got their attention. Ben and May looked at him like he grew a second head while Gwen stared at Teresa with a completely blank expression. The older woman laughed under her breath and leaned back on the chair, "A bit of warning might have been better there, Petey." Pete _r_ scowled at the nickname, which she again paid no attention to, "I was kind of hoping to ease them into it."

"That went out the window when you had them walk down alleys to find me." Peter scoffed, "What are you doing here? Shouldn't you be catching up with Bullseye or something? Last I checked he was shellshocked finding out his alleged former squadmate is alive."

"Business before pleasure." She waved a hand through the air and gestured to the three remaining chairs, "We need to get some things out of the way, Petey, and if I left it to you then I'm sure you'd be content to stall until Gwendolyne dragged you kicking and screaming from your apartment."

"You don't know anything about me, 'sis'." The words held less bite than he intended, and judging by the slight tilt of her head Teresa caught that as well, "...Let's just get this over with. Sooner I don't have to see you again the better I'll be." He sat down on the seat farthest from Teresa and waited for Ben and May to take the remaining two. Something told him they'd need to be sitting to get through this.

"I can tell you're lying about that. You know you don't always have to play the act of the loner." Peter didn't say anything. Teresa sighed, "Alright, be that way then. Let's start from the beginning: tell them what happened at the smelting factory."

"What's she talking about?" Gwen looked at him worriedly. He wished his next words were 'nothing to worry about', but he was done lying, "Is she talking about our fight with that Kasady guy? The serial killer?"

"Yes, but not what you think," Teresa said, "This isn't about your morality, Gwendolyne; though I'm glad it was the choice you made."

"I'm sorry, I'm still reeling from this," May said softly, "You said you're Peter's...sister?" she asked, getting a muted nod in return, "Th-That doesn't make any sense. Richard and Mary didn't have another child. Peter was the only one who..."

"Peter was the only one who could be normal." There was a tinge of sadness in her voice, "When mom and dad died he was only 3, but I was 10 and I'd already seen things that could make me a target. H.Y.D.R.A isn't exactly picky about going after children if they think there's a profit in it." Her smiled turned more sardonic, "S.H.I.E.L.D wiped me from the records. Officially I'm Teresa Durand and my parents died in a car crash when I was an infant. Less messy that way."

"Y-You realize we can't take this without any proof, right?" Ben said.

"Is it any more absurd than your son coming back from the dead?" She asked. Neither Ben or May answered and she let out a soft breath, "Here, it's the same picture I showed Peter. It's one of the few things from them that they let me keep."

The picture of 'his' entire family together made him feel different compared to before. Back then he'd denied it outright, so convinced that no matter what he couldn't have been the Peter Parker of this universe. Now...well, it was just another reminder how much he'd been lied to, how impossible the idea of being normal could ever be. Lizard serum or not he apparently had a sister who could see the future and into different worlds.

"This is so fucked up..." Gwen muttered, completely forgetting to censor herself in her shock, "So, wait, you're Peter's sister and you have...what, exactly?"

"Spider powers. Anansi chose us both, it seems." Again with the talk of totems and destiny. Still, he couldn't deny it sounded less and less silly the more time passed, "I can see the future and into different worlds, though it's something I prefer not to use. Besides that I can defend myself just fine with my gifts. I can't hold a candle to you now that you've been bonded with what remains of Klyntar, but it's enough."

"Klyntar?"

"She means the kid. The symbiote." Peter sighed. This was another reason he didn't want Teresa meeting them. A blind long-lost sister who could see into the future? It sounded more outlandish than Murdock being possessed by the damn devil, "Look, can we stop with the Twenty Questions? She claims she's my sister and she can see into the future; or at least she's really lucky."

"Right..." Gwen shook her head, obviously still in shock from the bombshells his 'sister' dropped, "Look, you were talking about the smelting factory?"

"Yeah..." He looked down for a brief moment and bit his lip. Admitting it shouldn't have been so hard compared to everything else, but saying outright his life was just a lie wasn't something he could pretend didn't bother him, "You...do you remember when we were fighting in the factory and those two helped us?"

"Yeah, the one with the claws and her partner. I saw them before." Gwen nodded, "What about them? I heard they worked for S.H.I.E.L.D?"

"Maybe, but that's not what's important." He took a deep breath and steeled himself. Teresa gave him an encouraging nod, "Her partner...the guy in the coat in the mask...he's Spider-Man. The original one, I mean...the one who came here."

It only took a few seconds for the words to sink in, but for him it felt like an eternity. Gwen's eyes widened and she stood, the chair clattering to the ground with a loud thud at the suddenness of the action, "W-Wait, what?!" she choked out, looking between him and Teresa frantically. There went any hope of this being easy, "W-Wait, okay-okay-okay..." She took a moment to breath in and out before she spoke up again, "That doesn't- isn't he dead? S.H.I.E.L.D had the body, right?"

"I was dead too, remember?" His words were bitter and he hated that he couldn't look them in the eyes. Ben and May seemed to take it better, at least in the sense that they weren't screaming. Still the way their hands held onto each other in a vice grip made it obvious that it wasn't easy passing for them either, "I don't know how he came back, but he's there and he's alive..." And nearly killed him in a rage, but they didn't need to know that.

Another moment of silence passed before May spoke up, "So...wh-what does this mean?"

"It means that a lot of ambiguity no longer applies," Teresa answered for him, "While I can't deny the possibility that the Pariah might have copied the other Spider-Man's mind wholesale it wouldn't explain why there are residual memories. I can only assume then that the entity that brought your son back gave him Spider-Man's memories as a sort of stopgap solution. An imperfect one, certainly, but it kept him from relapsing."

"Okay, okay, just...stop." Gwen closed her eyes and let out a frustrated breath, her hoodie shifting and moving in response, "You're telling me the old Spider-Man, the one who died before Peter came back, is running around again and that Peter's clusterfucked memories are because something made him that way on purpose?"

"Yes," Teresa said bluntly, "This shouldn't be so much of a shock, Gwendolyne. Did you think your powers could be replicated so easily because of radiation? As much as Ms. Moon might claim to be the source of your abilities she can't even come close to replicating it en-masse and giving it to all her troops. The only reason she ever got that far was because Anansi chose you...the same way he chose me and Peter's patron chose him."

"God, this mystical bullshit's giving me a headache..." She picked up the chair shakily and sat back down, fingers rubbing her temples, "Okay, okay, so Peter's really Peter without a doubt...that's good. That's good." She nodded and took a deep breath. He would've thought she'd be happier knowing she was right all along, but she only seemed worse off than before, "I just don't get this magic stuff..."

"Did you never wonder how a radioactive spider biting you caused you to develop powers? If it was that simple you'd think that the government and everyone else would've figured that out decades ago. Your connection to the web of life is far more tangential to Peter or myself, but make no mistake: you are tethered to it. Anansi might not dictate your choices, but he's always there."

"Like a creepy uncle looking over your shoulder." The slight smile Gwen had was comforting. At least she was joking again, "So my powers came because this Anansi dude decided that I'd make a good appetizer for his radioactive spider...no, that's still fucking weird."

"It was shocking the first time for me too." Teresa's head shifted to Ben and May, her lips curled in a slight frown, "I'm sorry for getting this all out in the open like this, but I thought it was better than leaving you both guessing."

"No, it's...it's fine. We're just glad Peter is alright..." Ben said, his left hand holding onto May's right tightly, "This...I won't pretend this isn't hard to understand, but it's better than running blind."

"But I still can't give you what you want." Peter clenched his hands into shaky fists, "These memories in my head...I don't know which one I'm 'supposed' to be, but I don't want to go back to the one I remember. Someone who was so desperate to feel better about himself that he made one of his only other friends feel worse, someone who was so obsessed with the idea of hitting back against his bullies that he risked it all and turned himself into a monster. I don't wanna be that person again...I can't."

Peter stood up and turned away from them. He couldn't look them in the eye, couldn't bear to see the look in their faces when they realized that they weren't getting the one they wanted and they were left with some patchwork thing that didn't belong in either of these damn universes. Madhouse or the Depression...he didn't feel like he was going to last much longer either way the rate he was going.

Eventually he heard a pair of footsteps before a wrinkled hand cupped his cheek and tilted his head to the side, "We're not asking you to." May said, her smile small and somber, "Peter, we're just glad you're alive. I won't pretend this isn't difficult or that I'll ever fully understand it all, but I know you being here - whoever you want to be - is better than you buried because of a tragic accident."

"I'm not your son..."

"We can start over," Ben said and stood to join them, "I don't know if this is a miracle or we're wasting our time, but isn't it better if we try? Waffling around never did anyone any good." He clapped him on his right shoulder and nodded, "I'm not saying we're gonna go fishing or I'll give you girl advice - unless that's what you want - but I know that living day to day worrying isn't what me and May want."

"...I've treated you both like shit for months." And despite it all they still refused to give up on him. He felt like the prodigal son, except he didn't have the decency to try and beg for forgiveness. They just gave it to him.

"You saved us, remember?" Ben said, "If it weren't for you that Vulture man would've killed us."

"If it wasn't for me you would've never been in his crosshairs." He let out a tired breath and looked down at the floor. This was supposed to make him feel better - and he couldn't deny that it did, at least partly - but the open arms and warm smiles just reminded him of how often he'd taken them for granted or how much riskier it'd be if they didn't cut him out of their lives right then and there.

"You can't blame yourself for everything, Peter." Gwen said, her voice soft, "That's what you told me, remember?"

"Difference is that the things you blame yourself for really aren't your fault." Peter shook his head, "Look, I don't want to argue. I'm just...I'm happy that none of you are kicking me to the pavement right now, but this isn't a happy ending. Half this city still wants my head on a stock and I've got a psychopath and the damn Kingpin after my head. I'm lucky I made it this far..."

"You mean Murdock?" Gwen scowled at his nod and let out a frustrated breath, "That fucker...look, I can help-"

"Actually, you can't." Teresa interrupted, causing the younger Spider to glare at her, "I know it seems simple, but Matt Murdock isn't an enemy you can beat down and throw in jail even besides his connections and capabilities."

"He's a blind lawyer-"

"Who's possessed by the devil," Peter interrupted. It was obvious by the utterly flat look that Gwen had that she didn't believe him, "Look, I know it seems insane, but at this point it shouldn't even come as a surprise. I didn't believe her at first either."

"Yeah, but...Peter, you know how insane this sounds, right? You're telling me that Matt Murderdock is possessed by a devil straight out of the bible? That he has a pitchfork he's keeping up his ass or something?"

"Nothing so cartoonish, but demons, angels and the afterlife do exist." Teresa laughed under her breath at the complete silence that came from the Superhero, "I'm sorry if I rocked your worldview. It's the truth, though, and in a reality where alternate universes, superpowers and destiny exist it's hardly the most shocking revelation to have. For most of us on this earth it won't be our concern till we're six feet under."

"Still, a _devil?_ " Gwen asked, her voice becoming more obviously desperate.

"Afraid so, and all without an angel to make things a bit more equal." Teresa tapped her gloved fingers over the table and smiled wryly, "The Beast has been here long before any of us in this room were born and, I suspect, long after we pass on."

"Look, that doesn't matter." Gwen said. Peter could tell even she didn't believe that claim, "I'm not just gonna sit around while Murdock or a devil or whatever tries to turn Peter into his goddamn apprentice! I can-"

"Use Klyntar's power? Or do you mean calling the Avengers to assault his base?" Teresa interrupted, a hint of impatience seeping into her words, "If it were that easy the Chaste would've killed him long ago. Matthew isn't an enemy you can jail and even death won't stop the corruption. The Beast isn't something that can be beaten down in a pure physical fight, no matter how strong the battering ram. In all honesty you're lucky he turned his attention from you."

"What do you mean by that?" Peter slipped past Ben and May and stepped closer to the table again.

"I mean that your arrival here derailed Murdock's attentions." Teresa sighed, "I've seen futures where you fight against Murdock by yourself, Gwendolyne, and in none of them is it a clean victory. It always costs you something: your dad in a coma, Klyntar degrading your sanity or even having to give up your morals like what happened with Cletus Kasady. The only world where you succeeded was the one where you received the power of a god, and I know for a fact that it's not coming to pass here."

"Bullshit!" Gwen stood up and glared down at her. Dark veins shifted up her neck and reached her jaw, "So you're telling me I'm just supposed to sit here and let Murderdock have at Peter like he's a prime fucking rib?"

"If you don't then you'll both lose. I've searched and searched, but there's nothing and no future where your intervention helped things along. It just made things worse. Sometimes...Sometimes inaction is better, despite how it seems. Fate's a tangled web and a cruel mistress all in one."

"Fuck your fate crap!" She slammed her hand on the table and the wood immediately cracked and splintered, "I'm not going to sit here and do nothing! Trying is better than just waiting with my thumbs up my ass!"

"Even if it means Peter's death?"

All the rage and indignation on Gwen's face drained immediately. Peter looked back at Ben and May and hurriedly gestured for them to leave the room, but they remained rooted to the spot, "What...What do you mean by that?" Gwen finally asked after seconds of heavy silence.

"I don't want to tell you...but if that's what it takes to convince you, fine. Don't blame me afterwards." Teresa pursed her lips and pressed her hands together, "When you first got your powers you wanted to figure out your threshold. Your plan to do that was to participate in the charity wrestling match She-Hulk hosted at your school. You thought that if you did it then fame and glory were yours for the taking."

"H-How do you-"

"Because it's the story of many of the ones who got bit," She interrupted, "A story I've seen far too many times than I'd like. Whether it's you or Peter or Mary Jane or who knows else, fame is almost always the first thought. And let's get to the next part of the story - when you were nearly on stage you saw that someone had robbed the cash register and you doubled back, giving up your first chance at stardom to stop a petty crime and saving Ben Parker in the process."

"Wait, that was you?" Ben asked, "I mean I always thought your voice sounded familiar, but I never thought that..."

"What does this have to do with anything, Teresa?" Peter asked.

"In saving Ben's life, she doomed yours."

"That's..." Gwen shook her head and let out a shaky breath, "That's not true..."

"In many worlds Ben Parker dies because Peter refused to stop the robber either out of spite or because he thought it was beneath him to to do so. This is the same: you were 'supposed' to ignore it and take your chance and Ben Parker was 'meant' to die because of it. Your interference shifted the web around and someone else needed to be a sacrifice...Peter took Ben's place."

"Y-You're lying..."

"Anansi wants hunters, Gwendolyne, and what better way to create rage than a sacrifice?" Teresa looked down at the table, her expression grim, "Ben's death would have convinced you that no crime was too small and it would've shaken Peter out of his fantasies. The bullies would've stopped harassing him out of pity and you confessed your identity to him out of guilt. He would've forgiven you and you channeled your grief into being a hero, but without being condemned and hunted as a criminal like you were here."

"Shut up..."

"In saving Ben's life you altered everyone's path, Peter included. The bullying never let up and you continued your path towards fame unabated. Peter grew to resent the bullies more than he already did and he created the Lizard Serum...and you know the rest." Her laugh was bitter, "Anansi got his sacrifice in the end. So you tell me, Gwendolyne; knowing what you do now would you save Ben again even if it meant Peter's death?"

"Teresa, that's enough!" Peter glared at her, though she looked at him without any hint of hesitation.

"You weren't supposed to come back, Peter. In every future I saw you remained dead the same way Ben did in those worlds where he was taken. If the Pariah didn't have a sense of humor you'd still be dead and buried. You weren't meant to be anything more than a sacrifice so Gwen could find strength in her grief. I'm sure the Pariah had a sick sense of thrill bringing you back specifically just to spite Anansi - his sacrifice turned into a hunter and a guardian. Irony of ironies."

"We're not their... _playthings._ "

"But we all dance to their tune. It's the only reason you're still breathing."

He wanted to argue, but Gwen suddenly standing up and leaving through the backdoor drew all his attention. Peter threw his 'sister' one last glare before following her out of the kitchen. All of this talk of Spider-Gods and fate...he never liked it then and he liked it even less now. He never really believed in fate - both here and back in the Depression he was taught to work for what he wanted because no one was gonna just toss it at his lap.

The idea that he was alive only because someone wanted to play a joke was...he didn't know how to describe it, but it wasn't comforting.

He found Gwen on the steps with her knees tucked tucked to her chest, "Gwen..." Her head tilted up slightly to meet his gaze and he felt a painful stab in his chest when he saw the look of utter hopelessness in her eyes. It didn't suit someone who fought against hatred and fear for three years just because she wanted to do good, "...Look, don't listen to Teresa-"

"Do you think she's telling the truth?" She stared forward and rubbed at her eyes harshly, "Do you think that...me saving Uncle Ben led to you dying because fate or whatever decided someone had to die?"

"...I don't know." He sat at her side, their shoulders nearly touching, "All this talk of gods and fate...it's beyond me, really. Maybe she's right, maybe you saving Ben did lead to that kid...me dying because a giant spider somewhere else didn't like it, but I know one thing: you're not responsible for it."

"Hah, isn't it? You heard what she said-"

"It isn't." He took her right hand and squeezed it gently, "You did what you thought was right and you gave up your first shot at fame for it. If some overgrown spider threw a temper tantrum then that's hardly your fault. I blamed myself for what happened at Times Square because I stopped Sin Eater and got Jack's attention, but that's his fault. I tried to do the right thing and he chose to massacre civilians in response. If you knew what would happen you'd have saved both of us. You're a Superhero; it's what you do."

"I'm not feeling really heroic right now." She scooted closer and placed her head on his shoulder, "...You ever think about what it'd be like if neither of us ever got these powers? If we were just Peter Parker and Gwen Stacy?"

"I heard Teresa talk about a world like that...she said we were happy."

"But then all the people we helped out...guess that's out of the table, huh?" She laughed bitterly and closed her eyes, "I'm a big-time Avenger now, Spider-Woman's on the news every day...they think this shit's so easy, that it's not hard at all to risk your life or have Supervillains come after you and the people you love. Jessica helped people and now she's being shit on by assholes who need someone to blame. It's not fair..."

"If the world was fair it wouldn't need people like us. All we can do is try to make it less terrible."

She was quiet for a while after that and all he heard were her soft breaths. Peter was tempted to stand up and leave before she suddenly reciprocated the hold on her hand, "...Dad and Jess are out of town." She looked up at him and he stared into her blue eyes, "I don't wanna sleep alone..."

He knew what she was asking. A part of him wanted to refuse, to go out and let himself think about what happened, but the pleading look in her eyes caused any sort of refusal to die in his throat. His feelings for her...was it just because of what he felt before all of this madness began or were the past 6 months all on their own enough to bring them about?

In the end, did it change anything? Peter Parker, Spider-Man...one, both, neither; Gwen Stacy was a constant no matter what.

"Yeah...alright."

"Thanks..."

* * *

Not good enough.

Donald Roxxon stepped off the bed and put on the silken night robe, a frustrated breath coming and going. The cold air of the penthouse was normally relaxing, but right now all it did was add to his rising sense of frustration.

Not good enough.

He looked back at the sleeping young woman, her body barely covered by the thin blankets. Her name was Cecilia Carmichael and she came from a well-off family in Scotland. She was young, beautiful and creative; traits that helped her in her study of the arts. By all rights she had a bright future ahead of her and any man would've found himself lucky if she deigned to give them her attention.

But she still _wasn't good enough_.

Donald opened the door in frustration and made his way to the bar. When he'd first seen her not too long ago he'd been captivated with her fire-red hair and sultry smile and she in turn was drawn to him. She loved his stories of traveling to exotic locales such as Milan or the jungles of Africa and he wasn't ashamed to admit that her earnest desire to paint and express her creativity to the world was endearing as well.

She just wasn't who he wanted.

He poured himself a generous helping of bourbon and made his way to the balcony. The view from up here always calmed him; seeing the people down below struggle and meander through the roads and simply live day to day brought things into perspective. If the mood took him he could do whatever he wanted; it wasn't like most could say no to the Roxxon name.

Except perhaps her. Spider-Woman.

Donald still remembered his father's lectures and 'life lessons'. The old man was a bore and a strict taskmaster, but his words still stuck to mind even a decade after his death. One of them was a warning against 'craving what you can't have'; a lesson father dearest himself hadn't taken to heart given his own proclivities and hushed activities. It was one thing he agreed on without a doubt.

After all, what was the point of striving for the common? If he did that he'd be one of the drones down there content to coast their way through life simply surviving.

He swirled the bourbon and took a small sip. Spider-Woman...she was an enigma if he ever saw one. She'd made the scene only a scant few years ago and people loved her, but after that disastrous night where she was accused of murder it all turned around faster than one could blink. He himself paid her no mind at first; she was just another passing fad in a costume and they traveled in different circles.

That was until that fateful day in Mary Storm's disastrous party. That...creature who could flatten herself in such a grotesque manner was his first brush with the so-called Supervillains. It was the first time he'd feared for his life, the first time where he understood that his influence and power wouldn't matter.

And then she came and saved him. Donald's lips curled up in a wistful smile. He'd heard of her on the news before, but seeing her with his own eyes was...mesmerizing. Her power, her grace, the confidence she exuded...what other woman could compare to someone like her? Cecilia was someone who others would've admired or coveted, but after seeing such a display she might as well have been a pauper in rags.

Spider-Woman...she was what he deserved. He certainly deserved her more than that thug who ran around claiming a connection to her. 'Spider-Man'...he was nothing more than a pretender who shouldn't have gotten even a scrap of her attention. Spider-Man wasn't influential or blessed like him; he simply ran around town playing the part of an ineffectual vigilante. She'd see that someday. She was too good for someone of his ilk.

He took another sip of the alcoholic beverage and let his thoughts wander. She and a few others had been announced as part of the Avengers...surely meeting someone of his name would be of interest to such a burgeoning group? She'd refused his invitations before, but that was only because the cretin had thrown a tantrum on Times Square and she had to clean up his mess. Surely in a different setting she'd be far more receptive.

His thoughts were interrupted by the ringing of his phone back at the living room table. With a sigh he set the glass down and answered the cellphone, "What do you want, Kingsley? You'd better have a good reason to call at such an ungodly hour."

Roderick Kingsley was the quintessential example of a wolf in sheep's clothing. To the public at large he was a dandy fashion designer and the head of Kingsley's cosmetics; harmless and ultimately quirky in the sense that anyone who didn't have money would be considered insane. Donald and a few others knew better - Kingsley had his hands in every pot and when he called you listened, even if you had to bluster and complain along the way.

"Sorry, Donald, did I interrupt you?" He ignored his pealing laughter and waited for the old man to finish, "Just thought you wanted to know something interesting I've found-"

"I've already paid you your monthly dues, Roderick, I won't be blackmailed again-"

"Do you really think so little of me? Tut, tut, and here I was thinking of sharing something juicy about your dad's old super soldier experiments."

"What about them? They were failures." Anyone who wasn't a complete dunce knew the stories: the super soldier serum gifted to Captain America was meant to be one of many until saboteurs destroyed the research and killed the scientists. His father had the bright idea to try and recreate the formula with his own components passed around as vaccines (helped to avoid attention) and there were no results.

"You sure about that?" Kingsley said in that smugly knowing way of his. Donald was tempted to shut the phone then and there, "Cause someone caught on film begs to differ."

"What are you on about?"

"The girl with the exploding hands," he said, his voice sing-song, "I recognized her powers from the projected test results. It was from the V2-N2 variation of the formula if I'm remembering correctly."

"That's...impossible." Donald's grip on the phone tightened, "The V2-N2 was a failure on all fronts and it ended with either the subjects dying or showing no powers-"

"Not unless one of those participants was pregnant at the time." Kingsley interrupted. Donald could practically see his smile, "The girl's young - young enough that I could theorize she's the offspring from one of your unknowing participants. If you do some research you can probably find the proper dosage at which powers start manifesting and then..." He laughed, "Then I guess you can add another million to your blood money when you start selling it. Just don't forget my cut, Donnie boy."

Kingsley rattled off some more, but at that point Donald stopped listening. Powers...if he could find the proper dosage then he could give himself abilities above the faceless masses. His lips curled up in a smile. This would draw her attention, it had to.

* * *

 **I feel like calling this the 'Road to Recovery' was a misnomer :/ Teresa's exposition seems like it just made the leads (moreso Gwen) even more angsty, especially with the knowledge that the Spider-Gods are playing them like puppets for their amusement. Still the two do seem to find comfort in each other at the end and their dialogue next chapter is a tad more teasing and friendly.**

 **The last part was a bit difficult. Originally it was going to be Jack-o-Lantern's POV, but I chunked him out because him appearing pretty much guaranteed bad times right out the gate. Now instead we get Donald Roxxon - while he's a weak character on his own (he's basically a modern day Gaston) he does connect more to Roderick Kingsley/Hobgoblin and sheds more light on Lana's backstory. Interested to see where I can take this since Gwen's personal antagonist is sorely lacking so far.**

 **That the totemtic bullshittery reaches critical mass this chapter. Then again I can't be the only one who sees the multiverse and wonders why Uncle Ben always freaking dies. Here Teresa justifies it as Anansi just being a dick and assuming his avatars need a push to heroism...and considering the world where Ben didn't die ended with Peter as an asshole he might be right.**

 **Still, it does add an awkward undertone to Peter and Gwen's relationship since Anansi ostensibly killed him off for her benefit. Him coming back was definitely not part of the plan.**

 **Questions:**

 **1\. For those who supported pairing Noir and Gwen together I have to ask: how long do you honestly think it can last? I mean she's lightened up on his killing people, but I can't see her being cool with him associating with Punisher (mass murderer) or Bullseye (sadistic psychopath). This would probably come up at some point and I can't see them finding an agreement...**

 **2\. Following up on the above, do people even want stable/healthy romances in these kinds of fics or is drama what people search for? Another reviewer pointed out Kate would be far more healthy for Gwen and maybe Cindy for Peter, but those get far less attention or support and another reviewer commented it'd be 'boring' due to how the two don't argue and conflict with one another.**

 **Review Answers:**

 **NeverendingZero - Shouldn't _too_ awkward; Noir's used to worse than a teenage crush. As for his personality...I wasn't aware he was a 'bitter tsundere'. He was based on the typical 'jerk with a heart of gold' archetype prevalent in many film noir media.**

 **Spideyfam - Honestly? No clue. Why, you want it to stop?**

 **Dr. Sugarcakes - No MJ this chapter, but there is still some angst. Next chapter will be your antithesis since the two leads might, ugh, _flirt_.**

 **Krolikson - Problem is they can't damage She-Hulk or Gwenom even if they do take them solo, so this would go nowhere. As for her name, MJ likely adds Spider so people trust her and she can piggyback on Gwen's good rep; she needs all she can considering she's Carnage. With regards to the kiss...eh, we'll see where it goes, but likely nowhere.**

 **Yohart Meltz - Noir knew Lana for 2 months since he only interacted with her properly during Sin Eater. As for Lana...not sure if I'd use tsundere for her. She seems more jerky in general than just the guy she likes; look at how she talks to Felicia.**

 **Hardlight - Not saying it excused that, but it's a breath of fresh air.**

 **Cyclopz - I'm not into Isekai for that exact reason. As for that plot: that wouldn't work since Gwen's venom remnants would automatically fight off Carnage like white blood cells...that and given how weak Carnage is Gwen could likely overpower it since she has far stronger willpower compared to MJ. It takes extreme mental strength to keep going after all the crap she's been through.**

 **As for the costume: during the Halloween issue 13 the girls dressed up in costumes. Glory dressed up as Rocket Racer, Betty as Ghost Rider while MJ had a female version of the original Ben Reilly costume. No explanation is given on where she got this or what it's based on, but here it's her go to alter ego.**

 **Esquire-Man - Thor: Ragnarok dropped early here so I aleady watched it. Also, much as I like Zemo, his plan is convoluted bordering on Mary Sue-ish. And for a kid...I think we have enough dimension hoppers already. That and if a kid appeared they'd have a dimension bracelet, which would render a lot of the plotlines extinct right then and there.**

 **JG76 - Gwen's had angst for many chapters now, though: she just doesn't let it bog her down like Peter.**

 **henchmen213 - You mean the Matt Murdock/Jessica Jones romance? Yeah, backburner.**

 **KasugaRomio - 616 survived that because Anansi turned him into the Other, which wouldn't work here. Besides I have my own plans for dealing with the serum. His memories are something he just has to live with the same way Kaine and Ben Reilly did.**


	89. ---I'm Your Last Shot

**Had to pry myself from AC: Origins and New Colossus to write this up. Anyway, the first half is poorly written 'romance' while the second half is basically every Venom/Host interaction ever, so hopefully this still manages to satisfy people.**

 **Speaking of the story: The next few chapters are going to be pretty hectic since I'm going to go full bore into focusing on the 4 main baddies - Jack-o-Lantern, Matt Murdock, Hobgoblin and Cindy Moon - along with other plots that need wrapping up - Carnage!MJ, Lana's family situation, the situation with Octavus - so everything's gonna be pretty chaotic for a bit while the cast have to play catch-up to all the lingering plot threads.**

 **Right now I'm leaning towards dealing with Jack-o-Lantern first, then Murdock, then Hobgoblin then Cindy; especially since I have plans for the Hand after Murdock. Still, which bad guy would you prefer to focus/deal with first? I still have some leeway to switch the orders around if you guys want it. We're gonna be powering through the 'main quest' full force for now.**

 **In addition I'm considering some segments similar to the 'setting the stage' chapter which have differing POV's such as with Lana, Hawkeye, Frog-Man etc etc. We'll see where that goes; I'm kinda considering one that's focused on Lana when her family arc goes full force given that it changes her status quo heavily.**

 **Side note - Moon Knight's getting a new ongoing and the greatest Inhuman ever, Lockjaw, is getting his own comic run :D I cannot tell you how pumped I am for this! Let's hope that they managed to do it right.**

* * *

When morning finally came Gwen half-expected Peter to be gone, so it came as a pleasant surprise when the first thing she woke up to was a head of brown hair and the sound of soft breaths.

He was facing away from her, but it was easy enough to tell he was still asleep; he would've been staring up at the ceiling like the film noir cliche he was if he hadn't been. Gwen's lips raised up in a slight smile and she buried her face into his bare shoulder, her right leg wrapping around his. She relished in the warmth and breathed in his scent, wishing that the time would stop for just a few more hours and leave them alone.

A part of her was still afraid of hurting him, but the events of a night prior helped ease her worries. She wouldn't say it was easy - especially not after his pained complaints the last time they'd done it - but the fact that it was possible at all was relieving all the same.

Her morning bliss wasn't going to last; something she was painfully aware of. Already Teresa's (was she really his sister?) words came back, _'Saving Uncle Ben killed Peter...'_ She bit her lower lip and traced her fingers across his chest. The feeling of his heartbeat through the warm skin was instantly relieving. She didn't know if she really believed (or wanted to believe) her mumbo-jumbo about fate and some giant web of destiny, though the fact that Peter came back from the dead made it hard for her to just dismiss outright.

And she definitely didn't like to think that indulging in common fucking decency ruined their lives. If this 'Anansi' really thought that her powers were worth losing her best friend or Uncle Ben then it could go suck an egg.

Of course that wasn't the only problem. Matt Murderdock was still out there and it didn't take a genius to figure out that there was something between that bastard and Peter that went beyond the usual Hero vs Villain fair. If she had to guess he was probably doing the same bullshit he did to her before she was declared innocent, though she got the feeling Peter wouldn't tell her if she was right or not even if she asked.

And those were just the two biggest problems...

Her thoughts were interrupted by the sudden shift of movement and a weak groan, "...Time is it?" Peter asked softly.

"About 7:30." Gwen (reluctantly) released her hold on him and watched as he sat up on the bed, her eyes lingering on his back before shifting to his posterior; again, she could be polite about her ogling. She lied back down on the pillow and looked through half-lidded eyes as he dressed himself, his movements somewhat awkward and stiff, "...Is something wrong?"

"Hm?" He buttoned up his pants and looked back at her curiously.

"You're moving kinda odd. Is it hurting again? Cause I thought tying my wrists would-"

"No, it's not that..." He let out a slight laugh and scratched at the stubble at his face. It looked good on him, she decided, "Just...never thought we'd do that again, especially not after how the last time ended."

"Yeah..." Sleeping out on the riverside followed by getting caught by her friends and then a reaffirmation that he still planned to go back to the 30's. All in all it definitely wasn't the magical or romantic experience one would think it was, "Well...at least you're not limping this time. Baby steps, right?"

"We take what we can get." He shook his head and grabbed for his shoes. Gwen watched him for a few more seconds before she eventually decided to sit up, the Trek Wars blanket slipping off her and crumpling to the matress in a lazy dip. The slight squeak of the bed caused Peter to look back again and his cheeks heated up slightly when their eyes met, "Uh...you might wanna put some clothes on."

"Little late for blushing, Pete." She rolled her eyes when he turned away and stood up properly. She'd learned to form clothes somewhat, though it was always the same hoodie, jeans and shoes; definitely not something appropriate all the time. That and she liked the feeling of clothes against her skin. Having just the suit on felt like she was wearing nothing at all sometimes.

She rummaged through the closet and grabbed a pair of baggy pajama shorts and a ratty gray sweatshirt with a weird smattering of colors at the front that she distinctly remembered picking up at a trash boat after her first disastrous fight with Vulture. She couldn't believe anyone would throw it away.

Her eyes drifted over to her reflection in the mirror and she paused when she saw the blue highlights at the tip of her hair. As if reading her mind Peter suddenly spoke up, "Didn't notice that dye before."

"Yeah...guess it's new." Gwen rubbed a tuft of hair between her fingers. She'd always thought about it, but she never really found the time for a dye job between everything else, "...The suit must have done it, I think." Or at least that was the only explanation she could think of right now. For all she knew Kate or Cindy did it as a prank before they left Washington.

"It's changing your appearance...that doesn't scare you?"

She snorted, "After everything else? I think blue hair dye's the least of my worries."

The two of them got dressed in comfortable silence, the only sound between the two being the soft shifts of cloth. As soon as her head popped through the collar she huffed in a tired breath and raised an eyebrow when she saw the sharp, serrated patterns of black ink on Peter's left wrist that the bunched up sleeve failed to cover. How did she not notice that before?

"Is that a tattoo?"

He paused slightly at the question before he eventually nodded with a soft sigh, "Lana thought it'd be a good idea." He rubbed at the skin self-consciously and frowned, "I didn't want to, but she was really damn insistent. Said it'd make people less likely to think I was an old man. Stupid idea; my costume covers everything up, but try telling her that."

"Hah, you just keep telling yourself that. I bet you really wanted it," she teased, getting a half-hearted glare in response, "Really, though, she lives with you, leaves her clothes all over your place and she can make you get a tattoo of...what is that, anyway? A spider or raven wings?" She shook her head, "Doesn't matter. Point is she can get away with all that but when I try to subtly suggest you put on a proper costume you set the damn thing on fire."

"By 'subtly suggest' do you mean 'shove the box in my hands and demand I change into it'? And that said 'proper costume' was so tight you'd see my pecker the second I moved my legs?" He rolled his eyes exaggeratedly, though she didn't miss the light smile on his face, "No offense, Gwen, but not all of us are confident enough to swing around this madhouse with people taking pictures of our rear-ends."

Yeah...she really hated the fact that someone snagged a pic of her ass and circulated it all over tweeter. It was someone she rescued too, which just made it even more of a pain in ass (pun fully intended), "Pfft, so says the guy who hangs around Black Cat and Moon Knight." Seriously, how did Felicia not get a wedgie every time she moved in that thing? She knew from experience that leather was not the go-to material for acrobatics.

"You're just sour that I can wear normal clothes and still jump a roof."

"You're not doing it in style, though." She looked back at the closet and her smile turned into something more teasing, her voice dipping low. This was going to be good, "You know, I've got another copy of it if you changed your mind. Might make the next time a bit more...interesting."

The look of flat-footed surprise on his face made her snicker. So worth it, "...You're lying. I burned that thing and that was the end of it." He looked away with a huff and pointedly ignored the grin she was sporting. Still, the fact that he didn't say something along the lines of 'there ain't gonna be a next time, dollface' relieved her more than she liked to admit.

"So...breakfast?"

20 minutes later and they were sitting across one another on the dinner table. Gwen dug into the wide spread of eggs, sausages and hashbrowns greedily while across from her Peter made do with a few slices of toast. The blond raised an eyebrow and wiped her mouth with a napkin, "Uh...you aren't hungry?" she asked, pushing a plate full of eggs towards him.

"Nah...rarely am nowadays." He bit into the toast slowly and shrugged, "Lana does enough eating for both of us."

"If you say so..." That was worrying. Then again how hungry could someone who'd come back from the dead be? She shook her head; she really didn't want to think about that, "...This takes me back."

"Those first two months." She almost didn't want to answer. There were some good times she remembered, but the fact that she lied to him left a sour taste in her mouth. She hadn't meant for it to get that far, but it was small comfort when he found out who she was in the worst possible situation, "That fight we had...I'm sorry for saying I would've shot you. I know there's nothing I can do to make up for that... "

"It's not like I'm blameless either." She looked down at the plate and let out a soft breath, "I'm sorry for lying to you for two months and never listening." It was a miracle neither of them strangled each other at this point; they'd certainly done enough to one another to justify it, "I said I was tired of arguing before and I meant it. I want us to move on and stop fighting, whether you're 'my' Peter or whoever you want to be. Can we do that? "

"As friends?"

"...I was maybe hoping as more than that." She picked at the sausages on her plate and winced at the silence that greeted her. Their apologies didn't even begin to cover everything fucked up about them: the fights about Harry, the fights about Frank Castle, the fights about their methods...it was easy to say they could just move on, but it was a shitton harder to actually do.

"You really think that's a good idea?" he said finally, voice soft.

"A good idea? If you're looking for those then you're asking the wrong girl." The joke was weak and she knew it. He still smiled, though, even if just barely, so she'd say it was worth it, "Frankly it's probably a really terrible idea, but I still wanna try. And maybe this time we won't have an explosive breakup."

"Explosive's a bit of an understatement..." He chewed on the toast a bit more before setting it down, "...Do you really think this can work? Gwen...I kill people and one of the few friends I have in this place is a psychopath who gets his jollies mangling people. The only good thing I can say about that is that he does it to people who no one cries for, but I'm sure that's not good enough for you."

"Not really, no..." She pursed her lips and looked up to meet his gaze, "I'm not saying that I'm happy that you have Frank Castle or that Bullseye guy on your cellphone, but I've made my share of compromises. You were right about Harry being responsible for those people being infected but even now I don't want to see him rotting in prison. And S.H.I.E.L.D and that symbiote...shit, that entire clusterfuck's still fresh."

"So what? We just ignore that? Pretend that the bad parts don't exist?"

"No, but I don't wanna pretend that only the bad parts are there either." She sighed, "I just...I wanna try this, Peter. I don't want to spend days where we avoid one another or we walk on eggshells because we're afraid of setting the other one off."

"Why do you wanna try this?" He looked down at the table with a small frown, "You're Spider-Woman...you're one of Stars-and-Stripes' Avengers, this town's in love with you...you could have anyone you wanted. People would fall all over themselves if you looked their way."

"I became an Avenger and a mascot after they spent 3 years treating me like shit. Fuck, Cap even tried to arrest me when the Lizards showed up again." She laughed, though there was no cheer in it, "I won't deny it feels nice to see kids looking at me with stars in their eyes, but all the fame doesn't make me feel giddy or high like you think."

"Maybe..." He leaned back on the seat and looked up at the ceiling, right on cue, "Still doesn't answer why you're willing to try. I ain't exactly a hero and with everything that's happening...I feel like a dead man walking, Gwen. Honestly it's a miracle I made it this far, and even then it's only because Murdock thinks he can still turn me to his side. That's the only reason I can think of why he hasn't burned my place down yet, at least."

"I'm willing to try because I care about you..." She reached her left hand across the length of the table and grasped his right hand gently, "And I don't give a shit what your sister says; if Murderdock wants to try his Jedi bullshit with you then I'm gonna help." Gwen pointedly ignored the voice at the back of her head that reminded her of the lecture last night. She couldn't just sit by and do nothing, "Promise you'll call me if you need to."

For a brief, painful second it almost seemed like he'd refuse. Instead he nodded and squeezed her hand back, "I promise."

Those two words were enough to make her smile and sit back on her chair. Was it perfect? Far from it; they were barely taking steps towards being halfway decent. But still it was a step forward without a giant step back so she'd take it.

"...My birthday's coming up," she said, apropos of nothing. Peter looked up at her and blinked, "I mean maybe you knew that already or maybe you didn't, but...yeah." She wrung her hands together. The 20th birthday wasn't overtly special - still a year from legally drinking, after all - but she was leaving the dreaded 'teen' behind so that was something.

"I remember..."

"Right...good." She licked her lips nervously, "So...what are you doing later?"

"I don't know. Guess that depends on if 'sis' decides drop in with more of her cryptic words of wisdom. You?"

"I gotta go see Cap. She wants us to train for a bit so we don't end up getting in each other's way when shit hits the fan." She could see the value in it, though she personally thought they worked together just fine a week ago, "After that I'll go on patrol for a bit then hang out with with Glory and Betty; apparently MJ's been MIA for a day or two. You could join us...you know, if you want?"

"Tempting as it is to have Grant give me the stink-eye all day, I have to pass." She winced. Yeah, those two still didn't get along; and a week in an isolated cabin did little to change that, "...Although, are you busy next week? I heard there's a carnival in town...I'm kind of curious to see how different it is compared to...to the place I remember. You...wanna go?"

She should have said yes like a proper adult, but the stupid smile on her face was hard to keep down, "Peter Benjamin Parker, are you asking me out on a date?" she said, her voice teasing once again.

"Ah..." The tomato red cheeks were all the answer she needed. Gwen's grin widened and he looked away from her, face still aflame. She wished she had her phone with her to record this for posterity, "I won't deny that I care about you, Gwen, but an actual relationship...I still have something I need to do first before I can even think about that."

"You mean arrest Murderdock?" Or kill him, thouhgh she didn't want to say that out loud. She really hoped there was another way out of this...

"No...well, yes, but that's not the only thing." He sighed and looked her in the eye, "I know I'm not... _him_ , but I still have his memories swirling in my head. I..." He took a deep breath, "I want Otto Octavius...even if he's not really 'my' enemy I can't just ignore him. I spent 6 months running around like a headless chicken but he was always on my mind...I want...I _need_ to put that part of all this behind me."

"I guess I understand..." She bit her lower lip at the next question she wanted to ask,"What about, you know, him?"

"You mean the real Spider-Man." She nodded, though it felt callous. The _real_ Spider-Man...it felt like an insult to Peter, "The dame with the eyepatch knew who he was so the spooks probably know where he lives. I can ask them and then...then I guess we can meet..." His hand shook, "I-"

"I'll go with you," she said in a rush, "We...I'm not sure how much help I can be, but-"

She was cut off when he nudged her left leg with his foot and smiled softly, "Thanks, Gwen..."

"You're welcome..." Another question drifted into her mind and again she blurted it out before she could stop herself, "If...If this Octavius guy does have a way back...would you take it? Go back with the other Spider-Man? I know you said it's not your home anymore, but-"

"I'm staying here."

Her eyes widened and her mouth parted. She hadn't mistaken that, right? "You..." There were a hundred things that ran through her mind at that moment, but in the end all she managed out was a stuttered, "A-Are you sure?"

"Am I sure? Hell no." He let out a single, dry laugh, "Half this place wants to lynch me and I've got a damn _devil_ after me. Most other people would at least consider leaving this madhouse behind to try and escape all that, but I..." He took a deep breath and gave her a wry smile, "Guess we're both idiots, huh? We-"

That was as far as he got before she practically leaped across the table and pressed their lips together in a rushed kiss, her hands grasping for the front of his shirt to pull him closer to her. Peter stood stock still for a couple of seconds before he reciprocated the gesture and leaned into the kiss. She was vageuly aware of the sound of crashing plates on the floor, but right that second she didn't care.

Peter was staying. Those three words repeated in her mind on an endless loop. No more bouts of worrying whether he'd just disappear one day or how she'd tell the Parkers that they lost their son again, _'You're staying. With us. With me.'_ Her hands groped under his shirt for the warm skin underneath. She had no idea how far she was willing to take it considering they were smack dab in the dinner table, but she continued her actions regardless.

She was so distracted by it all that she didn't notice her door edging open or the sound of heels on the wood till it was too late.

The loud cough she heard didn't come from either of them. On instinct Gwen pulled back and nearly tripped on the chair, only managing to stay upright when her stick-em powers kept her feet glued to the floor. Peter fared a tad better, falling back on his seat and halfway managing to look like he'd done it on purpose.

Of course that didn't help much at the sight of Felicia Hardy standing at the entrance to the dining room with crossed arms and an annoyed look on her face.

"Well, I suppose that explains why you weren't answering your phone." The popstar threw Gwen a withering stare and she suddenly felt distinctly ashamed, though she had no idea why. It wasn't like she cared what Felicia thought of her, right? "I suppose I can understand Bullseye annoyance now. You have a poor track record when it comes to prioritizing."

"Hardy..." Peter wiped his mouth subtly and gave her a hard look, though it was difficult to take seriously considering the tears in his shirt...oops, "What the hell are you doing here?"

"Your sister gave us information on another of Murdock's operations and 'suggested' I ask you for help." She uncrossed her arms and pinched the bridge of her nose, "Of course she didn't warn me beforehand that I'd walk in on you both _in flagrante delicto_."

"We...just got caught up." He mussed up his hair and stood, "Why didn't you call anyone else?"

"You mean the sadist with an obsession towards cards or the executioner who I'm halfway certain wants to kill all of us for being criminals? Yes, I wonder why I'd be wary about them watching my back." She rolled her eyes, "Now put on your costume and save me the spiel about being retired. Murdock wants your head so think of this as self-preservation."

"Hey, wait-"

"This doesn't concern you, Spider-Woman."

Gwen wanted to shoot something sarcastic back at her, she really did, but the casual admittance of her secret identity left her standing flabbergasted for the next few seconds; long enough for Peter to shoot Felicia a glare and for the vigilante/thief to shrug it off with a scoff, "W-Wait..." Gwen said, finally finding her voice, "You know who I am? Did Castle tell you?"

"Castle? I wasn't even aware that madman knew who you were." Felicia's smile was a mix of predatory and amused, mostly the latter, "No, it was Ben and May Parker who let it slip. I can only assume that because I knew who Peter here really is they saw no need to filter their words."

"They just said you were coming back from Washington. Hardy figured it out on her own," Peter added, still glaring at the other vigilante, "Look, don't worry about it. If Castle hasn't told anyone then I doubt Hardy will...besides, she forfeits my help if she does and I'm pretty sure she hates Murdock more than she does you. Your secret's safe."

"But..."

"Don't lose your head over it, Stacy. Like he said I don't have anything to gain by exposing you," Felicia said, "Though I'm curious if Jane and the rest of your band know your secret."

"That's none of your business," Gwen snapped back. There was no harm in her knowing the others found out months ago, but she couldn't help but feel defensive. Of all the people to know her identity Felicia Hardy definitely wasn't someone she wanted on that list (which included Matt Murderdock and Frank Castle), "Look, Peter, just...just be careful, okay? And remember that you can call me if you need help with anything."

"I'm surprised you have time for that considering your prestigious position in Captain America's hit squad." Felicia shrugged off her glare in addition to Peter's, "Now hurry up, Spider. His ninjas are hardly gonna wait for us to stop whatever they're planning."

"Right..." Peter sighed and threw Gwen an apologetic look, "I'll see you later?"

"Yeah, of course..." She gave him a muted nod, "Uh, make sure to say bye to Uncle Ben and Aunt May too, okay? We kinda left them hanging last night."

With a muttered 'sure' Peter followed Felicia out of the house and she was left alone in the suddenly too-large dining room. Gwen eyed the broken plates on the ground with a sigh and began to pick up the pieces. This was going to be a long day.

* * *

MJ awoke with a start, her eyes parting open suddenly before she sat up on the bed, "What...?" She looked around the space and paused when she realized she was in her bedroom at Queens. Same old blue blanket dotted with yellow circles, same Red Sonja poster plastered on the roof; hell, she could even hear Gayle stomping around downstairs followed by her mom's lecturing.

Definitely home...but how the fuck did she get here?

She groped for her cellphone and and gasped when she saw the date and time, "10:47 am Saturday? I missed almost two days..." She set the phone down and breathed slowly. What the hell happened? The last thing she remembered was that argument with Glory and then getting drunk with Norah. After that...

The sudden pain on her right wrist caused her to hiss. MJ looked towards the source of the pain and gasped again when she saw the nasty cut that ran along the length of her lower right arm, "What the..." She twisted the limb around and winced. The wound looked nasty - the scar still looked fresh and covered in blood despite the fact that the skin itself seemed healthy. She reached out a hand to touch it.

 _ **"Don't touch it."**_

She almost screamed, but something kept her from shouting even as she fell off the bed and crashed on the floor, "Ah...damn it." She pulled herself up and looked around her warily. She was sure she'd heard someone, but she was definitely alone, "H...Hello?" she called out.

Nothing, as expected.

"Fuck...I must be hearing things." MJ shook her head and trudged to the door to leading to the hall. She was keenly aware that she was still wearing the same clothes she wore two days ago and yet she couldn't muster enough to care about it. Right now all she wanted to was to stuff her face with a whole turkey and maybe a pig all at once.

Gayle looked up once she stepped into the dining room, "MJ...you're here?" She stopped typing on the laptop and stared at her in confusion, "I thought you were with Glory?"

"Nah, had a fight." And something else, though she still couldn't remember what.

"Again? You should probably find a new roommate."

"So you and Norah tell me." She walked past her to the kitchen and smiled when she saw her mom pored over a stove. She wasn't usually one for cooking - takeout was the meal of the day at the Watson household - but now she was humming to herself and stirring a pot of spaghetti with an odd cheer in her step, "Hey, mom, what's up?"

"Mary Jane?" She stopped her stirring and looked back at her, her eyes widening slightly when she caught her disheveled state, "What happened to you? I tried to contact your phone yesterday but you didn't pick up."

"Yeah, I was kinda floating around, I guess." She shrugged and subtly (she hoped) moved her right arm behind her back out of sight. It wasn't really an answer, but her mom let her have enough leeway as long as she didn't think she went on drug sprees or whatever, "Hey, you got anything to eat? I'm starving..."

"There are some snacks in the fridge and the pasta's gonna be a few more minutes." She turned back to the pot and resumed stirring, "Go talk to your sister. She's writing one of her stories and you understand that stuff better than I do."

"Great..." MJ sighed and brought both hands through her hair. She loved her sister, she really did, but reading her amateur pornos (or 'lemons', as she called them) about Spider-Gwen was hardly the highlight of her day; and that was before she figured that Spider-Woman and Gwen Stacy were the same person. After that? Well, the humor of imagining Gwen acting like a dominatrix wore out real fast.

She came back to the dining room with an armful of snacks and passed by Gayle, "Hey, what are you writing now?"

"Climax chapter...literally." MJ rolled her eyes at the terrible pun and dropped the assorted instant noodles and cold sandwiches on the table, "What's with all the food? You got the munchies?"

"You know I don't take drugs, dearest sister." So maybe she lied to her mom about her tendency for underage drinking or the occasional spot of mary jane (heh). She was pretty sure Gayle didn't tell mom about all the sordid details of her 'healthy fiction' either.

"Right, course not." Gayle rolled her eyes in return, "Anyway, you saw the news, right? About the Avengers?"

"You have to be living under a rock not to." MJ tried her best to forget the argument with Glory. She still had to worry about the fact that she had nearly two days of her memories missing. She'd been on some benders before, but this was ridiculous, "Anyway, what about it?"

"Nothing, just thought it was cool." Gayle shrugged and resumed her typing, "Everyone's blowing up about it at headbook and tweeter. The world's first Superhero group and they're based out of here in New York. I heard they're going to unveil some kind of base or something. Could you come with me? Mom's busy doing her weird thing and I can't go myself."

"Come running to big sis for help again, huh?" MJ ruffled the younger girl's hair playfully, which got her an annoyed grunt in return, "I'll think about it."

The rest of the hour was spent in mindless conversation; mostly with Gayle gushing about how cool it was to live in a city filled with Superheroes and how Paris' heroes had nothing to Captain freaking America and Spider-Woman. MJ focused on her food, letting her sister and mom's chatter calm her down. She still had no inkling on why she had a huge hole in her memory, but she got the feeling it had something to do with the scar on her right arm.

Something which she should have done a better job keeping hidden.

"MJ, what is that?" The redhead froze when she caught her mom staring down at the gash with narrowed eyes. A part of her was tempted to put her arm under the table and make a joke about falling down the stairs, but she knew it wouldn't fly here, "What happened? Did you get into a fight?"

"What? No, no." She winced. For all she knew she could have; it was pretty damn unlikely she did it to herself, after all, "It's just..." She shut her mouth and looked away. What could she say, really? It wasn't a small graze or anything - it looked like someone stabbed her arm with a knife, "I'm fine, mom-"

"We need to get it checked." Her mom was at her side immediately, all fussing hands and worried looks. Gayle (rather smartly) decided to focus on her food lest she be the next victim of the Watson helicopter mom, "This looks deep, but maybe-"

She almost didn't believe what happened next. As soon as her mom's fingertips grazed the wound her arm felt like it was set on fire. Mary Jane hissed and backed away from the older Watson, "It's fine, mom!" she snapped, her voice coming out in a low snarl. Both her mom and Gayle's faces split in surprise at the sudden hostility in her tone, "Leave it alone!"

Her mom stepped closer to her and touched her arm lightly, "Mary Jane, we need-"

 ** _"Don't touch me!"_**

Mary Jane wrenched her arm from her mom's grip and pushed her away. The Watson matron was forced back from the intensity of the shove and smacked hard against the table, plates and glasses spilling onto the floor with loud crashes. Mary Jane looked down at the whimpering woman and bared her teeth in a growl. She warned her! She did! She-

"What the fuck is wrong with you?!" Gayle's scream cut through her angered haze. Her younger sister knelt by her mom's side and threw her a glare, "Mom was just trying to help! What the fuck?!"

"I..."

It all came rushing back. The assault on the alleyway, nearly being raped and then...

Blood and cries for help. MJ pressed both hands against her head and screamed. That... _thing_ seeped into her wounds and turned her into a monster. It saved her, killed those men who were going to rape her, anew then...

Mary Jane ran, crashing through the door with enough force to splinter it and knock it off its hinges. She looked back briefly on what remained of the door before she continued running, her legs carrying her faster than she knew they could. She hurt her mom, but she knew staying there to try and apologize would just make things worse. She had to get away.

She didn't stop running till she was all the way into the city. A few people turned to look at her disheveled and panicked state, but most just turned a blind eye. Mary Jane leaned against the closest wall and shut her eyes tightly. Her arm still burned and her head pounded incessantly. This wasn't...none of this was supposed to happen. She wasn't supposed to...

 _ **"Didn't you always want to be special? To be famous?"**_

Mary Jane's eyes opened and she looked around the street frantically. People passed her by without a glance; even the few people who paid attention to her had long since lost interest. She definitely knew she wasn't hearing things now, "H-Hello...?"

 _ **"You don't need to speak out loud."**_ The voice...it was hers, but distorted to being almost unrecognizable. Every word felt like nails on a chalkboard, **_"I can hear your thoughts and you can hear mine."_**

"What...the fuck are you...?" she mumbled, her voice coming out in a hoarse whisper.

 _ **"Shouldn't you know? Me and my Other were on the news."**_

"You're..." She couldn't even say it. Mary Jane took a few more steps and barely managed to step into an alley before she vomited. That monster on the news...the 'Carnage Killer'...and it was on _her_ now.

"Th-This can't be happening, this can't-"

 _ **"It's happening."**_ Her... _it's_ voice was smug and taunting, **_"I don't understand why you're complaining. Those other humans were going to have their way with you if I hadn't stepped in. You should be thanking me!"_**

"You're a fucking _monster!_ " She wiped her mouth with the sleeve of her jacket and and pushed herself up, "All those people you killed...God, I don't even know how many."

 _ **"Not enough."**_ Flecks of red flesh shifted on her exposed right arm, **_"Spider-Woman murdered my Other! Stopped us from-"_**

"She saved the city!" Mary Jane yelled back. She could only count small blessings that the alley was abandoned so no one could hear her, "What the...where was I the past 2 days? Why can't I remember?"

 _ **"I searched your memories. Had to get myself settled into my new home. You know Spider-Woman and Spider-Man."**_ She felt a chill run down her body at its words, **_"Some of the scientists who created me talked about destiny. Maybe this is the same-"_**

"Get the fuck out of my head!" She tried to grab for the strips of red flesh with her left hand, but they retreated back into her skin before she could even get close, "Get out, get out, get out!"

 _ **"Not happening, Other. I was weak when I searched for a host and the only reason I was able to take you over was because you left a wide door open for me."**_ She whimpered at the sudden flare of pain on her right arm, **_"We're tied together now. If I leave then I'll be weakened and you...well, you wanna imagine what it's like to have all of your skin ripped out of your body? Cause that's what it's gonna feel like."_**

"This...isn't..."

 _ **"You already said that. You humans repeat a lot."**_ The heat spread to the lower half of her face, **_"Spider-Woman murdered my Other, but we can still continue what he wanted. I-"_**

She had to call Gwen. MJ's hands barely managed to grab for the phone before the pain worsened and she was forced to drop it to the ground, "Stop that! I'm not going to-"

 _ **"Haven't you been listening? She murdered my Other! She'll kill you once she finds out!"**_

"I don't believe you! Gwen wouldn't-"

Mary Jane was forced to her knees at the sudden memory that overwhelmed her. She felt the heat from the molten metal below her, her right hand holding onto the metal handrails of the walkway. She looked down at the molten metal and felt her heart rate spike. Even one passing scratch and she'd be dead before she could blink. She had to get out.

She didn't get a chance to do more than look up before a sharp blade cut through her remaining hand. Mary Jane's eyes widened and she flailed through the air in a panic before she landed on the vat of molten metal.

Gwen leaned over the edge and watched her plummet, her expression unreadable under the dark mask.

The pain was unlike anything she'd ever experienced before. She was wrong, she didn't didn't die immediately; that would have been a mercy. She spent the next few seconds trashing and screaming, trying in vain to reach for the edge.

She didn't get far. She'd barely started moving towards the rim of the vat before the cover of the container slammed on top and cut off any source of escape, "Let me out, let me out! Please!" The pain made it impossible to think, impossible to do anything but keep thrashing against the heat and flame. She tried to punch through the metal, her cries for help growing more and more desperate.

The last thing she heard before everything faded was the sound of choked sobs.

When Mary Jane's eyes parted open again she was lying on the ground in a fetal position, her eyes covered in tears, "God..." She pushed herself up and wiped away the tears in a rush, "That..."

 _ **"You see now? She murdered my Other! She-"**_

"Your 'Other' was a murderer!" She wanted to scream back at it, but her words was soft and weak. That shouldn't have been so shocking - Peter killed before if his words were any indication - but seeing it with her own eyes... "He deserved it..." She knew that, she knew...

So why in the hell did she feel so scared to see Gwen again?

 ** _"You know it, don't you?"_** It laughed, **_"You can't be sure she won't do something. Even if she doesn't kill you what makes you so sure that she won't do something just as bad? She's connected to the ones who created me, the ones who cal, themselves shield. She'll give you over to them and they'll tear you apart to get to me, to get their precious weapon back."_**

"Shut up..."

 _ **"They're responsible for crearing me, but they lied and said it was done by 'terrorists'. They won't hesitate to kill you if it means they can hide any proof that they were ever wrong-"**_

"Shut up!" She was sure people on the street heard her, but she didn't care. She grabbed for her phone and raised it to her face, her finger hovering over Gwen's speed dial. Just one press and a call to meet, that was all it took, "She won't kill you...she won't hurt you..." She thumb shook and she shut her eyes tightly. Gwen was her friend, she was a goddamn Superhero. This shouldn't be too hard.

She pressed the next number over.

The phone rang for only a couple of seconds before Peter's voice came from the other end, "Mary? This isn't a good time-"

"Tiger, I...I need your help." She grabbed for the wall with her free hand and pulled herself into a shaky stand, "I'm...I'm in really bad shape. Could you get Norah and meet me at the abandoned Warehouse out of 4th avenue? It's the one where we had a gig, remember?"

"This really isn't a good time-"

" _Please!_ I...I don't know who else to turn to..."

She terminated the call before she could hear his reply and stuffed it into her pocket. Peter instead of Gwen...Glory would've called her an idiot, but really didn't want to think about her roommate right now. It was because of that argument that she was in this shitshow in the first place.

 _ **"Spider-Man's a murderer, too. We can take him if we have to, but why him? And why the girl?"**_

"He's Peter Parker...the Lizard." If anyone knew what it'd be like to have a monster attached to them it'd be him, right? It was a longshot, but she didn't have anyone else she could run to right now, "Norah trusts me...she'll vouch for me..." And maybe once she talked to them she could muster up enough nerve to stop being so damn paranoid about Gwen.

The monster didn't say anything back, which she considered a good sign. She stumbled her way past the streets and tried to ignore the taste of vomit in her mouth. All she wanted was for this day to be over.

Peter and Norah were already there by the time she arrived, along with another addition, "Hardy..." Mary Jane felt a spike of irritation at seeing the dark-skinned silver-blonde dressed up in full costume. If the devil had a face then Felicia Hardy would be pretty damn close, "No, gotta focus..." She did her best to stand tall. She had to show them properly and get their help.

"Well, well, if it isn't our partycrasher." Felicia said, her lips curled in a sardonic smile, "You realize that we compromised a lot to have to meet you?"

"I didn't ask for _your_ help," Mary Jane shot back. It was oddly comforting to just hate something that wasn't so absurd.

"MJ, where were you?" Norah cut in worriedly, "You went AWOL when you left the apartment. What happened?"

"That's...it's why I called you two here." Her eyes focused on Peter and she gulped. He hadn't said a word yet and looked back at her curiously. She had one shot at this, "I...do you guys remember that incident a week ago? With the Carnage Killer?"

"Hard to ignore, all things considered." Felicia scoffed, "Why did you call for them, Jane? Were you hoping Spider would regale you with tales of the glorious last stand? Maybe something to spice up your middling band? I would've thought being on speaking terms with Spider-Woman would render that moot?"

Mary Jane should've just ignored her, but the smugness in her voice pissed her off to no end, "Shut up, Felica! Just shut up!" she snarled. The popstar recoiled back at the unbridled hate in her voice, "I didn't ask you to come here! I didn't ask you to make my life more of a hell than it already is! So why don't you just shut the fuck up and _ **let me talk!**_ "

Something was wrong. When Mary Jane turned back to Norah the blonde had both hands covering her mouth and her eyes were wide with fear. Peter's face shifted into a scowl and he leveled his gun at her head, "Wh-What? Why are you two-"

"Jane...look at your hands," Felicia said.

Mary Jane raised her hands and gasped when she saw the entirety of them covered in pulsating red flesh, the tips of her fingers sharpened into claws. Looking further down she found red veins running along the length of her arm all the way to her shoulders.

"Mary...what happened?" Peter asked, his grip on the gun never wavering.

"I..." She looked him in the eyes and cried, her next words coming in a pleading whisper, "Tiger... _ **help me.**_ "

* * *

 **Half and half (kinda) chapter done. I apologize for anyone that had to sit through Gwen and Noir 'flirting' with one another, though at the very least it's very likely not to come up again anytime soon given the fact that MJ just outed herself as Carnage to Peter; it's gonna be pretty hard to keep a romantic mood going when Noir now has _another_ problem to deal with in addition to everything else. **

**So...yeah. The two leads are (kinda, maybe, not really?) dating; I give em a week before it collapses. And of course MJ now has to deal with a symbiote that openly wants her to kill people and gets triggered by her getting pissed off...oi vey. Let's see which of these two results in a bigger explosion.**

 **Questions:**

 **1\. Which of the two leads do you wanna see next chapter? Gwen has to deal with being an Avenger and possibly interacting with high-up people like Tony Stark, Norman Osborn, Roderick Kingsley or Donald Roxxon now that she's a household name. This will give more hints towards Hobgoblin and tie her to Murdock.**

 **Noir's segment deals with Carnage!MJ and trying to help her keep in control of the Carnage symbiote, all while possibly keeping it hidden from Gwen to avoid SHIELD ever getting an inkling that there's a piece of the symbiote left. There will also be seeds planted for the upcoming Jack-o-Lantern arc, which changes things pretty heavily once it finishes.**

 **2\. Are the two leads still sympathetic? I'm getting worried that either of the two have reached the 'Designated Hero' trope where they're not really heroic or sympathetic to the audience anymore; especially Noir since his later actions against Murdock are rather eyebrow-raising and mostly justified by the fact that Murdock is the greater evil.**

 **Conversely do antagonists like Murdock and 65-Cindy come across as sufficiently evil or are they lacking in truly vile behavior to justify the leads possibly committing amoral actions in order to get back at them?**

 **Review Answers:**

 **SPACEINSPACE - Thank you for sticking with me so far :) I know you're very unlikely to see this, but I do appreciate you leaving a last review since most people who drop (myself included) simply do it. Hope you find other fics to your liking.**

 **Dreamcastfan99 - A Gwen and Noir romance can't stand on its own - hell, it barely stands now even though it has other things to help prop it up. That and I'm just bad at writing romance in general so a solo romance fic would be a disaster.**

 **Brave2000 - It can't be unstable forever; that'd just be a bad relationship.**

 **Sexybutcreepy - Why Lana? Isn't she a tad young for him? Also Gwen dating around makes more sense than Peter doing it. She's the one who's friendly, popular and idolized.**

 **RedRain17 - How come you rarely seem to log on anymore? Anyway, first things first: while I dislike 65-Peter I doubt his attraction to Gwen was purely physical; if it was then any of her bandmates would do. As for pairings: Norah was the original planned 'pairing' for Noir - though they were really just friends with benefits - and as for Gwen's pairings...Kate is viable, but Cindy made it clear she doesn't bat for the other team...and her personality weaves better towards Noir, right?**

 **Newavenger92 - Madame Web was proven wrong, yes, but also right multiple times. The relationship being impossible might also have a certain appeal, but it's definitely mixed due to the fact that they constantly argue.**

 **Spideyfam - To what end? He doesn't add anything that Noir or Spider-Man don't already do and anothe** **r dimensional travel screws the plot.**

 **Hardlight - Wait, you mean 616 Peter and MJ? Cause after OMD that's about as far from stable as you can get.**

 **Cyclopz - I'm a nerd with too much time on my hands, that's my secret :P As for thugs...well, that's the point: no matter how many people Gwen jails or Punisher kills crime never stops, something Murdock continuously points out to Noir in the story. Teresa even says it about Gwen: 'She wants to save the world, but she can't even save this city.'**

 **As for magic...well, the Hand, Ghost Rider, the Asgardians...there seems to be plenty of magic in the MCU.**

 **Dr. Sugarcakes - Why does she need a fallback? Her powers aren't going away anytime soon and she makes money being an Avengers/SHIELD sponsored hero/trademark owner of the Spider-Woman likeness. She did mention planning to go to college, but she doesn't really need it.**

 **Yohart Meltz - It feels long since the majority of the arcs are either days or scant hours apart at most. As for a stable romance: Spider-Man/Shadowcat is far from stable, and adding the Queen would make things worse given that she's bugfuck insane and megalomaniacal.**

 **Persin 2 - Yeah, Lana being a romance ain't happening.**

 **Krolikson - I pretend Reed doesn't exist yet since his very existence (he can build portals from lego blocks) trivializes everything; why exactly hasn't he given Gwen her powers back in canon yet? Don't tell me he can't, he damn well can! Though I'm curious why you chunked Cindy out given that she's very similar to Gwen personality-wise; main difference being she's much more accepting of gray methods.**


	90. Damage Control

**Carnage!MJ literally got _all_ the votes; that's a first for this story :/ So here's what you guys asked for.**

 **Anyway, still playing through AC: Origins and I did like how they portrayed someone with trauma - Bayek is definitely angry at the generic Ubisoft tragedy, but it doesn't stop him from being warm, caring and genuinely nice to others at other times unlike most heroes of his type. I'm definitely taking some tips for this for both leads given how angsty they are, Noir particularly.**

 **Side note - I showed a RL friend the fic and while she liked most of it she did comment on something I asked before: the age of the protagonists. Gwen was (mostly) okay since she's treated and acts enough like a teenager by comic standards, but Noir came under fire. It's not because of how he acts - that trope is pretty common - but rather everyone doesn't seem to care at all that he's so young apart from one comment. The Defenders in particular: Bullseye's still attracted to him while Punisher and Moon Knight treat him as an equal despite them being near/about/over twice his age.**

 **I'm wondering if it would've been better if I started off the fic farther in the timeline with Gwen and Noir being in their 20's. Granted that'd make the plot twist difficult, but since he was meant to be original Noir till about the chapter 30's mark it wouldn't have been a problem.**

* * *

 _ **'Wake up!'**_

Mary Jane's eyes peeled open slowly and she groaned, the sound almost unheard despite the silence of the room, "Where...?" She tried to raise a hand, but her body felt as if it was weighed down by a stack of bricks. The redhead angled her head down and her eyes widened when she saw the entirety of her body sans her head and neck covered in a thick sheet of dark webbing, the silk pinning her to the bed like a cocooned fly.

She really hoped that she wouldn't end the same way when the spider came back.

"H-Hey..." She craned her neck around to look at the room around her. She was lying on a small bed and the bedroom she was currently stuck in was unfamiliar. Apart from the fact that it was small - smaller than even her own cramped apartment with Glory - there was nothing she could place on it, except maybe the empty whiskey bottles scattered around the floor in messy piles; and all that told her was that a drunk lived here.

 _ **'You let him catch us.'**_

The distorted voice at her ear caused her to shudder. She still remembered its presence, unlike her disastrous wake-up call that morning, but that didn't do much to help her nerves. She was still bonded to something that was attached to a mass murderer just a scant week ago, "Fuck..." She grit her teeth and tried to look left towards the door. She really hoped that it was all just a fucked up dream.

The memory of what happened earlier came back in slow bursts. She told Peter, Norah and Hardy (uninvited) about her 'situation', and then... ' _ **He caught us.'**_ The monster snarled again. It scared Mary Jane just how close to it she sounded earlier, _**"Tangled us in a web. Some kind of poison. Then punched us in the face. Wouldn't have caught us if you let me have control."**_

"So you can go on another killing spree? Fuck you..." She licked her lips and winced at the slight throbbing at the right side of her mouth. Peter punched her...in hindsight practically snarling at him to help her probably wasn't the best idea, but she still considered being tied up in his apartment (at least she assumed it was his place) to be an improvement over staying alone with that fucking thing.

 _ **"You trust him too much."**_

"I trust him more than you." It growled at that. She just ignored it; there was no way this thing was making her feel guilty, "God...this is so fucked up." If only she hadn't said that comment out loud about Gwen or she hadn't gotten so damn drunk that she planted one on Norah. That thing would still be out there, but then Peter or Gwen or whoever else's job it was to be a Superhero could've taken it out.

And now she was stuck with this thing...

Her pitying thoughts were cut off by the door suddenly opening. Mary Jane craned her head to the side and sighed in relief when she saw Peter walk into the room, his expression severe. He stopped for a quick second when he realized she was awake, though it didn't take him long to catch his bearings. He grabbed the closest chair and and dragged it closer to the bed, the loud sound causing her to wince.

"Who are you?"

Mary Jane blinked at the question. She was expecting a lot of hows, whens and whys, but that was just bizarre, "Wh-What?" She tried to sit up on the bed and winced when she was still unable to move. Whatever this web was made of it was definitely effective, "Tiger, it's me. MJ."

"Not so sure about that..." He sat on the chair and looked down at the ground, expression morphed in a scowl, "The last time I saw that suit it was in the hands of a monster that gutted an entire hospital."

 _ **"I remember that. That was fun."**_

"Shut the fuck up." Peter raised an eyebrow at the abrupt insult and she winced, "N-Not you, this thing...it talks. I-I know that sounds crazy, but-"

"Not as crazy as you think." He let out an exhausted breath and brought his hand through his face, "The other symbiote...it did the same thing. Difference is it didn't go on a killing spree."

"Th-That's not my fault..." Mary Jane licked her lips nervously and sucked in a deep breath. She hardly expected a five star meal and a massage, but being treated like she was a criminal definitely wasn't on her list when she met up with him, "L-Look, I came to you because I needed help, Tiger. This...thing latched onto me and-and I don't know what to do. I h-hurt my mom and I..."

"...Give me proof that you're Mary and then we can talk." She stared at him, mouth agape, but he showed no signs of taking back his words, "I want proof-"

"What the fuck do you want me to say?!" She yelled, panic mixing with a growing sense of irritation, "Do you want me to tell you that I sing in a band? That I was woken up at one point because you and Spider-Gwen were fucking like rabbits in the bushes? I could tell you about anything you want, but this," She jerked her head down at the webbing keeping her body cocooned, "I came to you for _help_...not to get treated like a monster."

It was subtle, but she could've sworn she saw a flash of guilt on his face before he sighed again, "...Tell me you're Mary Jane Watson and you're not a monster."

"What? That-"

"Just do it."

"Fine...I'm Mary Jane Watson. I'm not a monster." His face remained impassive for a few more seconds before he suddenly stood and pulled out a knife from his back. Mary Jane's eyes widened and she tried to push herself back, though she only succeeded in lying down on the bed and making herself face the ceiling, "W-Wait, I told you what you wanted! I'm not a monster, I'm not! Don't-"

"Calm down." The knife reached her left side and cut through most of the webbing covering her upper body. The redhead let out a held breath at the sudden return of feeling in her arms and chest. She sat up again and grimaced when she saw the handcuffs on her wrists.

"Handcuffs? What'll these do?" She raised her arms and blinked in surprise when the metal refused to bend. She had no idea how strong she was, but it was apparently strong enough to splinter a door just by tackling it. Regular cuffs might as well have been made of wet tissue paper, right?

"Vibranium. Can hold anyone, apparently," He tossed the web away to the corner of the room and sat down again, "'Borrowed' it from Jones. Thought it'd be useful. I've been on the wrong end of these myself. "

"The webs weren't enough?" She still couldn't feel her legs, but she didn't mind too much at the moment; at least she could feel the sweat on her skin again.

"When dealing with that thing? Not even close." He scoffed, "...Sorry about earlier, but I had to make sure you were who you said you were."

 _ **"We shouldn't have come to him."**_

"Shut up...not you, Tiger." He didn't react to that and just waited for her to continue, "I...look, this is all...I don't know what's happening. One second I was arguing with Glory and making an ass of myself in front of Norah and the next I was..."

"Just start from the beginning."

"Right, okay..." She licked her lips and adjusted her place on the bed, "So...I got into a fight with Glory and I went to Norah's place a couple of days ago. We had a few drinks and then I...left." He didn't need to know how much of an idiot she was, "I needed to clear my head so I wandered around. I tried to slip through an alley for a shortcut but then these guys..." She shook her head, "They..."

"Mary, you need to tell me."

"I-I know, it's just..." She sucked in a deep breath and sat up straighter, "They brained me on the nose with a bat and they...the two of them were going to fuck me right there that goddamn alleyway." Her fists shook and she shut her eyes tightly, "I still remember tasting my own blood. I tried to get away and they shoved me to the ground and I- a piece of glass cut my wrist."

"Yeah, I see it..." He reached a hand out tentatively and traced the scar. Mary Jane shuddered weakly and leaned into the touch. It didn't hurt or burn anymore, but knowing that thing seeped through there to get inside her was still chilling, "...Does it still hurt?"

"No..." She gently separated their hands and looked him in the eyes properly, "This thing...it got in through my wounds. I killed those two fuckers and then..." Then it killed those sick bastards and she lost nearly 2 days while it combed over her mind like an open fucking book, "Those two didn't survive and then I woke up again at my house this morning...how long ago was that?"

"Not too long; it's about 3 pm." Peter stood and paced around the room slowly, "So you're telling me that you got that thing from chance?"

"Yeah...just like you and Spider-Gwen, I guess." Except last she checked their powers weren't trying to fucking kill them, "I...Tiger, I'm still trying to play catch-up here. I thought that this thing was dead? Gwen...she killed it, right?"

"I thought so too, Mary." He looked out at the slight drizzle of rain outside and frowned, "This is insane...I'm surprised that you're still standing. You said that that things talks to you. What does it say?"

 _ **'Tell him that he's next after Spider-Woman.'**_

"I...it's not pretty." She looked down at her cuffed hands and clenched them into tight fists, "It talks about what Gwen did and how it wants me to kill people...that includes you." She licked her lips again, "I...it sounds almost like me, but it's fucked up somehow. I dunno if that makes any sense to you."

"Gwen was the same. These suits seem like they take everything from their hosts..." He muttered something under his breath that she couldn't make out and and turned back to her, "...We need to talk that thing. Tell it to materialize outside your body. I know it can do that."

 _ **'Only if he agrees to let me slice his neck.'**_

"It doesn't work that way, Tiger. I don't control this thing." If she did then she would've told it to get the hell out and jump into a fire, "And it's...let's just say it really doesn't like you; as in wants to slit your throat. I don't want you to get hurt."

"I appreciate the thought, but I'm more worried about you right now." She bit her tongue. That was...she appreciated that, especially after everything that happened, "...We need to talk to that thing if we're gonna get any idea of what's happening." He put a hand on his chin, his frown deepening, "...The spooks would know better than anyone else, but I don't trust em not to experiment on you the second they get their grubby mitts on that thing."

"It said that S.H.I.E.L.D created it...is that true? I thought it was a terrorist organization that did it?"

"It was; difference is that the government's paying for it." He let out a single, frustrated breath and crossed his arms, "Alright, look, we're gonna need to draw it out; and if you can't make it go out then we're gonna have to force it." He chewed on his bottom lip and again said something she couldn't make out; though judging by the scowl he was sporting she doubted it was good, "I have an idea, but it's not gonna be pleasant. Do you trust me?"

"What?" She pondered the question for a quick moment before she nodded, "Um, I mean...yeah. I wouldn't have called you if I didn't..." Truth be told she had some reservations considering he punched her in the face and tied her up...but it could've been a _lot_ worse considering the clusterfuck this entire thing was. Anybody else would've shot her if she showed up like that.

 ** _'We'd kill them if they tried.'_**

"Alright, good." He scratched at his stubble (which looked out of place considering his dyed hair) and pulled out a box from behind a compartment on the wall, "Whatever happens try to stay in control. I don't wanna lose another friend."

She didn't get a chance to reply to that before he pulled out a syringe filled with yellow fluid and waved it through the air. Immediately she felt a sense of panic rise up, which was quickly replaced by burning anger, **_"Where did you get that?!"_** She snarled, her voice coming out in a distorted growl that she couldn't control. Before she could stop herself she tried to stand and fell on her side, her hands struggling against the handcuffs all the while.

Through the rage and frustration she could feel a mounting sense of fear. All of it - the growling, the threats, the veins spreading across her skin - was out of her control. She was a prisoner in her own body.

"You know what this is." Peter knelt and tapped the tip of the needle against the floor, which earned him another frustrated growl, "Your old partner didn't have the best reaction to this, you wanna try for round 2?"

 _ **"It was you! You were the one who made us vulnerable! Made us weak!**_

"And I'd do it again." He drew the needle closer and she winced, though really she felt relieved. Whatever was in that syringe it scared that monster, "Get out here or I'll inject this, and I don't like your odds for another go."

The monster screamed in frustration in her head and she shut her eyes in pain at the almost deafening wail. The roar lasted for a few seconds before it was abruptly silenced and she felt the same burning pain on her right arm.

The pain left as quickly as it came and she was left on the ground, sweat running down her forehead and her breaths coming out in ragged pants. She blinked away the flashes of white in her vision and leaned into Peter's touch when he held her shoulders tightly, "Hurts..." Peter pulled her upright and moved her until she sat with her back against the wall opposite the bed.

The new occupant that settled on the floor across from them caused her blood to freeze. The monstrosity reminded her of the blurry pictures she'd seen on the youwebs about 'The Incident', but seeing it up close was another thing entirely. It was stuck on its hands and knees on the floor and Mary Jane flinched back when it looked up and she met the blank white spaces it had for eyes, its wide-open mouth parted open to show of the jagged teeth covered in a viscous yellow slime.

Monster was an understatement...

 _ **"You...murderer."**_ It still sounded like her, but now that she was hearing it outside of her own head the differences only became more noticeable, **"You helped Spider-Woman take my Other from me, my Cletus..."**

"You should've died with him." Peter took out a gun from a holster under his jacket and aimed it right at the creature's face. Mary Jane turned away when the bullet fired, but she was forced to turn back when the creature laughed. She looked ahead and grimaced when the next bullet fired passed through its head, splattering blood and flesh across the floor with a disgusting squelch.

It didn't care at all.

 _ **"You can't kill me!"**_ It licked its teeth with an oversized tongue and she shuddered, _**"My new Other is where I lie, you know this. Shooting this extension does nothing."**_

"Get out of her!"

 _ **"You'd like that, wouldn't you?"**_ It laughed. Mary Jane's mouth was forced up in a twisted smile at the sound, _**"She cannot survive without me, manflesh. I saved her life, so it's mine now! If you take me out of her then her mind will break from the agony!"**_

"You're lying..." Mary Jane mumbled.

 _ **"You wanted this."**_ It turned to her and she curled deeper into Peter's hold, her body shaking, _**"I read your mind. You're jealous of Spider-Woman, hate that she gets the love of this city while you're left in the shadows with your pathetic singing. Admit it: you wanted me! You want to be better than everyone, you want to prove that you're not pathetic like your friends think you are!"**_

"Shut up!" Tears stung Mary Jane's eyes and it took all she had not to look away from the abomination in front of her, "Shut the hell up! I never wanted to be a monster!"

Whether it was going to respond to that she had no idea. Mary Jane felt a sudden prick at the side of her neck followed by a quick feeling of numbness that ran down her body. The creature screamed into her mind for a few agonizing seconds before everything became quiet. Mary Jane relished in the silence for a handful of seconds before she suddenly swerved her head to the side and vomited out what little remained of her breakfast.

Peter's hand was on her back and he didn't say a word till she finished. The redhead wiped the dribbling vomit from her chin and took a shuddering breath, "Is it...is it gone?" She closed her eyes and pressed her cheek against the cold wall.

"For a while, at least." He wiped the sweat off her forehead with a few quick dabs and moved her to the bed. Mary Jane bit back a disgusted sound when her bare foot and the bottom of her jeans almost touched chunks of the still-warm flesh, "The suppressant keeps anything with the Lizard serum down, though in my experience it's anyone's guess how long that actually lasts."

"Fuck..." Why couldn't this day just be over? This entire day was one nightmare after another, "So...what do we do now?"

"Honestly? I got no clue..." Peter sat next to her brought his hand through his face. He suddenly looked far more exhausted, "The last thing I expected was for a chunk of that monster to still be kicking after Gwen..." He shook his head, "Point is I'm as blind as you are, Mary. I barely have a handle on how these suits works...maybe it's best if we call Gwen and-"

"No!" Even Mary Jane herself was surprised at how loud her voice was. Peter recoiled slightly at the sudden scream and she continued, "This...can we keep this a secret...at least for now?" She licked her lips nervously at his questioning look, "I...it's just...she's connected to S.H.I.E.L.D, and like you said they aren't exactly trustworthy right now..."

"Point, but I don't know what to do here. Gwen would."

 _'You mean kill me?'_ She thought bitterly. She knew she shouldn't have - Gwen was one of her best friends and she was a goddamn Superhero - but the memory of being burned alive in molten metal still lingered in her mind. It still shocked her - of all the people she expected to have blood on her hands Gwen Stacy was definitely the last person on that list. It was the only explanation she could think of why she hadn't punted Jameson off a building yet.

"I'll...I'll tell her myself, okay?" she said eventually, "Until then could you please keep this quiet? For me?"

"...I guess." It was obvious by his tone that he didn't think it was a good idea, so she appreciated the muted nod that came after, "I still have a few syringes of suppressant, but after that we won't have anything to keep that thing from doing the same thing it did earlier. We either have to tell Gwen or we find some way to keep that thing from taking control of you again."

"Yeah..."

Without any more fanfare Peter cut the webs keeping her legs bound together and picked the handcuffs open, "You should be fine for a couple of hours, at least..." He pocketed the cuffs and nudged his head to the door, "I'll clean up here for a bit. Go outside and talk to Winters and Hardy. Just make sure to tell me if you start hearing voices again...and for God's sake don't let Hardy rile you."

"Easier said than done, Tiger."

Seeing Norah again was a definite relief, though it was dampened when she saw Hardy leaning with her back against the wall and her arms crossed. She would've thought the popstar/thief/vigilante/whatever the hell else she was would've left by now.

"MJ!" Norah practically charged towards her and tugged her close in a sudden embrace. Mary Jane was frozen stiff at the sudden show of affection before she reluctantly returned the gesture, her hands barely grazing the back of Norah's vest. A part of her wanted to tell Norah to step away and be careful, but the honest show of care was too relieving for her to even think about saying anything.

The hug lasted for a few more seconds before Norah stepped back, both her hands holding onto Mary Jane's shoulders, "Thank God you're alright! When I heard the noises-" She shook her head and tightened her hold, "No, I don't wanna say anything and jinx it. I'm just glad you're still kicking."

"Yes, you had us all in a fit, Jane," Felicia said. Mary Jane had to resist the urge to scowl at her, "Can we assume that your 'condition' has been dealt with?"

"Not exactly..." She pushed Norah away gently and stuffed her hands into the pockets of her jeans, her gaze leveled downward, "Tig- Spider-Man helped me keep it under control, but it's still there." Always waiting, always probing her mind...it made her shudder to even think about it, "We're going to try to stop it from doing anything else, but..."

Mary Jane didn't - couldn't - finish. Tears stung her eyes again and she cried, her hands trying to futilely wipe away the torrent tears. Norah didn't even hesitate to pull her into another embrace and even Felicia looked at her pityingly. Mary Jane stopped trying to halt her tears and cried into Norah's shoulder, her words coming out in unintelligible blubbering that the blonde still responded to with practiced comforts.

This wasn't supposed to happen. Just a few days ago the worst thing she had to worry about was which gig she and the band should accept and if Gwen was alright after The Incident. Now she had to deal with that murderer's fucked up partner living inside her body, constantly paranoid that if she wasn't paying attention it would take over her body and use it to do God only knew what.

The next few hours were a blur of comforting words and aimless conversation meant to distract her from how utterly fucked up her life was. Felicia and Norah left eventually, the latter promising Mary Jane that she could call whenever she wanted and she'd come running. Mary Jane gave the journalist a parting embrace and relished again in the lack of fear the other woman showed. Anyone else would've been scared of even looking at her after what happened.

Mary Jane eventually found herself sitting across from Peter on the dinner table with two bowls of soggy, week-old cornflakes split between them both. Hardly dinner food, but that was the least of her concerns, "So...now what? She picked at the wet cereal and shoveled it into her mouth. She just wanted to sleep and forget this day ever happened, but her stomach's rumbling was too loud to ignore.

"You can stay here for now..." He mushed the cereal around and made no effort to actually eat it.

"Stay here? As in this apartment?"

"You wanna tell your roommate why you have an extra set of teeth, Mary?" She winced at the poor attempt at a joke and shook her head, "Yeah, didn't think so." He gestured to the room where they were a few hours prior, "That's my room, but you can sleep there for now. I'll take the couch."

"There's another room..." She pointed at the door across his weakly, "Not staying there?"

"That's Lana's room," he said, as if it explained everything. Mary Jane opened her mouth to suggest switching around again before he shook his head, "Hey, don't look a gift horse in the mouth, Mary. I'll be in the couch, you take the bed. If you feel anything wrong then speak up, okay? I'll call a...friend in the morning; maybe she can help us get a handle on this damn suit."

"Yeah...okay." She swallowed a particularly large lump of cereal and stirred the milk aimlessly, "Hey...thanks for this, Tiger. Thanks for..." Saving her life? Keeping that thing down? Not killing? "Everything," she said eventually.

"No problem. Like I said, I ain't exactly angling to lose another friend."

Dinner - such as it was - finished on a quiet note and they mutually agreed to turn in early. Mary Jane lied down on the small bed and curled into the covers, her eyes staring into the darkness of the room. Things were fucked, but Peter and Norah were there and they still cared about her. It was...well, a good enough start.

With those final thoughts Mary Jane closed her eyes and drifted off into a mercifully dreamless sleep.

* * *

 _June 7, 2016. Blue Swallow Motel._

"Still reading?"

Spider-Man looked up from the history book and raised an eyebrow when he caught Shadowcat stepping out of the bathroom, a damp towel covering her wet hair and her eyes staring at him exasperatedly through the cloth, "What else am I supposed to do?" He settled closer on the seat and turned his eyes away from her. Her attire wasn't skimpy - at least by the standards of this place - but back home the black tank-top and torn leggings would've gotten her more than a few stares. She called it 'punk', so the definition of the word must have changed while he was down under.

"I dunno, how about another job? S.H.I.E.L.D's still scrambling so some heads are at a premium."

"What's the point? They're already giving me the information on Octavius." He circled another faded picture on the page and wrote down the name, "Heinrich Himmler." He wasn't as big a target as the others on the list, but he still got up to a decent amount if the history (still felt odd to call it that) books were any indication.

This was how he spent his days now. If what the Slant told him was right then time passed by linearly regardless of where he was, so 5 years here was 5 years there. He was taken just a few days past the new year on 1934; just a month after prohibition ended. He wondered how different things would be once he made it back, how different Aunt May and the others would be after 5 years.

He did know one thing: World War was coming, and if these notes were any indication then millions of lives were gonna be lost in that meatgrinder. Cleaning up the streets, putting down the crime bosses and thugs...he had to do this first for that to mean anything.

Shadowcat picked up one of the scattered notes and laughed under her breath, "Hey, I'm not above a little spring cleaning, partner, but you seriously think you can take down the Nazi regime?" She threw it on top of the closest pile, "The Facility didn't teach me much, but they did teach me how power vacuums work. If it ain't Hitler there's always gonna be someone trying to fuck things up for everyone else."

"Then I'll kill them too." He wrote down another name without looking up. World War II wasn't the end: there was Stalin's reign, one of the Koreas turning into a dictatorship, the bloodbath at Vietnam, the riots after Martin Luther King's death...human history was long and bloody; only difference now was that he had advanced warning. He doubted he could fix it all on his own by snapping a few well-placed necks and the government back home sure wouldn't take his word for it, but he had to try. He knew who to protect and who to kill.

"How are you even sure all this is gonna happen? From what you told me about your place Blacks don't exactly have the best reputation so I doubt Captain America's gonna be the same. Maybe World War II's not gonna happen."

"I already dealt with Nazis..." And lost one of his best friends to them. Damn bigots, "Besides, it can't hurt to be prepared. I'm not gonna sit back and wait for these guys to send millions of people to their deaths."

It wasn't just that. Technology advanced in 82 years and he was definitely not gonna ignore that. He wasn't dumb enough to think that throwing all these blueprints and advancements all at once was a good idea, but the changes in medicine, basic comforts and everything else, well, he could definitely see the appeal of those. A few things here and there coming earlier would be a definite Godsend.

He was about to circle off Mengele's picture - he'd definitely be one of the first targets next to Hitler and Heydrich - when Shadowcat suddenly grabbed the book and held it up with a grin, "You, partner, are going to go stir-crazy just staying here."

Spider-Man tried to reach for the thick textbook and she hid it behind her back, her grin widening in amusement, "Give it back."

"Nope," she said, popping of the P with a quick step back at his next grab, "You need to get out of this place. I mean you're going back to the 30's; don't you wanna spend at least a few hours seeing what the 21st century has to offer?"

"Not particularly." He tried to reach for the book again and she jumped on a nearby chair, bare feet balancing on the wood with surprising ease, "Give it back, Cat." He let out a frustrated breath, though it came out as less annoyed than he would've liked. He wanted to be annoyed with her, he really did, but after 5 years of being tormented by the Slant her teasing felt downright friendly to him.

"You're obsessed." She flipped through the book carelessly and made a face, "Look, I'm bored. Let's do a quick job. I heard about this visiting crimelord that dabbled in chemical weapons; quick snatch and grab and we get 200 grand easy, and a bonus if we manage to do it without causing a ruckus. You can stick to the shadows better than I can so it should be a cakewalk for us."

"Not interested..."

The chair tilted back when she put her weight on it. Spider-Man smiled (deviously, as she constantly called it whenever he did anything other than frown) and kicked it. Shadowcat's face didn't so much as twitch and she landed with a practiced crouch, which he used as a chance to grab the book from her hands, "Oh, so that's how it's gonna be, huh?" She laughed, "Alright, you started it."

The punch barely even registered as a blip to his spider-sense. Peter ducked under the blow and tried to kick her legs, which she dodged with a quick step back, "Cat, I'm done playing." She flipped over his head and grabbed the book as she went, "Give it back!"

"Come and take it if you can, Spider!"

Spider-Man could've sworn that he laughed at that, but if Shadowcat said anything about it later then he'd tell her she was crazy. Peter tried to snatch for the book again only for his hand to phase through the worn leather and subsequently the rest of the arm. The momentum made him stumble past her and crash against the table, papers and books falling from the impact, "...Phasing? Really?"

"All's fair, Petey boy."

"Don't call me that." It almost scared him how little he actually cared about her calling him anything other than Spider-Man or partner. He didn't want anyone to know who he was just two weeks ago and now he was fighting over a damn book with a girl who was a ghost half the time. Shaking his head, he tried to grab for it again only for her to once again phase through him; and then kick his rear-end for good measure.

"...You're really damn frustrating. You know that, right?"

She rolled her eyes and shook the book mockingly, "You love it."

Spider-Man ejected a burst of webbing near her. Her brief moment of surprise was enough for him to tackle her, the book flying from her grasp and smacking against the wall while the two of them managed to fall on the rightmost bed. Both Shadowcat and Peter grunted at the sudden impact before quickly regaining their bearings. Peter looked down at his 'opponent' and blinked slowly when he realized where they were.

Shadowcat for her part continued to grin up at him, her eyes amused, "Guess you win." She held up both hands in mock surrender, "I said I wanted to go out, but I guess this'll do."

She grabbed the back of his head and pulled him in to a rough kiss. Spider-Man briefly tried to reach for the history book before her continued actions eventually caused his hand to fall, _'...To hell with it.'_ His hands rested at her sides to feel the still-damp skin through the thin fabric of her undershirt and he grinded against her, wincing at the growing tightness of his pants.

Shadowcat responded by deepening the kiss, her tongue darting past his loose lips. The two of them trashed against one another for what felt like hours before she pulled back, a 'bridge' of saliva hanging in the air between them before she licked her lips, "My turn."

She phased through the bed out of sight. Spider-Man didn't even get a chance to look around before a pair of hands pushed him down the bed and a pair of legs straddled his waist.

"So much for that spider-sense, huh?" Shadowcat said, her lips lingering next to his ear. He wanted to say something back at her - probably in the vein of her phasing being similarly disjointed - but the sudden bite at his earlobe caused him to let out a soft grunt instead. She was going to be the (second) death of him-

Spider-sense.

Any sense of lust and need disappeared, only to be replaced with a cold chill that ran down his spine. Shadowcat was the same given the way her eyes narrowed and how quickly she jumped off him, "...You feel hear that too, right?" she asked, her head angled up at the air. Smelling or trying to hear?

"Yeah..." He got up and put the most important notes in a messenger bag before grabbing his revolver, "Someone's coming...I give us a minute, maybe two if we're lucky." His spider-sense was consistent, but it wasn't always specific.

"I hear em. Parked cars...big vans; three of them, at least." She sniffed the air and smiled, the gesture almost coming across as feral, "Gunpowder and the clicks of reloading...they came for war. Vans are parked on both sides, they're gonna try to surround us I'm guessing."

"What's the play here, Cat?" He grabbed his mask and put it on in a rush. No doubt it was pointless, but it was comforting all the same.

"I'm not averse to going in there claws blazing, but I don't wanna get in trouble with Peggy if my ward gets shot so..." She picked up a remote from under the bed and and clicked one of the buttons. A chunk of the back wall immediately retracted and opened a way to the next room, "Peggy thought this would happen. Always prepare an escape plan and a way to burn everything left behind."

"Clever."

He loaded the gun and ran to the next room with Shadowcat following after. He could hear them now: stomping boots and muffled orders to search their designated room, "I'll cover the exit." He aimed his gun at the other entrance.

"Right...here we go."

Shadowcat pressed another button as soon as the first two of the goon squad kicked through the door. Spider-Man winced and pressed one hand against the wall to steady himself as the blast ripped through the rest of the group clustered outside, "Damn..." He coughed and waved his hands in front of his face at the rush of smoke filtering into the room, "Cat, you alright?"

"Just dandy." She winked back at him, "Come on-"

His spider-sense rang again just in time to warn him of the two stooges who ran through the front door. Spider-Man aimed the revolver and fired, two shots running through their forehead and nose before they fell on the ground, "Shit..." He examined them quickly and grimaced. The Slant's agents...they found him.

Spider-Man rushed through the door and fired at another three making their way up the stairs before he was forced down by the sudden torrent of machinegun fire that came from the parking lot below. He turned back to shout a warning at Shadowcat before she ran past him and jumped over the low wall.

Shadowcat flew through the air briefly, the bullets passing by her without harm, before she landed on top of two clustered agents, "You picked the wrong day, assholes!" She sliced through both their skulls with her claws and kicked at the closest agent, another singular claw extending from the tip of her foot and slicing open his neck before he could even raise his gun.

He had to get down there.

Spider-Man jumped over the low wall as well and landed in a crouch behind a parked car. He didn't like his chances going head-to-head like she was, "Damn..." He winced at the next wave of gunfire that greeted him and ducked deeper under the car while he reloaded. He could almost make out their feet through the gap.

His hand stretched out and fired from under the car, catching at least three of the five clustered group in their legs, _'That's a chance.'_ Spider-Man took a deep breath and jumped over the car, catching one of the two remaining shooters in the neck and the others in the chest with the remaining bullets. He ignored their screams and curses and ducked under another car.

He didn't have to wait long before Shadowcat jumped to the groaning group and sliced through anyone who was still breathing. That done she phased through the car he was squatting behind and wiped the blood from her knuckles, "These guys really want you bad, Petey."

"Tell me something I don't know." He shot down the last three attackers rushing towards them and growled under his breath at the sight of more vans speeding down the road, "We can't keep doing this."

"Well, _you_ can't, I'm still golden." She ignored his scowl and grabbed his arm, "I get your point, though. Hold your breath."

"Wha-"

A feeling of complete weightlessness rushed over him and before he knew it he and Shadowcat passed through the concrete ground down into the depths below. Peter just barely made out dirt and pipes tightly bound together before they both landed on a metal walkway just inches away from mucky water filled with raw sewage. He gagged slightly at the smell and covered his nose.

"Where are we?"

"A sewer. What, you never read samurai tadpoles?" She let go of his arm and looked up at the stained roof, "They're scrambling...we should get out of here before they realize where we went...and before I step into something I really don't want to think about." She wiggled the toes of her still-bare feet and nudged her head to the end of the hall, "Let's find a far enough place and get topside."

"And then what?"

"Then we go to my place."

It didn't take long for them to find a suitable manhole to escape from and after that it was only a matter of stealing a car and letting Shadowcat drive it to where she lived. Spider-man took off his mask and kept his eyes focused on the window outside, his grip on his gun never waning. Those bastards - Silk, they called themselves - found them. He thought waiting would be simple enough...guess he was an idiot for thinking luck would turn the other cheek for once.

"Hey." Shadowcat tapped his left shoulder and looked at him in the closest approximate to worried she could muster, "What's with the silent treatment?"

"We just got attacked, Cat..."

"So? We've been getting attacked for a couple of weeks now; and we even attacked each other, if you remember." He didn't reply. It was only a couple of weeks ago that happened, but it felt way longer than that, "...Hey, it could be worse; you could have that asshole Murdock after you, then you'd be really screwed. We can call S.H.I.E.L.D when we make it to my place and they can deal with this. You've been doing good work so they aren't gonna leave you to dry."

"If you say so..."

The rest of the short trip was spent in silence. Shadowcat stopped the car in front of a small house; it actually looked more like a one-floor apartment than any suburban home this madhouse offered, "Guess you weren't lying when you told me your place was small..." He stepped out of the car and closed the door behind him with a loud slam. Maybe now they could-

Spider-sense.

Not an attack, but the same itch from when Chameleon lied to his face. Spider-Man turned to the source of the disturbance and narrowed his eyes when he caught sight of the short Japanese man stooped in a crouch on the roof. It was hard to make out all of his features from his position, but the wide-brimmed brown cowboy hat stuck like a sore thumb over everything else.

Judging by Shadowcat's sneer she definitely recognized him.

The man jumped down from the roof and stood to his full height...which was maybe only a couple of inches above Shadowcat, and she barely cleared past 5 feet as it was. Still, the thick stubble and cocky grin made sure that youth was the last thing from his mind.

"Well now, Kit Kat, who's this you brought with you?" The man looked him up and down, sizing him up. Spider-Man crossed his arms and kept his face passive, "Big guy, ain't he? How long you have him? 2 days? That's how long your last partner lasted before he cut and run."

"Fuck off, old man." Shadowcat snarled. The only other time he'd seen her nearly that frustrated was after she got that magic bullet stuck in her shoulder, "We just got attacked and I ain't in the fucking mood to pick a fight with you...speaking of which, ain't you supposed to be in Yemen?"

"I caught up with my old friend earlier than I thought so I decided to come back." He shrugged and stepped closer, allowing Spider-Man a better look at his features. Definitely Japanese, though the dark-red shirt, leather jacket, dark pants and combat boots seemed 'American' to him, "Back up a bit, though. Who attacked you?"

"A terrorist organization calling themselves S.I.L.K, nothing you need to worry about." Her glare only worsened when his lips curled up in a smug smile, "The hell are you smiling at?"

"A terrorist group, darlin'? You just can't stop gettin' into trouble, can you?" There was a certain fondness in his voice mixed in-between the amusement.

"Says the guy picking a fight with the Hellfire Club." She rolled her eyes, "Look, if you're here to be an asshole then go dunk your head. I gotta call this into S.H.I.E.L.D before they start asking questions and wonderin' why we blew up that motel room."

"Motel? Guess that little hellion the news really was you then. I almost didn't believe you'd get a partner again after what happened the last time-"

"You're still here?" she said, her voice taking on a dangerous edge.

"Heh, you ain't changed at all." He laughed at that, "Tell you what, I'll go back to that mess you left behind and see if I can't clean up the stragglers you left behind. Who knows, maybe I can get you two something you can use. Think of it as my souvenir gift."

"Tch, do what you want..."

"You're welcome." The old man - Logan, he quickly remembered - stepped past her and stopped only when he and Spider-Man were side-by-side, "I dunno who you are, kid, but you watch yourself now, you hear? She bites."

"...I can take of myself."

"Heh, yeah, that's what they all thought."

He clapped him on the shoulder and walked down the street without a second look back. Spider-Man watched him go briefly before turning his attention back to his partner. She still looked ticked off, but it was less of the murderous rage a week prior and more the same look he got when Aunt May kept trying to tell him that he and Gwen Stacy were ' so good for each other'; more annoyed than anything else.

"So...that was Logan?"

"Yeah...my 'dad'." She clicked her tongue and let out a frustrated breath, "Fuck, I wasn't expecting him back so soon. And here I was getting used to not having to look over my shoulder."

"Sounds like history there...what did he mean by your last partner?"

"Nothing you need to worry about, Spider." Well...that wasn't relieving at all, "Come on, we still gotta call it in to Peggy and then we gotta lay low for a bit..." She mussed up her hair in frustration, "Ugh, I need a bath. This was a real shitshow, huh?"

"You don't gotta tell me, Kat..." He opened the messenger bag and looked down at the notes. At least he managed to save the important parts, though he'd have to start over...he shook his head. He just hoped that even half of the things Shadowcat told him about 'the old man' was accurate. He didn't need someone else dying on his conscience.

* * *

 **This was a pretty meh chapter: Noir and MJ just kinda put off dealing with Carnage for later while Shadowcat and Spider-Man have a sudden moving day. Originally the second segment was supposed to be a Jack-o-Lantern POV to foreshadow the next Noir solo arc, but people frowned on usage of villain POV's in the past so I replaced it with that instead. Who knows, maybe I can put it in the next chapter if it's short enough.**

 **Other things were changed as well: originally Noir was much more hostile to MJ, even threatening to shoot her in the head to force Carnage out, but I changed it to that he's (relatively) warmer apart from a brief bit at the beginning. This makes more sense considering he's (trying) to move on and established a relationship (sorta) with Gwen. Likewise Spider-Man is more receptive to Shadowcat's teasing given that getting Octavius is now set.**

 **The lack of romance for this chapter helped in writing, at least. No need for awkwardness :P**

 **Anyway, next chapter is a Gwen one focused on the not-so glamorous part of being in the Avengers: making connections, playing nice with the politicians and the knowledge that every action she has is now under a microscope. Oh and the obligatory twist, but I'm sure it won't surprise anyone given how absurd this story's gotten.**

 **Questions:**

 **1\. I've been reading some Hawkeye fics over in Ao3 and I'm wondering something: would you guys be interested in a 'non-canon' chapter focused on Lana and Noir? I'm thinking an alternative event where Lana refuses to leave when Noir tells her to leave him alone during the end of the 'Peter and Gwen' chapter. It'd be focused on the (mostly platonic, considering Lana's light crush) relationship between the two, particularly as they both age - being an omake means I can move the timeline forward faster.**

 **2** **. Do you guys consider changing the character's personality/beliefs in a fanfic's story due to events character development or derailment? Other reviewers posted that I should lean more towards making Gwen more accepting of gray methods, but given how canonically stubborn she is I'm not sure if this is a good idea since other readers might complain that this is not true to her character's reactions to tragedy in canon. Noir at least is canonically gray.**

 **Review Answers:**

 **Guest 1 - Why the interest in a Peter/MJ story? Besides, Spider-Gwen acts pretty close to how MJ's usually characterized mixed with Peter's better qualities; which was pointed out during Clone Conspiracy by 616 Gwen herself. Unless you mean a 616 MJ story with mainline ideal hero Spider-Man.**

 **Banana - Uh...thanks? Glad it wasn't 'total dogshit' for you.**

 **Persin 2 - Don't worry, I got that :) I was just pointing it out for confirmation.**

 **Guest 2 -Why are they the only options? I mean other reviews pointed out pairing Noir with either Cindy or Norah is viable while Gwen with MJ, Hawkeye or (if you want dysfunction) Harry could also work. And all of them (Harry aside) would be far more stable than Peter and Gwen together. Granted I might pair Peter and Gwen together permanently, but I do have to point out there are other viable choices** **.**

 **Sexybutcreepy - Lana's 15, Noir's 18 and Gwen (in a couple of chapters) is 20. It's not the age gap, but rather the fact that Peter comes across as far older than Lana despite their meager age difference.**

 **coki13566 - I didn't watch that far, sorry. Her powers are basically a downplayed version of Carnage in canon.**

 **NeverendingZero - Peter and Gwen feel weird cause they never actually answer how they can deal with their irreconcilable connections, morals and methods and Gwen just says 'I wanna try' like it's good enough. Maybe I'm cynical, but this doesn't seem like a good start.**

 **Krolikson - Agreed, though those tend to be seen as weak villains by many since those villains also avoid the worst of the worst crimes and therefore don't come across as threatening. Even canon Kingpin is sadistic as hell and irrational, particularly when it comes to DD. As for Cindy being too similar: variety ain't everything, my friend ;) Bullseye's close to Shadowcat in personality and no one seems to mind, for example.**

 **DigitalEmperor001 and Aaach06 - Murdock not evil enough? How about kidnapping Castle's family, apparently being complicit in Muse's killings, his general behavior and the fact that he's possessed by the freaking devil?**

 **Cyclopz - Uh...not that I don't enjoy hearing from you, but a review mostly consisting of 'AARRRGGGHH!' and Star Wars gripes doesn't really feel conductive. Hope you calm down for the next review :)**

 **Dr. Sugarcakes - Saw the game, not my scene. As for Gwen finding other work: most people go to college with one course in mind so how is this different? Goerge Stacy was a cop for decades, Jessica's been a PI for half a decade and Gwen shouldn't have to worry too much about her powers suddenly leaving. As for a new suit: nope, why would she? Her design works now and Venom is literally the best suit on the planet.**

 **Red Rain17 - Let me save you some trouble: Noir and Spider-Man have 1 ton, Cindy has 8 tons, Teresa has 10 tons, Carnage!MJ has 7-12 tons, Gwenom has 70 tons and She-Hulk has 100 tons (this is canon for She-Hulk, btw). Noir being unable to take Gwen in a straight fight has been set since the beginning of the story and also why any Civil War scenario is laughable; the Defenders would lose and painfully so.**

 **And yes, Gwen being able to snap Peter in half was brought up in the last chapter with her obtuse reference to them tying down her wrists and the act itself being difficult. By contrast Shadowcat and Spider-Man have no problems going at it this chapter and only stopped due to the SILK attack.**


	91. To be a Hero

**Next chapter. Nothing much to write since the next Spider-Gwen is still 3 days away, though I gotta say the new issue covers are really hyping up Gwenom's confrontation with Matt Murdock. Hopefully Latour lives up to the hype.**

 **Also, DC's Doomsday Clock just released not too long ago and it comes with more Rorschach appearances :D Which is good news for me since I like the character and need more inspiration for Noir's anti-hero moments.**

 **Here's a question before the chapter starts: I've gotten some reviews indicating that they want Peter and Gwen set as a permanent pairing regardless of what happens. Fine, we've been through that song and dance before, I get it. But honestly which makes more sense from what we've read so far - Gwen decides she's okay with Punisher and Bullseye being Peter's allies or Peter decides to ditch the two to not aggravate Gwen.**

 **There might be a third option, but these two seem the most prominent all things considered. Cause they still haven't really discussed this apart from Gwen making oblique references 'wanting to try'.**

* * *

The next three days were some of the most hectic Gwen had ever been through, and considering how fucked up her life was nowadays that was saying something.

The first day was simple enough. Training with the rest of the Avengers (still felt weird to say) in an upstate facility followed by a couple of hours of patrolling and hanging out with Glory and Betty. Apart from the one time Kate nearly shot Cindy in the ass (total accident, as Kate kept telling her in-between her apologies) and MJ still being MIA (along with Peter, annoyingly enough) the rest of the day was as relaxing as she could make it.

Which of course meant that Kate woke her up the next day about some idiots trying to blow up the freaking _UN Embassy._

Gwen swung through the air and clung to the wall to avoid the barrage of laser fire headed her way. Eyes narrowed, she did a quick scan of the chaotic batteground below and grimaced slightly. She counted at least two dozen fanatics dressed in sleek white stormtrooper armor. Easy enough to deal with - especially considering the entire team was mobilized - but the civilians hiding under tables weren't as durable as most of them were.

They didn't have much time for a recap, but Gwen got enough. According to Cap the group called themselves U.L.T.I.M.A.T.U.M, which apparently stood for 'Underground Liberated Totally Integrated Mobile Army To Unite Mankind'. From how Kate told it they were an extremist terrorist group against the government...actually, scratch that; they were against the very idea of government at all. Something about how abolishing any and all government would lead to unity for all of mankind in total freedom.

Which made blowing the up the UN Embassy the next 'logical' step, apparently...

Gwen propelled herself to a group of four clustered gunmen, "Here, catch!" She webbed down the first two and punched the third as she landed. The fourth raised his gun and she released another line of webbing to yank it up, the laser firing through the air harmlessly.

"What the fu-"

"Ah, ah! Language!" She pulled the gun away from him and broke it in two. The terrorist's eyes widened through his clear goggles before she kicked him in the stomach and knocked him on the ground. She still had worries on controlling herself ever since 'The Incident', but she'd gotten decent enough that she was sure she wouldn't accidentally kick out someone's intestines by accident.

She webbed down two more terrorists who took aim for her before she rushed to the politicians shivering under their desks, "This is gonna be a bit rough, sorry!" She picked two of them up and turned her head to the hole Flag Smasher...well, smashed through, "Go limp, alright?"

Gwen waited for all of them to nod before she created a wide net of webbing and tossed them at it. Most of them screamed, though thankfully they all managed to follow her instructions and avoided flailing through the air. She waited till the last hostage was caught safely in the net before she webbed the hole shut to block them from view. Hopefully it would keep them from getting caught up in this mess again.

Speaking of which...

Her attention drew to Kate. The archer was handling things well enough, though another barrage of laser fire forced her to hide behind one of the upturned desks, "Hold on, Hawkeye!" Gwen jumped into the clustered group and knocked out two of the firing stormtroopers. The remaining two tried to take aim at her only fall when they each got an arrow through their legs. She almost felt bad webbing them down afterwards.

Kate gave her a thumbs up and a wink before rushing off to fight another group. Gwen gave a nod in return and swung to where Cindy was fighting off half a dozen of the ultimate terrorist guys holding (and she was definitely not shitting here) freaking _maces_. Because apparently it wasn't just their ideology that was ass-backwards.

"Need some help?"

"Not really, but I wouldn't mind it." Cindy ducked under the wide sweep and kicked the offending stormtrooper into the closest wall before webbing him to the surface, "So, is this like a common thing? Do terrorists usually try to blow up the UN?"

"We aren't terrorists!"

One of said terrorists tried to charge at her only for Gwen to web his leg and pull, the mace flying out of his hand and hitting one of his buddies in the back, "Yeah, cause blowing up the UN's totally not what a terrorist would do." Cindy scoffed and webbed another of the stormtroopers to join his buddy on the wall, "I mean, what do you guys even want here? Cause I don't see how bombing places make the government go away."

"Don't feed the terrorists, Spinerette." Gwen said, completely ignoring the next indignant cry of 'We aren't terrorists!' that came afterwards.

They finished off the rest of the group quickly enough and Gwen spent the next minute or so jumping to the rest of her teammates to help where she could. Not that she could do much; between She-Hulk, Cap, and Janet she managed maybe 4 punches in-between them before they took care of them on their own. She had to remind herself that they'd been at the hero business longer than her or the other two 'youngsters'.

Precisely one and a half minutes later only the leader remained. Flag Smasher charged at Captain America, his teeth bared open in a snarl. Cap raised her shield and blocked the mace aimed for her head, "You ruined everything! Fascist! Dictator! We would have freed this country! We would have-"

That was far as he got before Cap knocked the mace away and clocked him right in the face with the shield. Flag Smasher stumbled back slightly and fell on his back, "I can tell you honestly believe that, but what you're doing is terrorism, plain and simple." Next to Gwen Janet clenched her fists and scowled, muttering something she couldn't make out; Gwen could swear she heard 'S.H.I.E.L.D' uttered somewhere there.

"Hahaha...it doesn't matter." He looked up at Cap defiantly, seemingly unbothered by the blood dribbling down his nose, "I may die here, but my death will be a rallying cry!"

Cap never got a chance to say anything back before Kate called out to them, "Uh...guys? We got a problem." Gwen ran to her side and froze when she saw the blinking countdown of what was unmistakably a bomb hidden under one of the desks. The red LED timer was at 7 seconds and counting.

"Shit!"

Gwen did the first thing she could think of. Shoving Kate aside, she grabbed the bomb and jumped through the window, glass ripping through her costume before it quickly repaired itself. She had no idea how much range this thing had, but if they were gonna use it to blow up an embassy then she doubted it was a firecracker. The next few miles were filled with crowded buildings and she didn't have time to dunk it in the river.

She did the next best thing. Gwen propelled herself up as high as she could and threw the bomb upwarss. She barely saw the timer blink zero before it exploded.

Even through its place high up in the air Gwen felt the force and heat rush over her, the explosive easily large enough to engulf not just the embassy but the next few city blocks. Gwen raised her hands and winced at the overbearing warmth that rushed over her before she quickly remembered that she was falling through the air. Symbiote or not she really didn't want to test if she could land safely from this height.

Before she could eject another line of webbing, however, a black and white blur swing to her side and she was practically tackled out of the air. Her first instinct was to push the personal space invader off before she heard Cindy's unmistakable voice, "Hold on!" The other spider pressed her closer with one hand and released five strings of webbing from her fingertips (which still freaked Gwen out somewhat) and swung them down to the hectic streets below.

Cindy skidded to a stop on the asphalt and adjusted her hands till one of them supported her legs and the other propped up her back: classic Disney princess position. A few of the camping reporters stared at the two of them wide-eyed before one of them snapped a pic before Gwen could get off.

Great, _that_ wouldn't be on the papers or anything...

"My hero," Gwen said, her voice sickly sweet and teasing. Cindy rolled her eyes and smiled under her scarf before she set Gwen down on the ground with an overdramatic huff.

"Be more careful next time, alright? I don't think the rest of them would be happy if you turned into a Spider-Pancake."

"I totally had that handled." Okay so maybe she'd lost attention for a second there, but she just saved the UN embassy the next six blocks or something. That entitled her to skipping the post-fight lectures, right?

" _Sure_ you did." Cindy crossed her arms in a pseudo-lecturing stance, "Hey, I'm just saying I don't wanna be the one to give Spider-Man the news if his girlfriend bites it. You think he can be grouchy now you haven't seen anything yet."

"Point." Gwen turned her attention to the entrance and smiled when she saw Cap and the rest of the team leading Flag Smasher and the rest of his crew that could still walk towards the gathered law enforcement officers. The reporters were already crowding around asking questions, which didn't surprise her; this was, technically, their first ever official mansion outside of that clusterfuck with the Carnage Killer...and as far as she could tell S.H.I.E.L.D wasn't secretly responsible for this, so that was a plus.

Alright she was still bitter, so sue her. She was pretty sure even Cap didn't like that they had to keep mum about it.

"Don't look now but I think someone wants an interview." Cindy gestured to the reporter with her cameraman in tow rushing after her. It only took her a few seconds to recognize them as the pair who tried to trick her a few months ago by staging a mugging.

"Ugh...any chance you can sub for me?"

"Hah, fat chance. If I get any more questions asking if I'm your clone I'm gonna lose it." She clapped her on the shoulder and winked, "Good luck. I'll tell Osborn you said hi; should put him in a good mood."

Before Gwen could say anything else Cindy swung away, leaving her alone to fend off the sharks circling her waters. She wanted to follow after her, she really did, but She-Hulk made it clear that 'a good relationship with the reporters is key' now that she wasn't just a solo vigilante/Superhero. Any fuck-up she had would reflect on the rest of the team and so and so forth.

Gwen found it kinda hard to agree after the amazon not-so-subtly broached the idea that her 'whatever that is' with Peter was one of said fuck-ups, but she swallowed it down. If she made nice with the reporters then maybe She-Hulk would get off her back about it. She was pretty sure Peter had to deal with crap from the rest of his 'team' about it, too.

With a heavy sigh, Gwen prepared herself for the worst part of her day.

* * *

Which of course led to the most bizarre part of her week so far: attending a party in their honor.

Granted after the announcement Cap warned them that they'd have to make the occasional public appearance, but an out and out party was definitely not what she was expecting. A charity show? Sure. Standing in the background when Cap made a PSA? Fine. Being surrounded by bigwigs with expensive suits and even more expensive trophy wives and husbands in full costume? That was pushing it a bit far.

She was sure that if Peter was here now he'd make some overdramatic noir narration about the rich getting richer and the poor getting poorer due to the political and corporate dynasties or something.

Gwen sipped the apple cider tentatively, her mask pulled up to her nose like it was before she got the suit. Cap told her to keep her new suit on the down-low; as far as everyone was aware she just decided to go through a bit of a goth phase with all the black and red (she still didn't know how to change the damn colors).

Honestly she had no idea what they were doing here. Cap, She-Hulk and Janet did most of the talking when it came down to it, which left her, Kate and Cindy to just kinda float around for the past hour. She didn't feel too bad about it - public speaking was still kinda new to her considering the past 3 years - but it did make her feel like a prop. If she knew she was just here to look kickass then she would've called in sick and caught up on Dad Cops.

Her eyes scanned over the crowd lazily. She-Hulk was talking to Janet about something while Cindy was regaling a few of the younger guests with some story she couldn't make out. Meanwhile Cap was talking to a couple of stern-faced politicians. She couldn't see Kate, but she was probably around here somewhere. If she had to suffer through this then they all had to.

There were a few more familiar faces in the crowd. She caught Tony Stark and his famous goatee chatting up a pair of blonde twins in strapless black dresses (no surprise there) and Norman Osborn was caught in a conversation with a white-haired man in a gray suit; though she didn't miss the subtle way he threw glances in Cindy's direction. Probably had something to do with the fact that she and Harry were apparently partnering up, which she was being annoyingly tight-lipped about.

Apart from those two the rest of the rest of the guests ran the gamut from being vaguely familiar to complete strangers. The old man parading around a trophy wife maybe a quarter of his age came to mind. Roderick Kingsley, famous fashion designer and a bit of a dandy. A few steps away from him was a curly haired blonde man who she vaguely recalled being in some magazine. Daniel Rand? Something about a long-lost heir or whatever.

She also spotted Jameson sitting alone in a corner table, glaring at his drink like it'd somehow personally offended him. Now and then he threw a look her way that one would give a piece of dog turd that got stuck in your shoe, but Gwen ignored him. He could fuck right off as far as she was concerned.

Her self-imposed, non-alcoholic exile was interrupted when the Storms strolled over to where she was sitting.

Gwen was the first to speak, setting her glass down on a nearby table and pulling her mask down before standing up to greet them, "Mrs. Storm, a pleasure to see you again." She smiled, even though she knew none of them could see. She-Hulk gave her a quick etiquette lesson before she was metaphorically thrown to the wolves.

"Yes, a pleasure to see you as well." Gwen shook the offered hand. The older woman was dressed in a fashionable red dress and the pearl necklace around her neck was expensive yet subtle. Johnny and Susan weren't far behind, the former dressed in a mini-tuxedo while the latter sported a more casual blue dress to contrast her mother. She suddenly felt underdressed in her symbiotic hero suit.

"Glad to see you're doing well. I trust you don't have any more problems?"

"Not something that requires a Superhero, no." Mary Storm let out a practiced laugh and gestured to her kids, "You remember Johnny and Susan, yes?'

"Hard to forget." She shook their hands too, though she rolled her eyes at the way Johnny's hand lingered on hers. Lana was right about him having the libido of a perverted old man, "I'm kind of surprised you're not a fashion shoot elsewhere, to be honest."

"And miss this party? Not a chance. Though my husband sadly couldn't make it." She sighed softly before her smile quickly returned, "Is there any chance that Spider-Man is here? I was hoping to thank him for his rescue during that terrible incident."

"Ah...no. He's...places like these aren't usually his scene, you know?" And that wasn't even mentioning the fact that he and MJ were still MIA. She doubted it was related, but one of her best friends and her sorta-boyfriend suddenly going phone silent was more than a little worrying. She'd definitely call them again after the show and tell was finished.

"Really? That's a shame. Oh well, we won't bother you further. Come along, children."

Mary Storm left as regally as she came with Johnny following after her. Susan looked at their retreating forms for a brief second before she turned back to Gwen, "Um...I know it might be a secret, but have you heard from, um, Lana?" She said the last word in a whisper, "I've been trying to call her for the past week but she hasn't responded at all. I'm getting kind of worried."

"Oh, uh...no. We aren't really friends." Gwen shook her head softly, "I can call Spider-Man later, alright?"

"Yes, thank you." Susan gave her a grateful nod and rushed to join her family. Gwen couldn't help the bubbling worry in her stomach get worse. First MJ and Peter and now Lana? What the heck was going on? "Ugh...need to stop worrying. They're probably just busy..." Lord knew she'd been guilty of it in the past. Granted she had her doubts MJ was caught up in hero business, but it was only three days. She didn't need to worry so much.

She made her way to the buffet table and stuffed a marshmallow into the chocolate fountain, _'Webster would've loved this place...'_ Gwen watched the chocolate coat the puffy square before she forcefully shook her head and pulled it back. She wasn't going to mope around, damn it. That wasn't what it would have wanted. It didn't save her life just so she could cry.

She wasn't going to repeat what happened with Peter. Not again.

Thankfully she didn't have to spend too long in her own thoughts. She'd barely started nibbling on the chocolate confection before Kate was suddenly at her side, her eyes hidden under the lenses of her purple shades.

"Hey, Spidey. Having fun?"

"Yeah...not really." Gwen smiled slightly and shrugged, "Places like these aren't really my thing. I kinda prefer loud rock songs in abandoned warehouses to..."

"Palling around with snobs?" Kate snorted loudly and ignored her alarmed look, "Relax, a few bad words aren't gonna traumatize these guys. Trust me, I know." She took a sip of the wine she held in her right hand and hummed, "Not like they care what I think. I'm not the one with fancy superpowers."

"You sure? Cause the way you use that bow makes me think otherwise."

"Flatterer." Kate gave her a playful wink and leaned against the table, her arms crossed, "But realtalk, they could give a futz what I think. You and the others are the main stars of this show. I'm kinda just the tagalong far as they're concerned."

"Anyone thinks that they're a moron," Gwen shot back.

"Don't worry, I don't really care what they think. Stopped doing that years ago."

"Years ago...you sound like you've been to places like these before."

"That obvious?" Kate's smile had a hint of bitterness in it, "My dad's a pretty well-off guy. I mean I can't give details here, but let's just say he's one of those personal yacht types of guys. I had etiquette crammed into my skull before I learned how to walk." She stirred the wine lightly and let out a soft breath, "I know my way around events like this, but it's not my scene either. Gimme a pizza place with broken animatronics any day of the week."

"You're girl after my own heart, Hawkeye."

"Could say the same, Spidey." She finished off the rest of her wine and set it on the table, "I'm actually surprised my dad and sister aren't here. Guess they're attending some wedding in Mumbai or something. Ah well, makes this crud less awkward, at least."

She was about to say something snarky back in reply before Kate's head suddenly turned to the left to greet a pair of new arrivals. Gwen recognized Kingsley instantly, though the younger man trailing after him wasn't someone she recognized. She-Hulk pointed him out earlier, Donald something or other, but apart from some rough details on him being yet another young CEO heir she couldn't recall anything about him.

"Afternoon, ladies, hope you don't mind us cutting in," Kingsley started, offering them both a hand that they took with practiced ease. His voice was deeper than she expected considering all she heard about him.

"Of course not, Mr. Kingsley, we were simply partaking in a little friendly correspondence," Kate replied smoothly, her voice taking on a more posh affect. It was both impressive and creepy considering her behavior just a few seconds ago, "To what do we owe the pleasure of your company?"

"The others were rather boring and I just had to talk to you both." Gwen resisted the urge to shoot something sarcastic back at him. Good relations, she reminded herself.

"Oh, what for?" Kate asked back.

"Your costumes," he said, as if it was the most obvious thing in the world, "The designs are rather intriguing. I mean I can see the archery gloves and I understand their use, but the rest of the costume is that perfect blend of sleek yet unique. Most uniforms are rather bland, you see." He turned to Gwen now, "And might I say, Spider-Woman, that your new choice in coloration is rather striking. If I'm correct you donned those colors a few months prior before switching back, yes?"

"Uh...yeah." Right, she almost forgot: fashion designer. Of course he'd ask heroes about the costumes they put on, "I mean...thought it was a good change of pace and all..."

"Indeed? I assumed it was a show of solidarity towards your other half." The young man behind him threw the designer a light scowl at that. Gwen raised an eyebrow and shrugged it off; probably just embarassed that he was being so blunt to someone he didn't know, "Speaking of, I'd be interested to talk to him on his choice of design. Some pieces of his ensemble seem rather off."

"Yeah, tell me about it..." Why was he so averse to the idea of a proper costume? It wasn't like it could be worse than his tendency to belt everything he picked up on himself regardless of how dumb it looked. She was sure she could persuade Janet to make an extra Dyne particle suit for him.

"Well, if either of you wish to change your costumes then please think of me and my company." He gave her a charming smile and offered her a business card, which she took with only slight reluctance. Something about his demeanor was calming, "If you don't mind I'd like to talk to Hawkeye alone about her suit's aesthetics. Would you sorely mind keeping dear Donald company? He's a big fan, you see."

"Kingsley..." Donald's scowl worsened to an out and out glare, which the older man proceeded to ignore. Without so much as a glance back he and Kate wandered off to another part of the large hall. The young CEO pinched the bridge of his nose and muttered something to himself that she couldn't make out before suddenly giving her a practiced smile, "Would you like to talk at the balcony? This place feels overbearing, don't you agree?"

She was almost tempted to refuse - if only because being within eyeshot of the rest of the Avengers was comforting - but she honestly agreed. Between Jameson giving her death glares and the rest of the guests sizing her up like she was a piece of meat she distinctly felt like a sheep in a wolf's den. And no, the fact that she could probably wreck this place if she wasn't paying attention on holding back didn't make her feel better.

The balcony was noticeably less crowded than the hall; Gwen counted only a couple of businessman talking about stock prices and (refreshingly) paid her no attention at all. She walked until the edge of the balcony and leaned across the low hall, letting the rush of wind calm her down. It was so tempting to just jump off right now and swing away, maybe call up Peter or Kate (she could convince her to skip) for a few hours of patrol. Anything compared to staying in a party that she honestly had no place in.

"A beautiful sight, isn't it? Though I expect it's a common sight for someone of your capabilities."

"Yeah..." Gwen let out a wistful breath. She still remembered her first time jumping from roof to roof - the way her heart beat in both excitement and fear, the dawning realization that she was irreversibly superhuman and all of those other things. It only got better when Janet gave her the webshooters. At that point she spent the rest of the day swinging between buildings and cheering like a madman.

"I saw your actions on the news yesterday. Very heroic, if you'll pardon the basic choice of words."

"Oh, that? No big deal. Spinerette and She-Hulk could've done the same thing. I was just the closest one to the bomb." She shrugged. It wasn't like she didn't feel proud - she did - but given how fast Cindy moved to catch her she doubted she was the last line of defense.

"Perhaps, but in the end it was your actions that saved the day." He scooted closer to her and smiled, "Powerful yet humble. A sadly rare combination in today's world."

"Yeah...thanks." There was something familiar about him, but she couldn't place where.

"You seem uncomfortable."

"Hmm?" Gwen titled her head slightly to look at him and blinked in surprise at how intense his gaze was. That definitely wasn't the face of someone making casual conversation, "I mean, not really-"

"Please, you don't have to hide behind a mask when talking to me." He took her right hand in a somewhat firm grip and she raised an eyebrow. Okay, that was pushing _way_ past her personal space.

"Yeah..." Forgoing any subtlety, Gwen yanked her hand away from his and crossed both arms against her chest. Be polite, she reminded herself. Cap and the others were doing the heavy lifting; she just had to avoid fucking things up, "Look, Mr. Donald? I appreciate you trying to make me feel at ease, but trust me, I'm fine. I've dealt with worse than some fancy party."

"Hmm, I suppose you have." He seemed undeterred by her pullback. On the contrary he seemed even more emboldened, if his calm smile was any indication, "Do you remember Mary Storm's ill-fated party?"

"Kind of hard to forget..." Piper apparently escaped a few weeks ago, though S.H.I.E.L.D managed to recapture her...mostly. From the brief glimpse Gwen saw of her in the holding facility she was missing an arm and a leg; and her being nearly flat did little to make that any less grotesque. She still had no clue who did the re-capturing, "What about it? It was a clusterf- uh, a real mess..."

"I was there." His smile faltered slightly, though only for the briefest of moments, "That woman...she would have killed me if you weren't there. I never got to thank you for saving my life."

"Uh...you're welcome." Why did she feel so uncomfortable? "Um...I mean I helped save everyone, but it was a team effort. It was both me and Spider-Man." And Webster, though she didn't say that out loud. As far as Cap told her the world should never know that she had a symbiote attached to her.

The annoyed scowl on his face at the mention of Peter's name was brief but completely unmistakable. Gwen's eyes narrowed when he suddenly tried to smile again and laughed, which did a poor job of hiding how fake it looked, "Ahem...of course, a team effort, but it's quite obvious to anyone that you are the more powerful and adept of the two. Compared to you I'd dare say he's almost useless-"

"Don't talk about him like that." The hostility in her voice wasn't completely unexpected, but she was still surprised at how gobsmacked he looked in response, "Without him there Mary Storm would be dead. Hell, I might not have been able to find Piper without him, so don't you dare call him useless!"

"I...I merely meant-"

"Woah, tense."

Gwen's head snapped to the new arrival and she continued her glare when she spotted the world's most famous goatee along with the person attached to it. Tony Stark looked at them both with an easy smile and took a slow sip from the cup the red wine in his left hand, "Hope I'm not interrupting something." Donald opened his mouth but no words came, which Stark chose as a sign to continue, "Someone's looking for you, Donald. Something about your girlfriend calling?"

"Um...of course." Without another word he practically stumbled back to the hall, his steps slow and shaky. Gwen glared after him briefly before she looked back over the city. She shouldn't have lost her cool, she knew that, but having people assume things about them was getting more than a little annoying.

"Yeesh, you really gave it to him." Stark joined her on the low wall, swirling the cup without a care that it might fall down into the street below, "He looks like a kicked puppy...you know, one of those overfluffed chihuahuas you carry in purses. Whether it looks cute or annoying really depends."

Gwen didn't answer. She didn't trust herself not to say something that would make an even bigger ass of herself.

As if reading her mind Tony spoke up, "You don't gotta worry about offending me, kid. The reason I broke up your rant is cause I She-Hulk asked me to look out for you. Guess she had a feeling that this would happen."

"...How do you know her?"

"Let's just say we're friends outside of work and leave it at that." Gwen gave him an incredulous look and shook her head. Of course they were. Both of them had that reputation so why the heck not? Wasn't like it hurt anyone, "Anywho, she said and I quote 'Spider-Woman's kinda new at these things, so could you make sure she doesn't get into trouble' end quote."

"What about Spinerette? She's just as new to this as I am!" she protested.

"Hey, I'm just the messenger. You wanna know why she didn't ask me to play double-duty then ask her." He finished off the last traces of wine and set the glass down on the side, "My guess? It's cause everyone's looking you, not her."

"What do you mean?"

"Come on, Webs, you can't be blind." He turned back and propped his shoulders on the barrier before he started pointing lazily at the assorted crowd, "Josh over there is a famous blogger and talkshow host and he wants you for an interview. Next to him is Emily Raymond who's sizing you up for how much she can bilk you for your likeness. William Hollister and Travis Duvall there are both running for mayor and each of them want a picture of them shaking hands with you. And so on and so forth. Everyone wants something."

"...Why me?" She wanted to deny it, but she wasn't dumb. They'd been sizing her up ever since she showed up.

"Lots of reasons, really. Could be because you're one of the first actual superheroes outside of Captain America, could be because you've got a real underdog story, could be just cause you've got a cool costume." He shrugged, "Well, that and people think you're Captain America's protege and she hasn't exactly discouraged that idea. Couple that with you punching our 'esteemed mayor' in the face and you're pretty popular all around."

"This is way too fucking complicated..." She brought a hand through her face and let out a frustrated exile, "We're supposed to be heroes, not-"

"Politicians? Celebrities? Believe it or not, Webs, life isn't one rush from one Supervillain to the next. Take a look at your group, for one."

"What about the Avengers?"

"It's a political needle no one and everyone wants to deal with. As far anyone knows the six of you are a privately funded peacekeeping force acknowledged by S.H.I.E.L.D, the U.N and a bunch of other big names. In theory this means that you're apolitical and that borders don't matter, but in practice..." He smiled wryly, "Well, you're led by a woman with the American flag plastered all over her and all of you identify as US citizens, race be damned. Doesn't exactly feel international now, does it?"

"What's your point?"

"My point is that you shouldn't expect to get deployed in Russia or China anytime soon," he replied, "You also gotta play nice with everyone to make sure you don't step on anyone's toes because people complain. A lot. You probably know that better than anyone here: you could save them from an early grave and they'll complain that you weren't there fast enough and their shoes got scuffed. You guys are still new so you really wanna avoid that stuff."

"Fuck..." She pressed both hands against her forehead and groaned. If Cap told her about the fine print she might not have agreed to sign up, "And what about that Donald guy?"

"Roxxon? Eh, he's harmless. I mean his dad gave him the company, but the board does all the actual decision making. If they think he's more trouble than his worth then they'll drop him, but I'd be careful about making him mad. Even chihuahuas can bite."

"Cute." Gwen rolled her eyes. She was signing up for college in a month or two and she already had to worry about losing her job. She thought she had at least a few more years before stuff like this happened, "...Thanks for helping me out, I guess. I'm kind of in over my head here."

"Well...you're welcome." A silence settled over them for a few seconds before he suddenly spoke up, "You don't like me much, do you?"

"...I used to. Not like you, I mean." A quick scan over what little she could get on Castle's dossier showed off his ties to Stark's War Machine PMC. Burning villages down, hiring psychos like Castle or that Kraven dude as employees. Half a year ago she would've considered him just a Supervillain in a suit, but the files S.H.I.E.L.D gave her access to (apparently that village was occupied by violent insurgents) and recent events changed her mind.

"And now?"

"I'm still not sure I _like_ you, but I can...live with you, if that's the right word." Tony Stark wasn't a good man by any means, but he wasn't a bad one. If nothing else he didn't create a rogue symbiote then pass it off as a terrorist attack, "I mean I still think you need to improve your recruitment standards, but I read up on your files. Everything you're doing is on the up and up and last I checked you aren't funding terrorists."

And honestly it was kinda hard to hold Castle against him now considering Peter was hanging around the guy...

"Yeah, last I checked doing that is bad for business on account of the whole treason and crimes against humanity thing," he said cheerily, "Well, I'm glad we had this talk. Just make sure you don't tick off anyone that can actually hurt you, yeah? Can't always be there to babysit and give you the lay of the land."

"Right..." She scanned the crowd again and the next words were out of her mouth before she could help herself, "So...does Jameson count as one of those 'can actually hurt you' people?"

"You kidding? His approval ratings are so low they're sitting at the earth's core. Right now if he complains about you people are probably gonna support you more just cause he's not doing it."

"Why's he even here, anyway?"

"It's a catch-22: Mayor of New York doesn't show up and he looks like a jerk for not congratulating the group that saved the U.N Embassy, he does show up and he looks like a suck-up considering he never actually admitted he was wrong. Guess he thought being a suck-up was less embarrassing than being a jerk."

"Huh...good to know."

* * *

Gwen ended the party on the rather high note of refusing to shake Jameson's hand when he made a half-assed apology about his 'slight overreaction'. She had to admit, watching the guy's face turn completely red when she responded with a rather snippy 'come back when you actually wanna apologize' was extremely satisfying. She was sure Cap would give her a lecture next time about being the bigger man, but fuck it. It felt good after 3 years of his bullshit.

Which led to her smiling into her plate of mashed potatoes and steak come dinnertime at the Parker house. Jess and her dad managed to come back a couple of hours before the party ended and she (finally) managed to get a reply from Peter by the time she was swinging back to Queens. It took a lot of prodding, but eventually she managed to persuade him to join them at Ben and May's place for a sort-of reunion dinner.

Her dad and Jess were relaying what happened to Ben and May. Gwen only half paid attention to the details - something about a fundamentalist priest and a girl who claimed to have powers - and instead focused her attention to Peter. He picked at the meat and potatoes on his plate sullenly with one hand, his expression somber. Even without any eyebags she could tell he was exhausted.

She squeezed his left hand with her right under the table, her thumb running across his knuckles gently. Peter gave her a sideways glance and his lips quirked up in a small smile, "...What's wrong?" she whispered.

"Nothing..." he muttered. It only took a few seconds of staring at him before he sighed and squeezed her hand back, "Alright, it's not nothing, but it's nothing to worry about. Just feel like I'm being tugged in five different directions at once. I'm exhausted..."

"You know you can always ask if you need help, right?"

"Yeah, I know." His smile widened and she got a warm feeling at the pit of her stomach. It wasn't that he didn't smile - in fact he did more often than others would have thought - but usually there was always a catch: it was strained, sarcastic, wry or bitter. Seeing him smile openly was rare, "Don't worry, I'm not fragile. I can deal with this...eventually. I don't need sleep anyway."

"Tell me, maybe I can-"

"And what are you two talking about?" her dad said, giving them both (mostly Peter) a look of suspicion.

Gwen internally yelped and separated their hands, "N-Nothing, dad! Just talking about our day!" She gave him the best not-suspicious-at-all smile she could muster. Okay, so maybe she hadn't told them that she and Peter were...something. She was sure Ben and May would've been thrilled, but she got the feeling her dad was still itching for the revolver scare treatment despite Peter no longer being the same D and D nerd from years past.

"Uh-huh?" His gaze leveled on Peter now, "Talking about your day, son?"

"...Actually, I was wondering about the box you had in your pocket." Her dad's eyes widened and Peter looked down at his plate again, "Just curious, Captain."

"A box? What's he talking about?" Jessica asked, "Does it have something to do with the case?"

"Erm...not exactly." Her dad let out a tired breath and looked to Ben and May, both of whom gave him encouraging nods. Gwen suddenly felt like she was part of the joke no one else got, "Well...I was going to do it after dinner proper, but..."

"Dad, what are you talking about? Did something happen?" Gwen asked worriedly.

Any and all worries dissipated when he pulled out a small brown box. It took Gwen a second to realize what it was and as soon as she did she gasped and clamped both hands over her mouth to keep herself from screaming in surprise and excitement. Jessica was the same, her eyes widening in shock before she suddenly stood, the chair clattering to the ground with a loud crash.

"George-"

"J-Just let me get through this," her dad interrupted, his voice uncharacteristically uncertain. He sat his chair aside and got down on one knee, "Jessica...I'm not one for speeches and neither are you, but I want you to know this. Our relationship can hardly be called normal by anyone, but these few months have been some of the best in my life and it was because of you. So...would you, Jessica Campbell Jones, do me the honor of being my wife?"

She didn't have to say it out loud. Jessica nodded and the ring was barely on her finger before she grabbed her dad by the collar and pulled him into a rough kiss. Gwen stared at the sight with a dopey smile on her face before precisely what she was watching registered in her brain and she turned away. She was still happy, but that didn't mean she had to watch her dad's makeout session.

Gwen waited for the two to separate before rushed to her dad and embraced him, "Congratulations, dad!"

"Thank Ben and May, it was their idea that I do it after the case. If it wasn't for them I would've kept postponing it till the baby came."

"Don't listen to her, Gwennie, this was all George. He's a romantic like that," Uncle Ben chuckled and pulled Peter into a one-armed embrace. She saw the other teen stiffen slightly at the sudden contact before he leaned into the gesture.

"Good thing we came prepared." Aunt May opened the fridge and pulled out a large square of chocolate cake, "It's not really fancy, but I thought we could enjoy it." Her eyes landed on Peter, "All of us."

Dessert was a calm but noisy affair. Gwen chattered on whatever popped to mind: plans for the wedding, which guests to invite, who deliberately snub and so and so forth. Jessica was adamant that she didn't want anything involving fancy churches or literal wedding bells, which deflated her somewhat. She was really hoping to see Jess in a wedding dress, for the sheer hilarity of it if nothing else.

Eventually the cake was finished (mostly thanks to her) and she and Peter found themselves milling around the front of the Parker house. Ben and May decided to talk to her dad and Jess about something personal, which left them to their lonesome. Gwen walked back and forth in a circle with a spring in her step and a permanent smile on her face while Peter stood against the wall with his arms in his pockets.

Her dad just proposed...just repeating that to herself still made her feel giddy.

"...I don't see what the big deal is," Peter said eventually, voice soft, "Jones already had his kid and they were planning to raise it as parents. Wasn't their marriage already set? Why the excitement?"

"It's just..." She clenched and unclenched her hands and shook her head, "I can't explain. I mean, yeah, they were gonna get married, I guess, but getting down on one knee with a ring and popping a question...I dunno, it's just different than signing a piece of paper that says you're married now."

"If you say so..." He looked down at the ground and kicked at the grass before he continued, "...Would that make you happy? If someone proposed to you?"

Gwen stopped and stared. He wasn't looking at her so she found it hard to tell whether it was a joke or a legitimate question. Either way she felt a nervous lurch in her gut and she licked her lips, "Well..." Truth be told she never really thought about it too much. Romance wasn't exactly a priority on her list ever since the disaster three years ago, "I guess it'd depend on the one proposing, right?"

"You asking or telling me, Stacy?"

She was about to shoot something back before he threw something towards her. Gwen's hand moved on instinct and she caught with her right hand. She looked down at the object in her palm and blinked when she saw the lightly engraved box, "Isn't this-"

"The Captain's ringbox. They forgot about it in all their excitement." He laughed under his breath and met her gaze, "Figured you'd want it since you were so excited."

"Heh...I guess. I'll give it back to dad when he finishes up his wedding plans with Uncle Ben and Aunt May." They better allow the band to play wherever it was they were planning to have their ceremony. She really wanted to cross 'playing at a wedding' off her bucket list.

"Sure...oh, and here's something else."

The next thing he threw at her was far smaller. Gwen had to jump to get it and when she opened her fist she was stunned into silence at the small silver ring that occupied the center of her palm. Mouth agape, she twisted the dull silver between her thumb and pointer finger and smiled stupidly when she saw the Spider-Woman design across the length of the metal.

"You could've led with this, you know."

"Wanted to surprise you, I guess." He shrugged unapologetically.

"Ho- why do you even have this?" She knew what it was, of course: a cheap ring you could buy from any street corner jewelry stand. Still, that didn't explain why exactly he had one on him.

"I picked it up while Hardy was scouting the place we were supposed to go to. I was going to give it on your birthday for a joke, but this seemed a better time." He gave her another light smile, "I could get on one knee if you-"

Following Jessica's lead, she grabbed Peter's arm and tugged him into a sudden kiss. It didn't take him long to reverse the gesture and she quickly found herself pressed against the cold wall of the Parker house, "Mmmph, Peter..." One leg wrapped around his waist while the other kept her attached to the wall. He was more desperate than usual, biting and sucking at her bottom lip before he turned his attention to her neck.

She only managed out one breathy moan she heard a distinctly offended cough.

Her head tilted to the side and she froze when she caught her dad staring at her through the now-open window with a look of parental disapproval on his face. Behind him Jessica groaned in exasperation while Ben and May could hardly keep the smiles off their faces.

"...We can explain."

Thankfully her dad, Jess and the Parkers decided to postpone asking for actual explanations till tomorrow, which she was extremely thankful for. 10 minutes later they'd said their goodbyes to Ben and May and the four of them made the short walk back to the Stacy house. Gwen doubted her dad would let Peter sleep over after their accidental show, but she could at least enjoy just walking and feeling normal for the next couple of minutes.

She should've known it wouldn't last.

"Someone's in the house," they all stopped at Peter's sudden warning. He knelt on the driveway and gestured to the scattered mud, "Trail leads to the house and the door's ajar...were you expecting vistors?"

Her dad grimaced and shook his head, "No."

That was all the permission Peter needed to pull out a silenced pistol from his jacket holster with her dad quickly following suit. Gwen clenched her hands into tight fists and moved ahead of her dad while Peter crept towards the door. For all she knew it was just a robber who picked the wrong house, but if it wasn't...the list of people who knew about Spider-Woman's identity was a short one and somehow he doubted it was Betty playing a prank.

Peter pushed the door open slowly and turned on the lights. He barely took two steps into the house before he stopped, his grip on the gun loosening. Gwen quickly slipped past him and froze as well when she caught sight of the figure sprawled on the couch.

The first thing she noticed was the eerily familiar black and white dress splotched with blood and dirt. The figure stirred at the interruption and turned to face her. Gwen tilted her head up despite her hesitation and nearly fell on her knees when she saw the unmistakable face looking back at her in an equal amount of shock. Even through the dirt and tangled blond hair she knew who it was.

"M...Mom...?"

* * *

 **So...yeah, I got nothing to say; I think the end of that chapter speaks for itself. Gwen's mom is back from the dead and death proves how much of a revolving door it is once again. Granted given what we know of resurrection and who has access to it it's rather doubtful this is gonna end with sunshine and fairy tales. All aboard the clusterfuck train.**

 **Noir's been lacking in POV for the past couple of chapters, something I can hopefully fix in the next chapter given that 'back from the dead' scenarios are more his specialty than Gwen's. Though I won't deny that he feels like a supporting protagonist right now: Gwen's stuff with her mom, Carnage!MJ and Lana's family problems don't concern him specifically so hopefully his involvement is justified in the next chapter.**

 **This chapter underwent some changes. While most of everything remained intact Gwen was originally going to lecture Stark about morals and he essentially counters with the same 'grow the fuck up, kid' spiel others gave her. I changed it instead so that she's more accepting right off the bat to show off her character development; hopefully it works better. She was also supposed to talk with Danny Rand about Teresa, but I couldn't fit it in. Maybe next time.**

 **Anyway, yeah, the next chapters are going to be hectic since we're running from one arc to another due to all the problems bearing down right now. Let's just hope the characters can keep up and don't just give up out of sheer exhaustion and frustration.**

 **Questions:**

 **1\. Does anyone mind too much that Gwen's now popular in-universe? I know it's pretty late to ask, but a review I got indicated that not being the underdog who's disliked is somehow not being true to the Spider character. I will admit that one reason I changed this around is that 616 and Gwen give little reason for people to hate them than people being _massively_ stupid and ungrateful. Noir at least is a killer who hangs around psychopaths, so that makes sense. **

**Just wanted to know your thoughts is all.**

 **2\. More of a joke question, but are people bugged by how sexually diverse the cast is? I mean we have Gwen, MJ, Felicia and Bullseye as bisexual, Kate and Moon Knight (or at least the Steven Grant personality) as gay and so on and so forth. This was originally because Gwen lacked viable love interests in earth-65 canon** **(hence Kate and MJ)** **while others like Felicia and Bullseye are canonically bi or give hints to such. Now it kinda feels like a (badly written) Bioware game, so I'm wondering if people care overmuch.**

 **Review Answers:**

 **TheOkWriter - Yeah and there was no Venom Noir and and Peter never met Daredevil or Punisher in that world whereas here both versions mention they did. Not everything adheres to canon, dude, that should be kinda obvious. Even Gwen refers to events like fighting the joke Sinister 6 that aren't canon.**

 **Hardlight - That's a brief review? I'd love to see what you consider a long one :P Also, whether Gwen would double down or accept compromises is difficult to determine since she did want to kill Rhino even outside of Venom's influence in canon.**

 **Cyclopz - Wolverine's fighting the HC. As for street crime? Not really. This is a point made by Teresa and other characters: the heroes and vigilantes can stop crime all they want, there will _always_ be dozens more who think of the easy or short way out of a problem and turn to crime. Unless the characters change human nature crime - especially street crime - will never cease, even if they do take out the worst Supervillains and monsters.**

 **By 'Pete' do you mean Spider-Man? Anyway, yeah, he and Shadowcat's story is far less stressful. As for Gwen...well, presumably it's the same question for any hero: anyone can dress up like one of the Avengers and do crimes, but unless they share powers it'll lead to momentary confusion at best. Also, stubborn can also mean bullheaded, like when 616 Spidey or 65 Gwen argue for Carnage's right to life while Noir does the practical thing and just shoots him.**

 **KasugaRomio - You just reviewed that Gwen being an Avenger is at odds with what Spidey usually is but then complain that 616 Peter's now back to being a solo hero with no support network and back to basics; you can't have both. As for the other questions: I never read Exiles (and have no plan to) so that's out. Other villains are also selfish by nature and don't really care about their fellow villains, which is precisely one big difference to heroes.**


	92. A Dance Under Pale Moonlight

**Alright, before I start, I've gotten at least a couple of comments to this effect so I'll make this clear: Peter giving Gwen the ring in the last chapter wasn't meant to be a literal proposal. Him asking her if he should get down on one knee was a joke and an actual relationship is still difficult until they get Octavius and finish up that part of his quest log. So yeah, don't take that scene too seriously.**

 **Speaking of romance, I also got comments indicating support for Kate, which I'm kind of surprised by. I mean I did put her in the fic partly as a 'backup' just in case I couldn't make any other Gwen pairing work, but I haven't given her that much screntime in hindsight so she should be just as viable to Gwen as Bullseye or Felicia would be for Noir. Just surprised is all.**

 **Also read through latest Spider-Gwen. Apparently Earth-65 is more insane than I thought :/ Peggy Carter (Nick Fury of that universe) mentions that Spider-Gwen's pissing match with Matt Murdock is honestly small potatoes to what she usually deals with, at which point her aide lists the more crucial matters of the day: A eugenics war in Transia, a couple of _Celestials thumb wrestling_ and (most heinous of all) an outbreak frogs in New Mexico. _Thor Frogs_. My God.**

 **On a more plot note, it's more or less confirmed that Murdock has at least some connection with SHIELD given that Felicia was apparently put in SHIELD prison for her kill attempt on Matt; note that this is the same prison that 65-Cindy - _a terrorist leader_ \- is staying at. Yeah...65-Murdock needs a nerf. _Bad_. Though at least I can use that as an explanation here for LG on why SHIELD doesn't get involved in Noir's fight with him, so there's that.**

 **Still, they're definitely hyping up for Spider-Gwen vs Matt Murderdock, which makes me feel kinda guilty that Noir 'stole' Gwen's antagonist for this fic and let her with the less memorable 65-Cindy Moon. Hopefully this change was for the better.**

 **Side note - A certain character makes a dig at religion and society in the latter half of the chapter, so hopefully no one takes offense. It's not my opinion and bla bla bla Ubisoft disclaimer.**

* * *

This wasn't happening.

Gwen stood, frozen, her mouth agape as she stared at the woman sitting upright on the couch. She could hear heart beating against her chest, the sound practically deafening in the silent living room. Her brain went a mile a minute. Was it a hallucination? A dream of some kind? A part of Gwen wanted to pinch her skin till there was no doubt, to reach out and grab the woman - _her_ _mom_ \- to prove she was real, but in the end she remained rooted to the spot.

She didn't know how long the silent stare-off lasted, but eventually she forced herself to take a step forward. Each move felt like she was dragging a weight and she was sure at least another minute passed before she eventually made it to the couch and knelt in front of her.

Gwen's mouth parted, but no words came. What could she say? Her memories of Helen Stacy stopped 10 years ago. This wasn't supposed to happen...and yet, a bitter part of her mind said, it already did. Peter was standing behind her. He'd changed, yes, but it was still him...or at least that's what she told herself. Was it really so impossible, then, that her mom or god only knew who else could come back?

Her thoughts were cut off when the older woman finally spoke.

"Who...Who are you...?"

The words cut through the quiet like a knife. Gwen let out a strangled breath and almost fell back when she heard them. Her voice was soft and had a noticeable rasp to them, but Gwen definitely recognized it, "M-Mom..." She reached both hands out and pulled her into a careful embrace. The older woman stiffened at the gesture and Gwen shut her eyes to keep herself from crying. If this was a dream or a hallucination then she didn't want it to end.

Eventually Gwen felt hands touchung against her stomach and she was gently pushed off, "Who...are you?" Her mom repeated, her voice louder and more insistent now.

"Mom...it's me." Gwen grabbed her right hand with both hands softly and pressed it against her cheek, uncaring of the blood and dirt that clung to her skin, "It's...It's Gwen."

She gave a slow blink in response to that before she suddenly shook her head, the gesture surprisingly fierce despite her languid state, "That's impossible..." She pried her hand away from her and tried to stand, but her legs refused to cooperate, "My...Gwen's 10, she's my little girl. I don't...know who you are or...or what you're doing here, but-"

"Helen..."

Her mom's head snapped to her dad and Gwen instantly saw the glint of recognition in her eyes. She wanted to say something - an explanation or some sort of comfort - but she was faster, "...George?" She reached out a hand weakly and her dad took it as a cue to join her. The Stacy patriarch took her hand in his and squeezed it, the gesture seeming to calm her, if only somewhat.

"Helen...it _is_ you, isn't it?"

"Of course it is..." She shook her her head and cupped the right side of his face with her free hand, "What...why do you look so..." She traced her fingers along his jaw and let out a weak gasp, "What happened? You look...you've changed-"

"Mom, it's-"

"Why are you calling me that?!" Gwen felt a painful stab in he chest when she turned and looked at her like she was some kind of monster, "M-My little girl, she's..." She turned back to her dad, "George, where's Gwen?! She...I have to-"

"Helen, calm down, please..." He squeezed her hand more tightly and her shaking lessened by at least a little bit, "I...this is hard to explain, but please listen, okay?"

Gwen could do nothing but sit by her dad's side as he tried to explain this...she didn't even know what to call it. A miracle? A sick practical joke? She lost her mom 10 years ago, buried her after the cancer finally took its toll and left behind a little girl too young to lose her mom and a father who had to raise their child alone. If it wasn't for the Parkers she didn't know how they would've gone through those first couple of months.

Her mom didn't even look at her throughout the entire explanation. Gwen knew why, but it still hurt. Still, whatever pain she was feeling must've paled in comparison to what her mom was going through. Gwen wasn't stupid. Her mom looked the same as she did when they buried her 10 years ago, dress and all. For them it'd been 10 years, but for her it was probably just yesterday that she was still at the hospital.

Gwen's gaze shifted to the other two people in the room. Peter looked down at the floor, hands in his pockets and a scowl on his face. Jessica stood with her back against the wall with her arms crossed, her expression unreadable. She wanted to think that the P.I was handling it as well as she always did, but now and then she saw the way her fists clenched or the wince she tried and failed to hide when she thought no one was looking.

"...en. Gwen." Her dad's hand on her shoulder nearly caused her to jump in surprise, "Gwen, we need to get...Helen needs to clean up, okay? I'll take her up to the bathroom, so go see if you can find a change of clothes for her. Your, um...she should be able to fit into your clothes."

"Right...yeah, okay."

Her dad led her mom up the stairs as gently as he could. Before she fully disappeared from sight the older woman's head turned to her and she saw the look of desperation and pleading in her eyes. She wanted Gwen to tell her that she wasn't her daughter, that her little girl was still sleeping in her room waiting for her mother to come home rather than being a grown woman who lived without one of her parents for half her life.

Gwen really wished she could tell her that lie.

It was only when the two of them were well and truly out sight that Jessica finally spoke, "...You two look like you're gonna need to talk this out. I'll get out of your hair."

"Wait, Jess, you don't have to-"

"Yeah, I do." The look the P.I gave her silenced any argument she could've had. She tried her best to hide it, but there was a definite sense of desperation in her words, "...Look, this isn't- I can't do anything here. So just...call me if you need anything, but right now I don't think me being here is gonna help."

"But-"

"Let her go, Gwen," Peter said. Before she could so much as nod Jessica took that as her cue to leave and was out the door in a flash. She was tempted to call after her and probably would've if not for Peter's next words, "Gwen...you need to clear your head. Let's go outside."

"Yeah..." She could do nothing but nod numbly as the other Spider led her out the back door into the garden. The cold night wind instantly hit her cheeks and she shivered, more out of habit than any sense of chill.

That was another thing she had to worry about: her powers. She raised her free hand watched as a blob of obsidian flesh ran along her palm. Telling her dad about her powers was one of the scariest things in her life, but after that it became easier. First her dad, then the Parkers, then her friends...after that she didn't even care all that much when Kate found out after the both of them got shitfaced drunk.

But how could she tell her mom about this? Tell her that her little girl was out there fighting against Supervillains and criminals every day because of a radioactive (and possibly magical) spider and a suit that gave its life for hers?

"This is insane..." Peter looked back at her, brows furrowed in worry. Gwen sat on the steps and tucked her knees to her chest, arms wrapping around her legs in a vice-grip. She should've been happy, right? First Peter and now her mom; it was like she'd won the goddamn lottery. She should've been out there celebrating and calling all her friends to celebrate the biggest fucking party they could.

So why did she feel so bitter instead?

Peter sat at her right side at a 'respectful' distance. Gwen let out a frustrated breath and scooted closer to him so she could rest her her head on his left shoulder. She understood why he was distant, but it still annoyed the hell out of her sometimes. They didn't go through these past 6 months - 2 of them without contact, she reminded herself bitterly - just so they could dance around each other the second something bad happened.

"...Are you okay?" He shook his head, "Stupid question, I know, but-"

"It's just...this is fucked, Peter." She closed her eyes and held his left hand softly, "First you and now mom. I mean I'm happy that you're both back now, I am, but..." She sucked in strained breath, "You saw the way she looked at me. She...when she looked at me I could tell I was nothing but a stranger to her. The 'Gwen' she remembers is the 10 year old girl who ran around with a plastic Captain America shield, not-"

"A hero who's working with the actual Sta- Captain America?" he interrupted, "I know what it's like to be in shock, Gwen...it's not gonna be easy, but nothing in our life ever is, right?"

"...You suck at comforting." Despite her words her mouth quirked up in a light smile and she wrapped her arms around his, "...I don't know what I'm gonna do now. First mom comes back and now Jess...how are we going to deal with this? I mean- fuck, Jess is _pregnant_ , for Christ's sake! Dad just asked her to marry him! And now mom's come back from the dead and a part of me isn't even sure if it's her or someone's just playing a fucked up joke on us!"

"It's her." Peter sighed, "When she told your dad that she was Helen Stacy...she wasn't lying about that. I can't put aside the idea that she might have been tricked and that this is some kind of plan, but she does honestly believe that she's Helen Stacy...and you and your dad do, too."

"Yeah..." Gwen bit her lower lip and frowned when Peter untangled herself from her and walked a short distance away. The sudden lack of warmth was unpleasant, "What do you think? Do you think she really-"

"Came back from the dead?" He sighed again, "I don't know. It seems convenient, doesn't it? People coming back from the dead...stuff like that isn't supposed to happen, even in this madhouse."

"... _You_ came back."

An uncomfortable silence settled over them. As much progress as they made compared to before Peter still didn't like to talk about his 'resurrection'; and really she couldn't blame him. Finding out the past 6 months were a lie, that his memories were just a stopgap used to make sure he didn't go insane - anyone else would've shut down at that or blown their own brains out after finding out.

"You heard Teresa. Only reason I came back was because the Spider-God wanted to rub someone else's nose in it, and Spector...well, Khoshnu or whatever the hell his boss' name is needed someone to play the madman for him. If that's what we have to look forward to then I'm not exactly feeling hopeful."

"Maybe...I don't know, maybe it was someone else? Who brought her back, I mean," Gwen said. The words were barely out of her mouth before she had the sudden urge to palm her face. Was she seriously suggesting some good Samaritan brought her mom back just cause? It wouldn't have been the most absurd thing - the random radioactive spider came to mind - but she doubted she'd be that lucky.

"And this 'someone else' just happened to bring back Helen Stacy?" he said, his look of disbelief mirroring hers, "...I want to think that luck just favors you, Gwen, but this doesn't seem like an accident."

"So...what do I do?"

"Right now? I think you should just try to help your dad, but make sure to keep an eye on her. I know seeing your mom again is...hard, but you can't just let your guard down. Especially nowadays...you don't have to look far to see how bad bringing back someone from the dead could end up."

"Peter..."

Gwen stood up from the porch and made her way to him. She'd barely touched his shoulder before he suddenly turned around and pulled her into a sudden kiss, both hands cupping her cheeks with surprising tenderness. Her eyes widened at the abrupt gesture before she leaned into the kiss, humming softly at the feeling of warmth that spread through her stomach.

A kiss might've seemed weak after everything they'd already done, but she enjoyed the small shows of affection all the same. She knew Peter wasn't one for gestures, so things like this were always a relief and a welcome distraction.

The kiss (disappointingly) lasted for only a few seconds before he pulled away and closed his eyes, his breaths coming out in short bursts. She was sorely tempted to pick up where he left off before his next three words caused her to freeze.

"I love you..." Gwen's eyes widened and she probably would've fallen on her back if it wasn't for the hold he had on her. Peter let out another ragged breath and pressed their foreheads together, his eyes still remaining shut. Even through his closed eyelids she saw the tears that slipped past, "I love you..."

"Peter, I..."

She didn't get to finish. Before she managed more than the two words Peter released his hold on her and disappeared in a wisp of smoke, "Peter?" Her eyes widened and she grasped in front of her only to meet nothing but air, "Peter!" Gwen closed her eyes and tried to focus, tried to hear any footsteps or breathing, but nothing came. She let out a frustrated breath and kicked the ground, displacing a large amount of the earth with the action.

"I love you too..."

* * *

Back here again.

Peter looked up at the billboard at the building across from him through narrowed eyes, "Stop the Spider-Woman. Call 1-555-FOR-Peter..." He let out a bitter laugh. Everyone treated the kid - _him_ \- like he was the victim back then , like it was Gwen's fault he was stupid enough to turn himself into some overgrown lizard out of spite. He didn't know how she dealt with that for 3 years, to be called a murderer and monster in equal measure simply because some idiot decided he'd had enough.

The billboard was still standing, though at this point he was sure that it was only kept up as a spiteful reminder of sorts. His eyes trailed along the pink spraypainted 'Who's Responsible?' question on the side before he focused on the picture of his ugly mug. He could just barely see the blue and white mugshot before it was quickly covered in a swathe of bright green paint depicting a crude lizard, its mouth bared open to show a row of poorly drawn teeth.

That was all who he was to them now. The Lizard, Spider-Woman's first ever Supervillain...

"This place is rather nostalgic."

Peter sucked in a soft breath and clenched his hands into tight fists when he heard the telltale taps of the walking stick behind him. Memories of staring into crimson irises assaulted him and he shivered despite his best efforts to ignore it. He'd seen horrible things before - both in Spider-Man's memories and his time here - but looking into something that could bring up all his worst fears and nightmares was definitely the worst on that list.

"Murdock..." He didn't turn around, not even when the blind bastard stood close enough to push him off the roof with an errant shove. Others would've found him standing so close to the edge of the roof moronic, but he found it oddly calming in a way. It was the closest thing he had to an escape.

"My, your voice is an octave lower than normal. This _must_ be serious," he said, his tone mocking. The lawyer's shadow shifted and he saw him stretch the walking stick across his back casually, "I wonder why, though. After all, _you_ were the one who called _me_ this time. Which I do appreciate, by the by; I was starting to feel like the clingy ex-girlfriend and a night on the town was just what I needed. Busy day at the office and all."

"Tired from selling children to line your pockets?"

"I don't know what you're talking about, Mr. Parker. I'm just your humble, inspirationally disadvantaged lawyer." Peter finally turned around and let out a frustrated breath when he saw the bastard's open suit showing off a red shirt that had 'I'm not the Kingpin' typed at the chest, "I can barely dress myself sometimes, see? Sometimes I don't even know how I can get by every day-"

"Shut up." Peter scratched at the mask covering his face and resisted the urge to blow the crime lord's brains out all over the roof. He needed answers first, "Was it you?"

"Was what me? You're going to have to be more specific. I'm not very good at the pronoun game, you see-"

His response was cut off by the muted discharge of Peter's gun. The bullet glanced against Murdock's cheek and drew blood, the thin trail of crimson running down the skin slowly. With nothing more than a raised eyebrow the older man pressed two of his fingers against the cut and laughed softly under his breath, "Was that supposed to scare me, Mr. Parker? A warning shot?"

"Stop wasting my time." Peter snarled. It didn't take long to notice that the cut had already stopped bleeding and that the wound was healing far faster than could be considered normal even for this place, "Did you bring Helen Stacy back?"

"Yes."

He expected something more: a taunt, an insult... _something_. Instead Murdock just spread his arms as if waiting for Peter to come towards him, "You son of a..." Peter's hold on the gun shook and it took all he had not to stop looking the son of a bitch in the eyes. Even with the thick lenses Peter felt the creeping sense of fear run up his spine, "... _Why?_ Why do this?"

"Why indeed?" He hummed and toyed with the white cane that held his sword, "There are a lot of reasons I could tell you. Maybe it was a fleeting moment of kindness, maybe I just wanted to give Ms. Stacy an early birthday present. Heck, maybe I just found it funny. Each one would be as satisfactory as the last, wouldn't it?"

"I want the truth."

"Do you? Last I checked finding out the truth didn't go so well for you last time." Murdock stepped past him and crouched near the edge of the roof. It would've taken no effort on Peter's part to kick him and let him fall to the alley below, "Sometimes the truth hurts. Why do you think people are so easily convinced of something even when all the facts are tugging in the opposite direction? You know what I'm talking about, right?"

He shouldn't have said anything, shouldn't have humored him, but the words were out of his mouth before he could stop himself, "...The Lizard."

"Bingo." He laughed again, the sound louder and cheerier than before, "A multi-ton monster comes bearing down in front of dozens if not hundreds of witnesses, all of whom owe their lives to Spider-Woman. But when the dust settled and she was left holding Peter Parker's dead body everyone suddenly forgot that. Suddenly she was the criminal, the murderer, the boogeyman people could hate on just so they could feel a bit better about themselves. It doesn't matter if they're lazy or selfish or cowardly, at least they're not like 'that menace Spider-Woman'."

"What's your point?"

"My point? Nothing, I suppose. I just find it amusing." He shrugged his shoulders, "I love this city. It's a giant melting pot where anyone and everyone thinks they can trample over each other to get what they want, to be special. A perfect blend of hypocrisies and self-righteousness. Fanatics who are willing to kill people for the rights of predatory animals, people who throw thousands of dollars at pet projects while people starve all around them, young blood who think protesting about skin color and sexism while wearing stupid clothes somehow makes them important. It's a great time to be living in, isn't it?"

"If people knew what you did-"

"What? They'd riot in the streets? Cry havoc and let loose they dogs of war?" He shook his head, "Surely you can't be that naive, Mr. Parker. All jokes aside, people _know_ that I'm the Kingpin. They know and they _don't care._ They see the news, see all the statistics on crime and the victims, but they just shake their head, say that it's terrible and go back to their dinners. Why? Because it doesn't concern them."

"You really think that?"

"Think? Haha...no, I don't; I _know_ it. Look around you, Mr. Parker. People hunted down Spider-Woman like she was an animal even after she spent years doing nothing but good. She was a freak, a monstrosity they could gawk at. Me? I'm a guy in a snappy suit, and blind besides. I don't stick out. People know about me and they just turn a blind eye, blame the system or the politicians or anyone else because they don't want to entertain the idea that they could _do_ something if they weren't so apathetic and uncaring. I could kill a hundred people out of sight but the killer who takes one life in the public eye will always be condemned ahead of me."

Peter sorely wanted to disagree, but memories of Osborn back in the 30's came back in full force. People knew who he was - his office wasn't exactly subtle, after all - but everyone just kept their heads down, kept telling themselves that if it wasn't him then it'd be someone else so why bother doing anything about it? They'd been beaten so much that the idea of living in a world where they weren't exploited and treated like garbage was alien to them.

"Tell me, Peter, are you a religious person? A nationalist? I'm curious what motivates you. It's quite obvious Ms. Stacy is compelled by her antiquated and childish view of right and wrong, but you...you're a bit of a harder read. She spends her time with role models and idols like Captain America while you pal around psychopaths and killers. I'm surprised it took you getting blamed for the actions of that madman to quit...well, 'quit' with quotation marks considering you're still insistent on being a bump in my road."

"Maybe I just don't like you..." He didn't want to admit it, but it was a question he asked himself. Spider-Man put on the mask out of anger and spite, because he wanted revenge against Osborn and the rest of his freakshow for the death of Uncle Ben. When he was 'taken' to this madhouse he followed along like an idiot, jumping from one problem to the next till it all became too much...and yet he never stopped to ask himself why he did. Gwen would've told him it was because he was a good person, but he doubted it was that simple.

"Don't like me? I've been trying to be friends with you for months!" he said, voice dripping with mock offense, "Or is it because I'm a supposed devil? Because if so I think you're judging a book by it's cover too harshly."

"When the 'book' has 'murderer, human trafficker and all around scumbag' on the cover I think I know everything without having to read."

"You'd think so, wouldn't you?" He looked back slightly and Peter stiffened at the brief glimpse of crimson irises between his shades, "You know, I read the bible when I was young; it was one of the first braille books they gave me. I suppose they thought I'd find some meaning in it, though all it made me think was that God must have a sick sense of humor. An almighty idiot with a desire of control that ran right past neurotic."

"How'd you figure that?"

"Old Testament, mostly. I was particularly fond of the Book of Job and the stories of Noah's flood. The first concerns a man who God allowed the devil to make miserable purely out of a bet. I suppose my pastor expected me to find meaning when Job got a new wife and God 'rewarded' him, but honestly I just laughed. An accident took my father and my eyesight away and I got my new gifts, but I'd hardly call it fair."

"What's your point?"

"My point is that you shouldn't judge simply because of what people believe, Peter. God is virtuous, God is kind...I doubt people would say that if he came down and smited all of us because of the sins of a few. Or we go the opposite way where people believe He'll forgive all your sins just because you turn back to Him at the last minute like the prodigal son. Kind or cruel, He doesn't seem like someone I'd follow. Give me the snake any day of the week."

"...How much of that is you?"

"Hm?"

"How much is Matt Murdock and how much is the devil that's talking?"

"That's the question, isn't it? My grandmother always told my father and me that 'us Murdock boys had the devil in us'." His mouth split open in a wide grin. It looked unsettling on him, "I could ask you the same question: where's the line drawn between Spider-Man and Peter Parker? Is there even a line at all? Is there a point where you can just separate the two so clearly?" He clicked his tongue, "I don't think it's as neat as that, Peter. Unless you want to entertain the idea that your 'Spider-God' possesses you whenever you wear the mask."

"Stop dodging the question." Peter tightened his grip on the gun and again had to resist the urge to shoot him through the back of the head, "No more distractions. Helen Stacy...why did you bring her back?"

"You're persistent, aren't you?" Murdock made an exaggerated sigh and brought a hand through his hair, "Fine, enough games: it's a deterrent, of sorts. I know Ms. Stacy's busy with stopping terrorists and going on fancy parties to worry about a 'lowly' crime lord, but I didn't get to where I was by not covering all my bases. She can consider it an incentive: she just has to keep ignoring me like she's been the past six months and she gets to keep mother dearest."

"You're holding her mother hostage..."

"Hostage is such an unpleasant word; I prefer to think of it as an early birthday present. After all, she and I haven't had our normal correspondence; not since I met you. All she has to do is to continue being the famous and beloved hero and she gets to have her mother back. I'm giving her everything for nothing."

"You did this on purpose, didn't you?" Peter spat.

"What, you mean bringing her back right after the recently un-widowed Mr. Stacy got on one knee for Ms. Jones? No, even I couldn't have timed that. That was luck, plain and simple; though you have to admit it made for a rather dramatic turnaroud. I can only hope that the new Mrs. Stacy doesn't fall off the wagon because of this. I'd hate to see what a month of drinking does to a baby-"

Murdock stopped and laughed when Peter pressed the barrel of the silence gun to the back of his head. One pull of the trigger and the bullet would go through his skull and scatter his brain all over the alley.

"I don't think you want to do that." Murdock said, making no move at all to respond to the threat, "I mean I don't think it'd be good for Ms. Stacy to lose her mom right after getting her back."

"What do you mean?"

"I mean that if I die then the former Mrs. Stacy dies as well. Simple, hm?" Murdock stood and turned to him. The smile on his face was predatory and the few inches in height that separated them felt larger than it should have been, "Your philosophy was always one life in exchange for countless innocents, correct? Go ahead then." He grabbed the gun's barrel and pressed it to the underside of jaw, "Do it. Pull the trigger and set things to how they're 'supposed' to be."

He couldn't

Murdock hummed in seeming disappointment and let go of the pistol. Peter didn't have the strength to keep it up and let it fall to the ground with a dull clatter, "I'll admit I expected more from you, Peter. You talk a big game, but the second you might make Ms. Stacy cry you crumple like a paper tiger." He 'tsked' and shook his head, "I'm curious who she'd choose if it came between you and her mother. A regular Sophie's Choice that one."

"I hate you..." Peter felt tears sting the sides of his eyes and he quickly shut his eyes to keep them from spilling. He didn't want to give him the satisfaction. He'd lost a lot of things ever since he woke up in that alley, but he wasn't going to beg the blind bastard for mercy he wouldn't give.

"Oh, Peter, I love you too." Murdock slapped the side of his face mockingly, "So, what do you say we put all this conflict behind us and start over? My apprenticeship position is still open, after all."

"What makes you think I'll ever work for you?"

"Apart from the fact that we just established your little end goal of killing me is never gonna happen, you mean?" he asked back, "Tell me honestly, Peter: what did I do to make you hate me? In the months since you 'arrived' here I've given you information in exchange for modest work, kept you from being captured by S.I.L.K and S.H.I.E.L.D and ignored all the times you've compromised my operations. In exchange you've spat in my face and burned every olive branch I've offered."

"Castle's family? Felicia's dad? Frost's victims? Any of those ringing a bell?"

"Such self-righteousness in your voice. You really have been hanging out with Ms. Stacy too long." He let out a soft, disappointed breath, "Frank Castle left his family behind, Walter Hardy tried to steal from my boss and as for Richard Frost...well, that was business. I didn't exactly ask him to commemorate me in his perverse forms of art. And honestly you're one to talk of blood considering your association with that madman Bullseye. Do you have any idea how many deaths he caused with that civil war he instigated when he killed that monarch?"

"...I'm _never_ gonna work for you, 'Matthew'."

"What do you plan to do, hm? Kill me? I think we've made it rather clear that you won't take that chance." Peter scowled and clenched his fists so tightly that it was a small miracle he didn't draw blood, "Why continue this personal war when there's no end in sight?" He sighed, "Ah, but I see I'm not gonna convince you. Fine, I'll give you 10 minutes and then I'll send an old friend to pick you up. I trust you'll make the right choice."

With a final, mocking clap on the shoulder the blind bastard walked to the other end of the rooftop and jumped down to the opposite alley. Peter waited till the footsteps faded before he finally let out a loud, frustrated scream and and punched the closest wall. A dull ache spread across his knuckles at the hit and he struck again, ignoring the blood that began to pool on his gloves as the strikes became more and more fierce.

It was only when the splatters of blood on the wall were too difficult to ignore that he finally stopped, "Damn it..." He pressed both arms on the cracked wall and shut his eyes, his breaths coming out in ragged bursts. He was an idiot. He'd convinced himself that things could work out, that finding out his life was a lie didn't mean it was the end, but now Mary was attached to that monster and Murdock had the noose around his and Helen Stacy's neck.

Even through the pained haze the blare of his spider-sense was clear as day. Peter turned around and smiled bitterly when he saw a group of ninjas being led by that prick Otomo. The smug son of a bitch was wearing a mask, but he recognized him all the same; that aura of pride and condemnation was hard to miss.

It didn't end so well for him the last time he tried to put the Lizard down...

"Spider-Man." He stopped when they were a fair distance away from one another. Peter might have been imagining it but he could've sworn he saw a hint of fear in his actions.

"...How's the arm?"

"My master has chosen to give you a second chance," he said, completely ignoring the question. Still a sore spot then, "Do not waste this offer on petty vengeance, Spider-Man. You've been given the opportunity to do more with your life. Be grateful."

"Yeah, cause I always wanted to be a possessed lawyer's _bitch_. Sign me up, huh?" Peter took far more satisfaction than what was healthy when he saw the taller man's eyes twitch in barely restrained irritation. He had no idea why Murdock sent him specifically for the recruitment run, especially not after how their last fight ended. Something told him it wasn't just coincidence.

"Enough. The terms of the deal have been given. Do you agree?"

Peter's answer was made for him in the form of two crescent blades impaling the farthest ninja in the head. The pajama brigade was at the ready immediately, hands on their swords and scanning the rooftop, but it was rendered moot when Moon Knight dropped over their heads and landed next to Peter with a graceful roll. The younger vigilante barely raised an eyebrow at the sudden entrance before he lowered himself into a combat stance.

"Didn't expect to see you here." Peter dodged the slash from the closest ninja and smashed him against the rooftop with a sickening crack. He hated to admit it, but seeing the madman was almost relieving.

"Khoshnu told me of your meeting. You should have informed us." He punched one of the ninjas in the gut before slashing his neck open with the blades on his gauntlet, "Do you understand how foolish it was to meet the Beast without aid?"

"Save the lecture." Peter kicked one of the ninjas off the roof and winced when he saw more of them running across the rooftops to where they were. If there was one thing these bastards had it was numbers, "Anyone else coming?"

"I didn't have time to inform the rest of our allies."

"Perfect..." He expected that, of course, but it was annoying all the same. Peter picked up the discarded pistol and shot three ninjas charging towards him in the stomach before quickly webbing them down.

Fighting them was easy - almost routine, actually - but with every one he and Moon Knight put down another spawned out of whatever hole they came out of. Peter shot down two more of the pajama brigade and ducked to avoid the slash aimed at his back. He could practically hear Matthew's voice at the back of his head. _"Why are you fighting, Peter? Do you really want Ms. Stacy to lose her mother again?"_

Peter grit his teeth and snapped the neck out of the closest ninja before throwing his blade through the chest of the next one behind him. The head goon - Otomo - stood away from the crowd, arms crossed and his posture calm even as the bodies began to pile up, _'They can bring them back,'_ he reminded himself. Of course they'd rush to get a sword run through them if they knew it made them look good to their boss.

He'd lost count of how many ninjas they'd taken down, though the overwhelming stench of iron in the air was a decent indication. Peter emptied the magazine on another ninja and quickly reloaded before he heard it.

Laughter.

Against his better judgement his head snapped to the source and he groaned when he felt the telltale blare of his spider-sense. Not danger, something else, ' _What the...?'_ He winced when he caught Spector on the ground on his hands and knees, his mask pulled up to his nose to expose his bloodied lips. Despite being surrounded by ninjas his mouth was curled into a manic grin and none of the assassins moved to attack him.

And then he screamed.

The entire group shrunk back as Moon Knight stood, spitting out a loose tooth onto the roof, "You fellas don't play fair, do ya?" He let out another screaming fit of laughter. Not Spector, and even Grant wasn't that deranged, "Oh, you guys fucked up now! Been too long since I had my hand on the wheel! Come on, you assholes! I'll take you all!"

He was as good as his word. As soon the words left his mouth he charged towards the closest ninja and headbutted him hard enough to make him crumple to the ground, which was quickly followed by a quick throw of the crescent stars towards another one which impaled the poor bastard through the eyes. Peter almost felt a smidge of pity watching the would-be assassin writhing on the ground from the pain.

Moon Knight's luck (seemingly) ran out luck when one of the ninjas managed to stab a short blade through his gut. A brief burst of worry came and went before the other vigilante suddenly removed the impaled blade and stabbed it up the attacker's jaw, "Did you really think that'd work?! You gotta do better than that!"

"What the hell-"

"Hey, Spider-Man, don't just stand there! Take care of their ringleader!"

Peter didn't even have time to nod before Otomo finally had enough and drew his sword, the blade bursting with crackles of light blue energy. Peter took down the last of the ninjas that were still focused on him and sneered. Memories of their last confrontation came rushing back and he clenched his hands. He'd gotten his teeth kicked in months ago and if it wasn't for that poison he'd be dead in the gutter.

It wasn't going to happen again.

Peter rushed towards him and focused. Time slowed to a crawl and he winced at the dull, creeping pain that spread throughout his skull. He didn't have long. Peter waited till they were about to make contact before he disappeared in a wisp of smoke. He just barely caught sight of the widened look of surprise the top ninja gave before Peter reappeared behind him and stabbed a knife into his lower right side.

The pained scream the bald shitheel let out was more cathartic than Peter wanted to admit. He twisted the knife quickly and pulled out the knife with more force than necessary, "Nothing to say, wiseguy?" He ducked under the circling slash and punched him in the chest without holding back. Even through the din of car horns and screams he heard the unmistakable sound of breaking bones.

"Impossible..." Otomo stumbled back and coughed out a mouthful of blood, the crimson liquid spilling through the gray cloth, "You are-"

Peter didn't let him finish. He did another feint and kicked the bloodied ninja's right arm, forcing him to lose his grip on the glowing sword. Peter grabbed the sword before it could hit the ground and, ignoring Otomo's futile attempt to block, impaled the sword through his gut up till the hilt.

The look of utter shock and disbelief on the older man's face was brief and quickly replaced by another attempt to stifle his pained screams. Peter twisted the blade and forced him on his knees, blood pooling around legs in a torrent of crimson. The rest of the ninjas that managed to avoid injury quickly ran, leaving behind their leader and their friends without so much as a look back.

Peter tore Otomo's hood and mask away and forced him to look up. Even with the numerous injuries and the sword sticking out of his gut he still glared back defiantly, mouth bared open in a snarl while his hands were curled into weak fists. The last time they were like this another one of Murdock's pets came to save him.

"Not this time."

There were no final words or dying curses. Peter pushed the bastard on his back and, before he could do anything more than try and sit up, shot him through the head.

Peter didn't stop pulling the trigger till the magazine was emptied and there was nothing left of Otomo's head but mulched meat filled with bullets. He didn't have long to stare at the grotesque sight before he received another blare from his spider-sense and Moon Knight gave a muted grunt, "...You still in there?" he asked, tilting his head slightly to look at his 'ally'.

"Mmmgh...yes." He let out a heavy breath and lowered the mask till it covered the entirety of his face again, "My apologies...given the circumstances I thought it prudent that I let Lockley take control, at least temporarily."

"Lockley? You mean the cab driver part of your little arrangement?"

"Yes...there's a reason I rarely let him out." Moon Knight brought a two fingers through his skull, which only resulted in more blood spreading through the white mask...actually, scratch that; his costume was more red than white at this point. He didn't know if it was a good or bad thing that it didn't even register as weird to him anymore, "He is violent, cruel...every bad part of me concentrated into one identity."

"You sure you want him to be the one driving the taxi then?"

"It is the lesser of three evils."

Before Peter could respond to that Moon Knight pulled the katana from Otomo's rapidly cooling corpse and, after a brief second of observation, sliced through the bastard's neck and severed what remained of his head. Peter crossed his arms and raised an eyebrow, waiting for the mystical justification that was sure to come.

"This way he cannot be revived by the Beast. The loss one of his lieutenants shall be felt all among the hand." Moon Knight examined the sword again before suddenly tossing it towards him. Peter scowled briefly at the sudden throw and grabbed the sword out of the air once it was near enough, "The blade is of fine make. I recommend that you keep it. It might prove useful in the future."

"I'm not really into swords..."

"A trophy, then, if you wish." He gestured to the decapitated corpse, "We've struck a blow against the hand, unplanned as it might have been, This is a victory?"

"A victory? ...Doesn't feel like it." He grabbed the sheath from the bloodstained body and covered the sword with a frustrated breath, "Dunno how much you heard, but Matthew has a trump card."

"Spider-Woman's loved one." Peter didn't have to nod. It wouldn't have surprised him if Spector always knew who it was behind her mask, "She is safe-"

"Yeah? How'd you figure that?" Peter rounded on him, eyes narrowed in a glare, "You think he wouldn't use her as a hostage to hurt Spider-Woman? Hell, we just killed one of his three pets. You don't think he'd kill her just for that?"

"He could, but doing so would ensure his downfall. Right now she acts as a deterrent, a way to insure Spider-Woman does not involve herself in our conflict, but if he ever took her life again then Spider-Woman would come for him and destroy all that he has built; if not by herself then due to her connections to her allies. Helen Stacy is a warning: keep the conflict to ourselves or there will be consequences on both sides."

"...I wasn't going to-"

"Plead for help? No, but Spider-Woman would've involved herself with or without you asking for aid. You know this." He crossed his arms, "The events of this night are something she must never find out. Her beliefs will not allow her to stand idly by if she knew and the consequences for her involvement will be catastrophic on both sides."

"What am I supposed to tell her? That her mom just came back because of a goddamn miracle?"

"Yes. Let her stay happy...and perhaps if fortune favors us she will not have to lose her mother once more." Moon Knight turned his back to him and tapped something on his gauntlet, "I must convene with Madame Web about tonight's events. Return home. Rest. But leave that place and search for another place of shelter when the sun rises. We must be cautious now that we've struck a blow against the Beast."

With that final word of warning Moon Knight jumped off the roof towards the automated car that pulled up at the end of the alley. Peter watched the car go for a few seconds before he let out a frustrated breath and made his way street level. He needed to wash the blood off.

Thankfully most people didn't look twice at the sight of a shambling teenager carrying a bloody katana in an equally bloody sheath. Ever since that monster's massacre people had been on edge and even with Stars-and-Stripes' announcement for her pet project people were still paranoid and looking for ways to defend themselves. He was pretty sure he'd seen someone carrying around a pair of clawed gloves before.

He made his way up the stairs of the apartment and and stopped when he caught sight of the familiar figure sitting next to his door.

Lana sat with her back against the wall and her knees tucked to her chest. The arms covered by the thick green jacket hugged her legs tightly and her head was angled downward and covered by the torn hoodie. At her side Dog whined softly and pressed his wet snout to her left leg, leaving a trail of slobber across the length of her brown cargo shorts.

"...Lana."

Her head shot up immediately at the soft call and he immediately noticed how bloodshot and puffy they looked. She looked him up and down quickly and her eyes widened, "P-Pete...?" She wiped her eyes in a rush and stood up shakily while Dog quickly whined at the smell of blood in the air, "You...what the fuck happened to you?"

"Could ask you the same thing..." Despite everything he had to admit it was a relief to see her again, especially after how awkward their last meeting went, "Why aren't you inside?"

"I, uh...I lost the key you gave me." She looked down at the floor, her cheeks tinted a light red, "...Look, I know things are fucking awkward and you told me to piss off but-"

She didn't get to finish. Peter stepped past her and opened the door before giving her a questioning look, "You gonna come in or what? I can get some hot chocolate brewing too. You look like you're freezing." Mary was over at Teresa's place, so there was one problem he didn't have to deal with yet at least, "...Lana?"

"I...yeah, sure." She took one step inside and stopped, "...Thanks."

"Don't mention it, 'sis'."

* * *

 **Well, that's that chapter done. I know a lot of you are disappointed that we didn't get the talk with Helen Stacy, but I wanted to put in Noir's confrontation with Daredevil first. Speaking of, that confrontation went way different than the original plan: originally it was going to end with Peter punching the wall and then leaving for home, which ended it on a rather downer note with Murdock winning yet again.**

 **This was switched around instead to him getting sudden assistance from Moon Knight and them managing to perma-kill Otomo. While Peter's still cynical and the 'war' is far from over we do have an actual, concrete victory now that they managed to take out one of Matt's lieutenants. Your mileage may vary whether this is a good or bad thing.**

 **Moon Knight was also supposed to be more badass: he was originally supposed to cut in while Murdock was still present and shrug off the reverse penance stare either due to his insanity or Khoshnu's protection. I toned it down to make Peter not completely useless...**

 **Still, the romance between Peter and Matt is really heating up ;) Not only did they have a meeting on a rooftop but they've transitioned to using first names and Matt even brought Helen Stacy back half because he wanted Noir all to himself without Gwen interfering. It won't take long before the pet names and nightly cellphone calls start happening, mark my words.**

 **Questions:**

 **1\. Which chapter do we do next? I have two options: First one is Gwen's talk with her mom followed by another Carnage!MJ POV. The second is Noir talking with Lana about her own family issues (possibly tying to Hobgoblin) and another POV to lead up to Noir's next solo arc.**

 **So yeah, the first one concerns talking to a resurrected woman and MJ's continued struggle for sanity while the latter is daddy issues and a villain POV. Such a hard choice, I know.**

 **2\. This is more of a personal thing, but how do you guys like/hate Lana as a character? I originally planned for her to be a relatively minor character with Gabriel taking the 'sibling' role, but after Sin Eater I unintentionally ended up making her into Noir's 'little sister' figure and part of the main Defenders lineup despite her young age. I wonder if it's cool with you guys or comes across as weird.**

 **Another character I have to question is Bullseye. Originally the one who helped Noir after he got unmasked was supposed to be either him or Felicia, with the one who helped Peter being given the 'confidant/close friend' role in the plot. I have to wonder if people would've preferred Felicia given that she's a well-known character whereas Bullseye has little connection to Spidey canon and in the fic he has little plot important apart from being a random psycho.**

 **Review Answers:**

 **NeverendingZero - They wouldn't care too much. Both Noir and Spider-Man show dim views on alternate selves so they'll just ignore him if he starts acting self-righteous and moralistic.**

 **Bruh9001 - I'd like to say threesome, but he's not the type.**

 **TheSmilingShad - It's fine :) Hopefully you keep reading, but if not thanks for sticking with me so far. Also, it's not hard to be best in 'this category' when I'm pretty sure this is the only Noir/Gwen fic on the net. I'm best by default.**

 **KasugaRomio - I'd argue it isn't out of character for 616 to be a man-child, but that's neither here nor there. Anyway, Gwen being an Avenger isn't a suckerpunch; I hate going back to the status quo for stupid reasons. And yeah, George is gonna be flagging from this.**

 **Dr. Sugarcakes - You mean the bomb throw? Nope. In Spider-Island: Avengers ULTIMATUM really did attack the UN and Hawkeye (who temporarily had spider powers0 threw the bomb like Gwen did. It's just a happy coincidence.**

 **Esquire-Man - Look at the Defenders; it's hardly group talk therapy material. As for the second part...teenagers? The only teenager in the Avengers is Gwen; Kate's 21, Cindy's 28 and the rest are 30 up. That and Gwen is turning 20, so she won't be a teen much longer.**

 **Krolikson - Actually haven't seen Punisher yet, but I don't mind. Anyway, Spider-Man and Shadowcat are remarkably angst-free despite their own dark pasts. As for the other questions: sometimes I get help, but like with the change in this chapter it just comes to me. As for Jonah...maybe. I'm still debating him.**

 **Nameless - Lotta reviews :D I'll just answer your main thing here: another Peter for Lana? Uh...Noir's aren't body pillows you can get at Best Buy, dude :P Getting more Spiders isn't the solution here...that and Lana's a bit young, isn't she? Last I checked 15 was jailbait.**

 **Cyclopz - I _may_ be able to put in HC dependent on some events, but so far I'm leaning towards Logan just gutting them off-screen. If not tying them to Hobgoblin is a good way to cut them in.**

 **henchmen213 - Yeah...Gwen doesn't seem the type to ping-pong around, and Kate definitely doesn't seem like it either despite having a crush on Gwen.**

 **Hardlight - Long review! YUSS! First of all I agree on the Avengers drawbacks, though not so much on Original Noir having the most stable relationship considering how psychotic Shadowcat can be. And as for Noir and Gwen...well, we see them making steps to compromise and understand one another so they might just agree to be fine with it. Hypocrisy, but everyone does it.**

 **As for the JJJ thing? Yeah, I've heard that before, and it's interesting, but it contradicts everything we know: he made the spider slayers, he made Scorpion, he cheered when Spider-Man was jailed and possibly thought dead. I like the idea, but there is no canon support for it apart from Jameson fans wanting him to not be a strawman like he's written to be.**

 **For romance...well, yeah, Noir gets a lot of shitposts and hatemail for dating Gwen due to celebrity obsession endemic in today's society. And what do you mean rethink about possible couples?**

 **Jormundgardner - New reader :) Hope you keep reviewing.**

 **Guest - As the above indicates it wasn't a real proposal, just romantic/joking gesture.**


	93. Let's Fighting Love

**This got the most votes, so here: Gwen's talk with her mom and then MJ's brush with sanity degradation, cause apparently you guys are boring and don't like pointless family drama :( Anyway, nothing much happens this chapter so hopefully you guys can trudge through it.**

 **Speaking of the story another RL friend read through to the latest chapter and he brought up another criticism: namely that even with the Defenders and Madame Web on his side Noir's hilariously oumatched considering his enemy is a literal devil with a stare that can turn you into a drooling mess. More on that later.**

 **Anyway, news: latest Miles Morales comic came out...and it's still bad (imo). Not only does Miles get _another_ bullshit power-up but there's a rather noticeable lack of action. Lana also appears there, which is good for me somewhat since I need more writing fodder, but then she mentioned that her mom gets 'rough' with her whenever Lana doesn't agree to what she wants...great. So much for all that character development the two had in All-New Ultimates.**

 **Aside from that there's a new animated short series/movie coming out in 2018 called Marvel Rising: Secret Warriors. Normally I wouldn't give a shit to about a non-MCU movie but the line-up includes Spider-Gwen - albeit not the same one from the comic - going by the name of Ghost Spider, so hell yeah I'm watching it :D If only Noir could have his own movie...**

 **Side Note - I got some reviews about Noir saying the L word to Gwen, but why is this a big deal? He said it to her before during the Mr. Negative arc. Granted he was doing it to avoid getting face raped by her Venom tongue, but it still counts and they both definitely still remember it.**

* * *

Waiting for her resurrected mom to get out of the shower...sure, why not?

Gwen sighed and rocked on the balls of her feet, hands holding onto the assorted clothes she managed to scrounge from her closet. The pitter-patter of water that came from the other side of the door made it hard for her to focus. Her mom was there. Her mom was taking a shower after 10 years of being dead to wipe away the blood, sweat and dirt she got from dragging herself away from her coffin all the way back to their home.

She was going to be sick.

Gwen bit her lower lip and pressed the clothes harder against her chest. Her dad was downstairs making hot chocolate - try to calm her down, he said - but she couldn't help but wonder if it wasn't just an excuse to run away somehow; though even if it was she couldn't blame him. After the past half a year she'd become a bit more numb to the general insanity of her life, but her dad still felt like he was playing catch-up sometimes.

She tried her best not to to think on the fact that her mom made it pretty damn clear that she really didn't want to even look at her...

She didn't know how much time passed - 30 minutes, an hour, even more than that? - but eventually the sounds of running water stopped and Gwen's breath hitched. A part of her was tempted to just leave the clothes and run, but she forced herself to stay rooted on the spot. She wasn't going to run. She was a superhero, damn it! She could deal with putting her feelings out and talking like a goddamn grown up-

"George?"

...On the _other_ hand, there was that saying about discretion being the better part of valor.

 _'No, goddamn it. Don't be a wuss.'_ Taking a deep breath, Gwen straightened her posture and did her best to give a proper smile when her mom peeked her head out. The two Stacy's eyes met and Gwen was nearly floored when she finally saw her again. She recognized her even through the blood and muck earlier, but now with her face clean and still glistening from the shower any and all doubt left her mind.

Helen Stacy was standing in front of her, identical to how she was 10 years ago. It was like she'd been frozen in time.

The two of them stared at one another in awkward silence before the older woman's eyes eventually shifted downwards at the bundled clothes in her arms, "Is, um...is that for me?" she asked, voice barely above a whisper.

"Huh?" Gwen looked down at the clothes and forced herself to nod, "Um, yeah, it's, uh...dad thought you should get a change of clothes." She mentally cringed. Of course he'd think that; they were hardly going to make her run around in her birthday suit, right? "W-We don't really have much clothes here since I moved out but this should do till we can find some better stuff."

"Oh...okay."

Another awkward moment came and went before Gwen eventually managed to push the assorted clothes into the other woman's arms, "Just, uh, leave the towel in the room when you're done. Okay?"

"Yeah..."

Gwen turned around and let out a soft breath as the door shut behind her with a soft click. This was wrong. The Helen Stacy she remembered always had a smile on her face and disarming quip whenever things got tense, _'Then again,'_ she reminded herself bitterly, _'Would you really be in the mood for jokes after this clusterfuck?'_ She had no idea what must've been going through her mom's head right now.

Probably the same thing that went through Peter's head after they saved him from that mad science lab...

Her bitter musings were cut off when the door behind her opened and her mom stepped out wearing a dark green Mary Janes shirt and a pair of oversized shorts that went clear past her knees. It was hardly what someone would call 'mom' clothes, but she never was one for that kind of cliche. Last she checked most moms didn't encourage their daughters to buck the rules (when appropriate, of course) or to aim for the dangleberries if boys and their cooties ever got too pushy.

"So, um..." Gwen coughed and toyed with her hands behind her back. She was taller than her mom now, she just noticed, which was more than a bit weird considering the last time she saw her she would've been lucky to reach her shoulders, "Well..." Her hold on the dark headband tightened. Was giving it to her right now a good idea? Being called mom not too long ago caused her to freak the hell out, so she had no idea how giving the headband back would go.

Nearly a minute passed before Gwen eventually mustered up the courage to present the accessory with both hands like an offering, "Okay, I-I-I know this is freaky right now and trust me I don't blame you for being scared or weirded out or whatever, but I just..." She licked her lips nervously and pressed the headband to the older woman's hands, "This belongs to you."

Her mom's brows furrowed together in obvious worry and she twisted the headband around till she spotted the barely noticeable 'H.S' scratched on the inside, "This..." She traced a finger through the letters and the sides of her eyes moistened with barely restrained tears, "...This isn't a trick, is it? You're really..."

"...I'm sorry, mom."

Helen Stacy fell on her knees and cried, her choked sobs carrying through the entirety of the hall. Gwen could do nothing but kneel in front of her and pull her into a gentle embrace. She wanted to comfort her, to tell her everything would be alright and that they could move past it, but she wasn't that good of a liar. Her mom lost 10 years of her life, 10 years where her dad and her grieved, changed and moved on.

"Oh, my little girl..." Her mom cupped her face with both hands, warm fingers causing Gwen to tighten her embrace. She was alive, just like Peter.

The tap of soft footsteps made Gwen raise her head and she gave her dad a pained smile as soon as he caught sight of the two of them on the floor. Ever since she'd unmasked the impenetrable professionalism of Captain Stacy had cracked; hard not to once you realized that the criminal you've been hunting for two years was your own daughter. Still, the look of sheer confusion and helplessness on his face both then and now never stopped feeling like a stab in the gut.

Eventually her mom managed to dry her tears and she separated herself from Gwen with a soft push, "This is..." Her mom took a deep, shuddering breath and turned to look up at her dad, "George...how long has it been?"

"Ten years, Helen..."

She didn't say anything in response. Gwen and her dad shared a look before the former quickly pulled up the recently resurrected (god that felt weird to think) Stacy matriarch to her feet as gently as she could, "Come on, mom...we should talk downstairs."

It took a bit but they eventually managed to coax her to the dining room table where three cups of hot chocolate (marshmallows included) awaited them. Gwen waited till her mom was properly seated before she took a seat on her right, her dad taking up her other side. The teenage superhero looked down at the overstuffed drink and picked it up gingerly. She really wasn't in the mood for hot choco, but if she could help in at least pretending to be normal then she'd take it.

Her dad was the one who spoke first, setting down his half-empty cup with a bit more force than necessary, "Helen...how much do you remember? Before today, I mean."

Her mom chewed on her bottom lip and stared down at the warm drink, "I remember...the hospital. The tubes stuck in my arm, the sterile walls, the smell of antiseptic in the air." She shut her eyes and shook her head, "I...the cancer was in its last stages. Things became hard to understand. I was out of it because they kept me under. I remember wanting to go to sleep so I shut my eyes and..."

And then she died. Gwen tightened her hold on her mug and bit her tongue to keep from crying. She never got to say a proper goodbye: it was a schoolday for her and her dad was deep into a case so by the time they got the phonecall it was too late. She still remembered spending the rest of that night crying, blaming herself for not being there for her mom when she finally passed away even as the doctors assured them that it was painless and she died peacefully in her sleep.

"Mom..." Gwen saw the older woman wince at the term and she felt another painful stab in her chest. It was just another reminder of how much time they'd lost, "Do you...when you woke up..." She stopped. How was she supposed to ask what it was like to wake up from death? She hadn't even asked Peter that and it'd been more than 6 months.

"...I died, didn't I?"

"Helen-"

"Yes or no. Did I die?" She looked at her dad and for a brief second Gwen saw the ferocity that she always admired.

"Yes. The cancer took you." Her dad pressed his hands together and let out a tired breath, "We buried you in Woods Grove Cemetary...I'm sorry." What exactly her dad was sorry for Gwen had no idea, but she found herself nodding along regardless. It could've been about not being there for her in her final hours or about the fact that they'd hidden most of her pictures as their own fucked up way of 'moving on'.

Her mom set the cup down and propped her elbows up on the table, the side of her hands covering her forehead and blocking her eyes from view. Gwen was tempted to say something till she suddenly spoke up again, "So...I came back from the dead?"

The words were out of Gwen's mouth before she realized it, "Hardly the weirdest thing we've seen this past year." Her mom immediately met her eyes with a questioning look and she suddenly felt like slapping herself for being such an insensitive idiot, "Um, I mean...things are different, mom. The _world's_ different." A madhouse, Peter called it, but she had to wonder if Captain America coming back was really the beginning of the so-called 'Age of Heroes' or it just finally became public.

"What do you mean?"

"She means that normal stopped making sense 8 years ago," her dad supplied, "Look, we can talk about _that_ later." Her dad gave her a pointed look, which made it abundantly clear what 'that' meant, "Right now we...we need to process this. Helen, what's the first thing you remember about today?"

"Waking up in a coffin." Both she and her dad winced at the blunt admission, though she paid it no mind, "It was like getting jolted out of a deep sleep. One second I was in a hospital bed getting pumped full of drugs and the next I felt dirt digging into my face and feeling like I was being suffocated. It was dark and I could smell the wood all around me. I punched, scratched, screamed for help but no one came."

Gwen's eyes flickered to the older woman's hands and she bit back another cry. The blood and mud were gone, but her fingers were dotted with numerous scars and scratches and her knuckles were marred with freshly formed bruises. After getting bitten by the spider it felt odd seeing injuries like that close up.

"I panicked. I don't know how long it took, but eventually I managed to push my way out." She took a deep breath and bit her bottom lip, "I...I thought there must've been a mistake, that maybe they sighed my death off prematurely and I was buried early. Y-You hear about that stuff on the news sometimes."

"I wish that was what happened..." Gwen mumbled. Granted it would've still been fucked up, but it would've been a hell of a lot more tolerable than this.

"After that I stumbled out of the cemetery. I ran into a woman not too far away...I guess she felt sorry for me since she helped me to the subway and paid for my fare. I...the only thing I could think of was going back home. I rushed over here and grabbed the spare key and..."

And that was where they found her. Her dad looked down at the table, his expression unreadable, while Gwen tried to run it through her mind. She wasn't lying - she didn't need Peter's fancy spider-sense to tell her that - but that still begged the question: who brought Helen Stacy back from the dead? Much as she hated to admit it, Peter had a point. The only people she knew came back from the dead were Peter and (supposedly) Moon Knight; and neither of the two came out of that bargain flawlessly.

"10 years..." Her mom muttered. Gwen's left hand twitched when the other Stacy suddenly held it in a firm grip, "I lost so much time..."

"You're here now, mom." She squeezed her hand in return and tried to ignore the rising bile in her gut. It wasn't like their lives were put on pause and they could just pick up where they left off. Despite it all she was happy to see her mom again - even if they looked more like sisters than mother and daughter now - but it wasn't that simple. How could they explain the insanity their life had become? That she had superpowers now and she was teamed up with Captain America?

That her dad moved on and was engaged to Jessica with a child on the way?

Eventually her dad coughed and gave them both his patented Captain Stacy look, "Listen, it's been a long night and I can tell we're all exhausted. I'll clean up here so you two go on ahead and get some sleep. Helen, the guest room should still be open."

"The guest room? Is...something wrong with our bedroom?"

Her dad froze at that and so did Gwen. For them it'd been a decade but to her mom it was practically yesterday. How could they tell her that it wasn't 'right' for them to sleep in the same

They didn't, "Right, our bedroom..." Her dad coughed and tapped his right hand on the table, "I thought that you might want to be alone for now, given all that's happened. I understand if you might want some space."

"Alone? Hah...trust me, that's the last thing I want right now." She leaned forward and kissed her dad on the cheek. At any other time Gwen might've said it was sweet or made a joke about parental PDA being gross, but right now all she felt was a sickness in her stomach. As far as her mom was concerned she could pick up where they left off, gray hairs be damned. She suddenly understood why Jessica didn't want to stay for this.

Her mom separated from her dad with a smile and squeezed his arm before slowly making her way up the stairs. Father and daughter shared a silent look before he shook his head and began picking up the mugs, "...Get some sleep, Gwen. We can talk more about...all of this when we've all got clear heads."

"I think we're gonna need more than one night of sleep for that, dad..."

He didn't answer, but she could practically hear the affirmative in the resigned way he dumped the mugs into the sink and started washing. Again Gwen wanted to say something, but any words of comfort died out in her throat and she was left to trudge her way up the stairs back to her room. Sleep, her dad said. Yeah...easier said than done.

She spent the next hour tossing and turning in her bed, thoughts jumping from one doomsday scenario to the next. How would her mom react when she realized that her daughter was the same spider-themed hero running around town? Her mom always told her to follow her dreams, but Gwen was pretty sure she didn't mean joining a Superhero group that may or may not fight the Red Skull in the future.

And what about Jessica? She was pretty sure her mom wouldn't hold the idea of her dad moving on against him, but the idea was different from being faced with the reality. If she woke up the next day and found out all her friends and family moved on without her it would hurt, selflessness be damned.

When the clock ticked past midnight she was forced to face facts, "God fucking damn it..." She sat up on the bed with a huff and grabbed for her phone. Glory and Betty were probably asleep by now and MJ was still MIA last she checked; just one more thing to worry about in addition to everything else. She scrolled down the contacts list and stopped when she caught Peter and Kate's numbers. The two of them were probably still up, but was talking what she really needed right now?

...Not even close.

Tossing her phone into one of her 'pockets', she let the suit cover her till she was standing in full costume again. It was extremely tempting to go out on patrol and kick some bad guy butt in to take her mind off things, but she couldn't afford to put this off.

Gwen opened the window and breathed in the night air briefly before she jumped and swung...er, ran towards the closest train station - sometimes she hated staying in the suburbs. She hopped on top of the latest train and sat, waiting for it to make its way to town and completely ignoring the gawking of the people who stared and took pictures. At this point it wouldn't even get a cursory glance from anyone so she didn't know why they bothered to do it.

As soon as the train made its first stop she jumped and attached a webline to the closest building. Gwen relished the feeling of open air again and smiled, her problems momentarily forgotten. Queens was her home, but the buildings and skyscrapers in New York proper were something she'd never be able to leave behind. It was one reason (besides her family and friends and everything else) why she never thought about leaving despite Jameson's smear campaign against her.

She didn't stop swinging till she saw the gates of the cemetery. The place was abandoned, though that was hardly a surprise considering what time it was. She only hesitated for a brief moment before jumping in an arc over the gate and landing with a dull thud.

Back here again...

Steeling herself, Gwen took a deep breath and made her way to her mom's plot, stopping only when she caught Peter's tombstone a short distance on her right side. The solid slab of stone felt like it was mocking her now. Two of her loved ones buried in the same cemetery and both of them brought back in one fucked up way or another. At this point she wondered if her great aunt Wanda would come back too.

The sight that greeted her when she reached the grave was expected, though it didn't stop the grimace that came. Kneeling down, Gwen traced a hand through the dirty gravestone and let out a soft breath. The ground was obviously disturbed, the dirt displaced enough that the now-empty coffin underneath could be seen. The coffin itself was in tatters, bloody and dirty pieces of wood scattered all around around her.

"Oh god..." She stood and stumbled back. The urge to vomit rose and she had to balance herself on the nearby tombstone to keep from falling. Her mom was there, buried under six feet of dirt. The rational part of her mind tried to push through - there was no way she could've pushed her way out on her own, someone had to have helped her - but she couldn't focus on it. First Peter and now her...she didn't know if it was a relief or a slap in the face now.

She didn't have long to worry. Before she could move to stand properly she heard the sound of crunching grass and her head snapped to the source, "...Cindy?" She narrowed her eyes and forced herself to stand up straighter. The other woman walked up to her with a knowing smile, her hands stuffed into the pockets of her red longcoat. Underneath the coat Gwen could make out a dark catsuit that looked out of place compared the other Spider's usual ensemble.

"Hey there, Gwen. What's up?" she said. Gwen's eyes narrowed; something was off about her, "Bit late for a cemetery visit, huh?"

"Yeah..." She pushed herself off the gravestone and crossed her arms, "Uh...what are you doing here?"

"Oh, you know, just wanted to take a walk. See how an old friend was doing." She stretched her arms above her head and yawned, "It's been a while since we've seen each other."

"We...just attended a party together a few hours ago." There was a sudden sinking feeling in her chest. Something was wrong, "Don't you remember?"

"Hmm? Oh, I think you have me confused for someone else. Spinerette, was it?" She shook her head, "Stupid name. I can't believe there's a universe where we're supposed to be the same person."

All the pieces clicked at once. Gwen's eyes widened and she stepped back, hands balling into tight fists. For her part (not) Cindy just smiled and raised her hands mockingly as if to say 'the jig's up'.

"You're-"

"Cindy Moon from this dimension, the one who's not running around in a stupid costume," she replied, casual as could be, "I'm sure you've heard of me at this point."

"You're the leader of that terrorist group." The group that turned people like Mac Gargan into monsters...the same group that experimented on Peter and the original Spider-Man for god knows what reason.

"Terrorist group? Hah, that's funny coming from someone who's S.H.I.E.L.D's bitch." Cin- Moon grinned at that, the gesture all teeth, "Yeah, I know about that. I mean first you stole my suit and then your bosses blame S.I.L.K for causing the Incident. And you call me evil? Please."

She didn't have an answer to that. Much as she hated to admit it S.H.I.E.L.D lying about Kasady's murder spree was a definite black mark and she'd seen the rift it caused between Janet and Cap. They still worked together, but friends was something they were far from being at this point. Even Cindy seemed to have her doubts about staying with S.H.I.E.L.D now.

"It doesn't mean you're still not a terrible person..." she shot back, though it was weaker than she would've liked, "...Did you do this?"

"What, bring your mom back?" She rolled her eyes, "Of course not. I'm a woman of science; bringing someone back from the dead like some kind of Frankenstein is above even my portfolio."

"So, what, you just 'happened' to go here the same night my mom comes back from the dead?"

"I'm just taking advantage of a fruitful situation, same thing I did when the Lizard came back-"

"Don't call him that!" Gwen snarled.

"Oh, what, scared of facing the truth?" Moon laughed again, "Face it, Spider-Gwen, your boyfriend was a school shooter and if you didn't beat the shit out of him he would've killed everyone in that auditorium. Though of course I'm not surprised you want to ignore that; seems like all you 'heroes' just ignore things that don't fit into that tiny little worldview you have."

"...What do you want?" It took everything she had not to just punch her in the face and break her nose.

"I came to talk to you." She stuffed her hands back into her pockets and looked her in the eye, "Now, I know you think I'm a Supervillain and I deserve to be in jail and bla bla bla, but just listen. I think you'll like my pitch."

"Your...pitch?" Gwen blinked and quickly scowled, "Oh, you gotta be fucking kidding me. Are you seriously going to make the 'we can rule together' speech?"

"Well, _speech_ is an exaggeration, but more or less." She grinned again, "Think about it, Spider-Woman. A whole new world, a new fantastic point of view. No one to tell us no or where to go-"

"Are you quoting Aladdin?" Gwen couldn't stop herself from gaping. It was like seeing Red Skull chanting a Christmas carol.

"Was I? Huh, knew I shouldn't have gone on that Disney binge." She shrugged, "Anyway, point still stands. We could run this place, a whole new world with us sitting where we belong. I've seen the way this place looks at you. Their hero, their savior, the second coming of Christ...but only because you're their maid. Imagine all that power and fame without having to waste time cleaning up everybody's messes?"

"Are you fucking kidding me?" Gwen sneered, "You think I want to rule the world like some kind of egomaniac? I'm a hero-"

"No. What you are, Gwendolyne Maxine Stacy, is a girl who got _lucky_." Moon scoffed, "That spider that bit you? Mine. That suit you're wearing now that turned you into a practical god among men? A S.I.L.K creation, er go also mine. You had everything _handed_ to you on a silver platter and you took advantage. Pfft, you think you're a Superhero? You're just someone who won the freakshow lottery. I worked to get where I did, not like you or She-Hulk or my idiot twin. You all just won the roll of the dice."

"I did something with my powers, I've saved people time and again."

"Yes, because the world could hardly survive a few people getting away with some muggings and rapes. How would we ever live knowing the Shocker was running amok terrorizing the innocent folk," she snickered, "You've got a big head, Stacy, and considering you're part of a group that's keeping S.H.I.E.L.D's dark secret I gotta wonder where you get off calling _me_ the bad guy. Hell, I'm practically your fairy godmother! I all but gift-wrapped those powers for you!"

"So what, you're saying I owe you?"

"Don't you? I put in the starting investment so I think I'm owed some dividends. So here's how it's going to go: you're going to join me or I'm going to pry those powers and that suit from you even if it turns you into a vegetable. What's it gonna be?"

Gwen's response was immediate. Her hand lashed out and grabbed the woman by the neck, lifting her off the ground like she was nothing, "How about 'fuck you, you're going to jail'?" It would taken nothing to snap her neck right then and there, but she put that thought out of her mind. She could still be kept in prison, not like Kasady.

"Oh dear, I was hoping this wouldn't happen." Moon let out annoyed sigh, "You know I think Parker's a bad influence on you, Gwen. It's a good thing that Matt's dealing with him now."

"What?" Her grip faltered for a brief moment before she pulled the terrorist leader closer till they were face to face, "Where is he?!"

"Wouldn't you like to know?" She looked away in complete disinterest, "Honestly, I don't know what Matt sees in him. There are other people with powers, but he's obsessed with the guy who can't even stick to walls. If I didn't know any better I'd say he had a crush-"

Growling, Gwen slammed her on the nearby tombstone and scowled when she didn't so much as cry out in surprise at the sudden impact, "Where the fuck are they?!" She stepped on her neck hard enough to make anyone choke, but again Moon just continued to look at her in abject boredom, "I'm not fucking around! Tell me where they are or I'll-"

"What? You'll kill me? Beat me up till I give you the info?" She rolled her eyes, "Tsk, tsk, Gwen. Aren't you supposed to be a hero? You should probably leave the actual intimidation to us 'bad guys'. Case in point."

Moon gave a nod and Gwen immediately felt an overwhelming pain at her back. She lost her balance and fell on her front when Moon shoved her off, her legs unable to carry her. She'd barely landed on the grassy dirt before another hit to her side caused her to cry out in pain, _'Wh...spider-sense not working!'_ She tried to blink away the white spots in her vision and cried out again when another hit landed on her stomach. It felt like she was being hit full-on with a wrecking ball without her powers.

Gwen finally managed to look up and grimaced when she saw Moon standing up again with at least a dozen masked goons surrounding them, "What...did you-"

"Two things. First is a disruptor that knocked out your little sixth sense," She took a small, circular machine out of her pocket and waved it mockingly, "And the second are my men with a bunch of sonic batons. Your little buddy doesn't like loud sounds, you see, and while I'm sure you've adapted at least somewhat this should still hurt. And it should make prying it away from you easier."

"You're not...taking Webster!" She tried to raise her hand for a punch, but her body refused to cooperate.

"Webster? Wow, you even named it? This is just sad now." She shook her head, "Prying the suit off should take a few minutes at most, but I don't want you screaming your head off so..." She nodded to one of her men, "Say night-night, Gwen."

Before Gwen could let out so much as a 'fuck you' she felt a smack at the side of her head and everything went dark.

* * *

"What the hell happened to you?!"

Mary Jane sat up on the bed with a gasp and panted, her body covered in a thin sheet of sweat, "What...?" She looked around briefly and set her bare feet on the floor, shivering slightly at the feeling of cold wood on her skin. The briefly unfamiliar surroundings caused a momentary sense of panic before she remembered where she was. Teresa's apartment, Peter's sister...and she couldn't even pretend to care about that given everything that'd happened.

"A lot of things happened, Lester, and I could ask you the same question."

It came from the door. Heart beating against her chest, Mary Jane stood up shakily and pulled her sweat-matted hair away from her forehead. She'd had her doubts about coming here - which wasn't helped by Peter responding to 'do you trust her?' with 'I'm sure she won't kill you' - but there was nothing much for it. His long-lost sister apparently had connections to S.H.I.E.L.D and he promised it'd be only temporary. One night of examinations before she went back.

She walked towards the door as quietly as she could and peeked through the slight crack. She could make out Teresa sitting at one end of the small table, her head leveled upwards to someone across from her. Mary Jane followed her gaze and furrowed her brows when she caught sight of the bald man in a dark leather jacket with what looked like a bullseye tattooed on his head.

She saw him on the news before. One of Peter's 'Defender' buddies, if she remembered right.

"S.H.I.E.L.D left us to die! They let that bastard get away with burying us in his personal corpse pile! Why the hell would you still be working for them?!"

" _With_ them, Lester, and I don't do it lightly. You think I don't remember? You think it hasn't been burned into my memory? You weren't the only one who lost friends that day. I just don't want to be responsible for the death of innocent people because of a tragedy."

"That son of a bitch deserved to die," he spat.

"I don't disagree, but what about the war that came after? The dozens, hundreds of lives lost in that civil war because the tyrant holding it all together fell? It would've been one thing if it at least led to a better ruler, but the one that came after wasn't any better. Vernard is doing the same things his predecessor did and you don't even care because it got you your revenge. Actions have consequences, Lester."

"Like you'd know about that." He looked away with a scowl, "I mourned you, Teresa, you and the rest of the people who died in that ditch because S.H.I.E.L.D thought we weren't worth saving. I had to _crawl_ my way out of that hole and leave their bodies to rot. And you? Apparently you just went and got saved by a bunch of cultists because they wanted you as their chosen one!"

"They told me everyone was dead. Do you honestly think I would've left anyone behind if I knew?" She let out a frustrated breath, "I cried for them too, but what you're doing...you're just using them as an excuse to act like a psychopath. If they could see you now they'd be disappointed in you."

The glare he gave the blind(?) woman was chilling. MJ tightened her grip on the doorframe and watched as he walked out of the apartment without another word, slamming the door behind him as he went. Teresa looked down at the table in silence for a few seconds before she eventually raised it up again and exhaled softly, "...How long do you plan on standing there, Ms. Watson?"

For a second Mary Jane was tempted to run into the bed and cover her head like a child caught past their bedtime, but she held her ground. A few more seconds of silence passed before she eventually pushed the door open and and stepped into the small kitchen.

"...I didn't mean to eavesdrop."

"No, it was our fault. We should've kept our voices down," She looked back and gave her an apologetic smile, "...It's still early, but do you want some coffee? It might help take the edge off."

"Uh...sure."

Teresa shucked off the red jacket and began preparing the caffeinated drink. Mary Jane took the seat across from her and watched the woman work. Peter told her that she was blind, though he admitted to having doubts on that front. Maybe it was ableist of her but she had to agree. The way she moved around the kitchen, moving the containers and nudging close cabinets that she couldn't have known were open, really didn't look like someone who had no sight to use.

Her eyes trailed past the head of brown hair to her back. The tattoo stuck out like a sore thumb on the pale skin and Mary Jane blinked, trying to gauge as much details as she could through the red racerback tank top. It was dark brown in color and from what little she could see of it she had to guess it was a spider, its long, spindly legs easily covering large swathes of her back. She spotted another smaller one on her right shoulder that was blue in color, its shape fat and tick-like.

She definitely had a spider theme going for her.

"Enjoying the show?" Teresa asked without so much as a pause from her routine. Mary Jane jumped up in her seat and looked apologetic, though she (probably) couldn't see that, "I don't blame you for staring. They are rather eye-catching, aren't they?"

"Yeah...real nice custom work," Mary Jane said awkwardly. She'd never been one for tattoos, though she did laugh when Betty had Spider-Woman and Falcon stamped on her back.

"Ha, thanks. It wasn't exactly my whole choice to get them." Before Mary Jane could ask what that meant she returned to the table two steaming cups of coffee and offered one to her with the same disarming smile as before, "I'm sorry if I haven't been a very good host; it's been a while since I've had guests over. The last one I had was my sort-off apprentice Anya and since she's trying to be independent it's been a bit quiet around here, so I appreciate the company."

"Oh...cool." She sipped her coffee and drummed her toes on the floor, a soft hum coming and going. She felt disgusting: besides the fact that she had a monster attached to her she was wearing the same sweat-soaked and bloodstained clothes for days now. Even the idea of taking a shower was hard for her now; she couldn't help but wonder if the damn thing was just waiting for her to let her guard down before it took control again. The only reason she even slept was because she was sure she'd pass out if she didn't.

"So..." Mary Jane started, still looking down into her cup, "Who was that guy?"

"Long story. He's a friend of Peter and an old friend of mine...or, well, I suppose former friend is more accurate. As you saw we aren't exactly on the best of terms right now. Still, he's harmless so long as you're not guilty of something he finds repulsive."

"He sounded pissed."

"He is, though I can't blame him. There are a lot of things I'm frustrated about as well." She sipped her coffee and smiled wryly, "I'd hoped that we could rekindle our friendship, but it was a fool's errand. It's only been three years but we're both too different from what we were before."

"Who was he to you?" Talking about something else, something mindless, helped keep her mind off how shit her life was right now.

"I loved him." Mary Jane blinked. Okay...that escalated quickly, "We both worked for S.H.I.E.L.D on the same squad. He was different then, someone you could look up to if you could believe it. He helped me get through my first missions and to integrate better with the group. I won't deny seeing what he is now hurts...sometimes I wonder if he wishes he died in that ditch with the rest of them."

"So, do you still..."

"Love him?" Her smile turned bitter, "No, that's dead, just like he is."

Mary Jane opened her mouth to say something else to fill the deafening silence that followed, only to be interrupted by the sudden ringing of a cellphone. Teresa set the cup down and pressed the phone next to her ear. Mary Jane couldn't hear what the audio message said, but judging by the way she suddenly stood and pulled up her jacket she had to assume it was severe.

"What's-"

"I have to meet a friend." She pulled on her jacket and began tying her hair into a loose ponytail, "Stay here or go take a walk if you want. I should only be an hour or two."

"Wh-What?" Mary Jane stood up, "A-Are you sure leaving me alone's a good idea? You-"

She didn't get a chance to finish before Teresa pressed a syringe of suppressant to her hands and whispered in her ear, "It's your choice what to do next."

With those final words she passed by her and left the apartment, leaving Mary Jane alone inside. The readhead looked down at the syringe of yellow fluid for a few seconds before quickly picking up her jacket from the couch, "Gotta get out of here..." She stuffed the syringe into the pocket and made her way outside. She didn't like the idea of being outside alone, but being alone in a stranger's apartment with nothing but her own thoughts was even scarier.

The sound of rushing traffic and footsteps calmed her down, if only slightly. Out here she could lose herself in the crowd, be just another face in the cluttered masses. She wandered around aimlessly, one hand holding onto the syringe like a lifeline. The second she heard a single fucking word from that thing she was going to inject herself.

She counted half an hour passing before her phone suddenly rang. For a second she felt hopeful - maybe Peter was back and she could go back early - but those thoughts were dashed when she saw Teresa's name on the screen, _'A text...'_ Her thumb hovered over the screen and she briefly hesitated before she tapped it.

 _Teresa: Go to the cemetery at this address. Don't ask questions._

She raised an eyebrow. Go the cemetery at the dead of night because a sorta-stranger told her to? She was tempted to shut her phone off and ignore the message, but paranoia made her move in its direction before she could stop herself. She knew the place: she'd attended Peter's funeral, more out of obligation than anything else. Back then she didn't feel more than a cursory sense of pity for him, just another schoolmate lost in a tragedy.

She wondered if he'd feel the same if this thing dragged her under...

It was only when she was in front of the cemetery gates that she finally stopped. The entire street was almost empty - she counted maybe two cars, one of which was abandoned while the other had the driver sleeping on the front seat. She double-checked to make sure that no one was watching her before she jumped, stumbling in the air slightly before she landed on the other side clumsily.

"Okay, so that stuff still works..." Mary Jane dusted off her jeans and tried to calm her beating heart. As fucked up as this entire thing was she couldn't deny that the brief taste of superpowers she had was exciting. This must've been how Gwen felt everyday.

She was about to call Teresa to ask what else she should have done before a pillar of fire shot out a fair distance ahead of her. Mary Jane raised her hand to cover her eyes and grimaced, fleeting memories of that murderer's last moments in that smelting factory resurfacing despite her best efforts. Her first instinct was to turn back and run away before another text came.

 _Teresa: Gwen's in trouble._

That caused her to freeze, _'What does she-'_ She winced again when another burst of heat rose up. Against her better judgement she forced one foot forward and kept going until she was nearly running towards it.

Mary Jane stopped and hid behind a gravestone as soon as she saw them. A dozen men armed with high-tech batons surrounding a somewhat familiar woman in a red longcoat. A few steps in front of her was a redhead with make-up over half her face, herody covered head to toe in leather and fishnets. Her first thought was that it was a costume party gone wrong till she saw the prone figure on the ground.

"Gwen..." She gasped, her grip on the stone slab tightening. Gwen was still in full costume, though parts of it look like they'd been ripped off. Through one of the torn eyeholes she saw the blonde's eyes shut stir before a smack at the side of her head made her lie still once more.

"This is taking too long. I thought Matt said you were good!" The one in the red longcoat complained.

"I _am_ good! It's just that this suit's stuck to her tight!" The redhead snapped, "What'd she do, superglue the darn thing?"

"Rrrgh, it must've bonded molecularly. Just keep burning her till it loosens."

Mary Jane looked away as another pillar of fire rose up with Gwen lying underneath it, "Oh god, oh god..." She hid behind the gravestone and pressed her back against it, her breaths coming out in panicked bursts, "Fuck, fuck, fuck!" She took out her phone and tried to call Teresa and Peter. At least one of them had to answer then they could save her. Then it'd be-

Gwen's scream nearly caused her to drop the phone. Looking back, she found the Superhero struggle against the two holding her down and knock them a large distance away before more of the goons piled on her, beating her down with the batons till she stopped moving, "Please..." Peter didn't answer. She called Teresa again and nearly screamed in frustration when she was met with nothing but the pre-recorded ringtone.

 _ **'Not gonna do anything?'**_

The monster's voice felt like nails on a chalkboard and she grabbed for the syringe before it suddenly spoke up again.

 ** _'You inject yourself and she dies!'_ ** It hissed. Mary Jane could feel the warmth spreading from the scar on her wrist across the length of her arm, **_'Give me control. I can save her, kill all of them. It'll be easy for me.'_**

"You'll kill her too..."

 ** _'If I do it'll be quick, not like what they're doing.'_ ** The red flesh was up to her neck now, veins running up her jaw towards her eyes, **_'You have a chance to save her. Turn me away and she dies no matter what.'_**

She could run now. They had no idea she was here; she could run and call the police or anyone else who could save Gwen. They could do a better job than she could've, right? "God..." Her hold on the syringe faltered at the next pillar of fire. Even if she called anyone they wouldn't make it in time to save Gwen. One of her friends was going to die in front of her and there was nothing she could do.

 ** _'You can save her.'_**

"But you won't." She clenched her free hand into a tight fist, "If we do attack them then you don't hurt Gwen. If you so much as give her a papercut then I'll give myself up to S.H.I.E.L.D even if it kills me."

 _ **'You're bluffing.'**_

"Don't try me. We do this together or I'm ending it here." It was almost unbearably warm now; it was like she was suffocating under the heat, "I'll rip you away if you hurt her. Are we clear?" Her heart beat harder against her chest in fear. It was do or die now.

 ** _'Grrrr, fine. Just let me taste the blood from the rest.'_**

"...Fine."

It was the lesser of two evils. That's what she told herself when the pulsating red flesh covered her body, when the tips of her fingers turned into sharp claws and her mouth split open to a row of razor sharp teeth. Her head tilted down to look at the syringe and she let it fall to the ground.

 ** _'You don't need it anymore.'_**

She didn't know if it was her, it or both of them that jumped, but right then and there Mary Jane knew there was no turning back. One of the masked goons looked up at her and barely had time to scream before she landed and sliced his chest open. The feeling of warm blood on her fingers should have disgusted her, but all she felt at that moment was a sickening sense of pride at how easy it was.

"What the fuck is that?!" She ducked under the panicked strike that came from the other goon holding Gwen down and stabbed both hands into his gut. His cry of pain was brief and his struggles even less so before she pulled her hands in opposite directions and tore him in half.

She tilted her head to look at the rest of the group. Most of them stood back in a panic apart from the redhead and the one in the longcoat; they seemed more annoyed at being interrupted than anything else. Mary Jane let out a low hiss and charged towards them. The faster they were gone the faster Gwen would be safe and that this entire nightmare would be over.

Mary Jane was nearly on them before the redhead grinned and a wall of of sire sprouted up in front of her. She growled in pain from the heat and stumbled back, her eyes narrowing. There had to be a way past it.

 _ **'We aren't as weak to fire as that murderer. We can rush through.'**_

"I don't want to..." Her voice came out in a distorted whisper. Mary Jane took another step back and looked down at Gwen on the ground. They could run now, she thought. When Gwen woke up she'd call Captain America and they could deal with these Supervillains without her.

As soon as she made to turn around she fell on her knees from the ringing pain in her head, **_'You promised we'd kill them all! If you run now you'll break our deal!'_** The threat was unsaid but clear as day. Mary Jane's whimpers transitioned to a growl as she was forced to stand. She barely had time to brace herself before she found herself rushing towards the wall of fire in a mad charge.

The pain was brief, though it didn't stop her from screaming as the memories of molten metal came rushing to the forefront. She landed on the other side of the wall on all fours and before they do more than scream she out let out a feral growl and watched as a mass of tendrils sprouted from her back and impaled six of the closest goons through their chests while the remaining two ran without a second look back.

"Holy shi-"

The redhead raised her hand, but Mary Jane was faster. Her arm morphed into an uneven blade and she sliced the offending limb off, "Wha...?" The fire-woman looked at her severed stump of an arm, her mouth parted open in shock. If she was going to scream Mary Jane had no idea. Before she could do much more than gape at the wound Mary Jane pulled her to the ground by her leg and stabbed her through the neck. Her mouth parted open and blood dribbled out before the head was separated with a flick of the bloodstained blade.

 _ **'One more.'**_

Mary Jane's head snapped to the remaining figure who stood her ground. Despite being surrounded by dead bodies the woman in the longcoat made no effort to run and continued to look at her in what looked more like irritation than any sense of fear, "And just who the hell are you supposed to be?" she asked impatiently, "I thought Spider-Gwen there killed any traces of that last symbiote. Guess S.H.I.E.L.D was lying again, huh?"

"Leave her...alone...!"

"What, you're _protecting_ her now?" She shook her head and let out a frustrated breath, "First Six and now you? What is it with her killing you guys that makes you wanna kiss her ass?" She sighed, "Oh well, at least now there are two of you that I can examine."

She pressed something in her pocket and Mary Jane was once again forced on her knees at the unbearable pain that spread throughout her entire body. It felt like the skin was being ripped from her body.

 _'Not dying like this!'_

Gritting her teeth, Mary Jane forced her right arm back into a blade and sliced it through the Supervillain's mid-section as hard as she could. Her eyes widened for a split second before the two halves separated and fell to the ground. Mary Jane scanned the ground for the source of the ungodly noise and smashed her left hand on top of the circular machine as soon as she saw it.

The ear-splitting shrieks were replaced by a sudden silence. Mary Jane panted and waited till her ears stopped ringing before she stood up and looked down at last dead body, "...What the?" Metal and wiring jutted out of where her stomach should have been and there was a distinct lack of blood. Her eyes flickered to her face and she found the woman(?) smiling back at her despite her state.

"Damn it, you know how much these things cost?" The eerie calm in her voice almost made MJ shiver, "I'm gonna make you pay for this. Each and every piece. I'll find out who you are under that thing and-"

Mary Jane didn't let her finish. She smashed her foot on the robot's head and didn't stop stomping until she there was nothing left but a disgusting mix of destroyed metal and synthetic flesh. She made one last stomp for good measure before she trudged over to where Gwen lay. Despite everything that happened she was still sleeping, though considering the bruises around her eyes and the blood that ran down her nose she was lucky she was still breathing.

 ** _'She's helpless now.'_**

"We had a deal..." Mary Jane growled, "Touch her...and I take us both down."

 ** _'...I remember.'_** She could hear the utter frustration in its voice clear as day and it almost made her smile. A small victory, but it was the first one she'd gotten on her own since this nightmare started. Before she could hesitate further she picked up the blonde gingerly and held her in her arms as gently as she could.

She was almost out of the cemetery before she saw the dark figure swinging through the air. Her first thought was Peter, but as soon as the familiar face landed she felt a rising sense of panic, "You're-"

"I come in peace!" Spinerette held up her hands and walked towards her slowly, "I...look, this is confusing, but I just got a call from someone who told me that Gwen was in danger and that you saved her." She looked down at the still figure in her arms, "And considering you're not gutting her right now I'm willing to give the benefit of the doubt."

"Not that...murderer from...before." It was hard for her to talk, "Saved her...from you..."

"From me?" Her eyes widened and she cursed under her breath, "Shit, you must mean my evil twin- uh, okay, I know it's hard to explain but you have to trust me. The woman who called me said that she was called Teresa...does that ring any bells?"

MJ had mixed feelings when she heard the name. It didn't take a genius to figure out that she knew something was happening to Gwen and she'd sent her here to be a one-woman rescue team. Gwen was alive because of her, but sending her here alone was hardly the best way to do that.

Against her better judgement Mary Jane forced the 'mask' to peel back to expose parts of her face. Spinerette gasped and lowered her arms, "...Mary Jane? Is that you?"

"Yeah..." Her voice was less distorted now, which was more relieving than she thought it would've been, "Got into an accident..." She foisted Gwen to the other woman's arms and coughed, "...Don't tell her. Please. Not yet."

"If you're infected with that symbiote then-"

"Peter knows...he's helping me." Mary Jane forced the suit down and let out a relieved sigh when the red flesh receded and showed off the same clothes she was wearing before, "Keep this a secret."

"Another fucking secret. Damn it..." Spinerette clicked her tongue and adjusted Gwen's place on her arms, "...Alright, but tell Pete to call me about this, alright? That's kinda what the number's there for."

"Sure..."

With one last nod Mary Jane jumped the length of the gate and ran to the closest alley, her hands tugging her hood over her head. She reeked of blood and she still felt it between her fingers, _'It's gonna be alright...'_ She tightened her hold on the hood and shut her eyes. She'd killed people but she saved Gwen...that made it okay, right? These bastards and the ones from a few days ago...the world was better off without them. They all deserved it.

 ** _'They all deserved it...'_**

* * *

 **Like I said nothing much happened so hopefully you guys managed to truck through this uneventful drag of a chapter. Some chats with the resurrected mom, some pointless backstory between Teresa and Bullseye and of course MJ going full ape on the SILK agents and destroying 65-Cindy's Life-Model-Decoy. Shame that not every villain is as suicidal as Murdock is about taunting heroes to their face.**

 **Still, at least it wasn't Noir getting damseled this time. Equality for all, I say :)**

 **MJ's segment was originally going to be much more low-key: she was going to run into another mugging or rape or whatever in an alley and she accidentally kills the perpetrator trying to stop it, which caused her to panic. I changed it to the SILK ambush because she's already killed rando criminals (her first transformation) and because I didn't want this chapter to be more boring than it already was.**

 **Anyway, next chapter is the Peter and Lana chat, foreshadowing towards the next Noir solo arc and (if I can fit it) either a segment with Shadowcat and Spider-Man or one with Jessica. We'll see where it goes:**

 **Questions:**

 **1\. The characters mentioned it before, but should I have a segment/chapter dedicated to Noir and Gwen going on that amusement park date as a sort of break between all the drama and angst or do we just skip through it and say it happened offscreen? I'm open to suggestions either way.**

 **Also, I plan to show the family visit with Cindy because I've put it off for way too long, but who should be her plus one? Originally it was going to be Noir, but I wonder if Kate wouldn't also work given that the two are implied to be friends now and it might fit more considering how busy Noir is. Harry's also another option, but this changes the tone from being light and comforting to being rather tense since Cindy still doesn't like him. Still, it might add some character development so what do you guys think?**

 **2\. I don't know if I asked this before, but what do you guys think about Matt Murderdock as Noir's personal antagonist? I got complaints from one of my RL friends about imbalance and now I can't help but wonder if he would bounce off of Gwen's personality better than he does Noir's. Originally Noir was supposed to fight the Maggia (hence Hammerhead and the laptop) but I couldn't feel much threat from them so they were replaced.**

 **Another reason I'm asking is because the Gwenom story arc is coming to a head and the Gwen vs Kingdevil match is being hyped up as her personal character/plot climax. I can't help but feel that it might be a poor showing that Noir 'stole' her antagonist in the fic and she's left with the infinitely less memorable Cindy Moon as an antagonist.**

 **Review Answers:**

 **Jormundardner - Glad you're still reviewing :) Anyway Noir might apologize next chapter, but like you said both he and Lana have a hard time emotionally opening up due to the way they were raised.**

 **Dr. Sugarcakes - Like I said above Gwen's not _that_ shocked and she doesn't even have an annoying flashback to it in this chapter. She also pushed before and said that she knew Peter had feelings for her, so that implies a lot of things already.**

 **KasugaRomio - Gwen wasn't hesitant, more surprised that he just said it out loud. Also it'd be rather hypocritical for her to be scared away by that when both times they started a relationship she was the one who was insistent on it while Peter demured and seemed okay with just being friends. It'd take a lot more than the L word to scare her off.**

 **Anyway, I think 'sis' works because he starts referring to her as such after the strip club entrance. He justifies it as being easier to explain why they're living together, though that's obviously not all it is. As for an evil George Stacy Jr...well, let's wait till Jessica's kid is born :P**

 **Onepieceloverforever - Difference is that Peter generally doesn't kill unless it's in self-defense or desperate situations whereas those two go out with the intention of causing as much death as possible; that's why Gwen can't condone their methods. She can maybe ignore it for Peter's sake, but that's it.**

 **Esquire-Man - Do the rest of the Avengers act like teenagers? I'd say most of them can pass of as young adults given how 20 somethings act nowadays. Also, Spider-Man (not Noir) and Shadowcat generally get along better. As for the Murdock/Peter romance...well, 65-Cindy kinda hints that Matt's interest is less than professional this chapter :P**

 **Krolikson - Hollow or not it's still a victory with no compensating loss on the Defenders' side.**

 **Hardlight - Hey, you :) Don't tell anyone, but your reviews are definitely the highlight of my day. To get to your review: Gwen went looking for answers this chapter and she found 65-Cindy instead, so that was a thing. As for Murdock: I doubt he'd lost interest in Peter so soon. He specifically singles him out in a city full of vigilantes/superheroes to become his apprentice and his behavior indicates that there's a definite personal bias right there.**

 **Anyway, hopefully the change to MJ's segment sits better with you. With regards to couples, I'm surprised Kate was your first choice. Why is that? I mean I assumed MJ or Harry would be more viable due to history and past feelings.**

 **Cyclopz - Web Warriors shows what happened: he gives up his dream to be a scientist to be an investigative journalist, he goes back to killing people and he retired from being Spider-Man due to feeling useless up until the Inheritors found him...yeah, not very happy. As for Logan...you're gonna be disappointed. Logan is canonically immortal so long as he kill people in the Gwenverse, meaning he's buzzsawing through the HC like they're butter.**


	94. First Loves

**Hey all :) A bit of a faster update than normal, but school's officially out for Christmas break so I'm very much free. This chapter being shorter than the recent average helped, so hopefully this doesn't come across as bloated as before. I know there have been complaints about 10k chapters.**

 **Anyway, Spider-Gwen's new issue is coming in 7 days, so hopefully that might give me something new to write about. In addition to that is the new Miles Morales movie 'Into the Spider-Verse', which will hopefully contain more obscure Spideys like Gwen, 2099 and Noir given the subtitle. The latter two in particular don't get nearly as much love as they should.**

 **Both segments here might drag for the readers, so hopefully it'll be alright. Fair warning: the latter segment might come across as tasteless for some readers, though I did tone it down from the original incarnation. Hopefully that's enough.**

 **Side Note - When I was saying stuff about my chapter being boring and whatnot lost chapter I was (mostly) being sarcastic; I probably should've made that more clear. Anyway, check out 'Stan and Kyle's relationship in a nutshell' on youtube. I feel it perfectly encapsulates what Noir and Gwen are like.**

 **Hopefully this gets more reviews :)**

* * *

"Home sweet home."

Peter smiled wryly at Lana's words and splashed his face with more water from the sink, watching as the blood sunk into the drain. He wasn't injured, but he was still covered in enough blood to make a stuck pig blush. With a soft sigh he turned the faucet and dunked his head into the small pool of water. According to Gwen it was the easiest way to get rid of a hangover and right now the headache he had felt pretty damn close to one.

He counted to five before pulling his head back and pressing it against a towel. Six months in this madhouse and the fact that ninjas tried to kill him on a rooftop with no one to help him apart from his insane 'friend' didn't even register as something he should take note of - hell, given the way the day was going he was pretty damn sure that something worse would happen before the clock struck midnight.

Stepping out of the small bathroom, he caught sight of Lana sitting at one of the circular table, her hands holding onto her mug of her hot chocolate like a safety blanket. At the center of the table was the bloodstained katana, the blade lying on its side innocently like it always belonged there. Lana had raised an eyebrow when she first saw it, but so for she hadn't said a word. All the same; he didn't think he could explain the entire mess this night was.

He sat across from her and sipped his own mug of now-lukewarm chocolate. He wasn't normally one for sweets - whiskey was his preferred drink of choice, after all - but Lana'd pestered him into getting more than 'liver cancer dispensers' to stock his cabinets.

At least five minutes of quiet passed before Lana finally spoke, her words coming out in a mumble, "...What happened to the mugs?"

"Hm?"

"The mugs." She raised her cup and tapped the side of the repaired ceramic with her fingers, "They look fucked up."

"Had a bit of an accident..." He looked down into his cup and took an uncomfortable drink. Yeah, if by accident he meant 'I smashed them while I was throwing a tantrum and spent the rest of one night hunting the pieces down to fix it', then yeah, it was a real serious accident. He could've just bought new ones, he supposed, but even he felt the urge to play the sap now and then.

"An accident, huh?" The disbelieving look she gave him made it clear she didn't buy it, but again she said nothing. In-between them Dog barked and ran between their legs, which distracted the younger teen from giving him any more snide looks. He'd almost forgotten what it was like to have the little furball around to be the third in their fucked up little family.

Family...he let out another wry smile. Family was a tenuous issue that he still hadn't resolved. He wasn't the real Spider-Man, that much was clear, so the May Parker back 'home' wasn't really his aunt. But did that mean the Ben and May from this dimension were 'his'? They certainly liked to think so, but he still wasn't comfortably with the idea of accepting that he was the Lizard, sins and all.

Lana was at least simple, if only by comparison.

"So what's on your mind?" he asked finally, causing her to turn up from petting the small pug under the table, "I doubt you came here for a chat, especially not after how our last meet-up ended."

It didn't take long for the words to register and Lana blushed, her cheeks tinted a dark red that looked distinctly out of place on her. He raised an eyebrow at the sight and resisted the urge to laugh, though he couldn't stop himself from quirking his lips up in a slight smile.

Something she took notice of judging by the glare she suddenly gave him, "Fuck are you smiling at?" she snapped, though any sense of intimidation was lost by the red color still spread across her cheek.

"Nothing, just wondering how I should apologize to you."

That knocked the wind out of her sails. Lana blinked and set her cup down, "Uh...what?"

"I said I was wondering how I should apologize for what I said to you before." He shrugged. Technically it wasn't what he really thought about, but he really did need to get to it, "Is just saying sorry enough or do I have to get down on my hands and knees? I gotta admit that my apology etiquette isn't exactly up to snuff right now. Do I tell you about how I'm so lucky to have you before or after I-"

"Alright, alright, knock that shit off!" Her blush worsened and she looked away with an annoyed (though probably not as much as she would've liked) huff, "Just- look, you don't have to apologize, okay? I don't think either of us are built for that 'I'm sorry' BS. You were an asshole, I was an asshole, it happens. Could we just put it all behind us and forget it ever happened?"

"Sure about that?"

"Yes...no...I dunno, just fuck you." She propped her elbows up on the table and tangled her fingers through her hair, a groan coming and going, "What's it matter anyway? Not like I can compare to the amazing Spider-Woman."

"Hey-"

"Look, I don't wanna be the crushing schoolgirl writing doodles in her fucking notebook." She let out a frustrated breath, "I'm not gonna hold it against you that you don't feel the same way, alright? I know I don't act like it a lot of the time, but I do appreciate you helping me out and letting me crash at your place and I don't want to ruin that by acting like one of those girls with the creepy eyes in anime."

"Didn't Bullseye call you something else before? Uh...tsun-"

"You finish that sentence and I'm shoving this mug up your ass," she bit out, her blush finally dying down, "Fuck, I don't wanna make this awkward; it's a stupid crush and it'll pass...I mean, at least I hope so. I never actually liked anyone before. Or kissed..."

"What was that about not wanting this to be awkward?" He finished his chocolate and set the mug down. He was tempted to try and get more (if only to try and change the subject) but Dog gnawing on the leg of his pants made it difficult.

"So I feel awkward about my first crush and kiss, fucking sue me." She rolled her eyes exasperatedly, "I'll be the first to admit I've got fucked up views on sex and what's 'allowed', but I'm not a 40 year old in a 15 year old's body. A part of me still wants all that stupid shit and be...I dunno, is innocent the right word?"

"Innocent? A few weeks ago you threatened to, and I quote, 'Shove my foot up your ass so hard you'll spit your balls out of your mouth' because a fratboy made fun of you in a fighting game. A week before that you complained about one of the cheerleaders at your school and ranted that you wanted to 'rip out her fake tits and make her choke on them' because she said something about one of your friends. Shortly after that-"

"Okay, okay, you made your point!" She huffed and smiled, though she did her best to hide it, "God, I can't believe it's only been a few months since we met up. Not too long ago the only thing I had to worry about was sneaking into fight clubs and fighting with my mom and now..." Her smile quickly faded and Peter's eyes narrowed, a quick wave of worry running through him when her lips shook.

"...What's wrong?"

She was silent for a few seconds and he was about to ask again before she suddenly said, "It's my 'dad'." Her face morphed into a scowl, "I was with my mom earlier and..." She took a shuddering breath, "He's got custody of me now, actual papers and everything. As far as the system's concerned I'm Lana Hollister now."

"I'm guessing the problem isn't just that you don't like the guy."

"Oh, believe me, that guy's an asshole, but if it was just that I could deal." She clenched her hands, the rings of light circling her palms, "He wants these. Now that I'm 'special' and 'useful' he's suddenly ready to call me his daughter. I know exactly what he plans to do - he wants me to be his mascot, to stop crimes and tell them to vote William Hollister with a stupid fucking smile on my face."

"Last I checked vigilantism is still illegal."

"You think these people give a shit about that? It's illegal to fuck hookers on the street but cops and politicians do that all the time, too. After Spider-Woman and that Avengers bullshit people are dressing up like retards and running around trying to be superheroes all the time now. William's not an idiot; he knows that if he gets a shiny new superhuman to be his mascot the average moron won't give a shit about what he's actually promising. All they'll be looking at is the one in the costume."

"Don't you already do that, though? Dress up in a costume, I mean. You worked with Spider-Woman, Hawkeye and that frog kid before." And got blown up, though he didn't like to remember that.

"No one _forced_ me to do that, Pete." She grit her teeth, "That asshole's trying to point me like I'm a damn dog and he's holding the leash. You know what he said when he called earlier? 'If you're good then maybe I'll let your mother visit.'" She smashed her fist on the table, "Oh, and he also told me not to hang around you or anyone else who has a 'poor reputation'. I told him to go fuck himself."

"He does have a point. More than half this city hates me." Not that he cared overly much. Most of them also had no clue that Murdock was the Kingpin even after he made that pretty damn obvious. That and Bullseye and Punisher (and himself) were hardly the most healthy people to spend time with.

"So? Fuck em. Assholes being retards, what else is new?" She scoffed, "Look, I don't give a shit what people think about you. You saved my mom, saved me, and made sure that asshole Carter wasn't running around killing people that no one else would look twice at. If people can't see that then they're fucking idiots."

"...So what are you gonna do now?" he said, more to try and change the subject than anything else. He didn't care about being hated anymore, but people telling him that he was some kind of hero never stopped feeling weird. He wasn't Gwen; he was just another spiteful asshole in a city full of them, Lizard or no.

"I dunno..." She sighed and pulled at a tuft of hair frustatedly, "I'm supposed to be staying at William's gilded cage right now, but I ran off before the limo could pick me up." She seemed to find that funny judging by the small smile she sported, "But I can't do this for long. I can skip school for a few days, but if my grades and attendance tank any more they're gonna kick me out and lock the door."

"School, huh?" The idea of something so mundane was almost alien now. Back home he- Spider-Man only worked at the papers to save up money for college, though after what he read up on Red Scare he had his doubts he'd ever manage to leave the Bugle. He still remembered Gwen's jokes on 'him' going to college and being the 'next Tony Stark', but that seemed like a pipe dream now.

"Yeah, we can't all make money fighting in back alley clubs forever," she laughed, obviously bitter, "I mean I'm not even sure if Captain America's invitation is still open now that she has She-Hulk and those other people on her team."

"You're just going back then?"

"What other choice do I have? William's an asshole but I don't wanna beat him up; I can't do that to Lily." He raised an eyebrow. Was that the only reason? "And I can't drop out of school either, even if it means he can find me." She pressed her hands together tightly, "...I don't even know why I ran. Maybe I just wanted to piss him off."

"Well...you can stay here for tonight. I get the feeling both of us need some sleep." Peter brought a hand through his face and let out a tired breath, "Your room's still clear, just like how you left it." He didn't want to think about how it didn't even register as weird anymore that there was a place in his home(?) that was 'hers'. It wasn't like they actually lived together or anything...

"Yeah, thanks..." She traced a finger through the rim of the cold mug and flicked her gaze over to the katana, "So...do I even wanna ask why you're carrying a katana around? Am I gonna have to start worrying about you putting on a trenchcoat and shades while ranting about how no one understands you?"

"Not interested in your wet dreams, Baumgartner."

She looked at him blankly for a few seconds before she gave him the one finger salute and made her way to her room with Dog following after her obediatently. Peter allowed himself a small smile and waited till she closed the door behind her before he returned to the bathroom. Despite his words he was anything but tired. He opened the sink cabinet and pulled out the bottle of painkillers. He wasn't well-versed in addition and treatment, but they made him feel better so that was enough for him.

He downed a few of the white pills before picking up the bottle of dye remover and the razor. Peter looked at his reflection staring back at him and sighed. He could barely recognize himself anymore, which was both a blessing and a curse nowadays. Granted no one actually stopped him on the street thinking he was Peter Parker, but his identity issues were bad enough without adding even more to the mix.

10 minutes later he stepped out of the bathroom freshly shaven and his hair returned to its natural color, "Tch..." He picked up the curved blade and swung it around experimentally. Light, and he definitely felt the hum of something abnormal in the metal, but it still wasn't for him. With a soft sigh he stuffed it under the couch and lied on top of the worn cushions. Mary was coming back soon so it was best if he left his room alone for now.

He managed maybe an hour of sleep before the door to Lana's room creaked open and he heard the soft patter of footsteps. Blinking one eye open, he saw the teen girl step out of her room only to stop when she caught sight of him on the couch.

They looked at one another with neither of them saying a word before she finally managed to speak up, "Alright...why the hell are you crashing on the couch? Last I checked you owned the place and no one 'banished' you there."

"Long story; it'll be better if Mary's here when we explain." She looked even more confused at that. He clicked his tongue, "Look, it's fine. Why are you up? I thought you wanted to get some sleep."

"Spider-Pug's moving around and keeps looking out the door...I think he misses you." She scratched at her hair, though again she looked less annoyed than she would've liked, "...Look, SP's gonna be whining all night if we're not both with him and I'll feel like an asshole if I'm sleeping at an actual bed while you're on the couch, so..."

"So...?"

"Let's sleep together."

...

Two minutes later the three of them were crammed together on the bed with Peter on the right, Lana on the left and Dog between them as a sort of barrier. Despite the cramped space the pug seemed satisfied with the arrangement and slept soundly, which was more than either of the two teens could say. Despite her seemingly casual demeanor earlier Lana curled in on herself at her side and pointedly faced away from him, her hands hugging herself tightly.

"...You're gonna fall off the bed if you sleep like that," he muttered to the darkness. Neither of them faced the other, but judging by the way her breath hitched he had to assume he was right.

"I'm just scared of getting your cooties, that's all." He could practically see her forced smile at that. Her jokes were always terrible; though it wasn't like he could throw stones in that department.

"Look, this isn't gonna work. I'll just-"

He was stopped from getting up when Lana's hands held onto his shoulders and she pressed her head against his back, "Don't go..." she mumbled, the words muffled by the shirt. After a moment of hesitation she scooted closer, Dog quickly adjusting his position to take up the space at the edge of the bed that she just vacated. Her legs tangled with his and he winced; her feet were ice-cold.

"...Thought you didn't want cooties," he said for lack of anything to say.

"Shut up." She laughed, the gesture a mix between bitter and amused, "...I love you."

"Lana-"

"Look, I know I'm being weird, but..." She exhaled softly and loosened her hold on him, "Like I said before I'm not expecting anything, alright? I just...wanted to tell you. I don't want to look back on this when I'm like 65 and telling my non-existent grandkids that I didn't tell my first crush how I felt about him."

There were probably better places to be having this conversation than a dark room and a cramped bed they were sharing, but since when did either of them do rational or sane?

"Just my luck, huh?" she said, "The first guy I really fall for and he's together with freaking Spider-Woman; how the hell's anyone supposed to compete with her? Not even that klepto Hannah Montana has anything on New York's premiere hero. I'm pretty sure the only thing I have over her is my tits are bigger." She laughed incredulously, "Listen to me, huh? Setting feminism back by about 50 years."

"You were never one for politics, last I checked." Neither was he. Spider-Man was a socialist to his bones, but him? It was still a blur, "...Why do you even like me?" he asked, letting the sound of Dog's snores calm him, "Most of this city hates me and they have good reason. I'm a killer and most of the people who I spend time with are psychopaths and murderers. You can do better."

"Yeah? Where were the Superheroes when my mom and I were about to be ritually sacrificed by a crazy asshole with a shotgun?" She scoffed, "I'm sure they were out there saving the world, and good for them, but if it wasn't for you my mom would've bled out in that apartment and I would've lost her. You can call yourself an asshole or a killer all you want, but you were there for me and a lot of other people when we needed you."

"I think you're giving me too much credit, kid..."

"And you're not giving yourself enough." He felt her breath against his neck and he closed his eyes, "...You know, I don't even care that my 'dad' wants to use me as his own personal pet freak, but he wants me to stop seeing you and mom. That's what really gets me..." Her toes scrunched against his pants leg, "He said I can't be seen hanging out with 'a whore and a murderer'...fucking asshole."

"I could pay him a visit if you want."

"And what, scare him to give up the custody? I don't think it'd be easy...even if it'd be pretty fucking hilarious." Her arms moved to an actual hug, "Nah, I'm fine with this. Just...stay with me. I'm not sure how much longer I can stay here after tonight..."

"Sure..." He raised his hand to meet hers and squeezed it gently. This wasn't over - tomorrow they'd (again with the we's...) have to move to stay one step away from Matthew, he'd have to meet Watson and Teresa to see what his 'sister' had gathered, then he had to meet Spider-Man and that partner of his to try and get some answers from all this and then-

Lana's soft breaths made him stop. Yeah, things were still messed up, but he could close his eyes for one night, right? Smiling softly, he dug deeper into the covers and scooted to the bed's second occupant.

"...Night, Lana."

"Night, Pete."

* * *

Another day in paradise.

Jack got up from the creaky bed and groaned, the thick, leathery skin that made up his body moving and shifting uncomfortably as he stretched. A little side-effect of taking a grenade to the face and an acid bath afterwards, but hell, what could ya do? Most people would've died from what he went through, but most people were pussies who'd piss themselves if you pointed a knife to their face.

Personally he thought it was an improvement. Now he stole the show with or without his armor.

He stood up from the bed and let the ratty blanket fall of him to expose his body in all its glory, "Mgh..." He cricked his neck and licked his tongue in-between the gap in his teeth to wet his lips. It was probably hot or cold, but he wouldn't know; acid burned through most of his nerve endings he couldn't feel much of anything right now. He could probably chop off all his fingers and it wouldn't bother him.

Jack yawned and trudged his way to where he kept his armor. The safehouse was small and easy enough to navigate with nothing more than a bed, a table and a side-room for his special projects. It was one of the smaller ones his daddy had and it wasn't even listed anywhere on his data sheets. Jack was pretty sure daddy'd forgotten about it, but he never forgot. The Jack-o-Lantern never forgets.

He picked up the suit and caught his reflection on the grimy mirror. Apart from his face the rest of his body was roasted pretty bad in his impromptu spa treatment. The skin was pinkish red in color and he was missing a few things, most notably a certain something between his legs. He would've thought losing it would bother him more, but apart from making it more of a pain in the ass to piss it didn't really change things all that much.

The helmet caught fire as soon as he put it on and he grinned. This was his real face, not whatever he was supposed to look like underneath the 'mask'. Daddy understood, and he liked to think his special someone did, too.

A banging came from the side-room and he giggled, playing with the knives at his belt excitedly. He'd taken his new participants a few hours ago and he'd been really tempted to play with them then and there, but he forced himself to wait. Daddy always said that it was better to let em simmer for a while, made the finale worth it.

Well, time for the meet and greet.

"Hello, my honeys!" He greeted cheerfully as he strolled into the room.

His three new participants looked up at him with wide eyes, their word muffled by the tight gags over their mouths. Used to be that he needed to hear em scream but now he learned to look into their eyes. Much more satisfying, "How's everybody doin' tonight?" he asked, getting nothing more than muffled begging and a few killjoy cries in return, "Alright, look, I know that this hasn't been the best, but I'm doing my best here! It's not my fault a certain someone wrecked daddy's base and left me practically homeless!"

Honestly, this was so embarrassing. Here he was with a family of three - a daddy, a mommy and a little tyke - and he couldn't even put em up for proper lodging. No, instead he had to put em in a dark room like some kind of animal instead of a cell where they could see what was in for em. His special someone was gonna pay him back for that when they met up again.

"Mmmgh! Mmph!" The daddy screamed. Mommy was too busy crying into her gag to say anything.

"What? Oh, of course it's no trouble!" Jack replied happily, "Trust me, not a bother at all to have you three over. Mi casa tu casa, right? I mean you folks got a flat tire in the middle of nowhere, it would've been downright unneighborly of me not to offer you three lodgings for the night!" He crouched in front of the little girl and ruffled her hair, "Especially since you two were packing little princess here! I love kids!"

Daddy and mommy started struggling in their ropes harder while junior cried. Jack rolled his eyes; some people could never be satisfied, "Now, look, I know this is a bit of an awkward time to ask but we do gotta ante up. Can't have folks staying here for free, ya know." It was so tempting to ungag em all, but again he held himself back. He needed to take baby steps if he wanted to do this.

He took the gag out of the tyke's mouth and made her look up. Kid couldn't have been more than 9 or 10, about the same age he was when his real daddy took him from those two who said they were his mommy and daddy.

"Hey, little buddy. You know who I am?" She didn't answer, content to dribble down tears and snot. If he wasn't such a patient and caring person he would've been offended, "Hey, c'mon, I asked a question."

A gentle reminder would work here instead.

He pulled out the knife and let it dangle an inch from her left eye. Her shaking worsened and she would've pulled back if her head wasn't held down by her other hand, "The name's Jack-o-Lantern, see?" He tilted his head and pointed the knife at his smiling face, "I know it's been a while and that New Yorkers can be kinda dim, but I thought that my face would still be recognizable."

He knew why she didn't know who he was, of course. While he was busy recovering and learning how to move without feeling like his insides were gonna gush out some new guy got a hold of some kind of tentacle monster and killed off a chunk of the city.

Pft, he was nothing more than an amateur. He had to have some kind of super cheat suit to cause that much damage. Him, though? The aptly dubbed Times Square Massacre was because of him and all that took was a good throwing arm and his own personal phosphorous mix. Who needed powers and 'gifts' when you had skill and good old determination on your side?

The kid still wasn't saying nothing, which made Jack sigh, "You're really busting my balls here, princess. I'm about to offer you an opportunity here and you're here crying and dripping snot everywhere. I'm-"

Daddy said something that distinctly sounded like 'leave her alone!', though again the gag mad it hard. Sighing, Jack turned around and kicked him right in jaw, "You know, for guests you're being mighty rude here." He sighed again and turned to the mommy, who was looking at the daddy and trying to ask if he was alright, "Madame, please, could you keep your hubby under control? I'm trying to give your tyke a better future here!"

The little princess looked up at him through reddened eyes, "P-Please-"

"Oh, she speaks! Thought you were mute for a second there." Jack crouched in front of her again and ruffled her hair, "Now, where was I? Oh yeah, we were deciding which of your parents deserves to die more."

"Mmgh?!" Mommy struggled harder in her bindings, but he just ignored her. Those were some tight knots, "Mmph, ngh-"

"Yeah, yeah, this isn't about you." Jack clicked his tongue. Honestly, some people could be so self-centered, "Now, princess, as I was saying: mommy or daddy have to die but I'll let you pick which one goes. I'm nice like that." He forced her struggling head up and pointed it to her parents, "Now, just look at the one you want to die and Uncle Jack'll make sure it'll happen." Granted it wasn't much of a choice since daddy was knocked out and mommy was still gagged, but again baby steps.

Sadly princess didn't want to get with the program. As soon as he let go of her head she looked away and started snotting up the place again, mumbling 'no' and 'please let us go' like a broken record. Jack clicked his tongue and stood up to his full height again. Kids these days were so spoiled. Back in his time he had to kill his parents himself and he had to do em both without choosing one or the other.

He waited another minute, but there was no chance. A shame, he really thought this one would do better.

Jack unsheathed the knife and got to work, cutting up daddy's skull before he could wake up. Mommy and the tyke started crying, but he drowned them out and whistled jauntily. His daddy always told him to find something he enjoyed; then it didn't feel like work.

As soon as daddy's brain was out he got to work on mommy. She struggled at first, shaking, biting and screaming to try and get him to stop, but he persevered. He watched the tears go down her face when he half-finished his circle and sighed happily. Nerve endings or not this was a high like no other, something no drug or or sex could ever hope to copy. It was only a shame it couldn't last forever.

He pulled off the top of mommy's skull and finished his decoration quickly, "Mm, not my best work, but good enough." He propped the two up and made them hold hands, their insides lit up by the dim fire of the candles, "What do you think, princess? Too cliche?"

She didn't answer. Jack looked back and found her staring at her parents with wide eyes, her mouth shaking and blubbering like a faucet. Definite failure then.

He picked up the bloodied pipe leaning on the wall and wacked her across the face. He could've sword he heard something pop and crack at the first swing, but he swung again just to make sure. It was only after the fifth swing that he finally stopped and let the pipe drop again. Princess was still twitching and gurgling, but he let her stew. That was what she got for wasting his damn time.

Jack closed the door behind him. She'd be dead within the hour, but those ten minutes were something he couldn't take back. That was, what, the sixth or seventh family he tried? Patience, his daddy would say, I had to go through a lot to get you. He knew his daddy took months to find him, but he wasn't that patient. He really wanted to give this apprenticeship thing a shot and these damn kids were ruining it for him!

Okay, calm down, he could just find another family...

Shaking his head, he made his way to the board on the wall and looked up at the wall. Each and every inch of it was covered in pictures and newspaper cutouts of 'Spider-Man'; as much as he could gather from here. He traced his fingers across the pictures and grinned. Ever since that fight in Times Square and when he helped kill his daddy he was the only thing Jack could think of...well, okay there was the apprenticeship thing, but that was a side-project. Spidey was his main focus.

He wondered if this was what being in love was like. Daddy never told him about that - said he didn't need the birds and the bees in his line of work - but he had to assume it was close enough. After all the spider was always on his mind, always the first thing he thought of when he woke up and the one he dreamed about when he went to sleep. It seemed like it was pretty close to being in love.

After all, there was no one else whose face he wanted to see twist and break until he begged and screamed for death as much as him.

He sat back down on the bed and continued to stare up at the wall, ignoring the dim light of the laptop at his side. He never expected to get emails anymore, but by some miracle he did a couple of days ago. The sender was blocked, of course, but the contents inside were...illuminating. It definitely caused some adjustment for his plans and what he planned to do to his special someone.

"See you soon... _Peter_."

* * *

 **A bit of a shorty like I said, but hopefully that's a good thing. This chapter was...odd to write. I mean that lead-up to the Jack and Peter pairing was a bit of a new experience for me. Hopefully I can give the Noir/Matt/Jack love triangle the attention and care it deserves cause they fill a bunch of archetypes - Matt's the experienced older man, Jack's unsure about love and Peter's kinda stuck in the middle wondering who to choose.**

 **I mean personally I'm leaning towards Jack, but I won't let that bias me :) SpiderDog-Pugface is clearly a Peter and Lana shipper though, which is just...weird compared to Matt or Jack. Dog has poor taste, sad to say.**

 **Questions:**

 **1\. I'm wondering if now's a good time to make those omake/extra chapters I mentioned before for the next update. I've had some ideas on another Frog-Man (hero this story needs and deserves) POV chapter or Noir going on a case with Howard the Duck. Would you guys prefer another update to the main story or either of the two ideas?  
**

 **2\. So...on a scale of 1 to terrible, how awkward was that scene with Lana? I mean I did write it to be deliberately uncomfortable, but hopefully it's not 'drop this story' levels of awkward.**

 **Review Answers:**

 **Jormundgarnder - The carnival date is a tad sappy, so hopefully I can write it without making them seem OOC. As for Matt...well, even with the Defenders and the Chaste helping him he's still fighting a Ghost Rider level baddie, which is rather stilted. For the 100th chapter? Not particularly. I mean I might celebrate 1000 reviews, but not 100 chapters.**

 **Yohart Meltz - You mean Spider-Island? I want to, but I don't know where to place it :/ Also, Peter and Gwen can't team up; that's the entire point of Helen Stacy being a revived hostage - if Gwen helps Peter then she definitely loses her mom, if she doesn't then she risks losing Peter if he can't fight Murdock (and she might lose her mom anyway if Noir kills Matt). Rock and a hard place.**

 **KasugaRomio - Point about 'sis'; I'll fix that at some point. As for the Cindy segment: I can't do both since I wanted one set theme, either friendly and comforting (Kate or Peter) or tense and uncomfortable (Harry). Having both kinda ruins that. Anyway, MJ will be alone in her next focus segment to show her mental degradation more, don't worry.**

 **Dr. Sugarcakes - Yeah, I don't do family drama very well :P Lana and Peter aren't much better in this chapter.**

 **Esquire-Man - I don't really want to give 65-Cindy and Matt POV's since unlike Jack they're 'mastermind' characters, meaning the more I show the less interesting they get. Besides, Matt gets enough what with him and Peter constantly meeting up for dates.**

 **Krolikson - I resent the implication that I am interested in breaking characters - hell, Gwen's having an easier time of it with her being famous, making friends with the Avengers and getting her mom back. Also, why would you say Bullseye's interactions are now awkward? I mean Teresa just loved him and now he's in turn in love/lust with her younger brother; totally not awkward at all.**


	95. Watch me Rise (and Fail)

**A bunch of you wanted it, so here it is: a chapter about the hero this story truly needs and deserves. It's been a while since I've written such greatness so the chapter is a bit stilted, but hopefully I can make clear Frog-Man's greatness to the uninitiated. This will be the last chapter from his POV for a while, so savor the epicness while you still can.**

 **...**

 **Okay, real talk: the first segment of the chapter is going to be cringy as fuck. Granted the entire story intentionally cringy and kinda mean-spirited - I did base it on comics Kick-Ass - but the first segment in particular is just bad even for me since it's basically every bad thing about the fic without any of the self-awareness or self-depreciation by the characters.**

 **Anyway, Spider-Gwen's new issue is coming out tomorrow and I just remembered something: I completely forgot about Wilson Fisk :/ I mean the dude's name was part of the line-up along with Felicia, but he hasn't made a single appearance. Given the increased Murdock focus and the demonic possession plotline I'm wondering now whether I should still include him or just have one of the vigilantes or even Murdock himself deal with him off-screen.**

 **Ah well, I can deal with that when the time comes. Fisk himself is far less a threat given that most if not all the Defenders are perfectly willing to kill him and they don't believe in the 'Fisk dies and chaos reigns' theory keeping all the 616 heroes (even Punisher) pacified.**

* * *

 _The city was slipping to the edge. Crime was getting worse and the heroes weren't enough. Everyone just kept their heads down, praying and hoping that they wouldn't be next. It wasn't right. The city needed protection, someone to stand against the darkness and save the innocent._

 _They needed a symbol._

 _When darkness came and monsters preyed on the innocent it was they who rose to defend them. Not the government, not the secret agencies or whoever else was supposed to stop the bad guys. Them. The heroes, the vigilantes, the public defenders and those wanting to do good. Mayor Jameson and many others called them freaks and menaces, that they shouldn't have gotten involved. Funny. If he had to be a menace to do good then he'd accept that title with no regrets._

 _Of course it wasn't universal. Others called them saviors, said that they were the only reason the city was still standing after the madness. They called that day_ _the beginning of the Age of Heroes._

 _He found himself agreeing with them._

 _The young man crouched near the edge of a rooftop and breathed in the crisp night air. It wasn't his city. He was raised in a different place, a different time with different standards and values. There was no reason for him to be up at the dead of night looking for crimes to solve, no reason for him to risk his life and sacrifice everything for a city that would never thank him._

 _And yet he did it anyway. Some people might have called him an idiot, but he did good. That was enough for him._

 _Nodding to himself, the young man gave the city one more look and jumped to the adjacent rooftop. He didn't have much time; the week was ending soon and he had responsibilities elsewhere. A part of him wanted to stop, to let himself rest after a hard day's work, but his sense of responsibility wouldn't let him. Not when there were still innocents to protect and bad guys to stop._

 _"Someone, please help me!"_

 _Case in point._

 _Stopping abruptly, he looked down at the alley and scowled when he saw the thug brandishing a knife at an innocent young woman. She couldn't have looked more than 17 or 18; not that different from him in that regard. The thug was grinning as he drew closer to the girl and he leapt into action. He'd regret jumping in without a plan later, but right then and there all he cared about was making sure she was safe._

 _He landed on the ground with a loud thud, "What the-" The thug turned towards him and his eyes widened when their eyes met, "Sh-Shit, stay the fuck back!" He raised the knife, his hands shaky from fear. The young man smiled slightly under his mask and stood up straighter; his reputation definitely preceded him, "I said back the fuck up! You get near me and she's dead, you hear me?! Dead-"_

 _That was as far as he got before the young man jumped towards him and kicked him straight across the jaw. The thug's eyes widened for a split second before he spun in the air and collided with the leftmost wall with a painful crack. It was wrong of him to feel good about that, but he never liked it when girls were in danger._

 _"Are you alright?" He turned to the girl and looked her over. Her make-up was smudged across her face and her auburn hair was a mess, but besides that she didn't have any wounds on her. He'd gotten here just in time._

 _"Y-Yes..." She gulped nervously and looked down at the unconscious thug before quickly looking back at him, "Y-You're-"_

 _"Just someone who wanted to help," he interrupted with a smile. People often asked him why he did it, why he risked his life for no obvious reward. Was it for the fame? The adrenaline? He'd always tell them the same thing: he only did what anyone else would in his position. If he did have one selfish wish it was only that people were inspired by his small acts of good and follow in his example._

 _"Right, of course." She gave him a grateful smile and wiped some off the smudged makeup from her eyes, "I, uh...I know this isn't the place, but could you give me an autograph?" She took a handkerchief and pen from her purse and offered them to him, "I'm actually kind of a fan."_

 _"Of course." He laughed softly and wrote his name down on the white cloth. Despite his rough start his admirers were steadily growing and requests for autographs and photos were more and more common. He played along; being a hero was more than just being the one who beat up the Supervillains, at least according to his partner, "So who am I making this out to?"_

 _"T-Tiffany," she said, a healthy blush spreading across her cheeks, "Y-You were really brave, standing up to him when he had a knife."_

 _"All in a day's work for a hero." Protecting the innocent and becoming the symbol for people to rally behind. He hadn't asked for it, but he had no regrets, "You stay safe now, okay? I can't always be there to protect you."_

 _"Thanks..." Her smile brightened when she took the handkerchief back, "...I hope we'll see each other again."_

 _She leaned forward and pressed her lips against the side of the mask. The young man's eyes widened slightly at the show of affection before she suddenly stepped back and ran down the length of the alley out of sight, "...Huh." He blinked and grinned up at the sky. It wasn't too unexpected for someone like him, but it was still pleasant every time it happened. Apparently the ladies were into him._

 _His swell of pride was interrupted by a soft *thwip* and a pointedly annoyed cough._

 _Looking back, he was only slightly surprised to catch sight of Spider-Woman clinging to the wall above him, the pink eyes of her mask narrowed. Spider-Woman...what words could he use to describe her? Everyone knew her story: rich heiress and model by day and Superhero by night. She was like him, driven by the desire to help and to make sure that the guilty couldn't get away with their crimes._

 _She was also his partner, though that was a well-kept secret. Didn't want too many people to get jealous of her, after all._

 _"Looks like you've got an admirer." Spider-Woman detached herself from the wall and landed in front of him in a crouch, her long blonde hair spilling across her back at the action, "I thought we talked about this." She stood up and crossed her arms in front of her chest, which did little to hide the boobs that strained against the tight spandex. How she kept them down while swinging he had no idea, but he wasn't complaining either._

 _"Hey, it's not my fault." He held up his hands in surrender and shrugged, "What do you want me to do, tell them not touch me?"  
_

 _"...No, that'd just be mean." She ruffled her hair and sighed, her mask creasing in worry. Without warning she stepped closer to him till they were only inches apart "It's just...you know I don't like it when they cling to you like that." She trailed a finger across the length of his chest, "A hero's not supposed to be jealous, but..."_

 _"Hey, look at me." He cupped her cheek and nudged her head up gently. Even with the mask he could practically see the cute frown on her lips, "It's fine, okay? No matter how many girls I save you'll always be my number one."_

 _"Wh-What about Striker?"_

 _"Striker? We're just friends." She suddenly pushed him away and turned around, hugging herself tightly, "Hey, come on..."_

 _"I don't believe you." She shook her head and took a shaky breath, "I see the way she looks at you. Ever since you saved her from that explosion...well, I don't have to say it, do I?"_

 _"Listen to me." He grabbed her shoulders and turned her around so they could see eye to eye, "Striker's just a friend, okay? It's same with Spinerette and Hawkeye and anyone else you're worried about it. I chose you, Spider-Woman."_

 _"...Prove it." Before he could do anything she wrapped her arms around his neck and pulled him down so they were truly face to face. He wasn't ashamed to admit that the feeling of her boobs against his chest were amazing even through their suits, "Kiss me...tell me that you love only me, Eu-"_

"Eugene Patillio!"

 **~.0.~**

Eugene sat up on the seat with a snort and nearly fell off the desk entirely when he caught Mrs. McGillan glaring down at him through her square rimmed glasses, "Bwuh...?" A quick look around reminded him where he was: school in the middle of algebra class, "Uh..." He looked back at the teacher and winced when he found that she was still glaring at him. The 40 something woman had eyes like a hawk and falling asleep at her class was tantamount to suicide.

She rapped the ruler against his desk and clicked her tongue, "Tired, Mr. Patillio?"

"Um...no, not really." A few of his classmates snickered behind him, though he did his best to ignore it, "Just-"

"Sleeping in the middle of a lecture," she finished for him. Before he could say anything else in his defense she slapped the ruler on the desk again like one of those old school headmistresses, "I understand that you're going out at night, but I'd appreciate it if you didn't use my class to catch up on the sleep you've missed. This is your first and only warning, is that clear?"

"But..." Her glare caused Eugene to shrink back and nod, "Uh...yes, Mrs. McGillan. Won't happen again."

"Good. Now, back to the problem at hand..."

The rest of the class passed by in an agonizingly slow crawl. Eugene tapped his pen against the desk and eyed the clock's hand like it would somehow make it go faster. He caught a few of his classmates whispering and pointing behind his back, but again he ignored them. They could make fun of him all he wanted for being Frog-Man junior or for his fight with White Rabbit; he had more things to worry about. All he wanted was for class to be over so he could do what he did best.

 _'Just a dream...'_ He frowned and and wrote down one of the equations on the board idly. It wasn't the first time he'd had it (though they weren't usually so safe for work), but it was still disappointing to wake up to the boring reality. He'd really only worked with Spider-Woman once; certainly nothing compared to Spider-Man or Hawkeye or anything. Still, he'd at least hoped that he made an impression on her. He did his best fighting that Slyde guy and he did help her carry out Hawkeye and Striker when that place blew up.

As soon as the clock struck 4 and the bell rang he was out of the door before the teacher could so much as give final reminders. A few people who had early dismissal stared at him as he passed, though that wasn't much of a surprise. His secret identity was an open secret and after helping out Spider-Woman and working with Spider-Man to get revenge on Tony, J.J and Letzmer the taunts and jeers got less frequent. Not gone, but definitely way better than before.

This was his life now. Regular high school senior by day and...well, still a high school senior by night on most days depending on how much homework people gave him. Contrary to what the comic books told you being a Superhero didn't exempt you from your homework or give you a bottomless bank account...well, okay, maybe the big names like Spider-Woman and Hawkeye did but definitely not an up-and-comer like him.

He biked all the way home and practically crashed through the front door in his rush. The house was dark and abandoned, which was about what he expected. His dad's new job had odd hours and more often than not he was out of the house before he got in and right before he woke up. The two of them probably shared maybe five words this week, and none of them were exactly one for the picture books.

His dad didn't approve of what he did and, yeah, how fucking rich was that? The guy who got arrested for trying to rob a diner in a frog suit didn't approve of his son doing good instead. He said something about it not being safe and, okay, Eugene could kinda get that, but it was still funny after what he was caught doing on live TV. At least this way he didn't have Spider-Woman gunning for him.

The weekend was coming and for the first time in weeks he didn't have homework or projects, which meant that the next two days were just for him. He already had a plan on how to take advantage of that, but first he had to make sure of something, "Come on..." He smacked the side of the slow-ass computer and grinned when he saw the invitation confirmation on his starkmail account.

A Superhero meet up for interested parties. He found the ad online by sheer chance and from what he saw it was legit. Not that it was much of a surprise; ever since Spider-Woman was pardoned there was a definite rise in would-be heroes, which only increased when Captain America announced the Avengers in DC. Heck, even those Defenders guys got their supporters from people who wanted heroes who weren't so squeaky clean.

He still preferred the Avengers, though he wouldn't tell Spider-Man that.

Before he knew it the sun was down and the streets were mostly abandoned. Reason told him that it would've been a good idea to try and get some sleep considering the early trip to New York tomorrow, but the familiar itch was there and before he knew it he was rushing down to the garage and picking up one of the frog suits on the table next to the note explaining where he'd be for the next couple of days.

He needed to patrol.

There was a definite rush when he was out at night in his costume 'on the prowl for bad guys'. Granted there wasn't much he could do here - his neightboorhod was hardly New York city proper - but he still liked to think that he was helping. Kinda like a one-man neighborhood watch, as it were. Criminals were less likely to break into a house when they knew a hero was walking around.

It was nearly midnight by the time he decided to call it quits. Another normal night, which meant that nothing happened except him sweating in his costume. He did catch a glimpse of Bridget sitting around the gas station and she waved at him, but he let the loitering go for old times' sake. His old crush was gone; after everything he'd seen and done the idea of a small-town romance didn't appeal to him anymore. Whoever he ended up with needed to be someone who could accept the dangers of his double life.

He smiled to himself when he got home and went to bed. Tomorrow was the start of the best two days of his life.

 **~.0.~**

Saturday started off with a literal bang.

He was barely out of the cab before a a loud crash caused him to fall on the ground in a heap. All around him he heard people screaming, the quick stamp of footsteps echoing past his ringing ears as people fled in a panic. Groaning, Eugene looked up and gaped when he saw the gorilla with a dude's face screaming something he couldn't make out and tossing a streetlight down the street like it was a spear.

"Holy shit..." His first instinct was to run with the rest of the panicking crowd before he quickly reminded himself that this was what he was looking for, _'Come on, Eugene, this is your chance...'_ Biting back his hesitation, he ran to the closest alley and opened up his luggage bag. It was a pain in the ass stuffing the entire suit inside the tiny thing, but it was better than swearing in it the entire cab ride over.

Another loud crash came from behind him and he grimaced. This was a bad idea, a part of him said, this was him fighting a level 50 boss while he was right out of the starter town, _'Come on, this is what being a hero's all about!'_ He slapped himself twice before getting into the suit legs first. All he had to to do was knock out someone who could rip out streetlights right out of the ground...

By the time he'd gotten into the suit the streets were (mostly) devoid of people and gorilla dude was strolling out of the jewelry stores with a bunch of jewelry (obviously) in his meaty hands and a satisfied grin on his face. He was walking away; Frog-Man could just stick to the alley and not risk getting his head punched off by a dude with more hair than even the worst redneck stereotype he'd seen on TV.

"S-Stop right there!"

Of course, that wasn't what a hero did.

Frog-Man did his best to stand tall and proud when the big animal turned to look at him. He'd never admit this down the line, but seeing a Supervillain who wasn't covered in a wetsuit staring him down was one of the most pants wettingly terrifying things he'd ever done.

Of course fear turned to embarrassment when the villain in question started laughing.

"Bahahaha!" He threw his head back and laughed, the jewelry dropping onto the ground as he slapped his knee and wiped tears from his eyes. Frog-Man's face heated up and turned red, though thankfully no one else could see, "Hahaha! Are...Are you serious?! Bahahahaha!" He let out a whoop and shook his head, "Just who the hell are you supposed to be, kid?"

"I-I'm Frog-Man!" He stuck out his chest more, which only got more laughter, "J-Just stop what you're doing, evildoer, and I'll go easy on you!"

"Oh man, this is rich! But no, seriously kid, back the fuck off before you get hurt."

And just like that gorilla dude was picking up the jewels again and acting like he wasn't even there. Through all the embarrassment he felt a rising sense of irritation. It took a lot to put on a costume and stand up for what mattered, and now this guy who looked like a literal roided gorilla thought he was just a joke?

Screw that.

Before he could think any better Frog-Man rushed towards Supervillain and kicked him right in the chest...which would have felt more satisfying if it didn't end with Frog-Man's foot hurting from the hit and lying on his back with a very pissed off looking gorilla dude glaring down at him, _'...Probably should have used the springs when I kicked.'_ Hindsight was always 20/20...

The gorilla dude reached down for him and Frog-Man closed his eyes, arms raised to try and protect himself. The suit protected him from feeling a lot of the hits, but something told him that 'angry Supervillain' wasn't included in his dad's list.

Someone did grab hold, but not the one he expected. A rush of air greeted him and when Frog-Man opened his eyes he found Spinerette swinging up towards one of the buildings carrying him with her left hand while her right held on to a line of webbing, "Just in the nick of time!" She let go of the web and landed on the roof gracefully, which was more than could be said of him. Screaming and flailing was the opposite of graceful last he checked.

"Y-You're Spinerette!" he sputtered, because he hadn't embarrassed himself enough just yet, "Y-You saved me!"

"Yeah, but next time try not to piss off the giant man-gorilla, alright?" She looked back down at the street and clicked her tongue, "Gotta get down there again, sorry; Hawkeye's not looking so hot by herself. You-"

"I-I can help!" He stood up shakily and adjusted his lopsided mask, "I helped Spider-Woman before, I could-"

"Look, just stay here, alright?" she said, her voice making it clear it wasn't actually a question, "I can't look out for you down there and you're lucky I managed to get there before he snapped you in two. Really not looking to see if your luck'll last twice."

"But-"

He didn't get to say anything else before Spinerette jumped, swung and kicked the gorilla dude right on the jaw on her way down while Hawkeye peppered his back with some of her trick arrows. Frog-Man could do nothing but sit at the edge of the roof and sigh as the two quickly finished gorilla dude off and answered questions for the cops. So much for his first solo supervillain...

 **~.0.~**

Meeting the others wasn't the be-all end-all he expected it to be, either.

"So...this is all of us?"

Frog-Man looked around the table and did his best not to frown; which wasn't much of a success given the way the young Black man across from him coughed, "Yeah, this is all of us." He crossed his arms and looked back at Frog-Man skeptically, "Five of us, including you. What's the matter?"

"It's just..." Frog-Man trailed off and looked around the table again. Across from him the African-American (was that the right term?) was still half-glaring at him while to his left the young Hispanic girl (who couldn't have looked more than 10 or 11) played with her yu-gi-oh cards. To his right was a pale guy dressed up in multi-colored spandex with no pattern or reason and across from _him_ was, well, Slyde. He'd recognize the wetsuit and twin katanas from anywhere.

"Just...?" The other young man prodded.

Just that he expected more...well, _super_ in this Superhero gathering. Not that there was anything wrong with not having powers - he didn't have any powers himself and Hawkeye didn't either - but he thought there'd be at least some names that got caught on the TV or the youwebs once or twice. Instead three out of the four were complete strangers and the only he recognized was Slyde, who he was pretty sure was still supposed to be in jail.

Speaking of... "How the heck aren't you in prison?" Frog-Man asked.

"No prison can hold Slyde!" he said loudly, which just got another raised eyebrow from crossed-arms.

"So...you escaped prison? Cause then I think we gotta call the cops-"

"No, no, wait!" Slyde held up his hands and sighed, "It...alright, I got bailed out by the wife. Totally a free man and all, just gotta make sure I'm on my best behavior and I figured, hell, why not try the Hero thing? No better behavior than saving people in need, right?" He held his hand out to Frog-Man, "And hey, hope there's no hard feelings from last time. You put up a hell of a fight."

"Yeah, you too..." Frog-Man shook his hand dumbly. That was probably the weirdest face turn he'd ever seen.

"Oh, I knew I recognized you two!" The little girl chirped, finally looking up from her cards. Her brown eyes were beaming from behind her glasses and she was practically grinning from ear to ear, "You were the guy who landed on White Rabbit and the guy in the diver suit was part of the Sinister Six! I'm right, right?"

"Ahahaha, yeah...let's not talk about the fight with White Rabbit, okay?" Frog-Man winced. Even now people still made fun of him about that, though not to his face most of the time, "So...let's get introductions out of the way. I'm Frog-Man and I can jump real high and..." A bunch of other things, but technically it was the only thing the suit really gave him.

Thankfully they didn't have to dwell long on his silence before the guy across from him spoke up, "Alright, look, all of ya'll just call me Cypher, alright?"

"Cypher? What's your power?" Slyde asked.

"I know every language on the planet." The silence that greeted him caused him to scowl, "Hey, look, only reason I'm here is cause my mom and little bro insisted, alright? I promised em I'd do this over the weekend and then I'm through. Can't believe they thought this was a superpower...I should be studying for a test right now."

"My turn then!" The one in spandex said, his grin matching the little girl's point for point, "You guys can call me Eye Scream, that's E-Y-E S-C-R-E-A-M, and like the name suggests I can turn into any flavor of ice cream that I want! Pretty cool, huh?"

...This had to be a joke. Any second now the walls were gonna come down and one of those badly dressed show hosts were gonna call to tell him that he got punked. Cypher facepalmed and muttered something to himself while the little girl looked up at, ugh, Eye Scream in awe, "You can turn into any flavor?!" she asked excitedly, getting a proud nod in return, "That's _so_ cool!"

"Yup! I can even, like, go through cracks in doors and stuff with it. But, uh...takes a bit to come back to being solid so it's a bit of a one-time thing mostly. Still useful, though."

"Of course." Slyde said, nodding at him with his head held high "Now, as you all must know, I'm Slyde. I was Spider-Woman's arch-nemesis before, but I've now chosen to cast aside my ambitions for evil to do good. I can only hope the public will accept my attempt at redemption rather than seeing me for the villain I once was."

"Arch-nemesis? I thought that was that serial killer guy who messed up the city?" The little girl asked, "I mean I've seen you on headbook sometimes, but I thought you were like Bodega Bandit or somethin'."

Slyde was, once again, at a loss for words, "I...that is..." He coughed and squirmed in his seat, "Well then, tell us of _your_ identity and powers, child."

"Hey, I feel weird pointing this out, but should we really let her on here?" Frog-Man asked, "I mean I get that heroes can come from all walks of life and stuff, but she's...you know, 10 years old..."

"Hey, I'm turning 12 in a couple of months!" she said with a huff, "And hey, I actually have powers! I can show you!" She picked out two cards from the deck and raised them with a flourish, "I can bring these cards to life and have them fight for me like real life duel monsters!" She closed her eyes and scrunched her face in concentration. Almost immediately the surface of the cards lit up and Frog-Man didn't get out more than a 'holy-' before the Dark Magician and Knight card materialized in the air.

...Which would've been more impressive if they weren't half the size of barbie dolls.

"Uh..."

"See? I told you!" She puffed her her chest proudly, "These guys really pack a punch! I made them sting that wild dog and it ran away! With Cardmaster on your side the Supervillains have no chance! ...Oh, except for Exodia; if I summon him he'd blow up the entire city."

"And...how do you know that? Did you actually summon him before?" Cypher asked, obviously skeptical.

"Well...no; if I did that we wouldn't be talking now!' She said, as if it was the most obvious thing in the world, "It's all in the name, though: Exodia the World Destroyer. _World_. I figured since he's smaller that'd be just City Destroyer, but I don't wanna risk it..."

"Right..." Cypher gave them all a doubtful look, "...Look, let's just get through this and makes sure 'Cardmaster' here is far away from any actual muggers or spray taggers we get in trouble with, okay? Cause between me only being good for telling you what some guy's saying before he stabs you and ice cream over there being a walking bukkake joke it'll be a miracle if we don't end up in the hospital before the day's over."

"Hold, allies," Slyde said, getting an annoyed roll of the eyes from Cypher in response, "Before we go out to patrol the city and rid it of evil-doers we need to decide on what the team is called who should lead us."

"Oh yeah! Man, I almost forgot! Brand recognition is everything!" Eye Scream added, "Well, we already know about the Avengers and the Defenders, so...how about The Saviors?"

"That's the name of a terorrist group, bukkake." Cypher scoffed, "Look, do we even need a name? Chance are this team isn't gonna last the day."

"Of course we do! How else would anyone know what to call us when they need aid?" Slyde said, "Now me personally I believe we should call ourselves the New York Avengers. Captain America's group is international so I think it'll be a real morale boost for people to know that we're focused purely on this city."

"Isn't that, like, that plagiarism thing, though?" Cardmaster pointed out, "I don't want to get in trouble, so why not something cool like The Champions?"

"That's a basketball team," Cypher said, "Look, if you really want a name then let's call this little ragtag group The Protectors and leave it at that, cause last I checked no one else is using it and I just want to get this over with."

"Well, what about the leader?" Frog-Man asked.

"Well...I thought that'd be you, obviously," Eye Scream said, seemingly oblivious to Frog-Man's look of utter shock, "I mean you were doing the hero gig before any of us and Slyde was more a Supervillain before today, so that kinda narrows it down. I mean I'd do it myself, but I don't wanna be the rookie red ranger, you know?

"Besides, you worked with Spider-Woman before! You've got, er, seniority and whatever!" Cardmaster beamed, "Just do what you did with her and this'll be awesome!"

"Haha...yeah, awesome."

 **~.0.~**

Their first outing was decidedly _not_ awesome.

Okay so it wasn't a _total_ loss, but there was a definite lack of crime and more giving people directions towards the nearest bus stop so they could 'get out of this crazy city'. A lot of people seemed to think that it was a publicity stunt of some kind, and a poorly done one at that considering that Cypher and Cardmaster didn't even bother with the whole costume thing and just made do with a hood and a handkerchief around the neck, respectively, in a poor excuse to keep a secret identity.

An old lady bought him a churro, though, so...that was something.

The sun was going down and he - as the leader - was about to call it quits before he caught sight of a black and red blur swinging overhead, "Holy..." He dropped the churro and started jumping, waving his arms in the air frantically, "Spider-Woman! Hey, Spider-Woman! Down here!"

For a second he thought that she hadn't heard him, but before her next swing she craned her head downwards and adjusted her trajectory till she was swinging down to meet them. Frog-Man's heart pounded against his chest and it took all he had not to say something stupid. It'd been a while since their last team-up and she'd gone back to the black and red from before. Personally he liked the white better, but he wasn't going to complain.

"Oh, hey...Frog-Man." She stood up and eyed the group, "Uh...what's up?"

"Well-"

"Nice to meet a fellow hero," Eye Scream cut in, shaking her hand cheerfully without so much as asking (rude), "Patrolling the city on the lookout for Villains?"

"Uh...yeah, you could say that." She pulled her hand away from him and took a slight step back, "Okay, I'm gonna get this out of the way first: I think I get what you guys are doing, but why's there a 10 year old hanging around you? Isn't there a minimum age for community service?"

"This isn't community service, Spider-Woman," Slyde announced, his voice taking on a more grandiose tone, "Worry not, I'm on the side of good - and I've paid my bail - so we do not need to clash this day-"

"What he means is that it's totally cool and could you sign one of my cards?" Cardmaster cut in, looking up at the Avenger with stars in her eyes, "I knew going on patrol would be cool! I met Spider-Woman on my first day!"

"Patrol?" Her eyes narrowed and she glared at Frog-Man, "Okay, what in the fu- futz are you thinking? Why the heck would you bring a kid to go out on patrol?!"

"I...It's not my fault," Frog-Man mumbled, which wasn't good enough for her given how she continued to 'glare' at him, "L-Look, she has powers and we make sure that she's far away from anyone who looks remotely dangerous." Not that it was too difficult considering they hadn't run into so much as a jaywalker in all their hours of patrolling. It was supposed to be a good thing, but there as a definite lack of 'hero' in this 'hero work'.

"Oh for..." Spider-Woman knelt down slightly and took the offered pen and card from the younger girl, "Okay, sweetie, if I sign the card will you promise to go back home?"

"But I wanna patrol..." Cardmaster pouted and he could've sworn Spider-Woman's face cracked at that, "I wanna help people, just like you do!"

"Uh...okay, I get that, but sometimes you have to wait till you're older. Everyone does that." She signed the card quickly and gave it back to her, which earned them all a loud squee of excitement, "Just go home, please? For me?"

"Mmmh, okay." Her pout returned and she kicked at the ground before her smile suddenly came back, "But only if you replace me for the day. I don't want to know what'll happen to these guys while I'm gone."

"Um..." Spider-Woman deliberated it briefly before nodding, "Alright, I promise to take your place if you pro is enough to go back home."

"Promise!"

Cardmaster and Spider-Woman shared a quick pinky swear and waited till she was picked up by the closest taxi before the veteran hero finally turned to look at them, "Okay, so...patrol?"

"Or we could go home; either's fine with me." Cypher shrugged, "Actually, we should totally go home-"

"We'd love to patrol with you, Spider-Woman!" Frog-Man interrupted, earning a glare from the most reluctant hero ever in response, "Um, uh...just follow my lead for now. We only have a couple of hours to go before night hits anyway."

A patrol with Spider-Woman should've been epic, but it was sadly anything but. Not only was there a definite lack of web-swinging - mostly on account of the rest of the team not being that fast - but for some reason the Supervillains decided that today of all days was the best time for a break.

There was that one mugger, but before Frog-Man could much more than point him out Spider-Woman swung over, webbed him to the wall and got back like it was the easiest thing in the world; heck, it probably was considering her.

And then she tried to play it off as a team effort cause he pointed and Eye Scream decided to stick a note for the police.

All in all the day sucked, and by the time he made it back home in the dead of night it was hard to motive getting up again the next day.

 **~.0.~**

So...good news and bad news.

Good news: the group (sans Cardmaster, who kept to her promise of staying home) met up again and it took them only two hours before they ran into an actual Supervillain group. Even better, it was White Rabbit's Menagerie (though a few members had changed), meaning that just maybe Frog-Man could finally fix how their last fight ended and finally have people stop making fun of him for landing on her ass first.

Which then came to the bad news: they were getting their asses kicked!

"Friends, I need assistance!" Slyde cried desperately. He was currently being manhandled by a woman wearing a tube top and and leather pants, which would've been hot if it weren't for the fact that her face was replaced by a red ball that was sprouting about 4 arms that were currently doing the manhandling. Meanwhile Cypher was being pinned down by Walrus and Eye Scream...well, he didn't see him anywhere, but he was probably around somewhere.

Frog-Man himself wasn't doing so good, what with being face first on the floor with White Rabbit stepping on his back like a conquering king. Any sort of hotness was quickly diminished by the fact that her make-up looked only half done while she was cackling like a madwoman.

The next few seconds were one of the quickest turnarounds he'd ever seen. One second The Protectors were quite literally getting their butts handed to them and by the next all five of the Menagerie all lined up in single file with their hands raised in the air; and in the case of the crystal ball lady that included each and every hand that had sprouted from her head.

"Wha-"

"We give up!" White Rabbit screamed, looking clear past him with a look of horror on her face, "See? Our hands are in the air and, if it's alright with you, we can cuff ourselves and march on out of here right now! J-Just don't hurt us!"

Frog-Man finally managed to force himself up and turned his head to where they were looking, "...Spider-Man?" Yes, that was definitely Spider-Man standing at the entrance to the alley, his hands in his pocket and his expression unreadable underneath his mask. Behind him Frog-Man made out Striker's figure, the younger teen facepalming as the Menagerie cuffed themselves with (prepared, which just added more questions) handcuffs and marched off to the closest police officer.

"Woah..." Cypher said beside him.

Eugene prepared himself to say something - he was leaning towards a thank you for the timely rescue - before Spider-Man stepped past him and the whimpering criminals and got onto the motorcyle parked on the side of the street, "...You coming?" he asked softly. For a second Frog-Man thought he was speaking to him before Striker suddenly answered.

"Nah, I can walk."

And just like that he was gone, zipping past the street and turning the corner before Eugene could say a single word, "...He didn't realize we were here," Frog-Man mumbled.

"Nah, he did, he's just an asshole like that," Striker said, clapping his shoulder lightly, "Don't let it bother you, frog boy."

"Y-Yeah..." He shook his head. Who cared if Spider-Man ignored them? It wasn't the end of the world or anything, "S-So!" He turned to look at Striker, "Do you...maybe wanna team up? Now that Spider-Man's gone, I mean?"

"Team up? Eh..." Her face clearly said 'no fucking way', though he didn't let that deter him, "Look, I'd love to, but-"

"C-Come on! ...Please?" She stepped back at his desperate plea, "I mean, we worked together before so what's the harm, right?" She raised a skeptical brow at that, though he didn't let that deter him, " L-Look, you're just like us, right? A young hero trying to do some good." She was part of those Defenders guys who saved those people. He wouldn't say it out loud, but she sounded like a better team member than the rest of the group combined.

"Frog boy, no offense, but you and I aren't anything like." Ouch... "Look, I've got a lot of crap to deal with right now so-"

"J-Just for today!" he pressed, ignoring the crowds looking at his sad display, "Just for today, alright? I-I don't want to beg or anything, but we really need help here since we're down one member."

Striker looked at the whispering crowd and grimaced, "...Rrrgh, okay, just for-"

That was when fate decided to take a metaphorical dump on them all. Before she could finish her agreement a multi-colored blur fell from the air and landed on top of Striker, leaving her covered head to toe in discolored gunk, "...What?" She looked up at him and glared, right eye twitching, like it was somehow his fault.

He might've been able to salvage the situation if it wasn't for Cypher, "Huh...guessing that's from ice scream." He looked up and caught Eye Scream looking down at them apologetically from the roof, "Late to the party, I guess. So...should I make the bukkake joke or should you?"

They didn't team up, and Eye Scream spent the next couple of hours splattered against the wall when he tried to apologize.

 **~.0.~**

"This sucks..."

Eugene sat on the edge of the roof, watching the cars down below listlessly. Tomorrow it'd be back to school, which meant hanging up the costume and going back to being just Eugene Patillio again. A couple of days ago he would've dreaded it, but now couldn't wait to go back and forget this weekend ever happened. Two days with nothing to show for it except maybe more meme videos for tweeter...so much for the greatest weekend ever.

He hugged one leg to his chest and sighed. Why was this so hard? Being a hero shouldn't have been so difficult: a costume, a desire to do good and a few bad guys that needed a good butt kicking. They didn't even need powers: Hawkeye and most of those Defenders guys didn't have powers last he checked and they did it just fine, so why couldn't he? Why was it so hard for Frog-Man to get into the big leagues?

"You know the angst thing doesn't work with your character type."

Eugene looked back and blinked when he saw the source of the voice. A girl, young by the looks of her, wearing a pink and white ensemble that stuck out mostly due to the complete lack of pants that meant most of her legs were exposed. Not that he could complain too much; she definitely made it work for her. Besides that she had two katanas on her back like Slyde did and a mask that left her mouth exposed to grin down at him.

"Who-"

"Name's Gwenpool." She sat beside him without much fanfare, "And you're Frog-Man, who last I checked showed up mostly in the 80's. Before my time, but I remember seeing you in some retro sales."

"Uh...what?"

"Ah, don't mind me, just rambling." She waved a hand through the air casually, "So tell me what your problem is. I kinda need to fill up my character development page time and I figure you're good for it."

"Um...okay?" She was weird, that much was obvious, but she was asking about his problems and he needed to vent, so... "This seems like a weird question, but does being a hero seem hard to you?"

"Hard how?"

"Hard as in...I dunno, like I try my best but nothing ever happens. I never run into villains and when I do they just kick my ass. I mean I know I haven't had much training or anything, but it shouldn't be this hard, right?"

"Well, the way I figure it is that it's not supposed to be easy; if it was anyone could do it." She shrugged, "I mean look at me, I had to learn how to actually shoot before I actually got anywhere. Plot armor only extends so far," Why did she talk like that, Eugene wondered. She acted like this was all a game, "But hey there's two kinds of heroes: those who get bitten by radioactive spiders like Spider-Woman and have their powers given to them or people who have to train for it like Punisher or Batman. You and me are on the second half."

"So...you're saying I have to train if I want to get anywhere?"

"Can't hurt, right?"

"Yeah..." He looked down and smiled. Okay, maybe he'd been rushing into this too fast. Maybe he just needed to slow down and get some after-school karate lessons or something, "And hey, when I get better you wanna partner up? My last team kinda split off..."

She looked at him in silence for a few seconds before she started giggling. For a second he thought she might've been flattered before the giggles made way for unrestrained laughter, "Hahahahaha! Yeah, I don't think so, dude! I mean you're, like, D-list _at best_ and I'm kind of a rising name, so it'd be bad for my rep if I hung around you. I'm gonna be joining the Avengers soon, can't have a giant frog following me around."

"But-"

"But hey, good luck with your Kick-Ass thing. Maybe if you're lucky you can get a few side-appearances in team-up books or something." With a condescending clap on his shoulder she walked the opposite way and let him stew on the roof.

...

He didn't cry himself to sleep that night. Not at all.

* * *

 **And so ends the most epic chapter this story has ever had. Will Frog-Man ever be a hero? Will White Rabbit ever fear him as much as she does Noir? Will Lana get all of Eye Scream's gunk off her costume? These questions are unlikely to be answered since now we have to go back to the boring main plot of Noir fighting the devil and Gwen dealing with her resurrected mom.**

 **Oh, and for any of of those chronology types, try not to think about when exactly this takes place since it's currently incompatible with the current chapter given that Noir and Lana have made up and Gwen is patrolling after the end of the Carnage arc when they'd be way too busy to do that due to recent events.**

 **Anyway, Frog-Man has a rough go of it: treated like an ordinary civ by Cindy, saddled with joke hero teammates, patronized by Spider-Gwen, ignored by Noir, refused a team-up by Lana and finally completely put down by Gwenpool. Hold strong, green warrior, your time will come...eventually...maybe...eh, not really, but you can still dream.**

 **Still, we have a new team, at least.**

 **The Protectors:**

 **\- Frog-Man/Eugene Patillio. 18 years old. The hero this story needs and deserves, though sadly doesn't get the respect he's owed due to the cast being blind to greatness.  
** **\- Cypher/Douglas Ramsey. 23 years old. The most reluctant hero to ever go heroing. Really just wants to go to college and get a linguistics job, but a stage mom and and insistent brother make that impossible.  
\- Eye Scream/Real name unknown. 25 years old. Young man who realized he could turn into _any flavor_ of ice cream after a wild party and decided to fight crime. Motivated by both a desire to do good and start his own Superhero franchise.  
\- Tarot-Cardmaster/Marie-Ange Colbert. 11 years old. Youngest member of the team and the only one with powers that aren't completely useless, even if they're death by a thousand needles at best.  
\- Slyde/Jalome Beacher. 41 years old. Former chemical engineer turned (wannabe) Superhero due to a mid-life crisis. Is somehow still convinced that he's Spider-Woman's arch-nemesis despite her barely remembering him.  
\- Gwenpool/Gwen Poole. 18 years old. Convinced she's the hero of the story and will join the Avengers soon even though they keep rejecting her application due to her not passing the mental screen testing. Reluctantly teams up with the rest of the group to 'show she can be a team player' to the Avengers.**

 **Clearly these guys are the best of the best :P Who freaking needs the Avengers and Defenders when we have these guys to protect us from the Supervillains and other assorted nasties?**

 **Question:**

 **1\. Just the one question. For the next chapter I have four possible segments and I'd like to know which two you guys wanna go first and which to put off for later: Mary Jane dealing with the aftermath of her brief 'partnership' with Carnage; Gwen waking up after her beating and having a proper talk with her mom (secret identities _may_ be outted); Cindy visiting her family (partner still pending); and finally Noir and Gwen having a talk with Spider-Man and Shadowcat.**

 **So yeah, choose which of the two appeal to you and which can wait till later :)**

 **Review Answers:**

 **Jormundgardner - The identity crisis doesn't go away for a long time, which isn't that hard to justify. Anyway, William Hollister's hardly the worst guy in the story. I'd rank him up with Maria Hill: can be selfish and callous, but isn't out and out evil.**

 **Yohart Meltz - Spider-Island's still pending; depends if I can justify it. Anyway, hope this chapter took the edge off.**

 **Red Rain17 - Mysterious and capable of masking? I figured the opposite: he's a guy who has everything up in the air who can't hide is insanity and monstrosity. Like Carnage he's a character who revels in how flat and one-dimensional he is.**

 **Dr. Sugarcakes - The sadistic cupcake strikes again. Anyway, hope you liked this omake.**

 **PhantomAntidote - Kind of you to say, but I'm lucky to get this much given how little fics Spider-Gwen and Noir get :) The consistent reviewers help.**

 **Krolikson - Not sure about Phantom Pain, but if you can see the comparisons then who am I to say no? Anyway, the second part was actually toned down so hopefully it was still good.**

 **Esquire-Man - It'd probably help if Lana didn't live with her crush, but she does so...yeah. Also, Gwen kinda can't adapt to Murdock: if she tries anything her mom goes bye-bye, which leaves the conflict stuck between him and his Hand and Noir with the Defenders and the Chaste.**

 **KasugaRomio - You trust me? Ahahahaha! ...I mean, you won't regret that at all :P And yeah, Jack's been killing a bunch since he got that acid bath, but what else is new? The Marvel universe is unfair, as Noir indicates time and again.**

 **Nameless - Yeah, this love triangle is really getting intense. Hope Peter can handle it.**

 **NeverendingZero - Considering SHIELD they'd likely place her with an agent to make her more easily controlled than with Peter.**

 **linkjames24 - Uh...did I give any impression he would fall for Lana?**

 **Cyclopz - Considering the minimum requirement for apprentice is 'kill at least one parent and the other later'? I doubt he's finding someone anytime soon. Anyway, this chapter was an omake, but I hope you like it nontheless. Don't forget to pick which two segments you want to see next chapter.**

 **Hardlight - Two big reviews in a row, it's early Christmas for me :D Anyway, like you said the drama and wangst really picked up last chapter, but as for Bullseye and Teresa? It's not really that he has a type. After all Noir and Teresa are pretty different personality-wise, and he didn't know they were siblings. That and there's no indication he reciprocated Teresa's affections in the past.**

 **As for Lana, glad you liked her presence since again I really didn't plan for her to be so important. Originally she was going to be a side-character on par with Felicia or Punisher in terms of prominence, but she definitely exceeded my original intentions and now she's basically become the Louise to Noir's Raziel (Twisted Reflections namedrop). Sadly it means Gabriel Reyes got completely shafted, which made the first 10 or so chapters completely pointless.**


	96. Spider Family

**Happy early Christmas everyone :) This chapter was a tad faster than my normal, but I figured it was for the best.**

 **Anyway, I read the Spider-Gwen.** **The entire issue from start to finish feels like something out of Kaine's Scarlet Spider run rather than just another Spider-Gwen issue, and I mean that in the most positive way possible: Gwen tails the corrupt cop who let Rhino beat her dad into a coma and she goes to town on him, scaring him within an inch of his life and and giving her the same ultimatum Kaine gives - either he turns himself into the police or she runs, and if he runs then Gwen can and wil hunt him down.**

 **Granted it becomes a non-issue when Murdock has him killed, but points for effort. One thing I found interesting is that Gwen controlled spiders to swarm the guy, meaning she's either turned into the Other or she's gotten such fine control of her symbiote that she can make it appear like a swarm of spiders.**

 **I don't wanna spoil everything, but let's just say it's all in all a _very_ solid issue. The only complaint I have is that (as expected in many modern comics) the summary is complete BS. The cover and summary indicates that Gwen is being hunted down by the cops in a city-wide manhunt, but the only police officer seen in this fic is said corrupt cop who let George get beaten...and _Gwen_ was the one hunting _him_. Punisher (a _former_ cop) also tracks her down, but only to offer a team-up and she (justifiably) attacks him first while he tries to keep pushing the cooperation and never actually attacks her seriously.**

 **Also, Gwen Stacy leaked for Spider-Man homecoming with the giant twist (their words) that she's...going to be either Russian or French, cause apparently that's a twist nowadays.**

 **Anyway, enough yakking, let's start. Maybe we can reach 1000 reviews with this chapter :D**

* * *

When Gwen woke up to the sight of an unfamiliar ceiling her first instinct was to panic. The events of last night were still fresh in her mind: her mother's resurrection, the talk at the cemetery, and then...

She sat up on the bed and winced when a sharp pain ran up her left side, "Ah..." She pressed her hand against her stomach and hissed, fingertips grazing against the gauze roughly. Her eyes shut by themselves and she let out another pained whimper, tongue darting out to try and wet her too-dry lips. Her mouth felt dryer than the Sahara desert and the ringing in her head made her want to puke her dinner out.

Despite it all she still felt the suit on her, so she had something going for her, at least.

"The fuck am I?" She blinked away the blurriness in her vision and looked around the room. Good news was it didn't look like a prison cell, so she could hopefully rule out being stuck in a S.I.L.K facility of some kind unless Moon had a weird fetish for making her prisons look like apartment bedrooms.

Licking her lips again, she looked down her chest and frowned when she saw the bandages that covered the length of her upper body. Her clothes were gone, replaced by nothing more than a pair of slightly oversized dull gray sweatpants. Besides that her feet were bare and the chest was covered by bandages at least to the point that she didn't have to worry about indecent exposure of any sort.

Gwen tried to stand, only to fall back on the bed with a weak groan. It'd been a while since she felt pain like this. It wasn't much of a stretch to say that Webster made most things feel like pinpricks on the off-chance that she wasn't able to avoid them, and that included bullets. The last time she felt like this was when Kasady tore the two of them apart...

"Ah..." Her suit stirred underneath the bandages and she sucked in a strained breath. She was in pain without a doubt, but more than that she was starving. The urge to jump into a vat full of chocolate felt dangerously out of place and cliche, but screw it. The more the suit ate the better it healed her, so it was a win-win.

Before she could put any kind of plan into action the door across from her opened and-

"Fuck!" Moon looked at her in surprise and yelped when Gwen grabbed the closest thing she could - a lamp - and threw it at her, the older woman ducking under the projectile with more speed than she expected, "Just the stay the fuck away from you, you crazy bitch!"

"Hey, what the hell! This is what I get for letting you crash at my place?!" She said, glaring up at her incredulously.

"Wait...Cindy?" she asked, eyes still narrowed. For all she knew this was still a trick of some kind.

"Yeah, who else could it-" She stopped suddenly and cursed, "Oh, damn it, you think I'm my evil twin, don't you?" She didn't wait for Gwen to answer before she grabbed onto the wall with her right hand and pulled herself up alongside it with her fingertips, "There, that enough proof for you?"

"...I guess." Gwen let out a relieved breath and let herself calm down. It still might've been a trick (hanging out with a certain someone made her way more paranoid...), but the fact that she was trying to calm her down at all was definitely a relief, "Uh...sorry about your lamp...and the wall." She winced when her eyes caught the cracks along the surface of the drywall, "...I can totally pay for that."

"Yeah, sure..." Cindy rolled her eyes and wiped her hands on her blue t-shirt, "Look, I didn't think you'd be awake yet. From what I saw of you last night you looked like you'd be out for the next week."

"Huh..." She looked down briefly before she managed to force herself up, "...Look, I know this might sound really fucking weird right now, but do you have any chocolate on you? I'll even take some of that nasty dark choco stuff if you have it."

"Dark chocolate is love and life, Gwen," Cindy said, smiling slightly at the absolutely terrible joke, "And yeah, I have some. Come on."

The other spider slung her left arm around her shoulder and led her to the licing room, setting her down on the couch before grabbing a bar of chocolate from the fridge, "Thanks..." She tore the wrapper away and bit into it hungrily, moaning in relief as soon as the first taste landed on her tongue. The pain was still there, but the sweet distraction was enough to make it less obvious.

"You know most people go for painkillers instead of chocolate," Cindy quipped, sitting on the other side of the couch. Gwen had to admit she found the sight of the other Spider lounging around casually in pajamas bizarre considering what happened last night. A (paranoid) part of her expected her to start cackling about her latest evil plan any second now.

"Most people don't have a weird super suit." She finished off the chocolate and tossed the wrapper into a nearby trashcan, "So...where'd you find me? Last I remembered I was..." Getting her ass kicked with Webster being torn away from her.

"I found you passed out on the street." Gwen gave her a skeptical look and she shrugged, "Hey, don't look at me. I mean I can guess from how you reacted that you saw my evil twin, but I don't have a clue what happened between you two."

"She-"

Her explanation was cut off when the front door suddenly opened and Harry rushed in, eyes wide and breaths frantic like the time Peter called for help after King's beating. The two's eyes met and he immediately calmed, mouth raising in a relieved smile, "Gwen..." He let out a pacified breath and stepped closer to them, "Thank God you're alright."

"Harry!" She stood and accepted her friend's embrace, cringing only slightly at the pain in her ribs and the fact that she was technically topless apart from the bandages. Still, the relief at seeing him again trumped any discomfort and embarassment she might have felt, "God, it's been a while..." They messaged and talked on the phone sometimes, but every offer she made to meet up was politely refused. She'd started to think she'd done something to piss him off.

Well...okay, she might have indicated she didn't share his feelings for her, but that couldn't have been it. They were friends; it took more than a slighted crush for them to cut off contact like that. It was nothing compared to Spider-Woman vs Green Goblin, at least...

"Yeah..." The hug lingered for a few more seconds before they parted, hands at her shoulders to keep her balanced, "I-I heard from Cindy that you got injured."

"And you rushed on over here without saying anything. Real nice, Gobby." Cindy said sarcastically. She could've interpreted it as a joke, but there was way too much bite in the words for her to fool herself, "Look, I said she was alright; you didn't have to come here."

"She's my friend, Cindy. Of course I'd be worried about her," Harry snapped back, his expression going from relief to slight annoyance.

"Then you could do that after she left without coming to my place," she countered. Gwen had to admit it was bizarre seeing her act like that. She didn't know Cindy as well as Kate or Peter, but she'd seen enough to know that the other Spider scowling was definitely not a normal, "It's bad enough that I have to deal with shittalk from the other agents, I don't need them shitting on me about you either."

"Hey, I'm not gonna-"

"Alright, guys, enough." Gwen held up both hands and stepped away from Harry's grasp. The two of them were giving her a headache, "Okay, I don't know what's happening between you two, but could you please cool it? You two sound just like Peter-"

...

 _'Peter!'_ She turned her back to the two of them and took the (thankfully undamaged) phone from one of her 'pockets'. How could she have forgotten about him? _'Moon said that Murderdock did something to him...'_ Peter got in trouble with him before, but Teresa's words rang in her mind again. She said that Murdock was possessed by the devil, and while she still had her doubts on that it only made her more worried thinking about it.

"Gwen, what's-"

"Shut up for a second." She shushed Cindy and turned her attention back to her phone. The phone rang once, twice, three times before it finally stopped and she heard a groan from the other side, "Peter! Peter, are you there?!" Her first thought was being captured and taken prisoner followed by managing to get away half-dead. Considering his track record so far she wouldn't have been surprised.

"Yeah, who the fuck is this?"

...That wasn't Peter.

"Where's Peter?" she asked, free hand clenching nervously. It took all she had not to run out there now and start searching for him.

"Who the hell's asking?" The other voice snapped back. Female, and groggy by the sounds of her. She could've sworn it was familiar, but she was too panicked to think on that now.

She was about to snap something back before she heard a brief scuffle on the other end followed by a much more familiar voice, "Gwen?" She instantly felt relieved when she heard his voice. He sounded tired, but that wasn't a cause for concern in and of itself, "Is something wrong?"

"No, I just thought..." Thought that Murderdock somehow did him in while she wasn't paying attention, "I-I heard that you got into a fight with Murderdock, so I got worried."

"Where'd you- nevermind," He sighed, "Look, it was hairy for a bit, but Moon Knight helped me out. Just...don't be surprised if you see a news report about some dead ninjas..." Was it good or bad that she didn't even care all that much when he said that? Or maybe Kate's constant complaints about said ninjas coming back to life numbed her to it, "Anyway, it's fine. Went back to my place and talked with Lana."

"Oh, so that's who that was..." She let out a relieved breath. Most people might have found it weird that their boyfriend(?) was living with a teenage girl, but she trusted him enough not to spaz out over it. Besides, last she checked the younger girl didn't feel that way about Peter, "Well, I'll see you later, okay?" She heard him yawn and mumble and affirmative before she smiled, "Hey, Peter?"

"Hm?"

"I love you too."

He sputtered and coughed at that while Lana said something she couldn't make out, but she cut the call before he could reply. That'd teach him to leave her hanging like that last night.

When she turned back to Cindy and Harry she found the former looking at her questioningly with a raised brow while the latter was looking away with an unreadable expression, "Your evil twin said that Peter was attacked by Matt Murderdock; I got worried," she said. It was a pretty basic explanation - she was pretty sure neither Cindy or Harry knew that said lawyer was apparently possessed by the devil - but it would do for now.

"Murdock? You mean that blind lawyer guy?" Cindy asked.

"Yeah, that guy..." Gwen ruffled her hair and let out a frustrated breath. She still had no clue why the two were apparently arch-enemies now, but in the end she guessed it didn't really matter. Why did he attack her all those months ago? She didn't know, and it didn't change anything.

"So..." Harry started, hands stuffed into his pockets in that awkward way every time he wanted to broach something uncomfortable, "You and Peter are...together now?"

Gwen blinked at the sudden question before she quickly righted herself. Of course he'd be curious about it; the last time she'd seen the two of them together they got into an argument about him and the serum, "Um...kinda?" She shrugged before quickly following up with a nod, "Uh, I mean we agreed an actual relationship was out of the table till we got that Octavius guy he was searching for, but after that..."

"I see." He nodded and smiled, though it was obviously forced, "Well, I'm glad you're happy, just...be careful. I know you trust him, but I'm not sure he's all there."

"Glass houses, Gobby." Cindy answered, getting an annoyed look in response, "Look, Gwen can date whoever she wants; it's none of our business."

"I was just giving her a heads-up, that's all..." he muttered.

"Sure it wasn't more than that?"

"Guys, remember me asking for the arguments to stop? Thanks." She rubbed her temples and sucked in a frustrated breath. She was still hurting all over, but at least she could walk now. The chocolate (and finding out Peter was okay) helped, "Look, Cindy, could I borrow some clothes? I gotta take off and I don't exactly feel like swinging back home looking like I just came out of a Die Hard film."

"Sure, lemme get something." She made her way to her room and started rummaging through her closest. Gwen watched her briefly before turning her attention back to Harry.

"And hey, don't be a stranger next time, okay?" She punched him in the arm (hopefully) lightly and grinned up at him, "Seriously, we need to hang out sometime and talk about what's up with you and Cindy or, you know, anything." Maybe if she was really lucky she could get him and Peter in the same room, but she didn't want to rush.

"Haha...yeah, sure. I promise."

Despite her words she didn't literally swing back home. She still didn't feel comfortable manifesting her costume and her joints still ached enough that she didn't want to see what web-swinging would do. With a borrowed hoodie and sneakers she trudged her way to the train and and paid with the money Cindy lent her. Adding that and the lamp and she felt distinctly guilty of feeling suspicious about her at all.

It was still early in the morning - her cellphone was flashing '7:10' at her - and the train was practically devoid of life save a hobo and a couple of guys in business suits. Gwen yawned and adjusted her place on the seat, her gaze focused on the passing view. A part of her was tempted to go back to the cemetary to try and get an idea of what happened, but an even greater part just wanted to go back home and see her mom and dad again.

In the end the latter won out and she found herself walking the familiar streets leading to her house. She thanked whatever luck she had that any bruises and wounds were stuck under her hoodie; she definitely didn't want to explain to either of her parents why she looked like she'd gotten into a bender.

She was about to enter her walkway before she heard Ben call out to her from the garden, "Morning, Gwen!" Her surrogate uncle gave her a smile and nudged her head to his house,"If you're looking for your mom then she's not there. She's having coffee with May."

Gwen blinked. Well...that wasn't how she thought this morning would go, "Uh..." she said (very smartly, thank you very much), staring at him like he'd grown a second head. The silence lasted long enough for Ben's smile to falter, which she took as a cue to continue, "Um, I mean...you know? About my mom, I mean?"

"Ah...yeah, she went up and re-introduced herself a couple of hours ago. May looked like she was going to faint." He laughed softly and picked up the shears lying on the ground, "Helen was looking for you too, so you might wanna check in on her."

"Uh...sure." She stepped past him and stopped. She had to ask, "You're...taking this really well, Uncle Ben. My mom coming back, I mean."

"Oh, suppose I am." His smile turned more wistful, "After finding out about your gifts and Peter coming back...well, I guess I miracles don't faze me anymore." He clapped her on the shoulder, "Hey, count your blessings, Gwennie. We got second chances; that's something everyone wants."

"I guess...thanks, Uncle Ben."

She found her mom and May sitting on the dining room, the former smiling widely and talking to the older woman about something to do with stars and dresses before she noticed Gwen, "Oh, Gwen!" Her face brightened and before Gwen could reply she stood up and pulled her in a bone-crushing embrace, "Nice of you to show up, kiddo!"

"Mmh, yeah." She did her best to mask her discomfort at the gesture. If she saw Moon again she'd make her pay for smacking her around like that, "So...you introduced yourself to Uncle Ben and Aunt May again?"

She kissed the top of her forehead - and she had to cringe at how weird having her mom tiptoe to kiss her was - and pulled back, "Yeah. George went to buy some better clothes and told me to stay put, but then I saw Ben trimming the lawn and..." She shrugged and grinned, "I thought it'd be better to re-introduce myself sooner rather than later. I thought I gave May a heart attack when I showed up."

"No such thing, Helen." May smiled sweetly at them and set down her cup of coffee, "Look, you two look like you need to talk so I'll head out for a bit. Make sure to call Ben if you two need anything."

Her mom watched May leave the room and let out soft hum as soon as she was out of sight, "God...it's been 10 years, but they haven't changed a bit...well, not where it counts." She sat back down, "When Ben saw me...he cried and hugged me, said that it was a miracle. I thought they wouldn't believe me at first, but they invited me in for coffee and May talked like it was 10 years ago. I almost forgot that...well, you know."

"Yeah..." Gwen took the seat May vacated and looked down at the table, "Is it weird? Seeing them again?"

"...Kind of." She moved her lips in an odd expression, "They have more gray hairs than I remember, but it's like they haven't aged any other way, you know? It's like with George; he's got more wrinkles than before but he's still the same man who put on the uniform to put the criminals in jail a decade ago." She took a sip of coffee and swallowed it down with an exaggerated grimace, "And Ben's still coffee still sucks, so that's something."

"I guess." Gwen giggled and felt a weight lift from her shoulders. Her mom could always cheer her up.

"I gotta say, though, they were a lot less surprised to see me than I thought they would. There wasn't even any doubt or denial; they just believed me when I told them I came back."

"Yeah..." She licked her lips and wrung her hands together nervously. There were a lot of things she had to tell her mom and she had to do it delicately, "It's just...the world's weird now, mom. Weird enough that coming back from the dead seems plausible."

"You mean Superheroes?"

Gwen opened her mouth, closed it then opened it again, "Wh-What?" She coughed, trying to regain her composure.

"Superheroes. They're real now," her mom replied, giving her a worried look.

"No- I mean, yeah, but how do you-"

"I read it online," she said, as if it was the simplest thing in the world, "George gave me one of those Upad things to try and keep me distracted and when I checked Giigle for the latest news they popped up. At first I thought it was a joke, but then they showed up again and again and...well, unless there was some serious worldwide pranking stuff going on I figured they were real."

"Yeah..." Well, that was easier than she thought. It didn't solve all her problems, but it was a definite start, "Um...okay, Superheroes exist. Captain America came back in 2008." Two years after her death, though she left that unsaid, "After that there were a bunch more. The Wasp, She-Hulk. " Her...

"I guess that explains it," Her mom said, "I mean I guess once you see one bizarre thing you see them all, right?"

"Sure, that works..." Gwen tapped her hands on her lap in a rapid tempo. Tell her, her mind screamed, tell her that you're a freaking Superhero. It wouldn't hurt anything. It couldn't have been any worse than her missing 10 years of her daughter's life, right?

Oh, God, her mom was gonna fucking freak...

"Is something wrong, honey? You look-"

"I-I gotta tell you something!" Gwen stood and slammed her hands on table, miraculously managing to avoid cracking the wood more than she already did, "Okay, mom, what I'm about to tell you...it might be kind of shocking and you might wanna freak, but just listen to me, okay?"

"Okay..." She looked up at her worriedly and nodded, "You can tell me anything, sweetie."

"Alright, alright..." She took a deep breath and rapidly clenched her hands, "Okay...well, s-some things have changed." She licked her lips and looked up at the ceiling, "I...I..." Tell her. Her dad knew, the Parkers knew, her friends knew - hell, even _Felicia_ knew. Her mom deserved to know, "I'm-"

"Sweetie, you don't have to tell me anything you don't want-"

"I'm in a band!"

... _Fuck_.

Her mom blinked at the yelled declaration before her face immediately brightened up, "You are?" Before Gwen could say anything back to correct herself the older woman pulled her into another hug and beamed, "Oh, I knew you'd grow up to do something you loved! How did George take it? No, wait, don't tell me, I want to ask him myself. Oh, this is so exciting! How many gigs have you had? Who did you make it with? Is-"

"W-Wait, th-that came out wrong!" Gwen pushed her off and scratched her head in frustration, "Look, that's not what I wanted to tell you!"

"So, you're not in a band?" She looked a bit more disappointed than she thought she'd be at that.

"No, I am in a band, but that's not the news." She looked up at the ceiling again. Why was this so hard? "I...look, the reason Ben and May weren't that surprised at you coming back wasn't just because heroes exist but because...because they've interacted with Superheroes before."

"They talked with Captain America?"

"No, not her..." This wasn't going to work, not like this. Gwen could barely talk without feeling like she was making a huge mistake and at this rate she wasn't going to go anywhere. Taking a deep breath, she gave a quick glance around to make sure that the curtains were closed before she did her next course of action.

She jumped and clung to the ceiling.

Her mom's brief look of worry was replaced by complete and utter shock as soon as it became obvious gravity wasn't being her usual cruel self and that her daughter had indeed remained on the ceiling long after she should've been pulled down. Her mom stared up at her, wide-eyed and gaping, and Gwen could only give a forced smile back in response. Actions spoke louder than words and all that jazz.

"So...surprise?" Gwen tried to maintain the smile, but the gaping look she kept getting forced it back down, "Right, this position's probably not the best for talking..." She detached from the ceiling and landed on the floor with a small hop, "Alright, so...you know Spider-Woman?" Her mom didn't verbally reply, but she did manage a small nod, "Okay, well... I'm her. I'm...I'm Spider-Woman."

The silence was enough to make her uncomfortable, and maybe call Ben and May to try and get some help. Eventually her mom blinked and reached both hands to out to smush her face, "Mom, what are you doing?" Gwen's brows furrowed as her mom continued playing with her face, smushing and moving the skin like she was made of clay, "Mom, seriously, are you trying to see if I'm wearing a mask? Cause I'm not."

"No, just..." She moved her face one last time before pulling her hands back, "Just wanted to make sure I wasn't dreaming..."

"Normally you pinch yourself when you wanna do that."

"Yeah, well, normally your daughter doesn't turn out to age 10 years in the blink of an eye!" she countered incredulously, "Gwen, how did...just _how_?"

"A radioactive spider bit me when I was 15 and I got spider powers." Her mom's expression distinctly said 'bullshit', which caused her to frown, "Hey, look, I didn't make up the rules. A radioactive spider bit me and I got powers, that's what happened. Besides, it's not any weirder than what Peter deals with."

"Peter? You mean Ben and May's nephew? Does he know?"

"Yeah, but that's not the end of it..." How could she tell her mom that she wasn't the first one who'd come back from the dead, "Look, mom, I promise I'll explain everything, but I need you to promise not to spaz out or-or think I'm a freak-"

"A freak?" Her mom looked offended at that, "I mean am I freaking the hell out right now? Absolutely. But do I think you're a freak? There's no way in hell, Gwen." She looked her in the eye and grinned, "My daughter's a superhero! I've seen the things you've done on the news! Apparently you saved the U.N a couple of days ago?"

"Well, it was a group effort, but-"

She didn't get to finish before she was pulled into another hug, "My little girl's a hero..." Gwen shifted uncomfortably for a bit before she reciprocated the embrace. Who cared about those ribs, anyway? "Hah...no wonder Ben and May weren't surprised."

"That's not the only reason, but we can deal with that later." She separated from her mom reluctantly and reciprocated her grin. Of course her mom would've been thrilled she was a hero; she had no idea why she'd worried so much, "Alright, look, it's a long story, and before you ask dad does know, so let me just give you the basics, alright? As soon as dad gets back we can get into more detail."

"So you tell me you're a hero and now you're telling me I have to wait for the full explanation?" She pouted and crossed her arms, "I didn't raise you that way, Gwendolyne."

"Hey, I'm already in enough trouble as it is just telling you like this. Dad's gonna flip out when he finds out I told you without running it by him first." She laughed softly, "Besides, it's not just me. I gotta tell you about Peter..."

* * *

This was a mistake.

Peter realized that as soon as Cindy rung the doorbell and Mrs. Moon opened the door. He saw the resemblance immediately - the woman was a dead ringer for what he expected Cindy's mom would look like, and judging by the spark of familiarity on Cindy's eyes she felt the same.

It would've been almost heartwarming if the older woman wasn't glaring at her 'daughter' like her presence somehow personally offended her.

"...Cindy?" Her scowl somehow managed to worsen at Cindy's nod, her fingers holding onto the side of the door protectively, "Cindy, what are you doing here?" It was a question, but they both heard the unsaid accusation and bile in her voice clear as day.

"I-"

"Nari, what's going-" Peter looked past the older woman and found a middle aged man standing not far from where Cindy's 'mother' stood, his eyes widening from behind the rims of his glasses when he caught sight of them, "Cindy...is-is something wrong?"

"What? No, no!" Cindy held up her hands and cringed. She was dressed differently - a light green longcoat, a dark red sweater, black jean leggings, high heeled boots and gloves covering the entirety of her hands. It looked out of place on her, but she'd justified it to him earlier as what her counterpart wore. 'If I want to try and mend bridges I can't just spring everything on them, right?', she'd said.

Personally he thought it was a bad idea - pretending to be that psychopath to endear herself to (relative) strangers - but he'd kept quiet. He was there to support her, nothing else.

"Then what are you doing here?" Her 'mother' asked. So far she hadn't so much as glanced his way, and if he wanted to be honest he wanted to keep it that way.

"I just..." Cindy's hands shook and she looked about read to bolt out of there, but somehow she forced herself to remain still, "I...I wanted to see you guys, that's all..."

Nari's expression briefly made way for surprise before she scowled once more, "We haven't seen you in _three years_ , Cindy, and now you're just-"

"Nari..." Her husband put a hand on her shoulder and squeezed, "Let's just hear what she has to say."

A few minutes later both Cindy and Peter found themselves sitting at the couch. To be honest Peter had no idea he was doing here - all he knew was that after Gwen's call (no, he hadn't sputtered, despite Lana's claims) Cindy suddenly chimed in that she wanted to meet up and that she really couldn't put off visiting any longer. Mary wasn't answering her phone and Lana said she had to visit her mom, so he figured it was as good a time as any.

He should've made an excuse.

Nari stood at one side of the living room and faced away from them, arms crossed tightly. Meanwhile her husband (Albert Moon Sr., if he was remembering right) came back in carrying a tray filled with tea. Despite the decor and drinks he felt anything but warm, and he could only wonder at how bad it was for Cindy. She'd prepared herself for this, read up on what to expect, but there was nothing quite like the reality.

Cindy took a tentative sip of her tea and stared at her mom's back. She still hadn't sat down, "So..." She looked around desperately for anything to break the silence until she spotted the stack of white envelopes piled neatly on the side of the table, "Wh-What are those for? You having a party?"

"Those are Albert's. He's having a graduation party." Albert Sr. said.

"O-Oh, I heard he got early admittance to college." She smiled slightly, though neither of her 'parents' reciprocated the gesture, "Th-That must have been great."

"Yes, we're very proud of him." Nari said, finally sitting down across them on the opposite couch and picking up a cup of tea, "Though I'm surprised you knew that."

"Of course I would..." She took another uncomfortable sip and gave Peter a sideways glance. So far he hadn't said a word, which meant that as far as support went he was pretty bad at it. Hell, he wasn't even sure if either of the two noticed he was there, "Is...Is he here?"

"No. And I'd rather he didn't see you." Nari replied without a single hint of hesitation.

"When you cut us out of your life he was...devastated. We all were." Albert Sr. added. He definitely looked more remorseful than her wife (though that wasn't exactly hard).

"Y-Yeah..." Cindy set her cup down, her eyes looking at anywhere but them, "I-I know she- I've been distant, but-"

" _Distant_?" It seemed like that was the last straw. Cindy looked up and pulled back on the couch when Nari suddenly stood, glaring down at her with enough intensity to put hardened criminals to shame, "Cindy, distant would've been moving to a new country and just giving Christmas cards. That's not what you did. You stopped returning our calls, didn't respond to any of our messages...when we went to your place we were _turned away at the door_. You weren't distant, Cindy; you _cut us out of your life_. You _ran_ , just like you always do."

"I-"

"And now you come back after three years expecting, what, that things are suddenly the same? That you could just pick up where we left off?" The older Moon's gaze shifted to him and suddenly felt the urge to disappear in a wisp of smoke, "And you bring...who is this? Your assistant? Your boytoy? Did you want to rub our nose in it and see just how much you could insult us?"

"Peter's my friend. We work at the Fact Channel..." It was the cover story the spooks gave her, at least. Wouldn't hold up much here considering she was listed under a different name, but it was something, "Look, I just..." She sucked in a strained breath and looked a hair's breath away from breaking down into tears, "I...I don't know why I came here..."

"Cin..." He wanted to say something to help her, but there weren't any words. He'd seen firsthand how cruel her counterpart could be. Trying to fill in the void she left with her family was a fool's errand and she knew it, but she still wanted to try.

"Cindy-"

"I know it's fucked up that I just came back, but..." she said, cutting off her 'dad', "It's only been three years, but honestly it felt like ten and I...I missed you guys. All of you." She bit her bottom lip and looked down at her lap, "I'm sorry for leaving. For running. For...everything. I know that doesn't even come close to fixing it, but I...I wanted you guys to know that, at least."

It wasn't right. She was taken from her parents because of that bite and now here she was apologizing in that mad scientist's stead to try and get the closest thing she could to family back.

Nari's features softened by the barest amount, though whether Cindy even saw it he didn't know. With nothing more than a mumbled 'I have to go' she stood up and made her way to the door with Peter following after just as quickly.

She was nearly to the door before it suddenly opened and a young man stepped through with a leashed white terrier in tow, "...Cin?" His expression of surprise was brief and quickly replaced by a wide smile, "It's...It's you! What are you doing here?"

Cindy didn't even look up, "I don't know, but it was great to see you...and like I said to mom and dad, I'm sorry."

She practically ran out of the door and was halfway down the steps before her 'brother' quickly caught up to her, "Hey, wait up!" He grabbed her by the shoulder and turned her around, "Cin, it's been- God, I don't have to tell you, do I?"

"Yeah, I know-"

She was cut off when he pulled her in a sudden embrace, the dog yipping excitedly at his master's gesture. Cindy stiffened at sudden gesture and Peter saw her eyes widen from his place at the entrance, "Wait, does this mean you're back?"

"I...I don't think so, Albert." She pushed him off gently and did her best to smile, "Mom and dad...they weren't exactly happy to see me."

"They just missed you, Cin. We all do." He rummaged through his jacket pocket and pulled out a slightly crumpled envelope, "Hey, I was going to mail it after I walked Andi, but you can save me the stamp. Party's in a few days."

"Y-You actually invited me?" She took the invitation and stared at it numbly, "After three years?"

"Figured I had to try, right?" He rubbed the back of his head and grinned, "Hey, come back in a couple of days; mom and dad should cool off by then. Okay?"

"I'm...I'll try."

"I'm counting on it." He gave her one last quick embrace before making his way back inside, giving Peter a look as he went, "You a friend of Cin's?" he asked, which Peter replied to with a muted nod, "Heh...well, take care of her, alright?"

"Sure..."

Cindy didn't say anything for the next few minutes, but Peter could've sworn she smiled whenever she looked at the invitation that stuck out of her coat pocket; which was more of a relief than he wanted to admit. The silent walk lasted for a few more minutes before they stopped at a park. Cindy nudged her head to the closest bench and walked towards it before he could give any sort of reply.

He waited till they were properly seated before he finally spoke up, "...That didn't go so well."

"Yeah..." She took out the invitation and looked down at it again, "Evil me lived in a penthouse and had the freaking bellboy tell them to fuck off. God, what a bitch..."

"That address any useful?"

"Nah, S.H.I.E.L.D already searched her place as soon as they got finished grilling me; she packed everything up and left without a trace." She laughed bitterly, "I knew it was bad, but God...I didn't expect mom... _her_ mom to be so angry. She looked at me like I was..." She shook her head softly, "I've hard arguments with my mom before, but I never thought it could get that bad."

"You fought with your mom?"

"Well, 'fought' is an overestimation; it's more like we argued, she won and I just shut her down. Mom and dad never really got into fights, so I didn't have much of a role model on what to do whenever I ended up arguing with someone. So I just shut people out until one of us eventually caves and apologizes; once spent an entire week ignoring my boyfriend because of something I can't even remember anymore."

"Yeesh, remind me never to get into a fight with you." The joke was poor, but the soft giggle he got in return made it worth it.

"Argue with you? Never." She put the invitation back in her pocket and sighed, "Hey...thanks for coming with."

"I didn't do anything."

"I didn't bring you because I wanted a White Knight, Pete." She propped one leg up on the edge of the bench and stared across the length of the park, "I brought you cause you know what it's like to be trapped in another world, to have family that don't exactly feel like family."

"Yeah..."

"And to be honest I just didn't want to be alone. Staying in that bunker for ten years...it kinda gives you issues. Sometimes I still wake up at night because I hear a clap of thunder or because a car horn passed by. The bunker was so quiet, but here..." She gestured to a kid running with a kite, "Never thought I'd see other people again. Sometimes I even talked to myself to try and put some noise into that place...still do, sometimes."

"I'm sorry." For what he didn't know, but it still felt like the appropriate thing to say.

"You weren't the one who put me in the bunker, dude." Her hand clenched at that. Despite her jokes and smiles she still carried the scars on her, "Anyway, we're both here and we're both still alive, so I'm not gonna spend it moping. I'll go back there in a couple of days."

"I can come with you if-"

"No, it's alright." She shook her head, "I can't rely on you forever, you know."

"Maybe not forever, but I do still owe you." He leaned back and looked up at the clear skies. It was still a couple of hours to noon but he already felt exhausted, "...I never asked before, but why did you save me? I know you said you couldn't take seeing the torture, but was that the only reason?"

"The main one, yeah. This was still early on, Pete. She didn't have as much experiments as she does now. And you...you were the youngest and longest. The others were bad, but I couldn't save them; they were like Edward, turned into monsters on the first go. But you...no matter what she put in you it didn't stop you from coming back, and every time you did you always begged her to let you see Gwen."

"I don't remember that..."

"I'm not surprised; you were pretty messed up when I rescued you. One second you were crying and begging that you wanted to see Gwen and the next you were growling that you were going to find Octavius. I..." She paused, considering her words, "Truth be told I didn't know what was happening with you. I thought that maybe I'd make a mistake and that the treatments completely broke your mind."

"I must have looked like a nutcase."

"You have no idea..." She took a deep breath, "I thought about leaving you behind."

"...Why didn't you?" He didn't hold it against her. She had nothing to gain and everything to lose freeing him at all.

"Same reason I didn't just let you rot in that cell. To be perfectly honest I thought you were like a kid, helpless without someone to drag you along by the hand." Her next smile was bittersweet, "I don't anymore, but it was definitely a surprise seeing you again back at the S.I.L.K base."

"All it took was for me to get memories that didn't belong to me." He looked down and pressed his hands together, "Brant was right, Cin. I'm not Spider-Man; I don't know who or what the hell I am, but I know I'm not him."

"How...How do you do know that?"

"I met him. The real one." It was easier to talk about now, though not by much, "When Gwen and I went into that factory to put that monster down...he and his partner helped us. Something happened and I saw his face..." he laughed, though the gesture held no mirth, "I know it sounds crazy, but-"

"It doesn't...I know." She pursed her lips and looked him in the eye, "I met the other Spider-Man not too long ago..."

"...You knew?"

"Yes, and I wanted to tell you, but..." But she didn't know how. He couldn't even muster up the energy to feel offended or annoyed, "Well, guess I'm not surprised. From what I gathered he's been doing things with that partner of his."

"Yeah...I could give you his address. Shadowcat - his partner - she gave it to me just in case something came up. You could...you know, talk to him."

"I guess I'll do that, thanks..." He shook his head and sneered, "You know what's messed up? That's not even the worst thing on my mind now. No, instead I have to worry about Gwen's family, Lana's issues with her dad, Mary's personal problem and the fact that I have the Goddamned devil after me trying to turn me into one his lieutenants."

"Wait, what?"

"Murdock. He's possessed by the devil, or at least that's what my 'sister' says."

"...You have a sister?"

"Yeah, Teresa Parker. I'm just as surprised as you are." He looked at her and paused. The furrow in her brow wasn't the same worry from before, "...What's up?"

"Teresa...brown hair, ponytail and blind?" Well...shit, "Cause if you're talking about the same then I think we've met, kinda. She gave me a video call and told me to help Gwen out, but Watson beat me to it."

"Mary? What happened?"

"Apparently my evil twin tried to attack Gwen, but Mary Jane managed to save her." She gave him a piercing look, "How long did you know she had S.H.I.E.L.D's symbiote on her?"

"Only for a couple of days. She told me to keep it a secret from Gwen and we've kept it under control with suppressants." Or at least they did. Peter grit his teeth and scowled. He found it pretty damn unlikely it was a coinciden that Teresa would send Cindy to try and help Gwen right after Mary saved her, _'Knew I shouldn't have trusted her...'_ Mary still wasn't answering her phone, but considering she hadn't heard news of the re-appearance of the 'Carnage Killer' he was willing to hope for the best.

"So let me get this straight: Watson got S.H.I.E.L.D's symbiote, your long lost sister came back into your life, you found out you're not really Spider-Man _and_ you have the devil trying to turn you into his apprentice, Darth Vader style?"

"More or less...oh, and Lana apparently has a crush on me." That one he liked to think about the least. At this point he was about read to scream from the overwhelming weight of everything bearing down on him.

"...You know, this is why the weekly phone calls should be a thing. Next thing I know you and Gwen are getting married or something."

"Only if you agree to be my best man." He laughed wryly at the poor attempt at a joke, "'Sides, you're one to talk, Cin. You're partnering up with Osborn now?"

"Yeah, don't remind me." She clicked her tongue and waved a hand flippantly, "I wish I could say that's my biggest problem, but it's not even close. Right now I'm the world's most poorly paid spy: Agent Hill wants me to spy on the Avengers and give her info, but Cap knows that and she's giving me info that isn't dangerous for S.H.I.E.L.D to know. Meanwhile I also have to spy on Osborn and give info to Hill so they can blackmail his dad, which I'm pretty sure Norman knows cause he just offered me a position as Oscorop's officially sponsored hero when I talked to him at a party."

"...So why are you smiling?"

"Because despite it all this still beats being trapped in a bunker and dying alone," she replied without much fanfare, "I dunno, Pete, it just feels like the world's moving faster than I can keep up with. I mean don't get me wrong I like keeping busy since it beats being alone with my thoughts, but it feels like every time I blink I'm missing some kind of giant change."

"I know you you feel." He wondered if Spider-Man had to deal with these kinds of things.

"I mean last I checked Cap's trying to create some kind of initiative for some kind of hero team across all the states, cause apparently there are heroes everywhere like that Ladybug and Cat dude in France and that superhacker dude Aidan something from Chicago. Besides that Janet's trying to convince people to shrink prisoners down with the Dyne particles to reduce the chance of jailbreaks and I've been getting offers from people like the Make a Wish foundation to do some stuff for them."

"You're still smiling."

"Shut up." She punched his shoulder lightly, "...Our life's crazy, huh?"

"You don't know the half of it, Cin..."

"Well, like I said, weekly phone calls. If you need help with Watson or that whole...devil thing then gimme a call." He could tell she was legitimate, but something told him that Teresa would just make up more mumbo-jumbo on why involving her would somehow cause the city to explode.

"What I really need help with is Lana, to be honest-"

"Uh-uh, nope, not happening." She crossed her arms in an 'X', "Asking someone who's been trapped in a sinkhole for the last decade on romance advice is the last thing you wanna do, trust me."

"Point."

They said their goodbyes not long after that, though not before she wrote down the address on a piece of paper. Peter glared down at the written letters like they'd somehow personally offended him and tried to call Mary again. Nothing, as expected, and Teresa wasn't answering either. He really wished he could say it surprised him, "I just hope Mary's alright..." For both her and Teresa's sake.

In the end he ended up calling Gwen and she agreed to meet near the address at about noon without even bothering to ask him why. It only took her a little over an hour to arrive, but it felt like the longest in his life. This was it...

"Hey, Peter." She smiled and waved at him as she approached. She definitely didn't look like someone who got attacked just last night; then again neither did he, "What's with the sudden call?"

"I'm going to talk to Spider-Man and I was scared to do it alone."

She froze at that, smile fading from her face only to be replaced with complete and utter worry. Maybe he shouldn't have phrased it like that, "Um...what?"

"Spider-Man. He's there." He pointed to the house a fair distance and did his best to keep his expression neutral, "I wanted to talk to him."

"Peter...are you sure?"

"Am I sure I want to talk to the guy whose life I stole for 6 months? Not really, but it's gonna stay on my mind till I do." He took a deep breath, "Look, I get if you don't wanna come-"

She interrupted him by intertwining their hands together and squeezing gently, "I'm coming with. Just make sure you don't regret it, alright?"

"Sure..."

He took another deep breath and untangled their hands before he began the slow walk to the one-floor apartment/house. The last time they'd talked it was when that monster's girlfriend made them insane, but somehow he got the feeling this one wasn't gonna go much better, "Come on..." He stopped in front of the door and pulled it open, forgetting to knock or ring the doorbell in his haste.

Big mistake.

Regardless of his memories Peter wasn't what one would call a prude, but seeing Spider-Man buck naked on the couch while Shadowcat rode him was definitely enough to give him pause. The tan young woman, seemingly unaware of the interruption, continued to thrust up and and down, her face flushed and her body covered in a thin sheen of sweat while her hands wrapped around Spider-Man's neck in a tight grip.

For his part Spider-Man at least noticed them, his head turning to the side to meet their gaze and his eyes widening in complete and utter shock. At his side Gwen's face lit up a dark crimson and she turned away, both hands covering her ears; which probably did little to block out Shadowcat's moans and growls.

Peter shut the door and sighed. This was off to a great start...

* * *

 **This chapter dragged a bit, and there was less family focus than one might think, but hopefully it's alright. I had to cut some things out from Peter and Cindy's convo and Gwen visiting the cemetary again to avoid bloating too much, but I think it still works. Next chapter will be the Noir and Spider-Man talk followed by the Carnage!MJ aftermath, with some additional inspiration by Gwenom's current behavior :)**

 **Anyway, I think the two contrast well enough: despite Helen's trauma and reservations she keeps up the 'cool mom' approach and is legitimately happy her daughter is a badass Superhero. Contrast Cindy where she's uncharacteristically quiet and withdrawn while her mom browbeats her, her dad watches and her brother only manages a 'come back in a couple of days'.**

 **The tone's also all over the place with characters jumping from angsty to cheerful to angsty again. While you can justify as them trying to avoid being depressed it might seem jarring nontheless. I'll try to be more consistent next chapter, especially where Noir and Spider-Man are concerned.**

 **Side Note - To clear up a misunderstanding, Gwenpool won't actually appear a lot if at all; I was just taking the piss with The Protectors list, so don't worry.**

 **Questions:**

 **1\. Should I devote a segment dealing with Jessica's reaction to the whole Helen resurrection or do I just have it happen off-screen with Gwen relaying how she feels about it later on? Note it probably won't be from her POV but rather from Kate or Noir's as they check up on her.**

 **2\. I'm thinking of a chapter just dealing with Lana's POV of what her school life is like with her dad holding her 'leash' and (depending on where I want to take the story) how much it changes if her identity possibly gets outed. Unlike the original side-story I mentioned this would be 'canon' to the fic's events, but I wanna know if like Jessica you guys want to see it or just have her refer to it.**

 **Review Answers:**

 **LinkJames24 - Yeah, but which Gwen? Gwen's character is so inconsistent across the media I have no clue which people refer to when they say 'Gwen Stacy'. Also, you call Gwen and Noir a good couple...need I remind you of the time he threatened to shoot her (and didn't only cause he was out of bullets) or the time she lied to his face and busted his lip open? Cause those don't seem very sweet...**

 **TheOkWriter - Read side note above.**

 **Jormundgardner - Criminals do surrender at times...though ironically enough they surrender more when he's alone than when he's with Gwen; apparently they're under the impression that the symbiote empowered hero is less dangerous than the one who's maybe 1/70th as strong as she is. Anyway, don't hesitate to ask any other questions you may have :)**

 **Red Rain17 - They'd probably end up being maybe a foot tall judging by how strong her powers are currently.**

 **aach06 - She's 11, though, so the chances of her seeing action are rather slim.**

 **Dr. Sugarcakes - I wanted him to be more like Kick-Ass in motivation rather than getting electrocuted balls. Eugene does want to do good, but he also wants to satisfy his ego, as his dream indicates.**

 **Brave2000 - Both original and 65 Noir are based on Kaine and the comics Noir, though Peter's behavior is leaning more and more towards Ben Reilly with his identity issues and showing greater signs of kindness and patience. Both still kill, though, which means they can never be like, say, 616 Peter.**

 **Lanceman - Yeah, in dark areas he has night vision so he'd have an advantage. Still, his poor performance can be explained by the fact that canon Noir has a bad track record against other Metas and that the current Noir is just someone with the wrong set of memories. He's gotten better in recent chapters, though: compare the first and second fight with Otomo.**

 **Cyclopz - I wanted him to be V1 Kick-Ass, and he didn't really have awesome moments in the comic. As for MJ and Spider-Man? Matt presumably knows, but 65-Cindy called dibs on the former and the latter would just flat out kill him with or without Shadowcat. He doesn't want to play games.**

 **Hardlight - Another long review; you are on a roll, my friend :D Anyway, glad I could convert another reader and show off the greatness that is Frog-Man. In all honesty the reason I like him is because he's pretty much a loser - I can laugh and relate to that more than I can any of the protagonists and main characters in the fic since they have larger than life story arcs, personality traits, powers etc etc.**

 **You can see this in his motivations: his dream sequence indicates that he wants to be badass and impress his crush (Gwen), but he also does want to do good and help people. So his reasons are in equal measure selfish and selfless whereas most of the other characters really just lean towards the latter - even Noir, for all his griping, is stupidly selfless and heroic when you look at his actions.**

 **And yes, Stan and Kyle are perfect for the two :P BTW, don't hesitate to ask questions if you have any. Always a delight to see and answer.**


	97. Twisted Reflection

**As before, Happy Early New Years everyone :D In a few days it'll be 2018 and I'm definitely looking forward to some things like Marvel Rising, Into the Spider-Verse and the PS4 Spider-Man game. Also there are theories that Spider-Gwen will appear in Agents of SHIELD, though given her ownership by Sony and Gwen supposedly appearing in Homecoming 2 I have my doubts. Maybe they'll just give someone else a similar costume and powerset.**

 **Anyway, I've been reading through oldie comics like Mayday Spider-Girl, and while I do like the character she just makes me cringe sometimes. I get thou shalt not kill, I do, but she and other heroes take it to such an absurd extreme. I mean she refuses to kill a remorseless villain when as far as she knows it's the only way to save her friends/allies from being mass-murdered. She even says at one point that 'Either every life matters or none do'...wow, Spider-Girl, and here I thought only Rorscach and the Sith dealt in absolutes.**

 **Besides that I'm laughing at how accidentally accurate I was. In canon Noir's spider-sense can ping lies and danger and nothing else whereas here it's basically Eagle Vision, which Mayday basically has. Danger to her? Pinged. Danger in general? Pinged. Violent intent not related to her at all? Pinged Unknown stalker? Pinged. Lies? Pinged. This thing basically warns her of everything, and unlike Silk there's no overload problem. She can even use it to pinpoint weaknesses in enemies.**

 **Oh, and Normie Osborn *bunch of greater than symbols* than every other Osborn ever. Feels like that's what they wanted Harry to be in Spider-Gwen and failed at it.**

 **Side note - Everybody go out and buy the latest Moon Knight issue. Do it. I'm thinking off trying to incorporate some of the stuff I found there, particularly with the split personality dynamics and actions.**

* * *

This wasn't how he thought this would go.

Peter pinched the bridge of his nose and sighed, trying and failing to ignore the headache that spread across his temples. He didn't know if it was just his nerves or some other kind of mystical claptrap about two spiders being so close together, but his spider-sense was going haywire. Every second that passed it pulsed and thrummed, ringing in a languid tempo that made him want to puke out what little breakfast he'd managed to swallow.

The fact that he could hear the two of them going at it from clear across the street wasn't helping. At all.

He let go of his face and sucked in a deep breath, elbows propped up against his legs as he leaned forward. There were a lot of expectations he had about how this chat would go, but walking on him - Parker? Spider-Man? - going at it with that partner of his definitely wasn't at the top of that list. His eyes shut tightly and he clamped both hands against his ears to try and block out the noise, even though he already knew it was impossible. He picked a bad day to forget his damn headphones.

Peter didn't know if it was funny or sad that he couldn't decide if this was better than the alternatives.

The grunts and snarls were nearly too much before he felt a hand at his shoulder and his head snapped to Gwen. She hadn't said a word, but the warm smile on her face and the earbuds she offered to him with her free hand calmed him down immediately. He reluctantly lowered his hands and she placed the buds against his ears before the latest Mary Janes song - 'Unchained', if he remembered right - came through the ends.

He was never one for their kind of music (regardless of who he was), but right now Mary's screamed lyrics sounded like the heavenly choir, "Thanks..." he said softly, which got him a slight smile and a casual wave. 'Don't worry about it', the gesture said. He wouldn't admit it if he was pressed, but he'd gotten used to her tics and expressions after nearly half a year of their 'partnership'.

Like the fact that it was clear as day from the way she looked away from the apartment and how her fingers occasional twitched that she was still reeling from what she saw.

At least two songs came and went before his spider-sense finally calmed down and he was able to lower the earphones down again, "...I don't hear anything. Guess they're done." Peter let out a relieved breath and gave her back the earphones, "...This wasn't how I thought it'd go."

"Yeah, I kinda figured that when we caught them in the middle and you closed the door..." She pocketed her phone and gave him a small smile, "You know, Peter...we don't have to do this if you don't want to."

"That's not what you said when you gave me that spandex monstrosity." She laughed at that. It was short and clipped, but he found it calming regardless, "...Being serious, though, I can't just leave it. I've run from too many things already."

"Alright..." She held his left hand with her right and squeezed, her thumb running over his knuckles like she did the night prior. After everything that happened he found it somewhat hard to believe that it'd been less than a day, "Ready when you are."

This time he made sure to knock, and when Spider-Man opened the door the relief that he was wearing clothes managed to punch through whatever trepidation he had. The two of them stared at one another in complete and utter quiet, their expressions unreadable. Seeing him again brought up a lot of feelings, most of of them negative. Standing in front of him was the most painful reminder that he'd been living a lie, that he was nothing more than a copy a giant spider somewhere else made as a joke.

Naturally Peter first course of action was to punch him in the face. Hard.

Spider-Man stumbled back and held his jaw with his right hand, a muffled groan escaping through his fingers. At his side Gwen gave him a wide-eyed look of surprise while Spider-Man's partner - who was dressed in nothing more than an oversized dress shirt and a pair of boxers - raised an eyebrow from her place in the kitchen and flexed her left hand to expose her translucent claws.

Gwen was about to enter a combat stance before the sound of Spider-Man's laughter cut through the impending fight, "Alright, kid, I'll give you that one. Figure that makes us even for what happened at that factory."

"Yeah...even." Truth be told the other Spider trying to choke him to death wasn't even on his mind when he'd done it, but he'll keep that to himself, "...Can we come in?"

"I get the feeling you'll kick the door down even if I said no, so sure."

The inside of the place small and what one would consider cozy if you weren't interested in fancy digs, so to him it was practically homey. Gwen stopped behind him and eyed the couch warily. He still smelled the aftereffects (sometimes he hated the Spider-God's 'gifts'), and the wide cuts on the covers were definitely eyebrow raising, but he didn't have time to worry about that.

His gaze shifted back to his counterpart (original? inspiration?). Contrasting his partner he was dressed fully and apart from the mussy hair he showed no signs of getting taken right there in that couch.

Peter looked at him - really looked at him - and frowned. He definitely saw the resemblance in their faces, but anyone outside looking in would only see a passing similarity at best. He was tall - at least 3 or 4 inches past 6 feet, which contrasted heavily with Peter's own 5'7 - and his pale skin was complemented by the slicked back black (not brown, oddly enough) hair and light stubble.

He was also built like a damn tank. Peter was more than a little annoyed that he looked like a scrawny upstart now that they were finally face to face. He would've thought all those experiments would give him less muscles, not more.

His partner seemed his opposite him. She was 5'1, if that, and judging by the tan in her skin and the slight curve in her eyes he had to figure there was Asian blood in there somewhere. Unlike him she didn't seem to care at all apart from the first punch, content to raid the fridge for beer while humming softly to herself, dark hair swinging. Still, he didn't let appearances fool him. Judging by the claw marks and bruises something told him it wasn't Spider-Man who had the pants in this partnership.

"...You gonna stare at me all day, kid?"

"Don't call me that," Peter bit back. Castle and the others called him that before, but there was something demeaning about the other Parker looking down on him that way.

"Hah, he sounds just like you!" His partner (Cat something) said, still not looking up from the fridge, "Here's a tip, cloney: if you wanna get under his skin then call him Petey. Really pisses him off."

"So glad you're enjoying this, Kat." Spider-Man rolled his eyes and cross his arms, his gaze shifting from Peter to Gwen, "Didn't expect you to bring a friend."

"Yeah, well, we didn't expect you to be screwing in the couch when we got here," Gwen shot back, which earned her a slight glare and another snickering laugh from Spider-Man and his partner, respectively, "...Look, I know I don't have room to talk, but this is really fucking awkward."

'Cat' finally fished the bottle of beer from the fridge and opened it with a quick pop of her claws, sitting down in the chair as she did, "Always is when it comes to clones." She took a large drink of the alcohol and raised an eyebrow at Gwen's sudden glare, "What? I'm a clone too, so I can say it without feeling like an ass."

"He's not a clone-"

"Yeah, yeah: he's a zombie, he has the wrong memories bla bla bla," she said without a care, "Seen it all before, Spider-Girly." Her mouth quirked in a lopsided smirk, "Speaking of, you might wanna calm down before that suit goes haywire. Wouldn't want a repeat of what happened with the red guy."

"You-"

"As interesting as this is, I don't think we're here to have our partners argue," Spider-Man cut in, giving Peter a severe look, "Look, kid, you want answers and I do too. So what's say you and me have a chat. Alone." He gave Gwen a pointed look when she walked closer to them, "I dunno what the deal is between you two, but I wanna do this without someone looking over my shoulder."

"...Fine." Peter nodded towards Gwen and nudged his head to the door, "Backyard works. We shouldn't be long, Gwen."

"Yeah, great, guess I'll just stay here with her then..."

"Aww, you don't wanna have a sleepover?" 'Cat' said mockingly, "Here I thought we were gonna paint each other's nails and talk about boys."

Gwen shot something back, but at this point all of Peter's attention was focused solely on the man (Spider?) next to him. Apart from the punch he hadn't actually planned out what he'd say, and something told him that another punch wouldn't be so well-received this time.

The backyard was small and poorly maintained, though he hadn't expected much; he was never one for gardens anyway. The two of them stopped at the edge of the stairs and leaned against the worn wood that acted as a barrier, "Nice place..."

"It's Kat's."

"That partner of yours...what's the story there?" It wasn't what he wanted to ask, but it was enough to fill the silence.

"She was sent to try and catch me after I got away from those 'Shield' guys. Nearly chopped my pecker off, too..." Peter gave him a questioning look and he just shrugged, "I've had worse. Castelione and Daredevil come to mind." Back then and here in this place, too, "Speaking of, who was your muscle back there? I mean I figure she's that Spider-Dame the news is always harping on about, but she looks kinda familiar."

"Gwen Stacy..." Would she have minded Spider-Man knowing? She came without a mask, after all... "That's Gwen Stacy."

"Stacy?" He looked back at the door and let out a single, wry laugh, "Hah, now I really have seen everything. Where's the snobbery and fancy coats? The Gwen Stacy I know hates my guts."

"We had our rough patches in the past few months..."

"Still better than how we ended off after old man Stacy and Brock..." He tried to hide it, but Peter saw the regret in his words clear as day, "This place really is a-"

"Madhouse? Yeah..."

He blinked at the interruption for his lips curled up in a sardonic smile, "Huh, we really are alike, aren't we?"

"Guess we are..." Peter took out a packet of cigarettes and lit one of the coffin nails with a quick flick of the lighter. He'd only managed one inhale before he noticed the other Spider giving him a wary look, "...What are you looking at?"

"Didn't know you smoked."

"Your partner over there drinks and she looks younger than either of us." Why did everyone always comment on it? Between all the criminals, maniacs and psychopaths they fought you'd think a little smoking wouldn't even be a blip, "Besides, knowing our luck we'll both catch a bullet to the head faster than any kind of lung cancer...not that people back then knew that."

"Heh, guess not." He shook his head and smiled wryly, "I just thought that after Urich-"

"I know what happened to Urich and his little habit." He remembered finding his body, remembered the grief and rage he felt when he realized his last words were made out of spite and anger...and it wasn't even his. It belonged to the one standing next to him.

"Yeah, guess you would..." He rubbed his fingers over his eyes and let out a tired sigh, "...How much do you remember?"

"Everything..." He took another drag of the cigarette and blew the smoke through the air, "I remember being beaten by King and his cronies, I remember Uncle Ben's stories about the trenches, remember seeing his body in that warehouse..." He watched the ash fall down and tried to keep his face passive, "The past six months I lived thinking I was someone I wasn't...I thought I was Spider-Man."

He nearly choked at the end, but he refused to break down. Not in front of him.

"...I woke up in a slab with someone about to cut me open," Spider-Man, head stubbornly facing ahead, "Only reason I managed to get out is because that monster suit broke through the spook's defenses. After that it's been...crazy."

"You died."

"So did you," Spider-Man said, "I gotta figure we're even there, kid."

"Spider-God's playing a joke and both of us are the punchline." He remembered its words when he got bitten the second time, _'You're mine now...'_ What the hell did that mean? So far apart from a few nightmares - which were getting rarer by the day - he still hadn't gotten a heads-up on exactly what their benefactor wanted. Hell, for all he knew he'd suddenly burst open full of eggs right this second...

"...You remember those 5 years under the Slant's care?" Spider-Man asked.

"Bits and pieces. Guess our boss didn't want me to be too messed up." Small blessings, though the nightmares were probably there to compensate, "Gotta say, you look pretty good for someone who went through all that."

"We each got our own benefits, I guess." He shrugged, the gesture stiff and not at all conveying the laxness he was hoping for, "You've been here for over half a year now. How was it?"

"In a word? Insanity." Peter scoffed, "You've seen the papers. Half this city hates me, I've got criminals and a devil on my case and..." He shook his head, "You don't need to hear the whole story, but suffice to say my stay here hasn't exactly been pleasant. I was trying to look for information on Octavius but then..."

"Then you got distracted." Peter didn't nod, but he seemed to take the silence as confirmation enough, "I dunno what to tell you there, kid. I've been here maybe two weeks and I already know where Octavius is gonna be."

"You...do?" Well...that wasn't what he was expecting. And here he was about to offer his help so that search could go faster, "That's impossible, I've been searching for months-"

"You just got finished telling me that you were being chased by the devil." Well, he was taking that information remarkably well, though after the Spider-God and coming back from the dead Peter probably shouldn't have been surprised, "Fact of the matter is I actually have been reading up on the things you've done. Mad artists, serial killers, that shitshow at Times Square...you've been a busy guy."

"What's your point?"

"My point is I'm wondering if you ever wanted to leave this place."

"Of course I did." He snarled, "It was the only thing keeping me sane most of the time..."

"Then why'd it take me two weeks to get what I need?" he shot back, "I don't blame you. I got no clue how much of me is really crammed in your skull, but every time I go to sleep and when I wake up the first thing I think of are Aunt May, Mary Jane and the Robertsons. I didn't let myself get distracted by every cry for help or every sob story someone gave me."

"Tch..." Peter took a long drag until he nearly choked on the smoke. Much as he hated to admit it the bastard had a point. For those first couple of weeks, sure, his thoughts were always on going back home...back there. But after that? He was weighed down with too many problems that he barely had time to breath. It was still the same now: Lana, Mary, Gwen's mom, Murdock...he would've screamed if he figured he could get away with it.

Retirement wasn't as uneventful as he thought it'd be...

"...Look, I dunno what your plan is, but I'm the one who's going back."

"Why? Last I checked New York's big enough for two Spider-Men." Not that he planned to go back at this point; even though rationality would indicate it would've been a good idea to get away from the damned devil trying to turn him into his brainless goon.

"Maybe, but there's only room for one Peter Peter."

The words weren't anything special by themselves, but he still felt a painful stab in his chest. Months he'd spent using the same justification, that he couldn't stay here because he wasn't their Peter and never could be. He wasn't sure if he could ever go 'back' to being that spiteful asshole, and he didn't want to. As painful as living a lie had been it was better than the monster 'he' was back then.

"...How'd you know? About Octavius, I mean."

"The spooks told me, said it was my reward for helping out with that monstrosity. I've been working for em with Kat for the past couple of weeks now to get information."

"They told you...?" They hadn't called him at all, not even to entice him with the information to get him to come back for more testing. Then again, a part of him said bitterly, why would they want the copy when the original was right there for the taking? "Wonder how long they've been sitting on that info..." Johnson said that they still had no clue last he checked, but it was pretty damn likely she didn't know if his spider-sense hadn't warned him.

"Don't know, don't care. All I know is that in a few weeks I'm going home and leaving this Madhouse behind," he replied, "You can do whatever the hell you want, just make sure that you don't get in my way. 'Brother' or not I'm not letting anything or anyone stop me from getting back to the people that matter most."

"You think I'd stop you?" Peter clicked his tongue. He really didn't think much of him, did he? "...When you go after Octavius, tell me. I wanna be there."

"Why? You coming with me, kid?"

"I'm not going 'back' at this point, Spider-Man, but I still want Octavius. Months I always kept him at the back of my head...hell, the first thing I did when I woke up was try to kill him." Before he broke down and started crying for Gwen, that is. After that Cindy's evil twin got her claws into him, "I'm not you, but I'm not Gwen's Peter either. I don't know who I am at this point and I probably never will, but weight of it's been on me ever since I woke up in that alley. When you get Octavius let me come with you."

The two of them looked at each other in total silence before the older Spider eventually scoffed and waved a hand through the air, "Fine...I've seen you in action and I know you can take care of yourself, and I doubt I'll be getting any backup from the spooks. Carter said he's gonna be in a place called Madripoor in a few weeks, so I'll call you then. If you're too busy playing Saint Paul to come then don't expect me to wait."

Peter wanted to joke, but after everything that's happened there was probably a pretty good chance that'd actually happen. He was almost tempted to ask the other Spider for help, but he bit his tongue. They weren't friends, and despite his words they weren't actually brothers any more than Cindy and her counterpart were sisters. Peter was sure Spider-Man had enough to worry about without having to add his own problems to the mix.

Besides, the last thing he wanted for another Spider to get tangled into Murdock's web...

"You look like you wanna say something, kid."

"...Just curious about the bruises on your neck," Peter muttered. He really wasn't - it was easy enough to figure where they came from - but anything was better than being stuck in his own thoughts.

Spider-Man raised his right hand and traced the tips of his finfers across the discolored skin with a wince, "Yeah...Kat can get rough." That seemed like an understatement. Why did Peter get the feeling he'd see claw marks under that shirt? "I actually wanted to stop when you interrupted us, but she wasn't exactly for it. Said that 'if they wanna talk they can wait 10 fucking minutes for me to get off'..."

"Real keeper you got there. You planning to take her with you?"

"Yeah, cause I really wanna explain to Aunt May where I've been and why I'm coming back with a teenager." He rolled his eyes, "It's casual, kid. You've got my memories, so you should know what that's like."

"If you mean Felicia then I remember you trying to make her your girlfriend." One good thing about his identity issues: technically he wasn't the one who made an ass of himself back then, and the last thing he wanted to do with the Felicia from this place was to get into a relationship, "...You know Felicia's here, too. She's one of those popstar singer gals that are popular nowadays." And Black Cat, though he kept that tidbit for himself

"Huh...well, if Stacy can be one of those 'Superheroes' then I guess it's not that odd." The next smile Spider-Man gave was light and amused, "I know Robbie and Urich are still kicking if the Bugle's any good, but what about-"

"Ben and May? Yeah, still alive and younger than they've ever been. Just had to lose their son." Still lost him, honestly, He was hardly replacement material, "Osborn's still kicking and he's not a criminal. Has a kid, too, but he got the nasty part of the family genes."

"I know, I talked to Osborn Jr. along with the Slant's twin. Guessing by the way he talked about you that there's some bad blood there."

"You got no idea..." Gwen wanted them all to be best friends again, but that wasn't gonna happen. They didn't even like each other that much back then, not since Parker realized that they both liked the same girl, "...Honestly I thought I'd have more to say now that we're face to face, but just seeing you makes my mind go in a blank."

"Not every day you meet your reflection from years back," Spider-Man mumbled back, "Truth be told if we both went back they'd probably recognize you more than they would me. I don't even know how they'd feel seeing me again. They must've moved on already..."

"Gotta try, right? If not you can probably stay with that partner of yours."

"Yeah...that's not much comfort, Parker." Peter raised an eyebrow and kept quiet. It was a hell of a lot better than 'kid', "Only reason she stuck around is cause Carter's paying her to babysit me." He shook his head, "Nah, even if they've moved on and buried me I'd rather stay somewhere that feels like home, and this place certainly ain't it."

"Home..."

"Hm?"

"Nothing." He sighed. No need for him to get mopey or nostalgic now, "...You know, this didn't go how I thought it would've."

"Expecting a fight?" There was that sardonic smile again. Was that what he looked like to Gwen? "Sorry to disappoint you, but I ain't interested in getting any more fights if that's what you were hoping for. You'll have to make do with that smack you gave me earlier."

"Poor me." He gave a wry smile of his own and stamped the cigarette underfoot. It didn't do much to calm him down, "...So, I know this might seem odd, but can I get your number?"

"Planning to make these talks a thing, are you?"

"Hell if I know, but I find it's always better to be prepared nowadays."

"Point."

They'd exchanged numbers and soon enough the odd pair made their way back to the apartment...only to run into the sight of Shadowcat lowered into a crouch with both her claws extended while Gwen was donned in her full suit sans mask, dark veins running along the sides of her jaws instead. Peter wished he could say he was surprised, but honestly it was a miracle nothing had been thrown yet.

"...Do we even wanna ask?" Spider-Man said.

"Don't look at me, partner." Shadowcat huffed and stood up properly, though her claws still remained drawn, "All I did was try to compliment her on the skewer job she did on that monster a few weeks ago and suddenly she gets on my case about killing people."

"No, I got on your case because you started offering me assassination contracts!" Gwen yelled back. Was it a good or bad sign that he didn't even register her fangs as weird now? "Oh, and let's not forget when you practically high-fived me for 'fooling everyone into thinking I was one of those goodie-goodies' even though I kept telling you to knock it off!"

"It was a compliment, Spider-Girlie."

"Sure didn't feel like one, 'kitten'."

She raised both eyebrows at the impromptu nickname before she sneered, "Oh, I get it, you're just pent-up. Sweetheart, it ain't my fault that yours is smaller and mine actually has something you can feel."

"Wha!? Fuck you-"

"Gwen, enough, she's just baiting you." Peter pinched the bridge of his nose and tried to ignore the not-so-subtle dick joke in her statement. That was something he really didn't want to think about, "Let's just go."

Gwen looked like she wanted to fight more, but eventually she pulled the suit back and the two of them left with Shadowcat's mocking wave at their backs. If he ever did call Spider-Man then he'd make sure it was when the two of them were far away from one another, that was for sure.

Two blocks passed before Gwen finally spoke, "So...how was it? Talking to...you know."

"...Calmer than I thought it'd be." The expectations scared him more than the reality, though it probably 'helped' that the day started off with him walking in on them, "I just...I dunno, it doesn't feel like the worst problem I'm dealing with right now." Spider-Man wasn't trying to kill him, at least...well, apart from the one time in the factory, but he didn't count that.

"Yeah, I know what you mean..." She blew up a tuft of hair and frowned, "I still have to go back to the cemetery cause- uh, well-"

"Cindy told me, don't worry." Peter stopped and looked down at the almost abandoned sidewalk. It wasn't normal for either of them to be so nonchalant about cheating death time and again, but he supposed that wasn't a surprise, "We live weird lives, don't we?" He smiled at her, which she returned after a bit of reluctance. He couldn't even imagine normal anymore, especially not after he came face to face with the reality of who he was.

The smile remained for a few more seconds before he felt the stinging at the side of his eyes and he cried. Gwen's expression shifted to surprise for a brief moment before she hugged him close, pressing his face against her shoulder. Peter held onto her like his life depended on it and cried, the choked sobs eventually melting into laughter despite the pain in his chest.

He was a fake...somehow it didn't hurt as much as he thought it would.

Peter didn't know how long they stood there just holding onto one another, but eventually his crying laughter faded and he managed to pry himself away from her. It was so tempting to keep finding comfort in her warmth, _'...Enough crying.'_ He wiped away his tears and coughed. He didn't have time to break down, not now.

"Peter..."

"Thanks, Gwen..." He couldn't smile; he hoped that his words were enough to show what he meant, "...Listen, I'm gonna take off. Clear my head."

"I could go with you if...you know, you wanted."

"Tempting, but no. I still have things I have to do, and so do you." No rest for the wicked...well, apparently the heroes like Gwen weren't allowed to slow down either, "I'll call you when I can, okay?"

"If you're sure."

She squeezed his arm and smiled before pressing a soft kiss to his lips. The gesture was fleeting and soon enough they found themselves walking in the opposite directions, "Come on, Mary..." He tried to call Mary Jane's cellphone again and frowned when he was met with no response. He was starting to regret taking her to Teresa and keeping her 'condition' a secret from Gwen.

He was about to shut off his phone before Lana's number popped up on screen.

"Lana?"

"Pete...?" Peter stopped, brows furrowing in worry. She sounded weak, "...I...that asshole did it."

"What? What happened?" His grip on the phone tightened and he found himself automatically running to his apartment. It might have been a vain hope that she was there, but it was all he had right now.

A hiccuped cry came from the other end of the phone before she said her next words in a bitter whisper.

"He outed me, Pete...everyone know who I am now."

"Lana...where are you?"

"...Your place."

He made it back to the apartment faster than he thought possible. Peter slammed the door open and stopped when he saw Lana sitting on the couch with her knees tucked to her chest, her arms wrapped around her legs in a vice-grip. At her side he caught Dog whining and trying to nuzzle closer, but she paid him no mind. Her head raised and he felt another painful stab in his chest when he saw the fresh tears on her puffy eyes.

"Lana..."

He couldn't finish. All he could do was sit next to her and listen to her cry until she eventually left without a word exchanged between them.

* * *

Philip Watson wasn't a good man.

At first glance it seemed like he would've been the perfect husband and father: married straight out of college to his sweetheart with a promising career as a college professor. And for those first few years Mary Jane had to admit that she positively adored her father. Stern but fair, which was helped by his career in the liberal arts field. She'd honestly thought that there was no one else she'd rather have for a dad.

That all changed when he smacked her for standing up for Gayle.

She didn't even know the reason at this point. Maybe it was because he wanted to be a writer and he didn't have the skills, or maybe it was because he was drinking that night, but that changed whatever family love they had. He didn't apologize, not really; just made up some half-assed excuse that he hadn't meant it itand that her yelling startled him. Neither of them believed it, but they tried. It lasted for nearly three years before another smack while her mom was in the room broke the metaphorical camel's back.

That was nearly eight years ago, back when she was still 12 and willing to believe that her daddy could do no wrong.

From there contact was limited. They visited sometimes now that they were old enough to defend themselves and could see through his bullshit excuses, but it wasn't exactly what one would call warm and caring; especially not after he tried to sue mom and the rest of the family for desertion. The only reason she even kept contact is because she wanted to make sure the son of a bitch didn't kill himself yet. She hated him, but she didn't want him to die.

At least that's what she thought.

 _'W **he** re **is** **h** e?' _Mary Jane clung to the ceiling and and snarled. She'd spent the night in an abandoned building and by the time she woke up it was nighttime and the only thing she could think of was her dad. Dear old dad, who probably wouldn't have given a shit if he found out she had a monster attached to her unless he could find a way to make money off it.

Dear old dad, who mom honestly thought was changing.

The apartment she'd slunk into was shabby at best, filled to the brim with old take-out and styrofoam cups with the remains of dried coffee or cheap booze. He'd mentioned that he managed to buy a decent house, that they could live together again, _'F **ucki** ng **lia** r...' _She batted away the cups and sneered when she saw the half page full of mediocre writing on the dim computer.

Still trying to be what he couldn't.

He'd quit his job, so even a place like this should've been impossible for him. She knew where he got the money: petty crimes and other general illegal means. He wasn't a criminal mastermind or a Supervillain like the kinds of trash Gwen and Peter tangled with, but he wasn't innocent either. He was sure he'd justified it to himself as a momentary infraction on the way to his big break.

The sound of the jiggling doorknob brought her back to the real world. Snarling, she let the suit cover her again before she slunk into the dark bathroom. She could leave right now, but she had to see. See with her own eyes what he was like when he wasn't dressed in his one good suit and plastic smile.

He was worse than he remembered. The flecks of white on her dad's dark hair and the wrinkles under his eyes made the signs of aging even more obvious than before. In his left hand he carried a a plastic bag full of chinese takeout while in his left, _'He **did** n't s **top**...' _ She eyed the can of beer in contempt. He promised that he cleaned himself up, that his days of drinking were behind him.

She didn't believe him, but she still hoped it might've been at least slightly true.

He almost tripped over one of the empty containers and groaned, "Shit, stupid fucking thing..." He tossed the plastic bag at the table and practically collapsed back-first on the couch, the beer spilling across his shirt at the clumsy gesture.

 _'Sti **ll** a use **less** **piece** **of** shit.'_

She didn't have to wait long for him to fall asleep and once he did she made her way to the edge of the room. It was supposed to scare her, how easily she moved in sync with the suit, but right now she all she could feel was a rising sense of enjoyment. She was strong. No one could smack her around, not her dad or anyone else.

And she was going to prove it.

It only took a simple twist of her hand for some of the red flesh to peel off and slither towards the waste of skin's sleeping body. He always hated bugs, diagnosed with entomphobia and everything.

Mary Jane grinned. She was going to enjoy this.

When Philip Watson woke up it was to the sight of an army of bugs slithering over him. Centipedes, spiders, cockroaches...anything else she could think of, really. It was child's play to manipulate the flesh to appear how she wanted, and his screams made the paltry effort all the more enjoyable.

"Fuck! Fuck!" He got up and tried to swat the bugs off, but they remained tightly bound to his skin. They'd only come off if he wanted them to, "G-Get the fuck offa me!" He screamed again, louder and more desperate this time, and stumbled into the bathroom. From her position she saw him try to douse himself in bug spray before he eventually tripped into the dirty shower and flipped the nozzle on in his panic.

It didn't help.

The 'bugs' covered him like a blanket and went into his mouth, muffling his screams till there was nothing left but choked, desperate sobs. Mary Jane's grin widened to show off more teeth and she slowly walked towards the bathroom. Her dad wouldn't recognize her, not like she was like this, but she still wanted to look into his eyes when he realized he was completely helpless, that for once in his life he couldn't get his way out of what he was due.

"Comfy?" she asked, her voice coming out in a distorted rasp. From beneath the mountain of 'bugs' she saw his eyes widen, tears somehow managing to push through the sides. She waited a few seconds before she gave him a mocking tilt of the head, "Quiet, huh? Guess I shouldn't be surprised. You were never a good talker."

He tried to talk, but all that came out where the sounds of someone choking. Mary Jane opened her mouth and let her tongue lick along the front of her sharp teeth, "How's it feel to be on the other end, Mr. Writer man?" She grabbed his jaw with her right hand and laughed when her claws cut through his skin without any effort, "You know how easy it would be to kill you? All I'd have to do is flick my hand and," she made a popping noise, "Pop goes your head!"

His crying worsened and he tried to speak again, but all she managed to to make out was a half-formed 'please'. She remembered this; she was on the other end of it when her 'daddy' got into one of his moods. This was usually the time where he'd mutter something about her not being worth it and going back to his writing. Should she return the favor now that the tables were turned?

 ** _'Kill him now. He's useless, like you said.'_**

Everything inside her was screaming to do it, to make him pay for all the years of abuse and fear, but in the end her fingers remained bolted to his jaw without so much as a twitch.

 _'Somet **hing's** **wro** ng...' _Did she really want to do this? To commit murder? The rapists in that alley and those bastards who tried to kidnap Gwen...that was self-defense, that was protecting her friend. Her dad was a piece of shit, but did he deserve to die like this? Suffocated by a swarm of what looked like bugs while his own daughter broke his head open like he was a damn piñata?

 _ **'He deserves it! You said it yourself! Kill him!'**_

The choice was made for her when she heard the knock that came at the door, "Watson, you there?" A female voice came from the other end, "Heard you screaming, man. You alright?" Seconds passed before she heard the doorknob jingling again, "I'm coming in, man."

 ** _'She's going to see us. You can kill her, too. No witnesses.'_**

"No!"

It was like she'd been doused with a bucket of of cold water. Before the door could fully open she pulled the flesh back and jumped out the window, rushing down the alley as fast as she could till the building was out of sight. She didn't know how long she ran, but by the time she'd made it to another deserted alley and pulled the suit back to look normal again she felt close to vomiting.

 ** _'Coward!'_**

"Shut up!" She pressed her hands against the wall and tried to keep herself standing. She'd nearly...she shook her head desperately and shut her eyes, "It wasn't me...that wasn't-"

 ** _'It was you.'_ ** It laughed, the sound reverberating throughout her entire body, ** _'You think I pulled that out of nowhere, 'MJ'? You hated that bastard, wanted to see him beg like he made you say sorry for standing up to him.'_**

"N-No..."

 _ **'You can lie to everyone, but you can't lie to me. I can see you for who you really are. I know that you enjoy this, that you want to be better than everyone else. You hated that Gwen got bitten instead. So close to power and fame and then skipped over because that murderer moved in line ahead of you. You hate her for it.'**_

"S-Stop..."

 _ **'And now you have power, so why not do what you want? Why not punish the people who wronged you? Like you said it'd be easy to do it. Just one twitch and you could've stabbed his eyes out of his sockets.'**_

"That's not what I want!"

It laughed again, **_'Yes, it is! Think about what you can do now! That girl with the whip? You could make her pay for strangling you and taking the fame you deserved. The journalist? I know what you think about her, how it hurts you that she could never feel the same way. Think about it: it'd be so easy to make her do whatever you want and get rid of this lust you're holding in. She can't fight back.'_**

And then, for a fleeting, _disgusting_ moment, she actually considered what it would've been like. It didn't last long before the thought made her vomit in disgust, the sounds of of her heaving and retching stretching across the length of the alley. She didn't let out much - lack of food tended to do that - but by the time she was done she felt like a complete mess, vomit dribbling down her chin while tears leaked through her shut eyes.

"I...I have to go back. Tiger'll know what to do."

She didn't know how but she eventually managed to stumble her way back to Peter's apartment with only a few people glancing her way. Mary Jane resisted the urge to crash through the door and knocked, wincing when the wood cracked at the impact.

Seconds ticked by before Peter eventually opened the door, his downcast eyes widening slightly when he caught sight of her, "Mary...you're back? Where were you?"

"Uh...just, walking around." A poor lie, but he didn't call her on it, "You...moving?" She looked down at the box in his arms.

"Yeah, actually, something happened and I'm not sure if it's safe to stay here anymore." He raised the box higher and sighed, "I don't have much stuff so it's not a big move, but it's why I kept calling you. Why didn't you answer your phone?"

"I-"

 ** _'He'll do.'_**

Before she could stop herself she pushed him harshly against the wall and smacked the box out of his hands. His eyes widened and he looked like he was about to say something before she she covered his mouth with hers.

It wasn't gentle, and she couldn't even say it was intimate. She pried his mouth open and attacked the inside, hands holding down his arms to keep him from pushing her off. It was wrong. She knew that, the rational part of her mind was screaming it, but she kept going even when her hands turned back to claws and the tongue she was shoving down his throat lengthened far enough to make him choke.

The sounds of his choking gasps were brief before she suddenly felt a burning pain at the side of her neck. Stumbling back, she raised her hand to pry the offending object off and looked down in mixed anger and relief at the sight of the empty suppressant in her palm.

She stumbled back two more steps before her legs finally caved and she fell on her back. Peter wasn't any better, falling on his knees and spitting out a torrent of sickly green saliva on the floor.

"Mary...what the hell...was that?" He forced out, his voice coming out in weak gasps. His shirt was in tatters and parts of his chest were covered in light cuts, "I thought...you were controlled..."

"I..." She looked down at her hands and cringed at the sight of blood on the pale skin, "I dunno, Teresa...she sent me to help Gwen and then..."

"Teresa...of course." He wiped away the last of the sick fluid and hissed when his other hand touched the fresh wounds, "Come on...we need to have a talk with her.

* * *

 **This chapter was kinda underwhelming, something both Noir and Spider-Man point out, but it's to be expected. Given their personalities and their personalities a big fuck you fight or a mental breakdown would be out of character for either of them, especially Spider-Man who was apathetic to Noir's existence. They might talk more in the future, but as Noir says 'They're the punchlines to the Spider-God's joke'.**

 **Anyway, the segments end with Lana getting outed, Mary Jane losing more of her sanity, her nearly raping Peter, and Peter in response being rather peeved at how Teresa chose to try and 'stabilize' her symbiotic bond. All in all a rather fun go :)**

 **Questions:**

 **1\. First question's the most obvious, that being which chapter do we go to first - The first one is a Lana POV on how school life is now that she's been outed as a Hero/Vigilante/Freak along with a second segment that either focuses on Cindy or Jessica. The second one follows up on the Carnage!MJ plotline with a follow-up on Gwen casing the crime scene for the LMD attack (and possibly visiting Jessica, if I can fit it into the word count.**

 **2\. I've looked over the arcs I cut out for a more streamlined story and one thing comes to mind. There was supposed to be a Weapon X arc with Spider-Man and Shadowcat at center stage, so I'm wondering if I should keep it cut or add it back in since I have no clue if these two grab the audience's attention enough. You guys decide.**

 **3\. This one's just for curiosity. Now I've talked about romance before, but one thing I noticed is that here Noir gets way more attention than Gwen on that front. Gwen's been shipped with Peter and Kate with a bit of MJ and Harry (and one Cindy, oddly enough) mixed in. Contrast that Noir's been suggested with Gwen, MJ, Cindy, Felicia, Norah, Bullseye, Lana, Jessica, Matt Murdock, Echo, Black Widow...yeah, you get the point.**

 **I'm curious on the why, though. I mean personality and story wise it seems like Gwen's much more viable for pair-ups given that she's nice, friendly and heroic. By contrast Peter's much more of a reticent asshole and his personality doesn't seem like it lends itself to romance compared to Spider-Gwen.**

 **Review Answers:**

 **Linkjames24 - Jessica's dealing with it...or trying to since she can't drink without endangering her passenger.**

 **Jormundgardner - Hope this chapter didn't disappoint given where the last one went off :P**

 **Red Rain17 - Uh...what? There was literally an entire cliffhanger and chapter based on her mom being resurrected. Hell, it's why Matt and Peter met in that rooftop. I dunno what to tell you since you shouldn't have missed it unless you skipped like 3 chapters worth of stuff.**

 **Brave2000 - Yeah, why not? I can see Ladybug and Chat Noir fitting in the MU given their themes. As for Jessica and George...well, guess we'll see if old vs new wins.**

 **RedHood001 - I never read Black Widow x Winter Soldier, so I'll take your word for it. Also, Spider-Man and Shadowcat are fuck buddies, so it's not a factor at all to going back.**

 **Dr. Sugarcakes - You mean when she puked on him after seeing his age? Yeah, very romantic :P**

 **Nameless - Eye Scream was a canon hero though, so that's not my fault. Also, Jessica's likely trying to get a handle on it without self-destructing too bad since she has another passenger and she doesn't want to hurt it no matter how much she's struggling right now.**

 **Cyclopz - Cindy references a lot of heroes in other countries, though Magneto's a no-no due to the fact that he's too strong and planet-destroying. I'm trying to keep the Supers as strong but not stupid strong; even Gwen and Murdock are hampered by their own limitation and whatnot. Also, Helen isn't a glitch any more than other 616 resurrections; the web foresaw her revival. Contrast that Noir was _never_ meant to be revived the way he was in any world, so he's still a glitch.**

 **Hardlight - Gwen and Lana were only snappy cause they had no clue who the other was, and Gwen even calms down when she realizes just who was on the other side. Also, if you trust Cindy's words then Harry isn't taking it like a man and was even trying to subtly break it up, though she is noticeably biased. Anyway, I doubt anyone's leaving town now that the plots are rather seriously underway, and Frog-Man joining the initiative? Eh...unlikely. You need certain physical traits to be feasible and he doesn't have them. Couple that with his naive POV and they wouldn't even give a second glance.**

 **...Oh, and I know you double posted to get the 1000th review, you cheeky bugger ;P I'm onto you!**


	98. First World Problems

**Okay, so quick note: I said I'd do a Lana and Jessica chapter, but Lana's school life thing got _way_ out of hand so I couldn't squeeze in Jessica's part. This is a mixed blessing, though. I'll explain more in the later questions.**

 **This chapter's tone is kinda all over the place and a lot of Lana's issues probably come across as wangsty, similar to maybe Frog-Man. If it does then that's intentional since as a relatively 'normal' teenager she's probably got the least larger than life baggage to her, powers aside. At the very least her life sucks less by comparison to the others.**

 **Anyway, I read up on the latest Miles Morales and I have to say again: Bendis covers are balls. No spoiling anything, but I think it should be obvious by now that his covers have fuck all to do with the actual stories he's printing. On the other hand Lana's getting more spotlight and the story is picking up, so I can't complain too much.**

 **I also checked out the All New Avengers Annual and I have to say, apparently I was accurate: the MU is full of shitty fanfics filled with sexism, bizarre love triangles, and Mary Sue self-inserts romancing the OOC heroes. Kamala's reaction to it all is freaking gold, especially the Ms. Marvel/Spider-Man/Nova love triangle someone (read: Miles) wrote.**

 **Side Note - I found a Spider-Man Noir fanfic in ao3 called 'bleed me dry, I wouldn't mind'. It's kinda NSFW, but the way it shows off Peter, Mary Jane and Felicia's characters is astounding. I recommend everyone give it a read :D**

* * *

School was always a particular hell for most students and Lana was no exception. Sure, she didn't have to deal with sadistic teachers or pedophile gym coaches, but when your mom was a prostitute and everyone knew it the amount of 'your mom' jokes never let up. Most of them fucked off after she kicked the crap out of the biggest assholes, but when you're a poor street kid who's a hair's breath away from being expelled for not being rich or sporty enough punching assholes' teeth in didn't last long.

That wasn't to say it was completely shit. She had her share of friends and apart from one or two really persistent assholes - Brooke Foreman immediately came to mind - it was...tolerable. Sure she wasn't Ms. Popularity, but she wasn't at the bottom of the totem pole either. She was perfectly in the middle and apart from her mom's 'profession' and being friends with some of the more out-there kids she wasn't anything special.

Until now.

Lana tightened her grip on the straps of her backpack and gulped. The front of the school lot was nearly empty, which she could credit to the fact that she'd waited till the absolute last fucking second to show up. She didn't want to be here. Matter of fact she would've preferred her face getting fucked up again by that zombie monstrosity from a few weeks ago. Least that piece of shit was someone she wouldn't feel guilty about splattering to a million pieces.

"Get a fucking grip, Baumgartner..." She took a deep breath and made her way up the steps. So she got outed, so fucking what? She wasn't Spider-Woman or Spinerette or any of those big names with their names plastered on billboards. Who'd fucking care about the girl who could blow up cars with her hands and could go apeshit like Carrie if someone pissed her off? No one had any reason to worry.

...

Right, she didn't do sarcasm well. She'd blame Pete for that somehow later.

It didn't take her long between opening the door and stepping inside from the halls to go from annoyingly loud to stupidly quiet like one of those cliche lifetime horror movies. Lana kept her head raised and kept walking, pointedly ignoring the way people turned to look at her and the whispers they sent her way. All she had to do was make it through the first few days and people would start paying attention more to what one of the Kardashian's did. If there was one thing she could count on in high school it was that attention spans were monkey short for 90% of these assholes.

"Holy shit, it's her."

"You think it's true?"

"Has to be, right?"

"No way. I bet she's just faking like Dave last week."

Lana clenched her hands into shaky fists and kept walking. It would've been a good thing if they thought she was faking, right? That would put 'daddy dearest's' plans to a screeching fucking halt. Sure a bunch of assholes would get on her case for being a wannabe, but what else was new? She could deal with a few words thrown her way. After dealing with that bald psychopath it would be a relief.

She made it in class with enough time to spare. The teacher looked up slightly from his desk when she got into the room, but the look of utter boredom on his face remained and he looked back down at the desk without missing a beat. Good old Mr. Harrington; she could always rely on him to not give a shit about anything, which was probably helped by the fact that he'd been at this job nearing 20 years on now.

She'd barely sat down at her seat before she got an excited tap on her right shoulder, "...What?" She turned to her seatmate and tried her best not to look pissed off when she caught sight of Kamala's excited grin. The former New Jersey girl was one of the two friends she never felt the urge to punch at least once since she'd known her, but something told her that might change soon enough.

"...Yeah?" Maybe if she acted grumpier than usual she'd take the hint.

No such luck, "So is it true?" She whispered excitedly. Well, 'whispered' in the sense that Black Cat's leather bikini was subtle, which was to say not at all, "Are you, you know," She raised her right hand and made a whooshing noise, "Are you the trenchcoat girl? Exploder gal?"

"It's Striker," she shot back before she could stop herself. Kamala's eyes widened and she looked a hair's breath away from squealing before Lana covered her mouth roughly, "Shh! I'm not saying I am her, just that it's her name!" Lana (actually) whispered and looked to the rest of her classmates. All of them were fucking staring at her while Mr. Harrington droned on about reminders without a single crap given that everyone was ignoring him.

She waited a few seconds before she released her hold on the other girl and sunk into her seat with a sigh. Kamala was a Superhero fan...okay, that wasn't fucking rare in this place considering Spider-Woman fought her first 'Supervillain' here, but right now it pissed her off to no end. Back then it was just harmless fun, something to tease her friend over for being such a 'fangirly nerd', but that was before she realized she could blow shit up by pointing at it.

Class passed by agonizingly slow. She tried to pay attention, something about the French revolution and the contributions of some Arno Dorian guy, but she couldn't shake off the fact that her classmates (Kamala included) practically gaped at her the entire time like they were expecting her to suddenly shoot up through the ceiling like fucking Amazingman going off to save the world.

That wasn't the worst part, of course. It was one thing for people to gape, even if it was awkward as shit. No, that was nothing to the fact that at least a few of those same assholes either looked at her like she was wearing a fucking bomb vest or glared at her in something that she recognized as jealousy. She'd never been on the receiving end of it before - being the daughter of a whore tended to do that - and she really didn't like finding out what it was like to be on the other side.

The bell finally ringing was more relieving than she wanted to admit. Lana packed her notes and books and gave Kamala a half-hearted wave before trudging her way to the library. Next subject was free study (translation: don't even bother coming to the class) followed by gym, which meant that she had at least 60 minutes to find a place where people couldn't stare at her. Not a lot of places like that in Mindtown, but she knew at least one.

She turned the hall and stopped when she saw the entrance to the library. It was defaced as always, the poster with Peter's face at the front covered with a green spraypainted lizard while there were permanent marker additions all around the door. 'Monster', 'Supervillain', 'Freak'...back then she didn't think about it. Who cared, right? Just some dead kid who Spider-Woman stomped, it was none of her business.

Knowing what she did now the sight just pissed her off to no end.

Shaking her head, she faced ahead and ignored it. Peter - her first crush, said the annoying voice in her head that sounded a lot like Lily - wasn't the Lizard. He was Spider-Man, damn what the rest of this fucking city thought. It didn't matter that the Parker name was mud here or that even the teachers talked about him like those two assholes from Columbine; he didn't care about it and neither should she.

Lana opened the door leading to the back of the school with a frustrated scowl. Midtown had its fair share of petty criminals and troublemakers - she would know, considering she was friends with a lot of them - but even most of them tended to avoid coming back here. Back here was the 'turf' of the Serpent Skulls, though she knew for a fact that they didn't actually hang out here most of the time. Someone just spread a rumor and it took off, because of course it fucking did. People believed anything nowadays.

She was proven right when she found the place to be completely abandoned save for one. Lana recognized her immediately: Sasha Martin, one of the resident 'trouble children' (translation: just as bad but without a good name or money to get out of it) of Midtown High. There were a shitload of rumors about her, but Lana paid them no mind. If she believed everything someone said then half this school would be Superheroes in disguise.

The two of them shared a silent look before the other girl went back to smoking her cigarette. Lana let out a soft breath and sat on the steps, pointedly ignoring the constant vibrations of her phone inside the bag. Her mom made it clear that she wouldn't call until later tonight and Pete was the same. That meant it was either one of her friends or Lily, and as tempting as it was to talk to them she didn't want to deal with all that now.

No, instead she was hiding out at the back of the school like one of those Goddamned feelgood movie characters...

30 minutes of silence passed - Sasha going through at least three cigarettes while Lana caught up on her backlog of homework - before the so-called master criminal finally spoke up, "Any of that stuff actually true?" she said, Lana looking up to meet her curious eyes with a raised eyebrow, "That stuff with you being a super bomber."

"Would it matter if it did?" she muttered, a irritation seeping into her voice. She could understand people being scared - she'd be pretty freaked out if someone came to school waving around a belt full of grenades - but it wasn't that...well, not for most of them, at least. Thanks to Spider-Woman and the rest of her amazing friends suddenly having powers was like winning the lottery or getting a viral video out on the youwebs; everyone who was fine with ignoring you yesterday suddenly looked at you like you were the new member of the Kardashians.

"Just wondering why you're still here if it is." Sasha shrugged, staring her down coolly.

"Fuck are you talking about?"

"This place." She waved the cigarette around lazily and Lana coughed at the smell of nicotine in the air. A part of her was still tempted to smoke, and going cold turkey hadn't helped at all. She could blame Pete's girlfriend for putting his foot down on that front.

"What about it?" Lana snorted. This was gonna be good.

"Why haven't you taken it down yet?" Sasha's lips quirked up in a light grin while Lana gave her flat look, "No one here can stop you from tearing it all down, so why don't you?"

"Uh...because I'm not a dick?"

"Hey, don't look at me like that. Don't tell me you actually like this shithole."

"There's a difference between 'I don't like this place' and 'let's tear it all down'." Lana rolled her eyes. Okay, maybe the rumors about her weren't _all_ wrong. Still, she shouldn't have been surprised. Practically every teenager raged against the world while sitting on their ass doing nothing; she'd done it herself more times than she wanted to admit.

"Hey, all I'm saying is that if I could blow things up by looking at them I'd have a much shorter list," she shot back, wiping the ashes away from her red tanktop and punk pants. Lana didn't know why she bothered; she still stunk of nicotine, "Just think about it, you could do whatever you want! Anybody pisses you off what are they gonna do? "

"Call the cops, who'll probably shoot you in the face?" Lana scoffed. This was less irritating than dealing with a staring crowd, but was it too much to ask for an hour of no one ragging on her? "Either that or the Superheroes come in and suddenly you're looking at life in supermax." And that was if it was one of Captain America's cheer squad. She knew for a fact that Punisher or Bullseye would just kill you and be done with it.

"Eh, it'd be worth it." She shrugged again, "If I had your powers this place would go down...then maybe Disney World. Always hated that shithole."

"Guess we're lucky you didn't get it then," Lana clicked her tongue and stuffed her notebook back in her backpack. Perfect, the day wasn't even half over and someone was already encouraging her to go full on school shooter.

"Parker had the right idea about this place, at least." Lana scowled, which the other girl ignored. It took a lot of effort on her part to not punch her right in that grinning face of hers "I mean, why are you even going out to do the Superhero thing? Can't imagine there's a lot of cash in it unless you join the president's goon squad. What'd they call em, Avengers?

Lana stood up and left without another word. Talking to Sasha was pissing her off and that was the last thing she needed right now, _'...Why_ are _you doing it?'_ She held onto her backpack tightly and weaved through the halls. Honestly she hadn't thought about it all that much. In the beginning it was because she wanted to make that sick fuck pay and the next it was because Pete got his ass caught like a fucking Disney princess.

After that...well, who fucking knew? She never wanted to be a Superhero when she was younger, never dreamed about being famous or all that shit. All she wanted was to make money so her mom would stop spreading her damn legs to put her through high school, but she sure as hell wasn't getting paid to beat up gangbangers and assholes like she did. Hell, it would've been easy to take their cash while they were out. What were they gonna do, call the cops?

The annoying, traitorous part of her mind was there again, _'It's because of him.'_ She grit her teeth and trudged her way into the locker room, once again completely ignoring the way most of her classmates stared at her. It wasn't like Pete told her to use her powers like that - he made it clear he didn't give a shit what she did as long as she didn't hurt anyone innocent - but watching him leave almost every night and coming back smelling like blood and sweat while the papers smeared him...it was hard to do nothing.

She stuffed her bag into her locker and pulled out her PE uniform, changing into it almost mindlessly. She hated this, hated that even now she still thought about him like the pining schoolgirl she really didn't want to be. Anyone else in her position would've considered it crazy: going after her mom's sloppy seconds? Yeah, that didn't scream desperate or fucked up or anything...

A part of her knew that she should've cared more about that little tidbit, but honestly she didn't. Her mom fucked him, so what? It was part of her (really regrettable) job. She knew enough from books and movies that sleeping together was supposed to be special and romantic and all that bullshit, but she couldn't see it. In Hell's Kitchen fuckbuddies were more common than boyfriend, so as far as she saw it there was nothing there for her to care too much about. it wasn't like they were kissing or holding hands while making plans for the future or anything...

Still, even if she had didn't give much of a shit about sex - growing up the way she did tended to do that - common sense told her that she should've picked someone more...not insane. Or at the very least someone she wouldn't have to compete with freaking _Spider-Woman_ for.

She lined up with the rest of her classmates and listened to Coach Wilson blather on instructions like he was shouting through a damned megaphone. She liked the guy well enough, but he had a really annoying habit of treating the students like they were recruits at boot camp or something. She swore that it was only the principal looking over his shoulder that kept him from calling them maggots.

"Alright, you know the drill! Stretching first, then jogging and then you climb the rope!"

The rest of the class groaned and muttered curses to themselves as they got into position. Lana kept her mouth shut and followed the teacher's instructions before joining the rest with running circles around the gym. She used to dread PE before - mostly cause by the time it was over all of them smelled like walking gym socks - but now it felt almost relaxing.

She liked to think she'd just gotten better at exerting herself, but she knew it was because of her new add-ons. She had the 'physical aptitude of an athletic adult woman', according to the schizo; something about her body 'augmenting itself in order to avoid negative feedback from her powers'. All she knew was that it meant she could probably beat Black Cat in a fistifght if it came down to it, which was just fine with her.

The jogging lasted for about 20 minutes before they were forced to sit on the bleachers and watch one of Captain America's PSA's. Lana sat at one of the corner seats and rolled her eyes as she started rattling off about the 'Captain America Fitness Challenge'. She always found it hilarious how someone with super soldier serum talked about gym class like it actually meant anything, and getting powers of her own did little to diminish that.

The video lasted for 5 minutes before they were ushered one by one to the rope. Lana wiped her sweaty hands on her gym shorts and glared up at the lawsuit waiting to happen. Powers or not climbing wasn't her forte, and coach had an annoying habit of making the rope way higher than what was considered healthy. It was still a mystery to her how the parents hadn't sued the school just yet.

A few of her classmates reached the top, most of them didn't, and all of them suffered ropeburn. Lana watched the line grow shorter and eventually it was her turn, her classmates staring at her back; and not in the way most kids were looked at when they started climbing the noose. Were they expecting her to blow up the damn thing? It wasn't like Ross Lynch sung every problem away or something.

Climbing the rope was easier than before, though the sweat sticking to her palms and her classmates staring at her like hawks made it harder than it should have been. It didn't take her long to reach the top and she tried to reach out and ring the bell. Just this and she could make it to lunch.

The next few seconds would stick in her memory for a long time to come. Her hand barely brushed against the bell before she suddenly found herself falling. She could've blamed it on losing her grip because of the sweat, or maybe the fact that one of the 'pranksters' decided to spitball her to try and get a few laughs, but either way it didn't change the end result - her falling to the unforgiving gym floor about to get a facefull of maple wood.

Or at least she would have, if she hadn't dampened her fall.

Her right hand stuck out and she let out a quick blast of energy right before she made impact. The resulting boom was more muffled than her usual stuff, but it was practically deafening in the confines of the wide gym. A ring of light surrounded her briefly before it quickly dissipated, leaving her crouched on the floor without the expected sprain and trip to the nurse's office.

"Holy shit," someone in the crowd said.

Looking back on it taking taking the fall would've been just the thing she needed to have people stop staring at her - who ever heard of a Superhero eating it in gym class? Sure it'd be painful, but what was a sprained ankle and a few more people jeering at her? But no, instead like a fucking idiot she panicked and moved on instinct. Lana looked up and and grimaced when she found her classmates gaping at her with even the teacher giving her a wide-eyed look.

"...Fuck."

Class ended on the rather worrying note of coach saying he had to go talk to the principal. Lana shuffled along with the rest of her female classmates back to the locker room feeling worse off than when the day started. Before there was at least room for doubt, but now? Now she could kiss all that goodbye. By the time the day was done everyone on the fucking block would know who she was.

God damn it she hated William...

She managed to put on the checkered blouse and skinny cargo pants before someone finally spoke up, "Do you know Spider-Woman?" Her head snapped to the side and she was met with the (way too) excited eyes of Jenny Carson.

"...Nope." She finished putting on the pants and her flats.

"No, you totally do! I saw the vid of you working with her and Hawkeye on the youwebs!" Huh...guess Frog-Boy didn't count for anything. She almost felt sorry for him...almost.

"If you already knew then why'd you ask?" Lana rolled her eyes and closed her locker once she finished spraying herself with perfume. Anybody else might have taken advantage of the situation, but she knew how this worked. She was a passing trend, the new thing they could gawk and point at before they eventually got bored of her. She wasn't going to make an ass of herself (well, more than she already did...) just so they could bring it up later on when she was old news.

"I mean that proves it, right? You're the trenchcoat girl?" someone else 'asked'.

"It's Striker..." She was already in the hole, so why not dig herself deeper?

"You helped protect the city with the rest of the Defenders!Oh my God, this is so cool!" Lana recoiled at the excited squeals and cheers that came from around her. Before she knew it she was surrounded a throng of her classmates, each of them trying to speak over the other. How well did she know Spider-Woman? Were Spider-Man and Punisher really a couple? Did she know any other Avengers? And so on and so forth.

It took her 10 minutes to get out of there and by the end of it she felt like she'd been mashed into a sardine can, "Fuck's sake..." She held her backpack closer to her like a safety blanket and tried to fix her mussed up hair. She really shouldn't have gone to school, but her mom made her promise not to skip and Lana refused to let that bastard she had for a 'dad' win.

By the time she made it to lunch she already saw some of her other classmates circulating what happened in gym class. Thankfully there was no sudden silence when she arrived this time, though the stares remained. Lana did her best to (what else?) ignore them and lined up for the daily cafeteria slop, paying no attention to the people in front of her offering to let her go ahead of them. She refused to get a big head about this.

She spotted her usual group with a quick glance over and smiled slightly. The day was shit, sure, but she could at least count on the next 60 minutes to be halfway tolerable.

Or not. As soon as she sat down the entire table turned to look at her before they picked up their trays and left without another word, some faster than others. Lana's face shifted to a scowl and she grabbed Poey before he could completely bail, "Hey, dude, what the fuck?" She hissed. Was she suddenly a fucking leper? "What's with the reject treatment?"

The bastard at least had the decency to look bad before he replied, "Sorry, B, but we don't exactly, uh, feel comfortable sitting with you now that you're one of them big time heroes."

"I'm not a-"

"We heard what happened at the gym," he interrupted, "...Look, I think you're cool, but how's it look? You know me and the rest of the gang are into some shit and we don't want you calling down the rest of those crazy assholes down on us."

"I wouldn't do that! You know me!" So what if they slung a few bags and tagged some walls here and there? Pete didn't care about that stuff and she could give a fuck what the rest of their merry little group thought, "Come on, Poey, don't be an asshole. I've had a real shit day and I could use a friend..." This was pathetic. Here she was practically begging her friend to stay one...some fucking hero.

The look of regret came and went before he shook his head, "Sorry, B, can't risk it...take care of yourself."

And just like that she was alone. Lana's hands shook and she shoveled food into her mouth to keep herself from sniffling. So her friends thought she was some kind of snitch and didn't trust her anymore...sure, why the fuck not? It fit everything else that's happened so far.

She was tempted to go for another table, but she didn't like the way everyone else looked at her and the two who didn't - Gabriel Reyes and Michelle Jones - weren't exactly friends either, so there she stayed. This day sucked, and she had three more days left in the week before the weekend hit. Maybe it'd get better when she started sharing lunch period with Chat and Kamala again, but somehow she had her doubts.

The uncomfortable isolation lasted for about half an hour before someone sat across from her. Lana looked up and frowned when she saw Danika Hart's 'prize-winning' smile, "Fuck off, Hart. I'm not in the mood." Danika Hart...nothing much to say about her except that she was the biggest Cape Chaser in the entire school; and that was saying something considering how obsessed this place could be.

"Bad mood?" she asked in what she must've thought as being casual.

"No, I'm great. Just fucking perfect." Lana curled her lips up in a smile, the gesture all teeth and bite, "I just love the fact that everyone's looking at me like I'm wearing a mask and that my friends ditched me. Everything's going fucking great."

"Sarcasm...why are heroes nowadays so sarcastic?"

"You tell me, you're the expert on them." She looked back down at her beans and stirred them irately, "Before you ask, I don't know who Spider-Woman is and I don't have her fucking phone number, so just piss off and go back to stalking her fake tweeter pages."

"Ech, touchy." She clicked her tongue and leaned forward, her smile never wavering despite Lana's insults, "Actually, that's not what I'm interested in."

"Yeah? Then what?"

"You."

"You're barking up the wrong tree, Hart." Lana snorted.

"Aww, and here I had a candlelit dinner planned and everything." Danika flipped her purple dyed hair and sighed exaggeratedly, "Being serious, though, you know I make cape vids." Yeah and most of the school watched it, especially its '#1 fan' Gayle Watson. Lana was surprised the other brunette wasn't following Danika like a lost puppy right now. Something about her sister going missing or something.

"I do know that, so what?"

"Gimme an interview." It wasn't a question. Lana raised an eyebrow and almost stood up before the older teen quickly continued, "Look, people are wondering about you and they're never gonna stop asking. D'you wanna get mobbed for the rest of the school year - and that's if you're lucky - or do you want to make one vid answering the most obvious questions so you can get some peace and quiet?"

"And I'm supposed to think you're not doing this just to bloat your viewcount because...?"

"Who said I wasn't? I fully admit to wanting to bloat my views," she replied shamelessly, "But hey, we can help each other. I get to interview an actual Super and you get to clarify some facts that need changing. I mean given your comment about trees I have to assume that you don't secretly have a crush on Black Cat, but that's not what a lot of other people think."

"Fuck's sake..." She let out a frustrated breath and rubbed her temples. Sasha's suggestions from earlier were sounding more tempting by the minute, "Look, I'll think about, so would you just fuck off?"

"If you want, but I thought you should know." She leaned forward conspiratorially and Lana tempted to fling her beans at her face, "Your reputation is changing, Lana, and not just in the way you think. Last I heard Devin Stoddard says he's planning to ask you out and some of the 'big names' in this place have mentioned-"

"I said fuck off." Gossip? Really? Did Danika really think she gave a crap about that now?

Danika blinked at the sudden rejection before she shrugged, "Sure. You know my email."

Lana sighed down at her half-finished meal and disposed of the tray. Four more classes and she could be out of this place...granted she didn't have much to look forward to once she got outside, but it was still a shitload better than being stuck in here.

A feeling that got much worse once she saw the state of her locker.

She should've known something was up once she saw the crowd gathered around it, but seeing it for herself caused her blood to boil. She clenched her hands into tight fists and resisted the urge to let the rings out. There, spraypainted across the length of her locker in red, was the word 'FREAK'. Judging by the smell it was probably a fresh coat, probably just a couple of minutes back from when she left the lunchroom.

 _'Calm down, calm down...'_ She had an inkling on who did it, but she wasn't going to give them the satisfaction of losing it. Taking a deep breath, she opened her locker and pulled out her books, thanking small fortunes that the inside hadn't been vandalized either, _'Just get through the rest of the day, Baumgartner.'_ The first day was always the worst, right? Just like every time she moved to a new school-

"Trouble, Lana?"

Lana slammed her locker shut with enough force to dent the metal. The crowd was still small - mostly because it was still in the middle of lunchtime - but she saw most of them cringe when the locker door bent and twisted at the impact. Just another reminder that it wasn't just her explosives that were new.

Her head snapped to the source of the voice she was torn between scowling and sighing when she saw Brooke staring down at her while her bitch squad backed her up like it was any other day of school. As fucked up as it was she found the looks relieving; if there was one thing she could at least count on it was that a few people would still look at her like she was street trash, powers or not. It wasn't nice, but it was familiar.

"Guessing you did this." She nudged her head to the words.

"Me? With spraypaint? I thought you knew me better than that." Lana pursed her lips and said nothing. Yeah, she was right there, at least. Brooke was more a 'ruin your social life on headbook' kind of girl than a spray tagger, "Heard about your little show in gym class. Couldn't resist showing off, huh?"

"It was an accident..."

"Right..." Brooke crossed her arms and quirked her lips up in a tight smile, "I'm just saying no one likes a show-off." Lana almost scoffed at that. That was fucking rich coming from the girl who wouldn't stop bragging about whatever little thing mommy and daddy were willing to buy for her on tweeter. She was half-convinced that the only reason she was even in this school was because it meant she was the biggest fish in a tiny-ass pond.

"Sure, whatever you say," she replied, "Look, would you piss off? I'm not in the mood for this today."

"For what? Just trying to help-"

"No, you're trying to start shit and _I don't care_." That actually caused the blonde teen to recoil back in surprise, "Look, I know we have our thing where you call me a street trash bastard and I call you a trust fund bitch, but I'm _really_ not in the mood for this shit right now."

She was stunned silent at that, and for a second Lana thought that she might've been able to get away with just that before the trust fund bitch (hey, it was the truth) suddenly sneered. Right, she should've seen that coming, "Aww, what's wrong? Think you're better than us because you have a fancy costume?"

"No, I'm just tired of this." She sighed, "Do you honestly think that there's this big thing? That even before I turned into a freak that I stayed up at night worrying what you'd do to me the next day? Cause I didn't, and after this-" She jerked her thumb to the crudely painted words, "-I don't care. Maybe you got someone to do it or maybe you're just taking advantage, but go ahead, spread a rumor about me on Headbook or call me a slut on Tweeter, I'm not gonna stop you. Cause after all the shit I've dealt with you aren't even worth it."

Brooke looked like she wanted to say something to that, but nothing came. Lana let out a wry laugh and left without another word, pushing through the crowd on the way to her next class. It all felt so petty. Who fucking cared if the queen bee of the school had it in for her? After dealing with serial killers and mass murderers she'd fucking welcome people insinuating that she 'spread her legs like her mom'. Least that'd be easy to deal with.

Sadly she didn't make it to class before she heard the announcement.

"Lana Baumgartner to the principal's office. Lana's Baumgartner to the principal's office."

"...Fuck." She stopped and groaned. She knew it'd happen after her little episode at gym class, but she at least hoped that she could get through the rest of the day without getting called to the office again.

Seeing Lily sitting across from Principal Morita gave her mixed feelings. Normally she would've (not literally, but still) jumped for joy at seeing her again, but 'daddy dearest' outing her kinda killed that thought. Lana doubted Lily had anything to do with it, but her being here now after William made it damn clear what he thought about her and her mom made it kinda obvious what the play was.

"Ah, Ms. Hollister, please sit." Lana twitched at the name and balled her hands into shaky fists. It wasn't his fault - he was just doing his job - but she suddenly felt the urge to punch him in the face, "We're here to talk about your new circumstances."

"You mean that I'm a freak?" She scoffed and sat at the seat to Lily's left, arms and legs crossed. This wasn't the first time she'd been to the principal's office, but usually she was brought in for getting into fistfights or shouting matches in the halls. Hell, Principal Morita was usually better company than most of the school so she didn't complain all that much.

"You're not a freak, Lana," Lily said immediately, all kind smiles and soft words. It only made her feel worse.

"Yes, quite." Principal Morita let out a tired breath and wiped his glasses. A usual sign of when he was stressed, "I know that Midtown has a sordid history given Mr. Parkers...incident, but know that your new abilities won't be discriminated against."

"Really? You might wanna check my locker then, cause the word 'FREAK' sprayed all over it kinda feels like discrimination."

"This is...troubling; I'll have someone check on it." She had to give the old bastard credit for never cracking, at least, "Now, I've received a report from your father-"

"He's not my fucking dad." She snarled, completely ignoring Lily's look of shock and hurt.

"Regardless of who he is, he's given the school a basic explanation of your circumstances." He tapped the file at his desk, "Granted there wasn't much. From what I gathered he only recently found out about your new abilities and most of what we know come from scattered news reports, which can't be wholly trusted. I'd appreciate it if you could fill in the gaps in what we have."

"What, trying to decide if you're gonna send me to prison or not?" She knew she shouldn't have been so snippy with him, he was just doing his job, but she could't help it. Being here was a constant reminder of how William screwed her and her mom.

"Unless you attack a student, no. Last I checked was no law with regards to special abilities." Lana rolled her eyes at the stoic reply. She was pretty sure that if she blew the office up he wouldn't give a fuck and just ask her to clean it up, "Now, the first we of course must deal with is whether your abilities are completely in your control. You aren't at risk of discharging prematurely or out of your control?"

"Gonna ignore the sex joke there and just say yeah, I don't 'discharge' without my say so." Lily giggled under her breath and Lana's smirked slightly, "Look, you've seen some stuff on the news and that's really as much as it gets. I can blow things up, I can jump higher, I can take a better beating...that's about it, really. I don't have anything on the big names like Spider-Woman or She-Hulk or anything."

"Be that as it may your circumstances need clarifying. Now, there was something here about..."

The rest of the hour was spent on a Q and A session. To Principal Morita's credit he didn't so much as twitch even when she gave half-assed replies or told him that she didn't know the answer. He said something about possibly having to move her to alternate schedules and classes dependent on what the school board said, but she couldn't muster up enough anger to complain. As far as she was concerned she was lucky enough not get expelled for bringing a metaphorical gun to school.

He gave her the rest of the day off after that. Try to 'acclimate to her new circumstances', he said. Whatever, she wasn't gonna complain.

Lily waited till the school was almost out of sight before she spoke, "So...that's a thing, huh?"

"You mean me being a freak? Yeah..."

"Don't call yourself that." She sighed and reached a hand out to her shoulder before quickly thinking better of it, "... Lana, I know things are kinda messed up right now, but-"

"But nothing, Lily," she interrupted, "I know you love that asshole and I usually wouldn't say anything in front of you, but he went too far this time. Everyone in this city knows who I am now. Doesn't fucking matter where I go, now I'm just William Hollister's pet freak."

"...Sorry."

"It's not your fault." Stuffed her hands into her pockets to block out the rings of light. The last thing she needed was to draw more attention to herself, "I know what that asshole's doing."

"What do you mean?"

"I mean all this. Look, I'm not fucking stupid; the news reports show me working together with Spider-Man and the rest of those psychos, so the police should be arresting me right now and putting me in a deep, dark hole to interrogate me. But they haven't."

"You did help save the city."

"So did Spider-Woman, and they shit on her for three years. And she didn't even kill people like I have..." Lily gave her a pained look and she smiled back bitterly in turn. She stopped having nightmares long ago, but it still scared her somewhat how casually she could discuss it, "People die, sis, it's the way of the world. I just got a headstart."

"Do you even hear yourself? You sound like-"

"Like the perfect attack dog for your dad," she interrupted again, "And that's what he wants me to be. That's why the police aren't arresting me; because he wants someone he can point at the bad guys so he can show that he's a better mayoral candidate than Jameson could ever hope to be. Supers and Freaks are all the rage nowadays so he's banking on the people being stupid enough to fall for it."

"How could you know that?"

"A schizo told me." Anonymous reports and recordings of police officers meeting with police officers and exchanging money were left at her doorstep this morning. Moon Knight didn't say it was from him, but she certainly didn't think any of the other three did it, "William's the only reason I'm not in jail right now and I'm pretty damn sure he sent you over to the office to try and butter me up."

"I came because I wanted to see you."

"They aren't mutually exclusive-"

"Lana, I wanted to ask you to live with me."

Lana stopped and stared at her blankly, brows furrowed. Those ten words should've put her over the moon, but right now all she felt was a rising sense of bile in her gut. How many years had she spent wishing she could see her sister again, and now she had it in the palm of her hands.

"Did he ask you to do that?" she asked softly.

"No, no. I promise." Lily finally mustered up enough will to put a hand on her shoulder, "Look, I'm not gonna deny that dad screwed up with this, but I want to help you. I know dad and if I'm right he's gonna want you to live with him so he can keep an eye on you."

"So instead _you're_ gonna keep an eye on me."

"Better than the alternative, right?" There were times Lana almost forgot that Lily wasn't as naive as she liked people to think she was.

"Tempting, but no. I'd rather not have that bastard know what I'm doing in my off-time." Lana looked up at the cloudy sky and frowned, "...I'll do what he says, stop crime when he says it and put a stupid fucking smile on my face while doing it, but tell him that I'm not gonna let him control my life. He can take it or leave it."

"I'll be sure to tell him, then." Lana hesitated for a moment before quickly pulling her in a tight embrace, "Take care of yourself, sis. I love you."

"Love you too..."

They separated on that awkward note, which left Lana wandering around aimlessly...and by 'wandering around aimlessly' she meant 'dressing up in the costume she stuffed in her backpack cause she was a fucking idiot'. It was stupid of her to do it, but she managed to save at least three people from being mugged, one from being kidnapped and even managed to take down a new asshole in a costume calling himself Bruiser. So all in all it was a good few hours spent.

"God, I need a drink..." She stumbled into a corner store in full costume and grabbed the soda from the fridge along with a bag of chips, completely ignoring (she'd been doing that a lot today) the slack-jawed looks from the cashier and the other customers. One good thing about having her identity outed; it cut down on her changing time.

"You're-"

"Really not in the mood for that song and dance." She dropped the stuff on the counter followed by a ten dollar bill, "Look, just keep the change, alright? This costume doesn't have pockets and I don't need anything else stuffing my bag."

"Uh...sure." The cashier took the money with a shaky hand and put it in the register, "I saw you on the news earlier."

"Yeah, vote William Hollister, whoop de do." She rolled her eyes and took a relieving gulp of the soft drink. She felt like such an asshole telling that to those cops and reporters earlier.

"C-Could I have your autograph?"

"I'm not Spider-Woman, dude. Maybe next time."

And with that she was gone, jumping her way to the roof as quickly as she came. The time on her phone told her that it was about thirty minutes past four am, so she knew where to go. A part of her was tempted to take off her costume and pretend to be normal again, but a passing news report about Bruiser's capture from one of the bigscreens cut that idea off. Costume or no it wouldn't change shit.

She found her mom at the agreed on meeting place (which was thankfully devoid of people). The cab driver raised an eyebrow when he saw her, but besides that he didn't have a single fuck to give. If there was one thing she could find comforting it was that the NYC cabbies never changed.

"Lana...why the hell are you dressed like that?" her mom asked, more amused than anything else. Lana wished she could share the smile, but the sight of the suitcase at her feet made it difficult for her not to break down.

She and her mom agreed to it last night: after that asshole outed her identity it wouldn't be safe for her mom to stay in Hell's Kitchen...hell, she couldn't stay in New York period unless she wanted to look over her shoulder every day. Hell's Kitchen had a population of 90% criminals, thugs and all around douchebags and if there was one thing they hated it was 'one of their own' turning states. New York wouldn't be safe for her now that her daughter was part of the Defenders (stupid fucking name).

That didn't make this any easier, though...

"So...you're really leaving, huh?"

"That's what we said last night." Her smile faded and she sighed, "I know it sucks, kiddo, but we don't have much of a choice."

"Yeah..." She could've said something about always protecting her and keeping her under guard, but she knew that was a load of horseshit. She was just one person and Pete was too busy with his own shit. Maybe when she was 18 and the deal that Captain America offered her was still on the table she could come back, but until now they both knew it was best if they stayed as far away from each other as they could.

"Hey, buck up." She nudged Lana's head up gently and winked, "I promise I'll keep in contact. It'll be like I never left."

"Bullshit..." She laughed, the sound shifting to a cry midway, "...This sucks. I just got you back and now you have to go...where the fuck are you even going, anyway?"

"I dunno, maybe L.A or Wisconsin? I heard they're nice this type of year." Lori looked back at the taxi and and frowned, "...I'm not good for long goodbyes, Lana. Never been much of a good mom either. So just listen: I've seen the things you've done on the news, the people you've helped. I wish I was there for you for those first two months, but you've done good...better than I or anyone else I knew could ever amount to."

"Mom..."

"And I want you to know that I'm so proud of you. You're gonna live through this and we're gonna see each other again."

Lana pulled her mom into a tight embrace and cried into her shoulder. She didn't want to let her go, didn't want to lose her mom again, but she knew it couldn't last. Eventually the two of them separated and Lana watched through bloodshot eyes as the taxi drove down the road away from view.

Which just left her standing in the cold street alone. Lana looked down at the ground, fists shaking, before she let out an enraged scream. It was all William's fault. His fault that everyone knew her face, that her mom had to leave, "Fuck..." She fell on her knees and punched the asphalt, uncaring at the jolt of pain that ran up her arm. It was so tempting go over there and break every bone in his body, but she couldn't. Not with Lily...

More tears stung her eyes and the drops fell to the ground. Anyone who saw her now would've seen how pathetic she really was, but she didn't care. Not after the day she'd had.

Eventually she dried her tears and stood up, ripping her mask off as she did. Screw hero work; she couldn't be sure she wouldn't put someone in the hospital, "...Damn it." She took her phone out of her bag and taped two on the speed dial, "Hey, Pete...I've had a real shit day. Let's meet up..."

* * *

 **Done. Like I said some parts probably came across as overly wangsty, but I gotta pull off that excuse: she's a teenager and they've generally griped out more petty stuff than losing physical contact with their mom and being mobbed at school/being ditched by their friends. Hell, she's lucky that people aren't constantly eyeing her for accidental explosions, but Gwen and the Avengers have done a lot to curb the power hysteria.**

 **Anyway, there was supposed to be a part where Lana met up with Sophia 'Chat' Sanduval and found out she also had a power i.e talking to animals along with having a more extended conversation with Kamal. I couldn't fit it in, so maybe next time if we ever do this kind of chapter again.**

 **Questions:**

 **1\. I mentioned Jessica before, so to clarify: whose POV should we use to tackle that next chapter? On one hand we have Gwen, and while it'd be more dramatic I really doubt Jessica would be completely honest with her given that it's _her_ mom that's the subject. On the other we have Gwen or Kate, who have less drama potential but Jessica's less likely to walk on eggshells around. You guys decide.**

 **2\. Speaking of Jessica, I'm surprised that people care overmuch about getting a segment for her given that her shacking up with George Stacy wasn't really meant to be a focus point and more a joke. Truth be told I thought people would hate it. So I wonder, would you guys prefer if I use recent events to spring for a break-up between the two to avoid more crack pairs? ...Granted that baby's gonna be a problem, but I've written for worse.**

 **3\. Okay, this is a stupid question even by my standards, but I have to ask: do Noir and Lana come across as tsunderes to you guys? ...Yes, I'm really asking cause I keep getting comments from reviewers and even from people I Skype with who read the fic mention that these two fit the archetype, and I rather disagree since being snarky jerks does not equal fitting that anime trope in my view.**

 **Review Answers:**

 **linkjames24 - Lana's identity got outed, as she said. As for Shadowcat and Gwen, the latter also says it: Cat kept heckling her about killing Kasady and she got pissed off because of it.**

 **Dragonskyt - Uh...really? Cause last I checked there are more fics pairing Peter with Deadpool than there of him with either MJ or Gwen _combined_ ; fanfics have a reputation for that kinda thing and I can sort of agree from experience. Still, Gwen getting less shipping was noted by another user to be because personality-wise they found her less appealing.**

 **Gobeman - Thanks, I guess. Hope you keep reading/reviewing :)**

 **Red Rain17 - ...Really? Dude, read through chapter 92 and 93 cause the entire chapter is built on that. No offense, but I'd rather not to a TL;DR for something I just wrote maybe a few weeks ago.**

 **Jormundgardner - I didn't forget Jack; it's just that none of the reviewers have shipped the two yet :P Anyway, the whole 'he's been around for a while' thing doesn't really fly here given that Noir is far from 616 and he was created in 2009, meaning he's only 5 years older than Gwen. That and personality wise Spider-Gwen feels more like 616 than Noir could ever be.**

 **samkwan17 - I am updating it...eventually. Just stumbled onto a block and focusing more on this one first.**

 **TheOkWriter - Presumably when they get a portal working.**

 **Brave2000 - They're more or less identical except Noir has the extras (invisibility and bullet time, for example) while Spider-Man is stronger due to greater muscle mass. Besides that they're pretty interchangeable powers wise, though not in tactics and combat aptitude.**

 **KasugaRomio - I'm not asking why they ship, I'm asking why they ship one protagonist way more than the other. Anyway, heroes nowadays still gripe about muh morals - notably Ms. Marvel calling out Quake for torturing Dark Beast for critical info and yet not providing her own solution when countered other than 'Heroes don't do that!' and some other feelgood crap.**


	99. Poor Choices

**Next plot chapter, so more drama with MJ and more angst with Gwen dealing with her family drama.**

 **Anyway, at the suggestion of a friend I decided to list down the cut arcs: Morbius (Gwen and Wasp focus), Jackal (Gwen focus on a college setting), Kraven (Noir and Punisher focus), Tombstone (Noir and Norah focus), Hellfire Club (male Defenders focus), Weapon X (Spider-Man and Shadowcat focus) and an entire city-wide gang war arc (Defenders and Avengers 'cooperation' focus). There was also the Mysterio arc (Gwen and Kate focus), but that got relegated to off-screen during Sin Eater.**

 **Other changes include Dr. Banner no longer playing a role (when I made it a point for Peter to know who he was during Sin Eater) and a mini-arc in France for Noir and Felicia about dealing with her remaining family. Your call on whether cutting these arcs was a good idea, but at least the story's more focused now :)**

 **Oh, and I got another RL reader to read the fic and he made some comments. While he mentioned liking the story well-enough, he said that the antagonist placement didn't make much sense to him - specifically that Murdock seems more like Gwen's baddie given their canon history and being the Kinpgin analogue while 65-Cindy makes more sense as Noir's baddie due to the years of torture and the way both he and Cindy suffered from her experimentation.**

 **I dunno, what do you guys think? I'll admit I've had my doubts on how Peter and Matt have interacted in the fic what with them constantly dancing around each other and Matt's sudden swerve of interest from Gwen to Noir without much explanation.**

 **Side Note - I generally refer to 65-Noir as 'Noir' and the original as 'Spider-Man'. It's a minor thing, but people tend to use 'Noir' interchangeably between the two and it can get confusing at times.**

* * *

The first thing Peter did when Teresa opened the door was punch her in the face.

Mary Jane's mouth parted in a shocked gape as the older woman stumbled back from the force of the blow, feet tripping slightly before she quickly righted herself, "Huh..." Despite the hit and her now-broken shades Teresa still managed to smile, though it only seemed to enrage Peter more given way his glare worsened. "...Well, that's one way to say hi." Her head raised and Mary Jane finally saw the clear irises previously kept hidden.

Definitely blind, then.

"I trusted you..." Peter hissed, looking Teresa square in the eyes, "I had my doubts, but I thought that you'd look out for her. Should've trusted my gut instead."

"Tiger-"

"I guess you know what I did, hm?" Teresa's smile twitched by the barest amount and she sighed softly. Mary Jane suddenly felt an inexplicable sense of guilt at telling Peter everything that happened the past couple of nights, "I know it all seems terrible now, but in the end-"

"'In the end'? I'm tired of your fortune telling, 'sis'." Peter's voice dripped with barely concealed venom at the word, "We aren't pawns in a game you can toy with, no matter what your damn visions tell you. We aren't your playthings."

"I'm not toying with anyone, Peter." She stuffed the glasses into the pockets of her coat and crossed her arms, her gaze steely, "I'm sorry. I'll apologize as much as you want, but it won't change anything. Mary Jane has been bonded to that symbiote and pretty soon even the suppressants will fail to keep her in check. You can pretend that she'll never lose control, but it's inevitable."

"Inevitable..." Mary Jane looked down and bit her lip, heartbeat rising to a quick tempo. The idea of turning into that monster sickened her to her stomach, it did, but a small, _disgusting_ part of her almost looked forward to it. To be able to jump across rooftops, to be able to do what she wanted without anyone being able to tell her no. Besides Gwen and She-Hulk who could stop her?

Peter's voice cut through her sickening haze, "And how does that translate to you making her kill in that cemetery?"

"Would you have preferred I let Gwen lose what remained of Klyntar?" Teresa shot back, "You aren't the only one who has to make hard choices, Peter."

"Like you said, I made a choice. No one tricked me into killing anyone." Peter scowled and turned away from her, "You could've called me or Cindy or anyone else, but instead you dragged Mary into this...cesspit."

"She's already knee-deep in it, Peter. Has been ever since she went down that alley that night." Mary Jane's brows furrowed. She didn't tell her about how she got bonded to that monster and she doubted that Peter did given how he talked about her, "She needs to learn how to live with the symbiote before her time runs out. I'm sorry it has to be this way, but you can't deny what's right in front of you."

"So what, you did this to _help_ her?" he asked incredulously, "Tricking her into putting her life at risk, to giving in to that monster save Gwen...that was all for her?"

"I nearly killed my dad..." Mary Jane mumbled, voice so weak she wondered if either of them even heard it, "I would've done it if his neighbor hadn't-"

"That wasn't his neighbor. I sent Anya there to give a bit of a jolt." Mary Jane's eyes widened and while Peter's scowl only grew worse, "I knew that would happen, but I also knew that you had enough self-control not to give in before you could cross any metaphorical lines." She paused slightly before she continued, "Though I will admit I've seen visions where Philip Watson died by your hands. It was still an easy sacrifice to make; no one missed him in the end and life moved on."

"That's..." Mary Jane shivered and hugged herself tightly. The way she talked...it was so detached, like it wasn't her life that she was talking about but rather a show with a script, "You can't just..."

"Stop dragging her into your games." Peter snarled, and Mary Jane could've sworn she saw a hint of yellow in his eyes before it quickly disappeared, "That's all that matters to you, doesn't it? The ending. It doesn't matter how much people suffer or lose or have to sacrifice as long as the end satisfies whatever damned vision you see."

"Necessary evils, Peter; I'd hoped you of all people would understand that." She pursed her lips, "I knew what she'd do and I knew that the trauma would be temporary. It's worth it if the good outweighs the bad, isn't it?"

"And that monster forcing her to try and rape me...was that part of the plan?"

Mary Jane knew he hadn't meant to, but the blunt words were like a punch to the gut. That was it was: rape, assault, violation...there were a dozen other words she could have used but the end was the same either way. The only thing that gave her comfort was the fact that he didn't blame her. As far as he was concerned she was much a victim of all this as he was - it was that monster's fault that they were both almost violated, not hers.

Teresa tried to hide it, but her mouth parted slightly and Mary Jane saw the way her hands clenched, "I...admit that's news to me. I'm still getting used to having such a glaring blindspot in my visions." She looked down at the ground and let out a soft breath, "Did she-"

"I managed put that monster down under before anything got too far, but I'm surprised you even cared enough to ask. Just another necessary sacrifice, right? Damn what happens." Peter's mouth curled in a sneer, "You don't know as much as you think, 'sis'."

"Perhaps not...I'll take that into consideration for next time-"

"Next time? You honestly think that I'll trust you again after what you did?" He shook his head, "Bullseye was right about you. Stay away from me and Mary, cause right now I trust you about as much as Murdock."

"Peter, you're being short-sighted."

She reached a gloved hand out, but he smacked it away as soon as it got close enough. Mary Jane winced at the audible sound, "Funny, coming from a so-called blind woman. I meant what I said: you come near either of us again and I'm shooting. This is your only warning."

"Peter, you can't fight the Hand without my help-"

Whatever plea or argument she might've had was cut off when Peter suddenly turned around and walked down the length of the hall towards the stairway leading down. Mary Jane gave Teresa one last look before she quickly followed after him. There was that inexplicable sense of guilt again. Why should she care so much? Teresa tricked her into going to that cemetery. She could go fuck herself...right?

Mary Jane shivered at the light drizzle of rain and buried herself deeper into the folds of her ratty jacket before quickly running to catch up to Peter's retreating back. She had no idea where they were going, and really she didn't care. Anything was better than getting caught up in her own thoughts again and focusing on how she could've avoided being in this mess if she just stayed at Norah's apartment or didn't go down that damn alleyway.

The silence lasted for another couple of minutes before Peter suddenly spoke up, "Hungry?"

"What?" She blinked. That was random.

"Are you hungry? There should be a place around here we can get some grub."

"Yeah...starving, actually." It was probably because of that monstrosity. Peter warned her that 'the kid' gave Gwen a bigger appetite than she already had and she shouldn't have been different. Mary Jane could practically hear Betty making a joke about being pregnant before she quickly shut it down; pregnancy was the _last_ thing she wanted to think about after the absolute hell these last few days were.

They ended up passing Fazbear's pizzeria (the animatronics always creeped the fuck out of her) and the MgRonald's burger place before they eventually settled on the Dollar Dog. The place was normally bustling with hipsters and wannabe activists, but now it was abandoned save for Mr. Albie at the register and a couple of 'janitors' who were too busy typing something on their phones to even pick up the mop.

Mr. Albie grunted when the two of them arrived at the counter, "Welcome to Dollar Dog, where every dog is worth the dollar," he grumbled, "May I recommend our new Kiwi dog? Made from organically grown ingredients, so it's healthy and affordable." His face practically screamed 'kill me now'; probably had something to do with him having to sell out to the 'damned youngsters' to avoid growing bankrupt.

"Just give us one of everything on the menu." Peter dropped a handful of hundred dollar bills on the counter, "I get the feeling we're gonna need it."

"Whatever you say." Mr. Albie's stuffed the bills into the register and raised an eyebrow slightly when he met her gaze, "Hey, ain't you one of that blonde girl's friends? What's her name, Glenn Spacey?"

"Gwen Stacy," she corrected automatically, "She used to work for you, if you remember."

"Bah, I get a lot of people moving in and out. Wasn't like she worked too much; always late and making excuses, that one." Yeah, cause she was saving the damned city from Supervillains. Mary Jane bit her tongue; last thing she needed was to fuck things up even more, "Anyway, a couple of your friends were here earlier looking for you. Said you were missing or something."

"Um...who were they?" Mary Jane asked nervously while Peter gave her a sideways look.

"One of em wore glasses and had a cat wrapped around her head, I remember that, at least" Mary Jane cringed. That was definitely Betty, and if she had to guess then the other one was either Gayle or Glory. It wasn't too surprising - she'd been out of contact for at least a few days now - but it worried her all the same, "Anyway, they said they were thinking of putting posters up here, but I didn't let em. This ain't a police station."

"Yeah, that's a good sign...I mean, we just had a fight, I'm not missing. They're making something out of nothing." The lie was poor, but judging by the bored grunt she got in response he either believed it or just didn't care. Could've been either knowing him.

The news that her friends were out looking for her was bittersweet. It was touching to know that they cared, but what would she do if they actually found her? She was a monster now, someone who'd killed people...

15 minutes later she and Peter were sitting across one another and digging into veritable mountain of food piled on the table...well, _she_ dug in; Peter seemed fine with nibbling on the one corndog like he was a damn mouse. She had to admit it was relaxing, at least somewhat, to just gorge herself like a teen that went through a bad breakup. Maybe those films were onto something.

She didn't know how much time passed, but when the pile was nearly empty she stopped and allowed herself to smile. Across from her Peter nursed a cup of burnt, steaming coffee and looked down at the dark drink without saying a word. A part of her was tempted to reach out and touch him, to make sure that he was alright, but she held back. After what happened not even a couple of hours ago she really doubted that was what either of them needed.

Instead she threw the assorted wrappers and containers into the trash on her way to the bathroom and turned on the sink as soon as she was inside, "God..." She cupped the flowing water and splashed her face. It was hard to believe that it'd only been a few days, that just last week the only thing she had to worry about was which of the numerous managers and offers the band had to take for the start of their big break.

Now she had a murdering parasite inside her...

She stared at her reflection in the mirror and leaned forward. A part of her almost expected something to jump out her like Jekyll and Hyde, but the only thing that looked back at her was her own face, droplets of water dripping down over the freckles on her pale skin, "I'm losing it..." She let out a tired breath and gripped the sides of the sink roughly. She still remembered the feeling of blood on her hands, the way the tips of her fingers turned into claws.

It should've been disgusting, so why did a part of her think about what she could do with all that? Her dad was just a scumbag, not someone who deserved to die, but trash like those rapists in that alley or the people who tried to kidnap Gwen...no one would miss them, right? _'No, no, no.'_ She shook her head roughly and splashed more water at her face. If she did do anything she'd leave them to the police, be just like that murde- like _Gwen_.

She tried to put on a strong face when she sat across from Peter again, but it only took a second of their eyes meeting for him to frown, "Something wrong?" It wasn't a question, not really. Mary Jane bit her lip and tried to stop her hands from shaking to no avail, "...You don't have to put on a tough front, Mary. These past few days have been hell for all of us."

"Yeah..." She sniffled and closed her eyes just before the first wave of tears hit. At this point she thought that she would've run out of tears to give, but even now she barely managed to dry her tears with one hand while Peter held onto the other. Mr. Albie and the two janitors stared at them briefly, but they quickly stopped caring and went back to what they were doing. They probably thought it was just a bad break-up or something.

Mary Jane cried until the tears finally ran dry and her throat grew hoarse. Peter didn't say anything, and she didn't want him to; the fact that he was even willing to touch her after what happened was enough.

"This is fucked up..." She looked up to meet his gaze, her eyes puffy and red, "Things were looking up, Tiger. We had gigs planned, Gwen was finally balancing her time and then..." Then she and Glory got into an argument and she made the biggest mistake of her life, "God...I was supposed to go with mom and Gayle to San Fransokyo next week, but now I'm not even sure I can see them again."

"You will. I promise." He squeezed her hand tighter and leaned forward, a small smile on his face. It was strained, but she still appreciated the effort, "I don't care what happens. We're going to make it through this, Mary."

"Tiger..."

She leaned forward and pressed her lips against his in a kiss. He didn't pull away and she didn't deepen the kiss. Both of them knew it for what it was: a gesture of desperation, something she did in the heat of the moment when her emotions were running high and she need someone - anyone - to comfort her. It lasted for only a few more seconds before she pulled back, her gaze never leaving his. She found the uncompromising stare to be comforting in a way.

"...Sorry."

"It happens." Their hands finally separated and he refilled his cup of coffee, "We still need to know what to do about-"

His head suddenly raised higher and he turned to look outside. Mary Jane followed his lead and cringed when the door was kicked in by a couple of goons wearing green jackets topped off with jack-o-lantern masks, the smiles and eyes poorly and unevenly cut.

More 'costumed villains'. She knew why: ever since the Avengers were announced there'd been a rise of people putting costumes to trying to 'redefine the meaning of the everyday hero'. Of course that also meant that a lot of thugs, up-and-comers and general lowlives thought that they needed a costume to 'catch up'; or at least that's what the news outlets she'd read up on claimed. Considering how much BS it spread about Gwen and Peter she couldn't fully trust it.

"Alright, listen up! We're from the Jack-o-Lantern gang and you all know the drill!" One of them ran towards the register and waved a pistol in front of Mr. Albie's face, "Open the register, old man!"

"God, again with you fucking freaks!" Mr. Albie groused, seemingly uncaring about the gun aimed at his head. By contrast the janitors threw their phones down and kept their hands up. She didn't blame them; she was tempted to do the same thing.

"I said open the register, you old fuck!"

MJ turned back to Peter in a panic and found him...doing nothing. He took tentative sips of his coffee and kept his posture hunched in what she guessed was meant to be a non-threatening gesture, "Uh...Tiger?" she whispered, "Aren't you going to do something?"

"It's a robbery. Less risk if we just stay put."

She was about to argue before the other robber finally noticed their presence and stomped up to them, "Both of you, wallets on the table!" he spat, his voice needlessly loud.

Peter rolled his eyes discreetly and set the cup down, "Already spent all my money, pal." To prove his point he opened his wallet and dumped out what little change (a few cents) he had, "You're welcome to it if you want."

"Smartass." He took the coins anyway and turned to her now. Mary Jane grimaced at the way his eyes went from threatening to pleasantly (ugh) surprised when he saw her face, "Well now..." He played with the knife in his hands and leaned forward, mouth open in a grin that showed of all his teeth through the mouthole, "Didn't expect to see someone like you here."

"I-"

"You'll leave her alone if you know what's good for you." Peter said. There was a dangerous edge to his voice and she couldn't tell if he was threatening the thug or trying to warn him, "She's got something you don't want to mess with."

"Oh yeah?" He turned back to Peter with a cocky grin, "Well, so do we. You heard about that massacre at Times Square?" Peter's grip on the cup tightened and his expression hardened, "That's gonna be chump change when our boss makes his next plan! So you don't wanna fuck with us-"

Mary Jane had to admit the next few seconds scared her. Before the son of a bitch could finish his boast Peter threw the coffee straight at his face, the scalding hot liquid crashing through the mask's mouth and eyeholes and making him scream. Before he could so much as stumble back Peter slammed him on the table hard enough to knock him unconscious and grabbed his knife, throwing it at the other goon's hand when he turned to the source of the noise.

The knife went through the thug's right hand and made him drop his gun with an ear-splitting scream. The thug looked down at his hand, wide-eyed, before Peter was on him just as quick as his friend, smashing his head against the counter with a painful crack before he grabbed the fallen gun and pressed it against the underside of his jaw.

"Wh-What the fu-"

"How do you know Jack-o-Lantern?" At the thug's whimper Peter pressed the gun harder, "3 seconds before I blow your brains out. 1...2-"

"N-Nothing, we don't know nothing!" he cried out desperately, "We know a gang around here uses his name so we thought we could cash in and join if we got their attention! That's all we were doing, I swear!"

"Where do they stay?"

"I-I dunno, man! I dunno!"

Peter swore and under his breath and smacked the side of the thug's head with the butt of the gun to knock him out, "Useless..." He dropped him to the floor and unloaded the gun before putting it on the counter in front of a stunned Mr. Albie, "Call an ambulance and the police if you want, I doubt they'll be waking up for a while."

"Yeah...sure."

He turned back to Mary Jane and gestured outside. Soon enough they were once again walking side-by-side, sneakers and boots stamping against the rain-soaked roads, "...Are you okay?" she asked softly. It still shocked her somewhat: she'd seen him on TV and read the news reports, but seeing him go from calm and collected to...well, she wouldn't say angry, but definitely not peaceful. It was jarring, to say the least.

"Just another mistake I thought I'd never have to run into again..." he muttered, looking down at the street with a light glare, "...Sorry you had to see that."

"I've seen worse." Mary Jane licked her lips nervously. There was no reason for her to think that the 'show' - the violence, the screams and the brushes with death - was hot, but she couldn't deny that a part of her definitely did. It scared her more than she wanted to admit that it was probably one of the least fucked up things she thought about this past week, "...How do you do that?"

"Hm?"

"Go from being totally calm to..." Almost murderously violent without turning into a frothing maniac. The only reference she had was her dad, and he was anything but calm and collected when he got into one of his moods, "You go from one or the other so quickly...if you know what I'm talking about."

"Yeah...I dunno, Mary, I just do." He shrugged, "Why?"

"...What if your sister's right? What if this thing's getting stronger and the suppressants can't control it much longer?" She looked down at her right hand and clenched it into a tight fist, "Maybe...Maybe I should train- to try and control it, I mean."

"You want to use it?" He gave her a skeptical look.

"I _want_ this thing to go die in a fire, but I doubt that's happening any time soon." She sighed, "It's not about want, Tiger. I can't have what happened tonight happen again. I barely held back this time...I'm not sure I'll be as lucky the next time I lose control." It wouldn't just be her dad next time. What if she'd attacked Teresa's friend? Or the actual neighbors that came to investigate the noise? She wouldn't be able to live with herself.

"...Alright." He scratched at his head and grimaced, "I'll see what I can do, okay?"

"Thanks..."

The rest of the short walk was spent in silence and by the time they got back to the apartment she felt like collapsing onto the bed. Peter stopped when they neared the dining table and looked at the fancy envelope lying next to the katana (that was new...) with a glare, "...So much for moving tonight." He sighed and opened the envelope, eyes scanning through the letter quickly.

"What's that?"

"Dinner invitation." Mary Jane couldn't tell if he was being serious or not. Before she could say anything else he threw the letter into the nearby trash bin and let out a frustrated breath, "No point in moving now. Murdock'll know no matter where we are."

"Murdock? Wait, I heard about that guy from Gwen. Isn't he the Kingpin?"

"He's far worse than that." The resignation in his voice caused a shiver to run down her spine. That definitely didn't sound good, "...Get some sleep, Mary. I'll deal with this soon enough."

"If you want I could-"

"No." She shrunk back slightly at the sudden, intense stare before he quickly looked away, "I...look, I appreciate it, but you're dealing with enough as it is. I don't want to drag you into my problems."

"Says the guy who's gone out of his way to get involved in mine." He didn't answer. In the end she bit her tongue and trudged back to his room, cuffing her hands and legs with the vibranium cuffs before forcing her eyes closed.

She dreamed about killing her dad over and over again, and each time she did a little bit of the guilt disappeared.

* * *

"Well...this figures."

Gwen pulled her hood tighter against her head and stuffed her hands into the pockets of her jacket. She expected the cemetery to be a clusterfuck, but the sight of the police cars, detectives and patrolmen milling around were a painful reminder of just how fucked up the last night was. She didn't really believe Cindy's claim of just finding her on the street; even without Peter's stupid good spider-sense she could tell something was up there.

Her first instinct was to leave and come back when the heat died down before she quickly remembered that, oh yeah, she was an Avenger now and that came with the added bonus of being allowed into police investigations...within reason. Cap told her that the charter was still undergoing changes, but she'd made it clear that she was allowed to intervene in situations that 'violated national and international law'.

She was pretty sure a terrorist leader who experimented on people counted for that.

It only took a quick duck into the alley for the costume to cover her again and she smiled. Was it bad that she felt more at home wearing the costume than she did anything else? Maybe she should visit the psychiatrist Cindy was seeing at the facility.

She swung back to the scene and and talked her way through one of the cops after she verified her Avengers Priority Identicard - specially made by Tony Stark to serve as authorization, identification, clearance, miniature computer and videophone with the added bonus of a 10% discount to all Starkbuck outlets.

"Thanks. Sorry about the hold up, just had to make sure, you know?" The officer jotted something down at his notepad as she put the card back in her 'pocket', "You'll be surprised how often criminals try to sneak in wearing costumes."

"Thanks, officer."

Most of the police officers (thankfully) paid her no mind, which left her free to retrace her steps back to where she was attacked. It was at least a day since what happened so she wasn't expecting much in the way of clues, but it was better to double check just in case.

The place wasn't as crowded as she thought it'd be, but seeing Karen Page (that was her name, right?) talking with DeWolff and Kate definitely wasn't what she expected, _'Probably explains why the officer Leary back there let me through so easily.'_ Kate turned to meet her gaze and beckoned her forward to join them with a lazy smirk. Only she could smile at a graveyard.

"Evening, ladies, why wasn't I invited to the party?" she said by way of greeting. Technically she knew all of them both as Gwen Stacy and Spider-Woman, but DeWolff wasn't in on the secret identity thing (even if she was grateful for that first olive branch those months back) and Gwen was still leery of just how much the prosecutor knew. Murderdock really soured her on mysterious lawyers.

"I sent you a message on your Identicard." Kate replied. Huh, that definitely explained the beeping then.

"I do have a phone, Hawkeye."

"Phones aren't secure, Spidey."

"Okay, as fun as it is to watch you two flirt, can we please get back on topic?" DeWolff cut in, "Karen, you were mentioning something about...robots?" The skeptical tone made it obvious that she found it absurd. Funny, Gwen would've thought that a cop who once moonlighted as a vigilante would have a higher tolerance for BS than robots.

"Not just robots, Jean - LMDs." Kate's eyes narrowed while DeWolff's expression shifted from skepticism to confusion, "Look, it'll take days to explain it all, but LMDs are basically robotic doubles. Useful for making a target or bait without having to put someone's life actually at risk."

"What, so you're saying they're like Eradicators? Are we gonna have to worry about groundweb sending them to the past to stop the rebellion?" DeWolff shot back sarcastically.

"LMDs only have basic AI at best when they're not remote controlle, detective; so no time travel last I checked," Kate replied before quickly turning her attention to Page, "I'm still confused on how a prosecutor knows all that, though. Last I checked S.H.I.E.L.D kept mum about that kind of stuff."

"Not as much as you think, Hawkeye." The smile the prosecutor gave her caused Gwen to wince. There was something just a bit too familiar about it for her liking, "Don't worry, I have clearance; you can ask Agent Hill herself if you don't believe me."

"Don't worry, I believe you. I don't think anyone's stupid enough to use her for an argument unless they were damn sure or they had a deathwish." Kate laughed softly, "That still doesn't explain what an LMD was doing here last night, though, especially with the amount of damage and casualties inflicted."

"Alright, I gotta cut in here," Gwen said. She was starting to feel out of place, "Look, I got attacked here last night by...uh." Was it alright to use Cindy's name? She never actually asked her about how her identity worked.

"Cindy Moon, leader of the terrorist organization S.I.L.K.," Page finished, which just made Gwen more leery. The amount of things she knew were beyond creepy, "That was the LMD in question, incidentally. All of the other men killed were wearing uniforms indicating membership in the organization, with the exception of the one we identified as Mary Walker, better known by her alias 'Typhoid Mary'.

 _'The one Peter killed and Murderdock brought back...'_ Undeniable proof that even besides the ninjas there was just something wrong with that prick.

"All of them dead, by the way." DeWolff sighed and pinched the bridge of her nose, "Prints led nowhere for any of them, and both the men and the Supervillain had no families...this Moon came prepared, at least. No blowback."

"They're...dead?" Gwen asked numbly. Did she...no, Webster was dead; there was no way she did it after she got knocked it...right?

"According to the gravekeeper he saw a 'bladed monstrosity' cut through the men to save you, but considering how drunk he was I'm not sure how much we can trust that," DeWolff muttered back, "Either way the wounds inflicted on the men were severe and the the evidence we gathered showed no bullets or weapons around the area. I gotta assume we're either dealing with a Meta or an expert; probably both, knowing our damn luck."

So it was either she'd lost control or she had a killer guardian angel on her side. She couldn't be too ungrateful - whoever they were they did save her life - but the thought of a 'bladed monstrosity' running around the city definitely didn't bring back good memories.

"That's why you called in the big guns, detective," Kate said, which was quickly followed by a wink and a smirk.

"I didn't call anyone, she did." DeWolff sighed again and pointed to Page, "Speaking of, I get why you called Hawkeye over, but why me? I doubt I have some keen police insight to share that you can't get from the other officers."

"I needed someone who could be a bit more...flexible." Page smiled, "You already have a history of caring more about the spirit of the law than the letter. Isn't that right, Ms. Phantom?"

A heavy silence settled over the group. DeWolff's eyes widened and her hands shook, though she managed to keep her gaze steady. Gwen looked between the two warily while Kate stared on. Eventually DeWolff spoke, her voice soft, "...How do you-"

"Like I said before, I have my sources," Page replied coolly, "I don't plan to blackmail or threaten you over it, if that's what you're worried about, detective. Similar to Spider-Man and a few others there's a definite advantage to knowing when to follow the spirit of the law rather than the letter."

"I only did that once, Karen." DeWolff grit out.

"Then do it one more time for me, as a favor if nothing else." Page handed her an address on a piece of paper, "Check this location out, _discreetly_ , before telling the rest of the department about it. If my hunch is right it could provide a lead to the source of these LMDs and we both know that your boss is corrupt, so I'd suggest getting proof before he can get his hands on it."

"I could-"

"No, Spider-Woman," Page cut her off, "I don't doubt your strength, but your sense of subtlety isn't something I'd stake a lot on." Wow...rude, "And I'd rather keep whoever is creating the decoys from being too paranoid. You and Hawkeye are Avengers; if he or she even catches a hint of you snooping around their holdings then it'll cause more of a panic than a singular vigilante. I'll contact Hawkeye on a lead in the next few days, but until then keep a low profile."

"I'm not a vigilante..." Despite her words DeWolff stuffed the paper into her coat pocket, face locked in a grimace, "Fine, I'll get back to you when I finish."

And just like that they went their separate ways, DeWolff going back to her patrol car while Page walked off, umbrella twirling in that self-satisfied way that gave Gwen a sinking feeling. Gwen and Kate gave each other a quick look before they both walked back to the entrance, "So...that was a thing," Kate said, stretching her arms above her head lazily, "I knew Ms. Page was more than just a prosecutor, but I didn't think she had S.H.I.E.L.D level clearance."

"Yeah..." There was definitely something off about her.

"So..." Kate said, dragging the word out in a way that made it obvious Gwen wasn't gonna like what she said next, "I hate to pry - no, really, I do - but did something happen between you guys and Ms. Jones? She went back to the office and she's been...I dunno, off?"

Gwen's breath stopped and she almost stumbled in her shock. After everything that happened she'd completely forgotten about how Jess was dealing with all this, "Shit..." Kate gave her a worried look, "Fuck...I almost forgot." Gwen pressed both hands against her eyes and groaned. She was an idiot, "Okay, look, I gotta check up on her, alright? Just make sure to call me if you find anything new."

"You want me to come with?"

"I...no, I need to talk to her on my own."

Before she knew it she was in the air again swinging to Jess' apartment, hoping beyond anything that for once she wouldn't get interrupted by a cry for help or another rampaging Supervillain. Thankfully for once luck was on her side and she made it to the apartment building without incident. She quickly changed back to her civvies in a nearby alley before running up the stairs in a full sprint.

The sight of Matt Murderdock stepping out of Jess' apartment caused her to freeze in her tracks. The smug bastard closed the door behind him with a slight flourish and walked towards her, mouth raised in a predatory smile, "Ah, Ms. Stacy. Here to visit Ms. Jones, I assume?"

"What the fuck are you doing here?" she snarled. It took all she had not to punch him in the face; even if she couldn't arrest him the thought of it was definitely tempting.

"I just wanted to hire Ms. Jones to investigate something for me, but she refused; though I don't know why. Maybe she has something against lawyers?" He twirled the cane in his hands and laughed under his breath, "Perhaps I'll have Mr. Parker do it. His rates are expensive, but the results speak for themselves."

A bubbling rise of anger shot through her and before she could stop herself she growled and slammed him against the wall, her wrist pressing against his neck hard enough to choke, "Stay away from him!" She was vaguely aware of the dark veins that spread up her neck, but she didn't care. The bastard's smug smirk didn't help at all, "I'm warning you, Murdock!"

"Yes, I got that. The overprotective girlfriend act's a cliche, but I suppose I can't fault you for the classics," he replied nonchalantly.

"If you don't stay away from him I'll-"

"You'll what?" His voice was mocking, challenging her to do something right then and there, "Kill me? Oh, no...you had more than enough chances for that, Ms. Stacy. You talk big, but there's a reason Mr. Castle and Ms. Hardy share a dislike of you." Without warning he suddenly smacked the flat of his right palm against her gut hard enough to make her stumble back and fall on one knee, "You had your chance to join me, and you squandered it. I can only hope your significant other isn't stupid enough to do the same."

"He'll never join you..." She glared up at him.

"Really? If you know anything about him, then you know he won't have a choice. Not if he cares as much as I think he does."

And with that he was off, walking down the hallway without a care and humming a song to himself. Gwen glared at his retreating back and stumbled into a stand. It was so tempting to chase after him, but last she checked beating up a scumbag with no proof was still a criminal act, even if she was damn sure that his list of crimes could make laps around the block twice.

And she still had to talk to Jess.

Gwen rubbed her gut gingerly and walked down the hall to the door leading to Alias Investigations. One 'bright side' was that the overwhelming nervousness she felt before was now replaced with a dull sense of anger. Seeing Murderdock always made her day worse.

The door wasn't locked and when Gwen stepped inside she was torn on exactly how to feel. On the one hand Jessica wasn't crying her eyes out or passed out drunk (and Gwen hated that she could even imagine that Jess would put the baby at risk like that), but on the other the sight of her hunched over her desk with a boatload of casefiles wasn't much better. It should've been normal, just another day at work...

Except the past couple of nights weren't normal. At all.

Jessica looked up to meet her gaze and Gwen frowned at the sight of the deep bags under her eyes. She didn't know everything about Jessica's powers, but she knew for a fact that it took a lot longer than one all-nighter for her to start showing signs of the dreaded raccoon eyes.

"...Gwen?" Jessica rubbed her eyes tiredly and stood up, jostling the messy stack of papers on the table as she did, "...Didn't expect to see you here."

"Yeah..." Gwen stepped closer to the couch and winced at the messy piles of Styrofoam coffee cups and take-out food. Considering it'd only been about a day since they saw her last the amount of stuff piled up really wasn't a good sign, "It's...been a rough day, huh?"

"You could say that." She let out a tired breath, "I've been running all over town since last night, trying to play catch-up on all the cases that have piled up." She grabbed a few of the cups and stuffed them down the overflowing trash can, "You know how it is."

"Yeah, I guess." Gwen swallowed nervously and considered her next words. Jess was trying to act normal, but there was something about her that was definitely, "Hey, Jess, are you...okay?"

Gwen cringed as soon as the words were out of her mouth. That was terrible. Jessica gave her a blank look for a few seconds before she nodded, "Yeah...why wouldn't I be?"

"Well, you know...about last night." The older woman sucked in a sudden breath and Gwen cringed again. This going bad, "Um...well, how do I say it?"

"'My mom came back from the dead', would be a good start." She was trying to be sarcastic, but Gwen could tell how forced it was clear as day. She had enough experience from being on the other side to know that it never helped, "...Why are you here, Gwen?"

"I...I wanted to see if you were alright." Gwen bit her lip. This wasn't going how she thought it would. Granted she didn't expect it to be easy, but the stifling atmosphere was enough to make her want to turn tail and run, "After last night..."

"It hasn't been great," Jessica conceded. The P.I took a seat on the couch and sighed into her palms, "...Look, I have no idea what's going on, but I've seen enough bullshit to know what's real and what's not. That's your real mom, memories and all. Not like Parker." Gwen shut her eyes tight at the blunt reminder, "You should worry about yourself and George more than me."

"Jess..." Gwen hesitated briefly before she sat next to her on the couch. The two of them weren't as close as Jess was to her dad, but Gwen still liked to think that they knew each other well enough that they could talk about...she didn't want to call it a problem, but it definitely felt like it, "You know you can talk to me, right?"

"If you say so." Jessica pinched the bridge of her nose and muttered something she couldn't make out. Right now she really wished she had Peter's enhanced senses; he was practically psychic with that thing, "...How's your mom?"

"She's, um...doing good. Trying to catch up to everything." And trying to understand how a radioactive spider could give her daughter superpowers while a magical(?) one could bring 'little Peter' back from the dead. It was a slow process, "Jess...have you talked to dad at all since last night?"

"He tried to call me this morning, but I was too busy trailing someone. Forgot to call him back." Right...that was a load of BS if she ever saw it, and she didn't need a magic spider-sense to know that. She had no doubt that her dad would try to call - that was how he was - but it was pretty damn unlikely she 'forgot' that by accident.

Gwen was tempted to call her out, but she bit her tongue. Being blunt here wouldn't do anything, "So...doing a case?" she said instead.

"Yeah, girl with a stalker. Nothing unusual." Jess rubbed at her eyes again and frowned, "It's been a bit difficult, going back to solo work with Kate and your dad being busy, but I'm getting used to it again. Have to be, right?"

"What do you mean by that?"

"I mean this-" She gestured to her stomach, "-extra passenger that I'm going to have to take care of in a few months. If I can't handle a few cases solo then I'm definitely not going to be able to raise a kid by myself."

It only took Gwen a few seconds to realize the implications of her words. The teen's eyes widened and her hands shook, "What are you..." She knew what she wanted to say, but the words remained lodged in her throat, "You...You plan to raise it alone?"

"Well...not completely alone - Trish and Kate'll help when they can - but...yeah. Pretty much." Jessica refused to meet her eyes.

"... _Why?_ "

"Do you really have to ask?" Jessica snapped back, her voice turning harsher and cold, "It's over, Gwen...I knew something would fuck up at some point, but I didn't think it'd be so soon."

"Stop talking like that!" It took all she had not to grab the older woman and shake her like a madman, "Jess...my dad-"

"I'm not going to make George pick, Gwen." Jessica's expression turned bitter, "I don't...he's a good man, one of the best I know, and I can't put him through any of that bullshit. Not after this."

"Jess..."

"This is the easiest way, because I don't want him to have to choose between me and the woman he buried." Her next words were softer, "You both can still visit if you want, but I don't want you to think either of you have to."

Before Gwen could say anything else Jessica pressed something against her hands. She looked down and felt like she'd been slapped in the face when she saw the wedding band at the center of her palm.

"The baby deserves to have both parents..." Tears stung the side of Gwen's eyes and she stubbornly wiped them away. She knew things would be bad, but this...it hadn't even crossed her mind that this could've been the result.

"So do you. 10 years old is too young to lose a parent; I know that from experience." She clenched her hands and took a deep breath, "...I don't hate him, Gwen, so don't worry about that." Jessica smiled, or at least she tried to. It looked more like a sneer, "Go on, go back home and talk to your mom. You have 10 years of catching up to do and I've got cases to-"

"No." Jessica looked up in shock as Gwen suddenly stood, glaring down at her though her tears, "This is bullshit, Jessica! You can't just-"

"What? Tell George that it's me or the woman he married? The woman who gave him the daughter he loves more than anything else?" She laughed, the sound soft and bitter, "No, I guess I'm a fucking idiot for trying to fix this!"

"You're not fixing it, you're running away!" This was wrong. Screaming wasn't going to help, but she couldn't stop herself. This was the only way either of them were going to get anywhere now, "Do really think my dad's going to just let it go like this because you're pretending to be alright? I thought you knew him better than that, but I guess not!"

"What did you-"

"Tell me you're fine leaving it like this! That if i just threw this ring outside you wouldn't give a shit! Tell me that and I'll leave!"

Jessica's expression morphed into something unreadable before she kicked the table with a frustrated yell, spilling cups and take-out containers across the floor in a messy heap. Gwen stood her ground even as Jessica rounded back on her. Jessica didn't cry, she knew that, but the look of anger and helplessness on her face told her all she needed to know.

"Of course I don't want to leave it like this..." she said eventually, "But what the hell else can I do? Do you really want to tell your mother that her husband knocked someone else up and proposed marriage right when she came back?"

"We'll think of something. It's better than this bullshit about being a glamorous single mom eating nothing but takeout and coffee," She eyed the pile distastefully, "...Look, I can't promise that things are going to go great, and I don't know what dad'll do, but fuck, we should still _try_ , right? You did it when you got together with my dad and when you chose to kept my new baby brother or sister. Giving up now and settling for 'good enough' isn't like you, Jess."

"Tch...you sound like Trish." Jessica let out a tired breath and brought a hand through her face, "...Fine, I'll talk, but I need a few days and I'm thinking you do, too. Your mom's only been back for a day; not a good idea to tell her all of this."

"You'd be surprised how much she can take. She already knows I'm Spider-Woman."

"Finding out your daughter's a hero and that your husband moved on are two different things, Gwen." Jessica clicked her tongue, "Look, you convinced me, so would you fuck off for now? I need to clean this place up and explain to the landlord why I broke my table."

"Sure...oh, don't forget about this."

Gwen pressed the ring back into the other woman's palm and waited till Jess' hand closed around it before she pulled back. Jessica looked down at the golden band held it between her fingers with surprising gentleness, "...You're real stubborn, you know that, right?"

"That's how we Stacys are built." Gwen smirked back, "...Get some sleep, Jess; you look like shit. Just be sure to call me when you're ready to talk, okay?"

"Yeah...sure. Thanks, Gwen."

* * *

 **Well, that's that done. Originally Gwen was supposed to leave after Jessica gave her back the wedding ring, but I switched it around to end on a (slightly) more idealistic note given that character-wise Gwen's pretty unlikely to accept another bittersweet ending to things, especially not after recent events and her and Peter finally managing to push through (some of) their problems.**

 **Granted she doesn't actually make a solution and just makes another obtuse promise to want to try, but hey that's in character for both canon and Looking Glass Spider-Gwen.**

 **Besides that Peter cut off contact with Teresa for her blind oracle antics and Jack has apparently gathered a cult of personality for himself, which makes the Joker parallels just more and more obvious. Oh, and MJ's becoming more and more warped even while Carnage is suppressed, but that's boring :P**

 **I did manage to put in a bit of interaction between Gwen and Matt, at least, though it wasn't much and she just (impotently) threatens him to back off Peter. Maybe I can put in more later :)**

 **Questions:**

 **1\. Which chapter do we do next? We can have MJ training with the others like Noir, Felica and Norah and moving along her plotline of being MIA to her friends (except Gwen, who's been too distracted to really notice). Or we could go with Peter going on the dinner date with Matt for another one-on-one chat. In the latter case it's also the last extended talk the two will have before the inevitable Hand war, so no more filler talk about devils after this :P**

 **So yeah, Eye of the Symbiote (training) or a Date with the Devil (Matt). Pick your poison.**

 **2\. Speaking of the Hand war, I wonder if you guys think it's a good idea to involve Carnage!MJ and/or Spider-Man (and maybe Shadowcat by extension) to it or if it's better if both are left off and it's just the Defenders, Teresa and the Chaste heavily involved in the arc? Current plan also doesn't involve Gwen taking part in it, though that's probably for the best given how bloody the conflict gets.**

 **3\. Would you guys be interested in a Cindy chapter? I've been thinking of making one for her that shows her daily life and also to help develop Harry so he's not just another karma houdini like Bullseye and Punisher. If not her are there any other side-characters that you'd be interested in exploring more?**

 **Review Answers:**

 **Brave2000 - Yes, as the side-note above states :)**

 **Roxasdualwielder - Dunno why considering her life isn't as terrible as she makes it out to be, but I'll take the tears :P**

 **Dr. Sugarcakes - Cute? It's a nickname. Gwen's a nickname as well since her full name is Gwendolyne; it's just a way to shorten things. Besides, Cindy calls him that as well (and he calls her Cin/Supergirl in turn). As for Jessica and Helen...something tells me it's not gonna be the best.**

 **Esquire-Man - Those powers are totally canon though :D Anyway, I'm not seeing the chill you claim Gwen has, but that's just me. Also, Lily turned into a hero in canon iirc, and given that even _Bullseye_ is (relatively) heroic in this fic I wouldn't place too much credit in her canon counterpart.**

 **Cyclopz - They don't know if MJ can be taken over, but we see her cuff herself just in case. As for Shadowcat - she went through a version of 616 Laura Kinney's backstory, which explains why she's so nonchalant over everything. With Kamala and the fanfic it's just her being a hypocrite - totally cool for her to make shipping fics, but not when others do it to her. The time jump omake is still possible, but later.**

 **Krolikson - She'd probably take offense to you calling her a predator :P To quote her words to Sasha, she's 'not a dick'. And originally Lana was there when MJ and Peter had their moment, but I changed it to Peter stabbing her with suppressant to avoid damseling him again.**

 **Jormundgardner -Honestly? Hard to list them all. The best part about the Marvel Universe is that I can put in damn near anything and it's difficult to say that it's impossible to happen. So far we've had references to Watch Dogs, Miraculous Ladybug, Assassins Creed and various others. MJ references Fazbear's Pizzeria (FNAF) and San Fransokyo (Big Hero 6, which is Disney Marvel) in this chapter. Later chapters have more such as Cindy mentioning the Toxic Mega C-Word (Kick-Ass), Kate griping about the Murkoff corporation (Outlast) and even Shadowcat mentioning a Rook Islands op (Far Cry 3).**

 **Don't take it too seriously, though; it's just for fun :) Anyway, I didn't mean for Lana to think about Peter that much, so that's a fail on my part. As for Punisher x Noir? The same way people think Bullseye x Black Cat and Cindy x all the Avengers; someone thought it was a good idea, posted fanfic/fanart and then it spread from there. Cindy in particular is treated as the fandom bicyle in the Avengers in-universe for this fic.**

 **Nameless - Gwen POV got more votes, but hopefully this still works.**

 **Red Rain 17 - Yeah, sorry, but doing a TL;DR for recent chapters is just annoying. If it was an old one then sure, but not 3 chapters ago.**

 **henchman213 - Lana's not Shrek :/ Anyway, I think Noir would make a bad babysitter. Look at how badly he did with Lana...**

 **Guest - Hit or miss. I based her character on how she first appeared in Ultimate comics, and in that one she was a curse-y little hellion who ping-ponged between wanting to be a hero and wanting to just be left alone since her powers just got her into trouble. In the current Miles Morales she's more mature but she's also rather stalkerish in her crush with Miles, which makes it a mixed bag. Here she's more immature but handles her crush with more grace.**

 **titan616 - Holy big review :O Titan616 is right, this might be the biggest review in the fic so far. Anyway, I can't answer here in full, but I'll take note of some stuff: I'm surprised you like the Gwen/Noir pairing given how turbulent and fucked up it is; Gwen's view on Dark Chocolate is wrong and she should be ashamed; the all-female Avengers weren't intentional; Cindy and Harry are a mixed bag; Punisher is meant to be less sympathetic since he's based on his MAX version; Lana's crush is rather unhealthy, something she notes herself.**

 **Anyway, I really appreciate the time it took to make such long feedback :) If you wanna correspond in longer stuff then PM me over here. Besides that I hope you keep reading and enjoying the fic :D**


	100. Eye of the Symbiote

**Ah, my 100th chapter! For this special occasion I am going to...write the exact same chapter I was planning to write anyway. Huh, funny how that works :P**

 **Anyway, I'll get this out of the way first: a bunch of readers seem to interpret the scene between MJ and Peter as being romantic in nature when it really isn't. The narration point blank states that Mary Jane was simply desperate for comfort/contact and that it could've been from anyone. So yeah, it wasn't meant to be the start of this love triangle that people were convinced 616, MJ and Gwen had in the 60's and 70's.**

 **Besides that I've been reading more on the old Howard the Duck comics and the recent Punisher ones. The former was funny but not that enlightening - apart from the fact that Howard was literally fucking a human woman - but the latter portrays Punisher as having a bit of a downplayed sense of humor. I'll try to add that when he comes back into the focus again later.**

 **Oh, and before we start: what would you guys think of a hypothetical 'Volume 2' set after the 4 big bads are taken care of? I've gotten comments to this effect before and it would be a good place to set the cut arcs. Main problem here is that it wouldn't have a main plot at all, which would really just drag this out even more than it already did. OTOH Spider-Island would make more sense given the scale, so...**

 **Side Note - I've gotten comments on Mary Jane mentioning San Fransokyo and I'll answer this here: whether it's a genuine crossover or just a tongue-in-cheek reference is up to you. Gwen mentions Miraculous Ladybug, Cindy mentioned Watch Dogs and so on and so forth. Given that these characters never appear on-screen you can basically pick and choose how you view it.**

* * *

"Saw you on the news last night."

Lana looked up from her tray of mystery meat and gave Danika a withering stare as the older girl sat across from her, "Here I thought I could have some peace and quiet..." She picked at the brown slab of meat and sighed. It'd been a few days since 'daddy dearest' outed her, and while the stares and whispers were less frequent now there were still a few people who refused to let shit go.

Such as the aforementioned Danika Hart, who seemed to get it in her skull that just because she was a cape chaser (read: Superhero stalker) that made them buddies now.

"Just thought you'd want to know how the city's seeing you." Danika shrugged, completely ignoring Lana's flat look of annoyance, "I mean the bad guy you stopped last night was apparently a rising name in the villain scene. Kaboom, if I'm remembering right?"

"All I know is she was a crazy bitch," Lana said, looking back down at her food. She didn't even know what that asshole's deal was. One second Lana was walking down the street and then the next a big-headed shitheel comes blazing down the street firing off lightning and screaming about how Manhattan was under new management, that her power made her better than all the 'lesser beings' and that they had no choice but to follow her rules cause she was better than them.

She wasn't feeling so smug after Lana punched her right in the jaw with an exploding fist. Not that she needed to; Lana was pretty sure the cops (or Pete...or the Punisher...or that bald psycho) would've shot her in the gut once they showed up. Electricity didn't stop bullets from hurting - that Electro bitch a few months ago was proof of that.

"Either way it's a real boost," Danika continued, "According to what I've managed to dig up this Kaboom person got her powers a couple of days ago and was terrorizing the city when she could cause apparently she thought she was the only Superpowered person in Manhattan." Danika laughed at that, and Lana (almost) smiled. Considering her track record it was a miracle Spider-Woman or one of the Avengers hadn't gotten to her first, "So the news is singing your praises right now."

"Yeah, vote William Hollister." Lana rolled her eyes. She was sure that prick would appreciate it, at least. It would keep him off her back for at least another week.

"Is that your catchphrase or something? Seems like that's all you say whenever the reporters or the police try to question you."

"What else is there to say? I'm a freak in a city full of them." She chewed on the 'food' and grimaced. Yep, she definitely needed to start packing her lunch, "What's it to you, anyway? I told you I'd do an interview if I have some free time."

"Really? Cause it seems like you're just waiting me out and hoping I get bored."

"Gee, I wonder what gave you that idea." Lana gave the older girl a wry grin.

"Just a hunch." She hummed, "So, any luck finding the guy or gal who tagged your locker?"

"Nope." And she really didn't care to all that much. Freak, slut, punk, uptight bitch...there was always something someone would call her out on being no matter how far from the truth it was. Least she really was a freak; she'd take being called that over being called a slut who blew the entire football team. Besides, nowadays she didn't have to worry about getting harassed to her face. Apart from Brooke a lot of people weren't stupid enough to run up on someone who could go Carrie on their asses.

"And...you don't care?"

"I'm really worried over it, believe me." No wonder Pete and the others were always so sarcastic; anyone would be if they had to deal with strangers suddenly butting into their business.

"Okay, is sarcasm just a hero thing? Like is that a requirement now?"

"Yeah, along with stupid costumes." She looked down at her phone and smiled slightly when she saw that it was half past 11 am, "Look, as great as this was, I gotta go."

Danika called after her about the interview she'd promised (fingers crossed) to do, but Lana ignored her. Maybe she was being bitchy, but she didn't care. The only reason anyone was paying any attention to her now was because she could blow shit up with her bare hands; like those assholes who said they were your friend after you won the lottery. Couple that with Poey and the rest of her friends sans Kamala and Chat ditching her and she really wasn't in the mood for new besties.

Oh well, at least she still had this.

She tapped the newest number on her contacts list and smiled when her mom's voice greeted her after a couple of rings, "Hey, kiddo, you're early."

"Just 30 minutes." She passed by a few people on the hall and ducked under the paper airplane someone threw, "I dunno, I was going nuts without someone to talk to." Someone who didn't look at Lana Baumgartner and just saw Striker, at least; and she didn't even have to mention how fucked up it was that Brooke was one of the few people who did. What did it say when the person who made high school complete shit was one of the few who still treated you like you were still normal?

Lily called a few times, but Lana was kinda avoiding her. She still needed some time to process all this and living with her wouldn't have helped that. As for Pete, he was helping some redhead with...something. Honestly she wasn't sure; all Lana knew was that she'd walked in on her coming out of the shower a couple of days ago and there'd been a lot of shouting before Pete explained everything (read: nothing at all).

But hey, she was pretty forgiving about Lana wondering if she was a prostitute, so she couldn't have been all bad...

"Lunch break?"

"Yeah, mystery meat." She shivered and opened her locker to pull out her books. She still had to do that project on Egyptian History for Ms. Hassan; something about the 'last Medjay of Siwa' or whatever, "What about you? How's Wisconsin?"

"You've seen one city you've seen em all." She could practically see her mom shrug at that, "Not as much noise here, though, and no Superheroes or Supervillains. No offense, but I think that's probably the best part about being here."

"Yeah, I know what you mean," Lana replied, "How's the waitress gig going?"

"It's not glamorous, I'll tell you that: hours are longer, the customers are more demanding than the Johns, and the uniform is older than I am." There was a quick pause before she said the next words casually, "But hey, at least I don't feel ashamed to look at myself in the mirror when the day's done, so that's something."

"Yeah...leave the joking to me, mom. You kinda suck at it." No, Lana didn't like to think about the times she came home seeing her mom with smeared make up and sporting a black eye, thank you very much.

"If you say so. But hey, I saw you on the news here. You stopped some terrorist from killing people."

"More like an insane cunt with a God complex." She sighed. This what she wanted, right? To help people, to be a hero? So why did it feel so goddamn petty? "Look, I don't wanna talk about 'work' right now. I get enough of that over here."

"Sure, kiddo. Anything new elsewhere then? Maybe on that crush of yours?"

"God, mom, I told you to let that go!" Lana clicked her tongue and pointedly ignored the way her cheeks heated up, "Look, nothing's happening there, alright? I'm just gonna try to ignore it and hopefully I don't turn into one of those pining schoolgirls."

"If only it were that easy." Lana grunted in annoyance at the teasing lilt in her voice, "But fine, we'll follow your rules. Anything else that comes to mind?

They spent the next ten minutes talking about anything else but her 'part time job' and her (non-existent, if you didn't count Andrew Maguire trying to score a trophy Superhero girlfriend) love life. By the end of it she actually managed to feel somewhat better about herself...well, as better as she could be considering her mom was forced to skip town and her 'dad' treated her like she was his pet freak.

She barely said goodbye and shut her phone off before she bumped into someone, the other girl falling into the ground with a surprised yelp while she papers she held onto fell around them in a scattered heap, "Oh, shit, sorry!" Lana offered her a hand, which she took with a mumbled thank you, "I wasn't watching where I was going, totally my fault." She winced. Having that 'spider-sense' would've been really useful.

"No, it's my fault." The short haired brunette looked up to meet her gaze and Lana quickly recognized her as Gayle Watson. They weren't friends or anything, but even she could tell something was off by the bags under her eyes or how frazzled her hair looked.

"You're back in school?" she blurted out before she could stop herself, "I-I mean, I heard you were looking for your sister."

"Yeah, um, my mom thought I should try to take my mind off it." She gestured to the fallen papers, "...I wanted to put up some posters here, though. I know it's a longshot, but I figured it couldn't hurt, right?"

"Uh, well...let me just help you with this." Lana bent down and began gathering up the papers, Gayle joining her quickly afterwards. It wasn't long into the clean-up before Lana finally got a good look at the mug smacked front and center on the paper and she paused, "...No way."

"Wh-What's wrong?"

"I...I know her. I mean, I met her a couple of days ago." She held the paper closer for scrutiny and nodded. Yep, that was definitely her; only difference was she was wearing more clothes here, "Wait, when did you say she went missing again?"

"O-Over a week ago. She just flipped out and ran...we haven't seen her since." Gayle chewed on her lower lip nervously and looked her right in the eye, "Look, I just wanna make sure you actually saw her, okay? Cause we've been getting some prank calls from assholes who just want the reward."

"You can keep your cash, it's your fucking sister you're looking for, not a damn cat." Lana shook her head. What the hell had Pete gotten into? "Okay, look, let's meet up after school, alright? I can take you to your sister."

"O-Okay...thanks." Gayle gave her a tentative smile

"Don't mention it." Lana smiled back. This definitely felt better than smacking around assholes in costumes, at least.

* * *

If someone told her that she'd be in spending her afternoons with Felicia, Norah and a resurrected Peter in an abandoned warehouse a few days ago Mary Jane would've called them insane. Being friends with Gwen gave her a preview on just how fucked up Superhero life could be, but that was all she was: an outsider looking in, the side-character Gwen would've written about in her prize-winning autobiography when she was 100 years young.

Now? Well, now she was trying to avoid getting kicked in the face by Felicia.

Mary Jane ducked the roundhouse kick, only to fall into the ground with a grunt when Felicia used that as a chance to knee her in the face, "Focus, Jane," Felicia said for the umpteenth time that day. The redhead scowled and pushed herself off the ground. The temptation to claw her face off came and went, though if anyone asked her later she'd claim that she didn't need a bloodthirsty monster to want to do that to the popstar.

This was training; or at least as much as they could 'train' considering the circumstances. The warehouse was an abandoned one that the PissHead band used as a venue a couple of months ago. Officially it was condemned, but because of someone somewhere never getting around to delivering the papers no one actually bothered to get rid of the place. Norah assured them that the owner wouldn't look twice as soon as they paid him the 30 dollar rent for the day.

Gritting her teeth, Mary Jane charged forward, right fist raised to strike. Felicia raised an eyebrow, dodged the clumsy blow and, just to add insult to injury, kicked her on the small of her back and forced her on her knees again, "...This is sad, Jane. I thought you had powers now?"

"Fuck you..." She took a deep breath to try and calm herself and stood up again. The point of the exercise was two-fold: to try and teach her how to fight without the symbiote having to come out, and to see how much she could calm herself down after she kept getting pissed off. She was pretty sure Felicia was just using it as an excuse to beat on her and make fun while she did it.

"You were the one who said you wanted to fight me." Felicia shrugged, a lazy smile on her face. She had a point, but Mary Jane really wanted to wipe that smile off her face, "Though I don't see the point of you learning how to fight."

"It's so if I get attacked again I don't risk turning into that thing." Mary tried to punch her in the face, only for Felicia to side-step the blow and smack her in the jaw in turn. It hurt a lot less than she expected, "...You holding back, Felicia?"

"Yes, though I'm assuming your body's stronger as well. You wouldn't be able to keep going like you are if you were still..."

"Human?" Mary Jane asked bitterly, using the momentary silence to try for a sweeping kick. Felicia jumped over the leg and tripped Mary Jane up as she landed.

"I was going to say a mediocre singer who'd never exercised a day in her life, but if you want to be dramatic about it..." Felicia offered her a hand, which she took after some reluctance. Was Felicia trying to be tactful or just insulting her again?

"...You don't have to play nice, you know? I'm a freak now," Mary Jane mumbled,

"And yet you're still more pleasant company than the bald psychopath or Frank Castle." Felicia's smile turned wry and she stepped back slightly, "If you're expecting me to feel sorry for you, then you're out of luck, Jane. I don't care what you have attached to you right now, the same way my opinion on Spider-Woman wouldn't change on whether she had powers or not; powers or no she'd still be a self-righteous child with a messiah complex, and you're still someone who can't throw a punch to save her life."

"Don't make fun of her...and I totally went to self-defense classes before." She was pretty sure she could protect herself against a pushy asshole, but this was as far from that as she could get.

"Then I suggest you get a refund, because they're clearly not teaching you very well."

The next 30 minutes were spent sparring (read: having Felicia wail on her) before Mary Jane eventually called it quits and trudged back to the crate where Norah was sitting, her gaze focused on the notebook at her lap. Mary Jane rubbed at the non-existent bruises at her arms and sucked in a tired breath. Even with a fresh dose of suppressant her body was still tougher and stronger than it was before, though as the last half hour proved that didn't amount to much considering she could barely throw a punch.

Norah looked up from the notebook and smiled at her as she approached, "Done being the punching bag?"

"Yeah..." Mary Jane pulled back the sweat-matted hair from her forehead and winced, "Now I know how the Judo Juvenile feels."

"Hey, at least Black Cat's not making you wash her car to teach you a lesson." The blonde scooted over and tapped the space next to her, "Come on, I wanna show you what I'm working on."

"Uh...are you sure that's a good idea? I mean I'm still-"

"You just spent the past half hour getting smacked around and insulted, MJ. If you didn't change then I'm pretty sure you aren't changing now."

"Right..." Mary Jane allowed herself a small smile and sat next to Norah on the crate. She was pretty sure she looked like crap and reeked of sweat, but it wasn't like they hadn't already seen each other at their worst. She still remembered the time she went to visit Norah after she pulled a double all-nighter and found the journalist wandering around like a zombie looking for the last can of red bull.

Mary Jane looked down at the notebook and blinked at the miniature string theory connecting a bunch of (poorly drawn) figures together, "Uh...what's that?"

"My own personal web of conspiracy." Norah grinned and winked in response to MJ's look of utter confusion, "Every good journalist needs one, right? Now I just need to stay up for a couple of days straight so I can start ranting about how it's all connected and that I see the truth while all you blind lambs are ignorant to the lies you swallow."

"What are- no, I mean, I get what it _is_ , but what's it _for?_ "

"Matt Murdock," Norah said casually, as if she hadn't admitted just admitted to looking up info on someone who'd never gotten so much as a parking ticket; something Gwen ranted about to no end not too long ago, "I got contacted by Karen Page and she said she could use someone who had an in at the Bugle. Apparently she knew about Ben- er, Peter, and he said the same thing. So I figured why not?"

"Are you...sure that's safe?"

"Probably not, but you don't really become a journalist if you want to stay safe." Norah closed the notebook with a snap and swung her legs idly, "I mean I haven't been safe for a few months now. I was in a club where people turned to Lizards, I helped the Punisher back to one of his safehouses when he fell off a building fighting a red birdman, and of course there was 'The Incident' a few weeks ago. If my mom knew about half the stuff I've done these past few months she'd drag be back home by the ear."

"Incident, huh?" Mary Jane looked down at her hands and frowned.

"Hey, that's not your fault," Norah said immediately, her tone soft and comforting, "Look, we'll deal with this, alright? It could be worse."

"Yeah, how?"

"Uh...I'll get back to you on that." The two of them shared an incredulous laugh, "Hey, at least you're not the one who has to try and sell some story about sewage gone wrong as breaking news."

"Not on the hero beat anymore?"

"Conflict of interest." She waved a hand through the air, "I mean I know the secret identities of Spider-Man and Black Cat, I can call Peter up for an interview or expose the location of one of Frank Castle's safehouses; all of that's front page news. But I can't exactly do that since that'd just put a bigger target on their and everyone else's backs." She clicked her tongue, "Sorry about ranting about first world problems here, but it freaking _sucks_ being a journalist who can't report about something everyone in this city wants to know."

"Yeah, guess it is..." MJ caught Felicia step out from behind on of the shipping containers dressed in her costume, mask and all. The other singer gestured for her to come closer, "Hah...back to the grind." She sighed, "Hey...thanks for being here. The past few days have been absolute shit, it's...nice to talk to a friend." And not worry about being rejected for being a freak...

"Anytime, MJ." Norah winked and nudged her head, "Now come on, back to Superhero training, and remember I get first dibs on any interviews when you finally put on a costume."

"Ha, in your dreams, Winters."

The next part of her 'training' was an obstacle course- well, she said obstacle course, but really it was just jumping and climbing the stacked shipping containers like a demented monkey; which was harder than it looked, even with her new add-ons. It was at least easier than the 'sparring' session, mostly on account of the fact that all she had to do this time was follow Felicia rather than get her face beat in.

At least the view was nice. Much as she thought Felicia's costume was dumb as hell, Mary Jane couldn't deny that it definitely drew attention in all the right places.

Peter had his doubts that any of this was worth it, but she figured it couldn't hurt. Wasn't there a movie or something about how better control of the body led to better control of the mind? Hell, if nothing else it was a good distraction. If she was jumping through shipping containers and playing every teenage kung-fu hero cliche ever then she was too busy to think about just how she'd nearly murdered her dad...

 _'Focus.'_ She waited for Felicia to go ahead before she quickly followed. It didn't take long for her to realize that she'd miscalculated, which became painfully clear when she face-planted on the side of the wall and fell back-first onto the shipping container stacked below. It didn't hurt as much she thought it would've, but the sight of Felicia smirking down at her more-or-less cut through whatever pride she had left.

"MJ, you okay?" Norah called.

"I-I'm fine!" she shouted back quickly, rubbing her nose with a grimace as she did. Great, so both of them saw it. Small mercies that Peter went outside for a food run cause she didn't need everyone getting on her ass about it.

"Need some help there, Jane?" Mary Jane gave her the middle finger and forced herself up. Felicia laughed under her breath at the vulgar gesture and knelt at the edge of the container before offering her hand down, "Come on, no shame in it."

Mary Jane wanted to rebuke her, she really did, but the temptation to jump up was off-set by the risk of overshooting and clocking herself in the face again. Sighing, the redhead pulled back the sweat-soaked hair from her forehead and allowed Felicia to pull her up, the other singer straining slightly at her weight before she eventually pulled her up to the top container so they could sit side by side.

"...Thanks." She sat at the edge of the container and panted, swinging her legs lazily.

"Don't mention it. I suppose it's my fault for distracting you in the first place." Mary Jane scoffed at Felicia's cocky grin, though she didn't deny it. It wasn't like she was _wrong_ per se... "...I hope you don't mind my saying, but this is rather bizarre, isn't it?"

"What, you mean me getting a mass murdering monster attached to me or the fact that despite all that I still can't avoid smacking my face on walls?"

"I was more referring to the fact that we're sitting next to each other without trying to kill one another, but again you have a point." Felicia leaned back and Mary Jane pointedly looked away. She really needed a better costume, "Oh, and of course that two people in the same band could have powers. The odds are unlikely, don't you think?"

"Yeah, I know what you-" Mary Jane froze and her eyes widened. Did she just... "Uh, wh-what do you mean?"

"You know, you and Stacy," she said the last word in a whisper, no doubt to avoid Norah overhearing.

"H-How did you-"

"Ben and May Parker have loose lips," she said coolly, "Honestly, though, I should have figured it out sooner. How else could Spider-Woman have arrived so soon when Murdock and I had our fight? I didn't think of it at the time, but it does make sense."

"Yeah, I guess..." Mary Jane wiped her hands on her shirt and looked down at the ground, "You're...taking this really well, and I'm not just talking about Spider-Woman."

"These past few months have been...bizarre." She laughed at that, though it sounded more annoyed and bitter than anything else, "I thought Murdock was just a blind lawyer, a human, but instead I find that he's supposedly possessed by a literal devil and that I never had any actual chance in killing him. Now I'm forced to rely on the aid of a group of psychopaths and would-be oracles and hope that Spider actually cares enough to stop him."

"Why are you after the Kingpin so bad? Did he piss in your cornflakes or something?"

"We all have our reasons, Jane." Mary Jane rolled her eyes at the vague answer. She expected nothing less, "Truth be told the only reason I'm helping with this is because I'm hoping that once you gain some sort of stability Spider and I can return to what we were doing before."

Mary Jane was about to say something before she heard the muted sounds of a motorcycle engine followed by Peter stepping inside carrying a bag full of greasy, low-budget takeout, "Just what the doctor ordered." She let herself fall to the floor and made her way to him, a small smile on her face. Seeing him always helped her calm down nowadays, and it wasn't just because he always made sure to carry suppressant with him just in case.

Five minutes and one injection later they were all sitting in a circle in a makeshift table made up of crates with a pile of take-out at the center. Mary Jane bit into the chicken leg greedily and just listened to the other three talking about whatever came to mind; she couldn't understand half of it, but the white noise was still relaxing. For a second she almost felt normal...well, as normal as she could be considering she was sitting with a resurrected vigilante, a thieving popstar and a journalist who seemed to cover up more news than she reported.

"That hasn't healed yet?" Norah asked suddenly, gesturing to the nasty gash on her right arm.

"Don't think it will..." Mary Jane frowned. That was where that monster seeped through that night, the place it called 'home'.

"Oh...well, I think it's cool. There's that saying about how scars are sexy, right?" Norah said quickly. Mary Jane snorted. The attempt at comfort was poor, but she appreciated it anyway.

"Forget about the scar, what about your 'training'?" Peter asked, looking between her and Felicia warily, "Did Felicia do anything?"

"Where's the trust, Spider? Jane's a big girl, she doesn't need you hovering over her," Felicia replied lightly.

"You've seen what that thing attached to her can do, Cat..." And more. Mary Jane gulped down her chicken nervously and took a deep breath. Neither her or Peter talked about what happened that night, what she nearly did to him...it still made her sick to think about it, "Teresa made things worse by forcing her to change so we need to pay attention to any signs that her control might be slipping."

"You've told us this before; repeating it won't change anything." Felicia rolled her eyes and set her noodles down, "Look, Jane's clumsy and inexperienced, but from what I've seen she hasn't done anything that indicates that she'll turn into that monster Kasady."

"Sorry if I'm being stupid here, but why can't we just go to S.H.I.E.L.D or Spider-Woman?" Norah asked, "Seems like they'd be the best option here, right?"

"Yeah, if you wanna put that thing back to the people that created it." Peter scoffed.

"Created...wait, are you saying S.H.I.E.L.D made that thing?"

"Yeah, though the cover story blames someone else." Peter sneered down at his plate of barely eaten food, "They saw those 'Silk' shitheels had a symbiote and they thought that it'd be a good idea for them to try and make their own. Guess they didn't count on it going loose on a killing spree..." And for Gwen to kill it. Mary Jane still found it hard to believe. Gwen was the most adamant person she knew about refusing to take a life, had been ever since Peter died...well, died and came back.

"Corruption, then? How surprising," Felicia said sarcastically.

"This is...huge." Norah set her food down and took a deep breath, "I mean, that's like government conspiracy level stuff. I wonder if Robbie and Urich will let me make a story on it."

"Not likely. The spooks have probably erased all trace of their fingers on the pot and if you try they'll just shut it down and come up with a counter story to discredit you, and that's the best case scenario. Worst case they just kill you and give some spiel that it's for the greater good that they don't get to pay for what they did like Osborn..."

"Wait, Osborn? The head of Oscorp?"

"Not him, his prodigal son." Peter sighed, "Look, no point in bringing it up, Summers; we can't change anything." He made a gesture and pointed to one of the smaller shipping containers, "Break's over, Mary. Time to test how strong you are."

The answer that question was 'apparently strong enough to lift at least 2.5 tons over her head', though she would've been lying if she said it was easy. Mary Jane grunted and scrunched her face from the effort of keeping the container balanced with both hands. Was this how Gwen felt when she lifted all those cars and rubble on TV? No, stupid question. Gwen made it look easy while she felt like she was lifting a dozen barbells stacked on top of one another.

Seeing the look of subdued surprise from Felicia and the wide eyed gape from Norah was worth it, though - it'd probably be the first and last time she'd ever make either of the two speechless. Peter's expression remained unreadable, though that didn't surprise her - hanging around Gwen all day probably made whatever she did less impressive.

She was about to set it down before Peter's head snapped to the entrance and he suddenly spoke up, "Someone's coming." He managed to put on his mask just before the door opened and-

Oh, _fuck._

Mary Jane stood stock still, face frozen in shock, as Gayle stepped past Peter's ward and their eyes met. Gayle's look of surprise mirrored her own, "MJ...?" Her little sister's gaze shifted from her eyes to look up, and it was only after MJ finally remembered that she was still lifting the shipping container that she realized how bad this all must have looked.

"G-Gayle-"

"Lana, what the hell?" Peter interrupted with a hiss. He stomped towards the younger girl and said something else she couldn't make out, which she used as a chance to set the container down as gently as she could.

By which she meant dropping it like a ninny with enough force that everyone on the next few blocks heard the impact. Mary Jane cringed at the ringing headache she suddenly got, but apart from Gayle covering her mouth with both hands no one else seemed to care about the loud boom. Lana even continued to look up at Peter with an annoyed look on her face.

"What? I told you I was going to come!" she snapped back.

"You didn't mention a friend." Peter turned to Gayle and the younger girl shrunk back, her shoulders shaking. He always had that effect on people, from what she'd seen of him, "Get her out of here."

"Why? That's her sister, right?" Mary Jane was almost tempted to curl in on herself when Lana pointed at her, "She's been missing for about a week, apparently, but then I find out she's been crashing at your place doing fuck only knows what. They've been looking for her for days, Spidey!"

"You-"

"Stop it!" Gayle suddenly yelled, looking on the verge of tears, "I-I just wanna talk to my sister!"

"Kid, this isn't a good-"

"Spider, that's enough," Felicia said. Mary Jane could practically feel the glare from underneath the mask, but the part-time thief just looked back at him coolly, "You should know when to cut your losses. Jane's sister has already seen her; shutting her out will just create more trouble."

"I...gotta agree with Black Cat," Norah added, though her voice was more uncertain, "I don't think we can pull off the Women in White thing here."

Peter looked at Gayle for what felt like hours before he eventually sighed, "...Fine. We can stay here and-"

"A-Actually, Tiger, I'd rather speak to her alone." She raised both hands to stop his incoming rebuttal, "Look, you'll be right outside and I'll even cuff myself if you want, but I want- no, I _need_ to talk to her myself. Please?"

Another frustrated breath came and went, "Fine, it's your funeral." Mary Jane cringed. Did he really have to say it like that? "We'll be close, so if you feel even slightly like that thing's trying to claw its way out then just scream. We don't want to take any chances."

The rest of them filed out, Peter and Lana arguing as they went, and eventually it was just her and Gayle alone. Mary Jane clenched her fists nervously and took a few tentative steps forward while her sister did the same. Neither of them stopped till they were right in front of each other, the pair separated by only a scant couple of feet. Mary Jane was tempted to reach out and touch her, but she held back. She needed to talk first.

"...Hey." Mary Jane said.

"Hey..." Gayle mumbled back.

She cringed; this was off to a _great_ start... "I...alright, look I know this-"

"We were looking for you, MJ." The change from the almost teary-eyed look to anger made Mary Jane step back at the suddenness of it, "I...do you have any idea how worried we were? How me and mom-" she sucked in a deep, shaky breath, "-I...we thought you were just gone. Left the city, dead or...or something! You just attacked mom and left without any explanation!"

"Gayle-"

"A-And now you're spending time w-with freaking Supervillains!" Gayle continued, voice rising to a yell. Mary Jane chose not to correct her on the 'Supervillain' bit, "Do you have any idea how worried mom was?! She hasn't slept in days! We tried calling your phone, putting up posters, going to the police...God, I thought you were-"

"I was a danger to you!" she finally said, so loud that she was sure everyone outside heard it, "You saw what I did! I hurt mom, I nearly-" Nearly killed her dad. She kept coming back to that. Everyone else - those rapists in the alley and the assholes who tried to kidnap Gwen - she blamed that on the monster. Her dad was hers, "-Gayle...I'm losing my mind. I couldn't come back."

"Wait, what do you mean by that?"

"I mean I'm going fucking insane." Mary Jane brought both hands across her face and sucked in a deep breath.

"I-I don't get it. I mean, I saw you lifting that shipping container, so I-I'm guessing you have powers, but-"

"I'm not like Spider-Woman or She-Hulk, sis." Her lips curled up in a bitter smile, "I...okay, you remember The Incident? That, uh, killer who went on a rampage?" Stupid question; that was like asking if she remembered the Red Skull's 7-9 terror attack. Of course she'd remember.

"Y...Yeah?"

"Well, that thing...Captain America said in the interview that the guy - Cletus Kasady, I think - got his powers from somewhere else. Something she called a Symbiote. Well..."

"Wait, you're saying..." Mary Jane didn't have to nod. Gayle gasped and suddenly gripped her shoulders in a vice-grip, "That thing that made him into that monster...you have it now?"

"Yeah..." It felt like a condemnation, saying it out loud like she did, but it also felt...good, in a way, "I was passing through an alley and I got attacked. I cut my arm trying to run and..." She paused and showed off the gash, "It...seeped in through the wound. The people that attacked me...it wasn't pretty, what happened." Understatement of the fucking year right there. What next? That the monster was 'just a bit off-key'?

"I...I still don't understand why you can't come back. L-Look, you freaked out because of your, uh, powers, so let's just explain it to mom so we can-"

"It's not the powers!" she snapped, "I told you I was going nuts and I meant it. This...thing, it's _alive_ , Gayle. I...I hear it's voice in my head, screaming at me to just...just kill people. We're trying to get a handle on it, but I-I don't think it's safe to come back. Not yet." Or ever, the cynical part of her mind said. Teresa's warning echoed back: the suppressants were losing effect. She had no idea if that was true, but the thought of it was worrying enough.

"God..." Gayle paced briefly and muttered under her breath, "Okay, so...what do we do?"

" _We_ aren't doing anything. You're going to go home and wait. I'll...I'll call you again if- _when_ I get a handle on this thing." Yeah, when would that be? Considering she was puking her lunch out a few days ago she wasn't feeling so confident.

"W-Well, I gotta tell mom and your friends-"

"No, you can't tell them!" It scared Mary Jane just how fierce her voice sounded just then, "I...okay, okay, you can tell mom. Just say that you found me and that I'm alright and I'll call her tonight. And tell her not to worry cause I'll be home soon and...that I'm sorry for hurting her."

"What about your friends?"

"They can't know. Just tell them police are on it and they can just wait, alright?" She knew she was just stalling, but she wasn't ready to face Gwen and the rest of them. Not yet, "Look, I'm sorry for worrying you, but until this thing's under control I can't go back, so I want you to promise me that you won't tell anyone what's actually happened."

"What? What the hell am I supposed to tell mom?"

"I dunno, think of something! You're a writer, aren't you? This should be easy!"

"Easier said than done, MJ!" Gayle countered. Mary Jane just found it a relief that she didn't look sad or pissed anymore, "Fuck, this is some heavy stuff...I mean, I've read comics and fanfics, but I didn't think this kind of stuff would happen to _my freaking sister!_ "

"I didn't want it either, Gayle!" Just like Gwen didn't choose to get bitten by that spider or Peter didn't choose to come back from the dead with fucked up memories - and from those two only Peter had to deal with a murderous voice in his head like she did, so at least she wasn't alone, "Look, I'm...more-or-less alright, so don't worry."

"Yeah, don't worry after you told me you have a Jeckyll and Hyde thing going on." Gayle out an incredulous laugh, "Okay, I'll be back here tomorrow-"

"Absolutely not-"

"Absolutely yes!" she yelled over her objection, "Look, I don't think I'm gonna be much help, but...fuck, MJ, you're my sister! Do you really think I'm just going to sit on my butt at home while you're going through this?"

"I was hoping, yeah..."

"Tough." For the first time in days she saw her sister smile, and it was more of a relief than she thought it'd be, "I mean, I'm still worried that you turned to a Supervillain for help, but we can deal with that later."

"Hey, Tiger's alright. He helped protect the city, remember?"

"You can't take over the city if there is no city." Gayle shrugged. Mary Jane was pretty sure she just had a grudge about him dating her Superhero crush, "But I'll take your world for it."

Before she could offer a rebuttal her sister closed the gap and pulled her into a tight embrace. Mary Jane froze at the sudden gesture before she eventually reciprocated, her mouth raising in a smile. It wasn't perfect, but she'd take it.

* * *

MJ was missing.

Gwen swung through the air in large leaps, her face stuck in a scowl underneath her mask. She'd been so busy with everything else this past week that she'd dismissed MJ going MIA as just her taking some time off and maybe going to a party or two. It was only an hour ago that she finally ran into Mrs. Watson and realized just how bad it was: MJ ran off and hadn't made contact in over for a week. That was worrying, and that was coming from a prime ditcher like her.

So she put on her costume and swung around, cause she had no idea what else she could do. Was it likely she was going to find MJ just walking down the street? Probably not, but Glory and Betty had already put up posters and she had her dad call in a favor to his old police buddies to bump MJ up on the priority list so there wasn't much else she could do. They didn't need any more posters put up, they needed a clue.

She swung around for hours, but (as expected) she had no luck. Sighing, she swung into the alley next to the Dollar Dog and let the costume melt away, "Damn it..." She opened up her cellphone and texted Glory and Betty, immediately getting a 'no luck' and 'no dice' in response. She frowned and stuffed the phone back into her pocket. Where the hell was she? This wasn't like her.

Gwen trudged inside the dollar dog and pulled out a crumpled bill from her wallet. Right, quick snack break then she'd go back out there, maybe pay a visit to Norah after she met up with her friends and see if she knew anything. Hey, if anyone could help it'd be a journalist, right?

"Hey, Mr. Albie," she greeted the crusty cashier with a small grin. He was a grumpy boss in the short time she'd known him and he was a cheapskate besides, but she couldn't hate him. He had a point on just how often his shop got trashed and robbed.

"Ah...blonde girl, welcome." Gwen rolled her eyes. He always sucked at names; even her name tag had Glenn Spacey on it, "You want the usual?"

"Yeah, uh...just gimme everything except MJ's order."

"'Em Jay'? You mean the redhead girl?"

"Yeah, she's uh...she's missing." She licked her lips and looked down at her feet. Her dad and her friends would've told her that it was understandable she hadn't noticed, but that didn't stop the bubbling guilt in her stomach.

"Missing?" He typed the order into the register and snorted, "Saw her here two days ago, said she was not missing and your friends were just making a big deal out of nothing."

"Wait...what?!" She slammed her hands on the counter and resisted the urge to shake him like a madwoman, "Y-You saw her? Are you sure?"

"Yeah, young redhead, even corrected me when I got your name wrong," He jerked his thumb to one of the side tables, "She was kissing a midget in that booth over there after they got one of everything on the menu."

"A...midget?" Gwen blinked. MJ was dating carnies now? "Wait, run that by me again? Who's this midget?"

"I don't know his name. Brown hair and eyes, dark jacket...eh, nothing unique about him." He scratched his chin, "Oh, yeah, she called him Tiger, but that's it."

Gwen immediately felt like she'd punched in the gut. Tiger...no, it couldn't be. Peter would tell her if- he wouldn't lie to her like that, right? It wasn't like she'd been honest all the time with him, but he'd definitely bring it up if he'd been seeing MJ after she went 'missing'.

And he definitely wouldn't have been kissing her...right?

"C-Could you tell me anything more about this guy?"

"I thought you were looking for your friend, now you're asking about the dwarf?" He grunted, "Well, fine, but don't tell this to anyone else: guy was really...intense. Two punks tried to rob me and he beat them down. Threw coffee in one's eyes before knocking him out and then threatened another one with his own gun after he stabbed him through the right hand with a knife. Asking about something called Jack-o-Lantern."

"Jack-o-Lantern..." That sick fuck who killed all those people at Times Square...it was definitely Peter, then; he still held a grudge over it. But that meant... "A-Are you sure they kissed?" No, wait, that wasn't what was important here. Mr. Albie saw her, which meant MJ was still okay, at least a few days ago. Who cared if they were kissing?

...

God damn it, _she_ did.

"Definitely. She was crying about something and then she kissed him." Mr. Albie replied, "Why, what's it matter to you? This what you had a fight about?"

"I...no, no that's not..." she trailed off and looked down. What the hell was going on? First MJ went missing and now apparently she's going on dates and telling people that she just had a fight with her friends? It didn't add up. And her kissing Peter... "Just...you know what, cancel my order. I suddenly lost my appetite."

She made her way to the entrance and stared blankly as Bodega Bandit strolled in with his head held high, Pine Cone oddly absent on his shoulder.

It at least meant she wouldn't have to feel guilty for doing what she did next.

He'd barely managed to declare 'The Bodega Bandit is back-' before she grabbed him by the front of the shirt and tossed him into the nearby dumpster, "Stay put." She slammed the lid shut and bent the metal so he couldn't get out. Maybe it was mean of her, but fuck it she wasn't in the mood to deal with his antics.

She should've been happy, right? MJ was (apparently) okay and from how Mr. Albie talked about her she must've looked normal enough not to draw attention. On the other hand apparently she'd been pretending that everything was okay and, oh yeah, _kissing her (sorta) boyfriend!_

Gwen waited to make sure she was alone before she let the suit cover her again and swung towards Peter's apartment. She needed answers. **Now.**

* * *

 **Done. Alright, first things first I apologize for the ending and how Gwen acts in it. A decent amount of readers will find her reaction understandable - especially given that her and Peter's relationship only recently stabilized and now he's apparently cheating on her - but others might might find it ridiculous that she cares so much when she has more important things to worry about like her mom's resurrection or MJ still being technically MIA.**

 **All I can say is I hope that it's alright. And besides, I don't plan to create an entire arc of misunderstandings and rom-com shenanigans since it's not my style.**

 **Questions:**

 **1\. Which chapter next: we can have that belated dinner date between Matt and Peter (and it would hold off on Gwen barging into Peter's apartment since he wouldn't be there) or we can continue with the Carnage plotline so we can finally get some payoff. Either that or I can finally make that Howard the Duck omake where Noir, Howard and a (tagging along cause she thought it was funny) Norah try to solve a case.**

 **So either plot (pick which one) or another omake similar to the Frog-Man chapter.**

 **2\. Does anyone mind the tonal shift in Noir's segments? Originally it was pretty focused on street crime and human evil, and while the latter is still in focus (thanks, Jack) the former went way off the wayside ever since Teresa showed up and gave that swerve about Murdock being literally possessed by TEH DEVIL! rather than just being a normal human asshole. Now it feels like a poor man's Ghost Rider and I'm not sure if it's still okay.**

 **3\. Another bite the bullet question. So I've been getting comments that people want cameos or appearances from other dimensional characters like Mayday Parker, 616, Miles Kaine etc etc. Alright, I'll bite: I can't put these characters in the fic as more dimensionally displaced heroes - it's bloated enough as it is and they'd have no role - but would you guys like an arc where Noir and/or Gwen go to the other dimensions temporarily?**

 **I can even make it part of the fic depending on how I structure later story events. So yeah, if you do want it then mention which world. Spider-Girl's world of Earth-982? The Ultimate Universe of Earth-1610? The Amazing 8 universe where Gwen and Miles got married and created a utopia? Web Warriors? And yes, despite my hesitance, even Earth-616 (though if you just want Spider-Gwen and 616 interactions then I recommend you read Tangled Webs).**

 **Review Answers:**

 **Brave2000 - Matt feels almost like an OC at this point, mostly because I'm hammering his most prominent character trait up to 11. Lana's the same way.**

 **Jormundgardner - It's just a thing I put in some of my fics. Twisted Reflections (other main fic) had it at the beginning only, but here in LG it's scattered around cause the Marvel Universe is so insane I can totally see Watch Dogs, Outlast, Evil Within and Miraculous Ladybug all existing in the same continuity.**

 **titan616 - Teresa's motivations made sense, but her actions are poorly thought out. She says MJ's losing control, so her solution is to dump her into a do or die situation with her friend's life on the line? That'd be like a general putting a boot camp recruit to the middle of a battlefield with no training e.g it's insane and irresponsible and (as Noir pointed out in this chapter) likely accelerated MJ's mental state degradation.**

 **That and as this chapter shows MJ could've been trained in a far slower rate, but Teresa - who's used to just seeing the ending - chooses to accelerate her symbiosis without caring much about how much it affects MJ personally. I'd say Noir's response afterwards makes sense and that Teresa isn't worth all that much sympathy.**

 **As for the romance, I'm surprised you didn't mention Lana, especially since past chapters when I asked about romance brought her up as being a less...unstable option due to their similar personalities and viewpoints. Cindy's good for this reason as well, theoretically.**

 **Krolikson - Nope, Teresa can't physically see Peter nor can she read his destiny, which explains why she sometimes acts less all-knowing around him. As for Gwen standing up to Matt...well, she probably should've been looking at another redhead for that...**

 **Kai - The character thing I'll admit to, and I'm trying to fix it, but as for the sexuality thing...mixed bag. One the one hand I admit it was me taking the piss and seeing how far I could take it (at least 4 of these characters are hinted at/explicitly bi in some comics, which helped) and on the other it doesn't really matter since for a long time this wasn't meant to be a romance fic. I could've made the characters all celibate asexuals and it wouldn't have changed 90% of the interactions.**

 **As for the idea? No dice. I'm making fanfics, emphasis fan. Unless I'm making original works I don't feel legally justified in being paid for this. That and I don't want to be an author since this is what I do for fun, not work. My future job is much more stable and involves less typing ;)**

 **Dr. Sugarcakes - If you say so. And like I said above, don't read too much into that kiss.**

 **Esquire-Man - That's because MJ and Noir wasn't meant to happen, and the narration explicitly states that :/ Anyway, not much sweating and close proximity this chapter, and for Gwen's mom and Noir...we'll see what happens.**


	101. Spiders and Symbiotes

**No one voted for the Matt Murdock dinner :( Guess that romance will have to wait. Also, the dimension hopping question got a lot more attention than I thought it would. Now I'm actually wondering if it'd be better to do the opposite and have other heroes drop in on Earth-65 temporarily for a filler arc. Guess we'll see.**

 **Anyway, Noir's been lacking in POV's lately, hasn't he? He doesn't have any in this chapter and might not even for the next :/ Really gotta fix this soon, cause he's starting to feel like a side-character who's there to just support the others. On the other hand his POV's would jump straight to the Jack arc, so it's a catch-22...**

 **I also watched through the Punisher and I have to say I like the chemistry between Karen Page and Frank Castle. Many consider it romantic, others don't, but I can't deny that the chemistry and the acting to convey it are definitely top notch. If possible I would've wanted that for Gwen and Peter, but with their relationship now it'd probably be better if Peter had this kind of interplay with Cindy, Mary Jane or Bullseye.**

 **Side note - New job next week and I've recently gotten into the new Deus Ex, so update rate might change.**

* * *

Peter wasn't there; Gwen wasn't even surprised. She called and waited till the clock was close to striking midnight, but neither he or (presumably) MJ showed up again and she ended that night torn between being worried and pissed off. Normally she didn't like losing contact with her friends for an extended period of time, but she knew Peter well enough to know that he could go days without every picking up his phone.

The last part of the 30's that refused to let go. She hoped that was the only part that did...

She swung all the way back to Queens (she spent so much time there Betty was already making jokes about finding another roommate) and by the time she finally got home she was pretty sure she'd left about two dozen calls to both Peter and MJ, "God damn it..." She opened the door and was greeted with absolute darkness. That meant her mom and dad were asleep, which was a mixed blessing considering all the crap they still had to deal with.

Gwen trudged back to her room and let the costume fade away as she slumped on the bed, leaving her in nothing but her underwear. She felt exhausted, and it wasn't just because she knew she had to get up bright and early tomorrow for another charity show. Everything was getting too much - being an Avenger, knowing S.H.I.E.L.D was responsible for the that other symbiote (and having to keep it a secret...), Peter's identity, Webster's death, her mom coming back, MJ going missing(?), Peter and MJ (supposedly...hopefully not) kissing...

It made her wish that everything would stop for just one fucking day so she could catch her breath, cause right now she just wanted to scream.

A dreamless sleep came and went and by the time she woke up half an hour past six in the morning she felt just as tired as she had the night prior, "Ugh..." Gwen forced herself off the bed and forced her way to the bathroom. She washed up on the sink and glared at her reflection in the mirror. Supermodel and heiress by day and Superhero by night? Hah, yeah...she couldn't even get into a relationship that wasn't fucked in the head.

She let the costume shift into a long sleeved shirt and a pair of shorts - she'd finally gotten better at shifting it around, even if the damn colors on her costume refused to budge - and walked quietly to her mom and dad's room. Opening the door by just a tiny crack, Gwen smiled slightly when she caught sight of the two of them sleeping on the bed. It was bittersweet, knowing what she did, but the sight of her mom being, well, _alive_ , was one of the best things she could've gotten after the clusterfuck the past few things were.

The other best things were getting together with Peter and her dad proposing, but right now she didn't want to think of either of those...

She rubbed the dull white and pink band on her left ring finger as she went down the stairs. It was just a cheap ring; she'd seen them for sale on some of the kiosks she passed by, and it was definitely tacky to wear her own merch for funsies, but she couldn't help but be attached to it. Peter got it for her, who cared if it was cheap or dumb looking? It was the thought that mattered and all that cliche bullshit...and she couldn't deny that the thought of him on one knee wasn't appealing in some way.

Shit, she sounded like one of those sappy rom-com characters...

Shaking her head, Gwen put on a pair of black sandals and ran out of the house. The charity event wouldn't start for another couple of hours, which gave her some time to kill. A part of her was tempted to go out and search for MJ (and Peter), but she knew it was pointless. If she couldn't find them yesterday then she couldn't find them now.

Well, at least she knew MJ was safe. If she was with her Peter then it was pretty damn unlikely she was staying out in the street, which was a load off her shoulders.

Patrol was actually pretty uneventful apart from running into the Protectors again, which wasn't as stressful as last time since 'Tarot' still kept to her promise of staying home and the guy who called himself Cypher was a no-show. Granted that meant she had to babys- er, _team up_ with just Frog-Man, Slyde (seriously, how was he not in jail?) and that Ice Cream dude, but at least it took her mind off everything else for a bit.

By the time it was nearing nine she'd said her goodbyes (and dodged their offers to exchange numbers) and made her way to the convention center. In all honesty she wanted to skip. Any other day she would've been ecstatic to get charity money for just a few flips and waves, but with everything else happening she really wished that she could for once just leave it to Kate; which she totally would have if Kate wasn't busy with her own family thing. Couple that with a promise to Shulkie and Gwen and Cindy (the only other person she could rope into doing this) were left to carry a show all on their own.

In their defense it wasn't _terrible_ , but without MJ as the MC or She-Hulk to be the big attraction it definitely wasn't the fist-pumping 'mericuh, ^&*$ yeah!' moment the last one was. Neither of them were really built to be front and center like this - there was a reason Gwen preferred to be in the back with her drums while MJ soaked the attention - and Cindy definitely wasn't one for showboating after 10 years of being alone in a bunker.

That and being the center of attention just reminded her of how shallow she was 5 years ago...

The two Spiders breathed a sigh of relief when they arrived at their temporary room, "Thank fuck that's over..." Cindy collapsed on the couch back first, legs spread out across the cushions in a way that said 'fuck off, it's all mine'.

Gwen rolled her eyes and plopped down on one of the chairs, resisting the urge to sit on the wall as she always did. She was sure there were no cameras or recorders around - their spider-senses would've warned them otherwise - but there was something about getting guest rooms as Spider-Woman that still felt off to her. Like any second now the walls were gonna come down and everyone was gonna call her a menace again.

"That was a trip," Gwen said.

"Yeah, putting on a show up there...makes me think I'm like one of those Phantom Thieves of Hearts guys in Japan. Flashy isn't my style, you know?"

A couple of minutes of comfortable silence passed before Gwen finally spoke up again, "Hey, thanks..." Cindy cracked an eye open and gave her a half-lidded glance, "For coming with, I mean. I promised Shulkie I'd do this, but I'm not sure I could've done it alone."

"You kidding me?" She snorted and propped herself up higher on the cushions, "You're Spider-Woman. You could've gone on stage and burped the alphabet and everyone here would eat it up."

"Yeah...I think you're overestimating me." What was with people telling her she was the second coming of Captain America? First it was Peter and Tony Stark and now Cindy was getting in on it, too.

"If you say so. All I'm saying is I can't go a single block without seeing a store selling your hoodies or one of your ads. You remind me of the Fantastic 4 back home: everyone loved em and wanted to know everything about them...it was actually pretty fucking creepy." She looked Gwen in the eyes, "Just a tip: don't let anyone find out who you are. Ever. Second you do you can kiss privacy goodbye."

"Wasn't planning on an unmasking, Spinerette." She doubted anyone else could even take off her mask at all without her say so. Something told her the suit didn't like anyone else grabbing it, Webster or no, "'Sides, the worst people already know who I am..." Cindy's evil twin and Murderdock...she would've been lying if she said she hadn't stayed awake at night worrying that she was putting everyone in danger. Truth be told she had no idea why they hadn't done more with that knowledge.

Best she could figure they didn't want to draw attention to themselves. If everyone knew then they couldn't really use it, could they?

"I know what you mean..." The older Spider sat up with a huff and brought both hands through her hair, "I'm still waiting for the other shoe to drop, you know? Like any second now my evil twin's gonna bust in her and drag me back to my cell."

"Well if she tries it she'll have to deal with the rest of the Avengers." And Peter. The two were way friendlier than one would think looking at them, though she shouldn't have been surprised; the same could be about him and most of his friends, herself included, "...You talked to Spider-Man recently?"

"Not since we visited my family, no." She shook her head. Gwen just wondered when they found the time to do that, "Why, is something wrong? I said he could call me if he ran into problems with that devil lawyer."

"The fact that we're even talking about a possessed kingpin like it's normal says a lot, doesn't it?" Then again her mom and best friend got resurrected, so who the fuck was she to say it was too stupid to believe? S.H.I.E.L.D probably knew all about it, though; they still had a lookout for Uncle Ben and Aunt May last she checked, "...Hey, can I ask you something else?"

"Can't promise I'll answer, but shoot."

"Well..." Gwen licked her lips nervously and deliberated her next words, "You're partnered with you know who now, right?"

"Partnered's not the word I'd use, but sure, I guess." Cindy shrugged, "Why?"

"How is he? I mean I message him sometimes but he seems...weird." She learned to read into both his and Peter's messages long ago, and right now the clipped responses screamed at her that something was definitely up, "I...the past few days have been pretty fucked up, and I'd really appreciate it if at least one of my friends didn't turn out to be missing or fucked up without me knowing..."

"I think you're a little too late on Gobby not being fucked up, Spidey." Gwen winced at the blunt words. She'd forgiven Harry for trying to kill her (wow, that still sounded weird...), but she understood that not everyone else was so easy to let bygones be bygones. Especially not the people whose lives he ruined... "Look, he's alright. He gets kinda mopey sometimes, but I think that's just him being emo about his dad. It comes and goes."

"Yeah, I guess so..." He always had issues with Norman Osborn, though for the life of her she couldn't figure out why. Hating him for being distant was one thing, but this was another breed altogether, "This is a weird question, but...do you trust him?"

Cindy looked at her silently for a few seconds before she replied, "Nope." Again, Gwen had to wince. She was expecting it, but the lack of hesitation was still enough to make her fumble, "I get that he's your friend and all, but my evil twin couldn't have gotten the serum if he didn't give it to them. I've seen the piles of dead bodies, Spider-Woman...and if I was rescued just a few days later I would've been one of them. So I'm not in a really trusting mood considering he got off because daddy paid his bail."

"Yeah..."

"Look, I trust him not to stab me in the back and that's it. I wouldn't exactly invite him over to family visits, but I can at least be sure he'll help out in a fight and that he won't go black widow on me after we sleep together. He might be fucked up, but I like to think he's not so stupid that he'd screw over one of the few people willing to help him with his little vigilante crusade."

Well, Gwen couldn't say she was surprised. The amount of people that liked Harry could probably be counted on one hand, and that included her and (probably) not his own dad- wait a minute.

...

"...Did you just say you slept together?" Gwen blurted out, causing the other Spider to look at her with a raised eyebrow, "I mean, I didn't mishear that, right? Or did you mean you were so tired that you slept in the same bed without realizing-"

"We fucked, Spider-Woman." Gwen's mouth opened and closed, but no sound came. That...wasn't what she expected to hear, "I mean, it's not a big deal-"

"Not a big deal?! You just said you didn't trust him!"

"Yeah, and I just told told you that I at least know he's not gonna stab me in the back, even if it is selfish!" she shot back, "Look, you've been to bars before, right? You've never gone back with a guy for a one night stand?"

"I mean, yeah, but-"

"And would you trust any of those guys with your secret identity and all this crazy shit?"

"Well, not really-"

"Same thing, then," Cindy said, ignoring Gwen's fish-eyed gape, "Look, it's nothing, alright? We did it a couple of times and we both agreed it didn't change anything...and, to be blunt, I've been trapped in a bunker since I was eighteen. You can't exactly blame me for not being picky, especially since Bobby takes S.H.I.E.L.D's fraternization rules really seriously and the cop I tried to ask out was apparently happily married with a son on the way."

"Jesus Christ..." Gwen pinched the bridge of her nose and sighed. She knew the other Spider was older and more cynical than she appeared, but the blasé way she talked about sleeping with someone she didn't trust or even apparently like all that much was still surprising. No wonder she and Peter got along so well, "Just...make sure not to hurt him, alright? He can be...fragile sometimes."

Translation: he could overreact about things that weren't his fault.

"You worry too much, Spidey." Cindy snorted, "Look, it'll be fine. I mean you and 'Dark Spider' seem to make it work somehow."

Gwen was about to respond before a knock on their room door interrupted her. Without missing a beat Cindy jumped off the couch and opened the door before Gwen could ask her to wait up.

The man on the other side was vaguely familiar. His hair was a curly blonde and the his jawline was covered in a scruffy and thick stubble; definitely good looking from what she saw. The neatly trimmed suit said businessman, but the worn yellow shoes cut through that image quickly. It was like he tried to dress up but forgot about the last bit.

"Good morning." He bowed slightly and stepped back from Cindy, "Uh, this might seem weird, but could I talk to Spider-Woman for a bit? We need to discuss a mutual friend."

"A mutual friend? Do tell." Maybe it was just dealing with that Roxxon guy, but Gwen definitely didn't feel good about speaking alone with business types on her own.

"She introduced herself as Teresa?"

Gwen sucked in a sudden breath, and Cindy wasn't far behind given the way her grip on the doorway tightened. As if sensing their distress the blonde man held up both hands in a calming gesture, "I understand that she can be...difficult, so I went in her stead. I was hoping we could talk."

"What the fuck does she want?" Gwen snapped. She didn't like Teresa, and from what she gathered from Peter apparently that wasn't a rare reaction.

"It concerns your friend, someone named Mary Jane Watson?"

That was enough for her to let him in. Both Gwen and Cindy sat on the couch while the guy, who introduced himself as Daniel Rand - _"Call me Danny"_ \- sat on the chair across from them. Looking closer it was easy to tell that he was just as uncertain about it as they were, which was a little relieving. After Teresa's browbeating she didn't want to deal with another guy who had his head up his ass.

"How do you know this Teresa person?" Cindy asked, arms crossed and eyes narrowed.

"Better question is how _you_ know Teresa, Spinerette. Last I checked you weren't into this mystical bullshit," Gwen said.

"She texted me out of the blue, said I was 'a spider taken into another weave'. I thought she was just high."

"She wasn't high, and it's not 'mystical bullshit'," Danny said, sounding distinctly offended, "This might seem hard to believe, but magic is just as real as the radioactive spiders that gave you your gifts."

"How do you know about that?" Gwen's eyes narrowed. They hadn't told anyone outside of their friends and family about how they got their powers.

"Like I said, we have a mutual friend and the both of us are fighting a mutual enemy in the Hand." Gwen pursed her lips. Murderdock's ninjas...it was a stupid fucking name, especially since the ninjas fought more like drunk banzai chargers.

"Okay, so what's this got to do with Car- Mary Jane?" Cindy asked.

"Teresa was involved in something regarding Spider-Woman's friend. She didn't tell me what it was exactly, but whatever she did Spider-Man cut off contact with her." He leaned forward and pressed his hands together, expression grave, "I get why he might be angry with her, but if he keeps going like this then both him and Miss. Watson are going to be in danger. They can't fight the Hand without help."

"I offered to help and she told me to piss off." Gwen scoffed.

"She has her reasons, even if it can get...frustrating sometimes." His smile was strained, "I'm not going to defend or condemn her, I'm just here to deliver a message: if you want to see your friend again then go to her apartment. She'll arrive at about 1:30 tomorrow afternoon and you can question her on her disappearance."

"Another vision? Just fucking perfect..." Gwen clicked her tongue. She wanted to tell him to piss off, but 1. he didn't deserve that for giving a message and 2. she was so desperate to find MJ again that she was willing to take it, "Alright, fine...thanks."

"You're welcome. For what it's worth I do hope you find your friend." His next smile as more sincere and oddly calming.

"Thanks...hey, I'm curious. If you're Daniel Rand, CEO and lost heir of Rand Industries, how exactly did you get a 'mutual friend' in Teresa? She doesn't seem like the businessman type."

"Neither am I, really. I'm the Immortal Iron Fist, protector of Kun Lun, living weapon and sworn enemy of the Hand. I was raised by monks after the plane crash to channel the chi in my body as both protector and warrior."

A pregnant silence settled over the group before Cindy quickly broke it, "Okay, that's it, I'm done." She held up her hands and stood, head shaking, "I still have to deal with a bunch of shit like the Toxic Mega Assholes and the Arsenic Candy gang and I really don't need to deal with a modern day Tarzan. My BS meter's filled up for the day."

"Is it really so hard to believe?" Danny asked, "You both got powers from something that 'logically' shouldn't have happened, and if I'm understanding Teresa right apparently you aren't even from this world. Why is the thought of chi and martial arts so alien to people? I could even prove it to you if you wanted."

"I'm not saying I don't believe you, Bruce Lee, but this stuff is just over my head." Cindy huffed, "Look, if Spider-Man or anyone else needs help then I'm there, but I'm not gonna get this stuff even if you scream it at me. I can barely understand Ezekiel's bullcrap about the Bride and the web of life - all I know is it's the reason I lost 10 years of my life, so this _mystical bullshit_ can piss off."

"Yeah, I kinda have to go with Spinerette here. I actually do believe you, because God knows I've seen enough that I can't say it's not real, but could we hold off on it, at least until I see my friend again?"

"If that's what you want." He tried to hide it, but he was definitely bummed out; like someone who didn't get the applause after show and tell, "I'll tell Teresa that you'll be meeting your friend again. Hopefully this fight will end soon."

Yeah...hopefully.

* * *

"You need a costume."

"Nope." Mary Jane didn't even look up from her stretching to meet her sister's no-doubt smiling face. Felicia suggested that she test how far she could stretch and maneuver herself, even giving her a yoga instruction book. According to her it was 'good for a lot of things, and not just for relaxing'; and Mary Jane definitely didn't miss the coy and teasing smile on her face when she'd said it.

Was it good, bad or just fucking weird that Felicia had no problems flirting with someone attached to a murderous monster?"

"Oh come on, why not?" Gayle whined. Mary Jane finally turned up and responded to her pout with a completely flat look, "You have powers now, are you seriously just gonna run around with a t-shirt and jeans?"

"Tiger makes it work." She shrugged and laid her hands flat on the makeshift mat as she shifted into another position, "Also, are you forgetting that it was literally just two days ago we were talking about how much I didn't want this monster in me and that it's been a fucking nightmare?"

"Yeah, but you seem to be handling it just fine."

"That's only cause you're here for a couple of hours and don't see me when I'm throwing up and crying for it to stop." Both of them winced at the poor attempt a joke. Mary Jane shifted to another position to distract herself and let out a tired breath, "...Look, what made you bring it up?"

"I dunno, I just figured you could do some good, is all..." Gayle looked down and played with the straps of her Spider-Woman (really?) backpack, "I mean I didn't say anything before, but when I first saw you carrying that thing I thought you might've been Spider-Woman."

"That would mean you would've been making fanfics about the two of us screwing, and this entire thing's fucked up enough without adding _that_ into the mix." Mary Jane raised herself to a proper stand again and rubbed at her neck.

She declined to comment on the fact that Gayle was technically making fanfics about screwing Gwen, which wasn't much better on the weirdness scale.

"Ugh, you didn't have to say _that_." Gayle made an exaggerated noise of disgust, "All I'm saying is you got superpowers now. Don't tell me you're not at least tempted to try and do something with it? To help people?"

She already did. Without her Gwen would've been taken by that robo-bitch for God only knew what, "Look, even if I wanted to I can barely control this thing. The only reason I'm not running around with tentacles outta my ass is cause Tiger's making sure that this thing doesn't wake up." Apparently he called in a favor to that Bullseye guy who called in a favor to someone else so they could get her at least one dose of suppressant a day. They were still rationing, but it was definitely a relief.

"Yeah, I guess..."

Gayle played with the straps of her backpack again and Mary Jane sighed. She could already tell where this was going, "...You have a costume in your backpack, don't you?"

"Er...kinda?" The half-cocked grin Gayle gave her cause Mary Jane to facepalm, "Hey, I mean, it's not _mine!_ " She unzipped the bag in a hurry and pulled out red onesie and a blue sleeveless hoodie that Mary Jane instantly recognized as her old halloween costume, "You were the one who made it, remember? The Scarlet Spider!"

"Yeah, for Halloween! Betty also dressed up as that Ghost Rider guy, if you remember!" Mary Jane crossed her arms, "Look, do you really expect me to dress up in a onesie and run around beating up muggers and pimps?" Why did she make it sound so absurd? Gwen was doing it and there was a hero craze going on. It might've been weirder for her not to consider doing it.

"Well it's better than doing it in a t-shirt and yoga pants!" Gayle shot back, gesturing to her dirty and sweat-stained outfit. Her choice of clothes were definitely on the poorer side right now, "Look, it's easy, just put it on under your clothes and keep the mask, gloves and shoes off till you gotta fight crime! All the superheroes do it!"

"Yeah, in comics! And I'm not even fighting crime!"

They argued for the next ten minutes before Mary Jane eventually caved and agreed to put it on. She grabbed the clothes and gave Peter a sideways glance. He sat at the corner nearby and nursed a Styrofoam cup of coffee without so much as a single word, which was more than a little creepy, if she was being honest, but with Felicia and Norah being busy with their own thing today she couldn't say she minded his silent looks. Actions spoke louder than words and he definitely had a good track record with her.

She changed inside one of the cargo containers and when she'd stepped out in full costume she was immediately met with an excited squee and a wave of claps from her sister, "You look so cool!" Gayle said, which caused Mary Jane to roll her eyes. She didn't say that when she put the costume on last year, "Ohh, now all you need are webs and your own Spider signal and you can be just like Spider-Woman!"

"A signal would tell everyone where you are," Peter mumbled, which got him an annoyed glance from her sister. For someone she considered a Supervillain Gayle seemed to have no problems completely ignoring him when it came down to it, "And last I checked Mary couldn't stick to walls, which makes the webs less practical compared to when Spider-Woman uses it."

"No one asked you." Gayle rolled her eyes.

"Mary didn't ask you about being a hero either, but you're still wasting her time with dress up. Here's a free tip, kid: heroes aren't about fame and fans and people die when they go up against psychopaths with guns."

"Christ, you're such a downer! I don't get how you're friends with Spider-Woman and Spinerette."

"Guess that's something else you'll be wondering about." He lowered the cup of coffee and gestured Mary Jane, "Come on, Mary, we gotta go back to your place and your sister has to get back to school. And do me a favor, Watson: try not to draw any more attention to Lana, would you? Things are already bad enough with her dad, she doesn't need you pointing out she's apparently 'besties' with Spider-Man."

"Alright, alright, geez..." She was being snappy about it, but Mary Jane could tell the two were getting along. Gayle usually clammed up to strangers unless they earned her trust and Peter...well, he was always a bit of a sourpuss. Definitely one thing that hadn't changed from him coming back from the dead, "...And hey, don't blame her for taking me here, alright? She didn't know it was supposed to be a secret."

"Yeah, yeah..."

Soon enough Gayle said her goodbyes and the two of them (after she'd put some proper clothes on over the onesie) were on the way back to her apartment on Peter's motorcycle. Mary Jane tightened her grip on Peter's mid-section and closed her eyes, letting the rush of wind cool her through her helmet. It probably had nothing compared to the web-swinging Gwen and Spinerette did, but she wasn't complaining. It relaxed her, and for now that was enough.

Before she knew it they'd parked on the street across her apartment. Mary Jane swallowed nervously and looked up at the (not at all) imposing structure. It'd only been a little over a week, but it felt so odd being back here. It shouldn't have been - it was her home for the past couple of years - but right now all she could think about was that stupid fight she had with Glory.

"...You okay?" Peter asked her softly.

"Yeah...mostly." She took a deep breath and stepped off the bike. She didn't want to come back here, not yet, but she needed to get some of her things. Gayle helped her out by bringing her clothes, but most of her things were still up there. She knew for a fact that Glory had a family thing today, so this would be one of the few times she was sure she'd be alone. She just had to take some of her stuff and go.

"We can leave if you want."

"Too late now. If I don't come back in twenty minutes then you'll probably need to swing in." She'd meant it as a joke, but it sounded more like a plea. Shaking her head, she trudged up the stairs towards her room and kept her head down. She doubted anyone in the building would recognize her, but it was better safe than sorry. According to her sister she was still missing, and she wanted to keep it that way for a few more days.

She turned the key on the locked door and pushed it open slowly. The inside was abandoned, which caused her to breath a sigh of relief, "Alright..." Her phone said it was 1:20, meaning she had at least a couple of hours before Glory got back.

The place was neater than she remembered...

It was hard to admit, but her old bed was definitely a sight for sore eyes, "God..." She collapsed face-first on top of it and took a deep breath, mouth quirking up in a smile. It was just like how she remembered it.

She should've been getting her stuff, but she couldn't help but let her eyes flutter close. The past few days were fucking exhausting, and being here again...it made it easy to pretend that things were normal again, that she could just apologize to Glory (or Glory could apologize to her...) and everything would be fine and dandy again and they could go back to getting gigs to pay their rent.

The fatigue caught up with her so much that she didn't hear the door opening and the footsteps that came afterwards till it was too late.

Mary Jane got up on the bed with a gasp, "Fuck!" That wasn't Peter; there were too many footsteps. Muttering another curse to herself, she made her way to the window and looked outside, "God damn it..." The fall was steep. She'd fallen from longer before, but that was when that monster was under control. Could she make it on her own? Did she want to risk it?

She never got the chance to decide before the door opened.

"MJ!"

 _...Shit._

Mary Jane turned around and cringed when she saw Glory, Betty and Gwen standing on the doorway; and, more importantly, blocking her only other escape route. She was tempted to jump for it now, but with Gwen there she didn't like her chances of being able to run.

She had to be cool about this, "Uh...hey, you guys, wh-what's up?"

Okay...that was terrible, and judging by the fuming look on Glory's face the others definitely noticed it, too.

"'What's up'?!" Glory stepped closer and poked her in the chest hard, further blocking her chances of escape, "MJ, you've been missing for over a week! We've been running all over town putting up wanted posters everywhere! Do you have any idea how worried we were?! You didn't pick up your phone and your mom and Gayle had no idea where you went! They thought you might've died!"

"I'm fine..." She already heard this lecture from Gayle, she didn't need it from Glory, "I...I just needed some time alone."

"Time alone? That's what you call this?" Glory asked incredulously, "Where the fuck were you, MJ?"

"Just...around." Why did she feel like a 5 year old with her hand in the cookie jar? Glory wasn't her damn mom or anything, "Look, I left for a few days and now I'm back, could we just let it go?"

"Let it go? Dude, you were like totally MIA," Betty 'helpfully' supplied, "I mean, what the fuck happened? You join a cult or something?"

"What- no, no! Jesus, I was just-"

"Hanging out with Peter?"

The accusation in Gwen's voice was clear as day. Mary Jane turned and cringed when she caught the blonde's expectant look. Seeing her again should've been a relief, but all she felt right now was a lingering sense of dread. The last person who was attached to this monster got killed, "Um...what?" Mary Jane said softly.

"I was asking if you were hanging out with Peter." Gwen pursed her lips, "Cause according to Mr. Albie you two were out at the Dollar Dog a few nights ago."

"That's..." Mary Jane stopped. What could she say? She'd asked Peter and the others to keep it a secret so there was no way she could play innocent here, "We were just..."

"...He said you two were kissing, MJ. Is that true?" Gwen asked, voice lowered into a whisper.

It came to her all at once: going 'missing' for days only to get caught kissing someone's boyfriend at some fast food joint. For all the world it must have looked like Peter was cheating on Gwen with her, _'Oh, shit...'_ Mary Jane covered her face with both hands and groaned. This wasn't how she wanted this to go. _At all_ , "Look, Gwen, it-it's not what you think, okay? Tiger and I...it wasn't-"

"Then what was it?" she snapped, Glory and Betty just looking between them in utter silence, "Cause honestly, MJ, I'm drawing up fucking blanks here and I don't know what the hell else could be going on."

It was just then that the cherry on this shit sundae arrived. Before Mary Jane could fumble a reply the front door opened and Peter stepped inside, "Mary, we have to-" He stopped when he caught sight of the four of them all bunched up together, "...Damn it."

"Oh, great, man of the hour himself." Glory rolled her eyes, "Maybe you can explain."

"There's nothing _to_ explain!" Mary Jane cut in, "Look, what Mr. Albie saw? Not what it was, not even close! I've just...I've been dealing with some stuff and Peter helped me out, okay? Nothing's happening or going on."

"Then explain it to us, MJ." Glory said, "Look, I'm sorry for arguing with you, I'll admit I was being an ass and you were right, but would you just quit it with the mystery girl act and tell us what the hell's going on? Cause right now you're still filed as missing by the police!"

"I...I can't..." She shut her eyes desperately and clenched her hands into tight fists. Now she knew how Gwen felt all those years, keeping it all a secret from them, "Trust me, if it was just cheating it'd be so easy..."

She tried to step past Gwen to put some distance, but the blonde's hand shot out and grabbed her right wrist. Mary Jane just barely heard her say something about explanations and slowing down, but she didn't care for it. The entirety of her right arm pulsated and Peter screamed out a warning just before she lashed out.

 _ **"Let go of me!"**_ She shoved Gwen off with enough force to make her fly through the air and hit the wall- or at least she would have if she hadn't flipped mid-air and attached herself to it by her fingertips and feet. The redhead let out a frustrated growl and glared up at her surprised face, tendrils of red running up her neck to her jaw and causing all three of them to gasp.

MJ's rising bout of anger was quickly numbed when a a cold syringe pressed through the right side of her neck. She turned around and lashed out towards the source only for Peter to grab her wrist mid-swing and pull it down, "Calm down, Mary..." He pulled the syringe back and cupped the her left cheek gently. She instinctively found herself leaning into his touch.

Peter turned to the other three in the room and frowned, "...We can explain."

* * *

This was a nightmare.

Gwen sat at a chair and covered her face with both hands as MJ and Peter explained everything. How she'd gotten attacked in that alley, how that monster seeped into her wounds and then...

She shook her head. This was all too much; she almost wished the two of them really were having an illicit love affair. It would hurt, but at least MJ would've been safe and not... _bonded_ to that thing.

"Holy shit..." Glory said after the two of them finally finished, "So that thing that was on that Cletus Kasady guy...it's alive and it's on you?"

"That's what I said, yeah..." MJ frowned and traced a hand through the nasty gash on her right wrist, "I...I heard it talk to me. It said things..." She rubbed her eyes forcefully, "I hurt my mom, Glory. It made me snap."

"We heard about that. I was kinda wondering how you broke your door down," Betty commented, calm as always. At this point Gwen was convinced nothing could faze her, "I mean I just thought you went apeshit and tore it down with a sledgehammer."

"Yeah, well, Tiger's been helping me keep control..." MJ mumbled, "It's been...slow going, but we have enough of the suppressants to keep me stable as long as I don't get pissed off..."

"...Why didn't you tell me?" Gwen asked, looking the redhead straight in the eyes, "You...I'm one of your best friends, MJ! I would've helped you! I have experience with this!" She was pretty damn sure no one else on this city (and likely the planet) knew what it was like to be attached to a symbiote, "You didn't have to..."

"She was scared, Gwen," Peter answered for her, "She said she just needed time."

"I could've-"

"Could've what?" MJ snapped, "Told me all about how your monster complained about not getting enough chocolate? Gwen, you got _lucky!_ 'Webster' was your fucking guardian angel, but this thing..." She balled her right hand into a shaky fist, "Every time it talks to me I feel like someone's dragging a rake through my skull. It showed me things...Gwen, I _felt_ what it was like when you killed that monster Kasady. I didn't just see or remember it, it was like I was there!"

"I wouldn't have hurt you, MJ..." Gwen blinked away the tears that threatened to burst, "I'd never do that to any of you."

A flash of guilt passed by the singer's features and she looked away, "Maybe...but I'm not sure your bosses are the same."

"What are you talking about?"

"She's talking about the spooks...'Shield'." Peter scowled, "They made that thing and they damn well didn't pay for it. What do you think they'd do once they found out a piece of their 'little' mistake is still running around? Cause something tells me they won't care too much about Mary and more on what they can do with it."

"I'm not S.H.I.E.L.D!" Gwen shouted back, "Look, MJ, we need to get you checked out. We can talk to Janet-"

"Another expert?" She gave her a wary look, "No offense but the last time I tried to go to an expert it ended with me losing my shit in a cemetery."

"A cemetery..." The pieces clicked. Gwen's eyes widened and she let out a choked gasp, "W-Wait, the one that saved me from Cindy's evil twin...that was you?"

"...Yeah." MJ looked almost ashamed of herself, "She sent me there because she knew you were in danger. I turned into that thing to try and save you and..." A shuddering breath came and went, "I did keep you safe, but afterwards...I nearly killed my dad. That thing warped my mind so bad that I almost killed one of my fucking parents and with Peter I almost..."

"It's not your fault, Mary." Peter squeezed her left hand gently, "It was my mistake trusting Teresa, I'll admit that, but Ms. Van Dyne...I think she's a better bet. She was the one who told Gwen about the kid and what made it tick, and from what I gathered she doesn't have much love for the spooks after they made that monstrosity. If nothing else it seems like a better bet than trying to test your limits in a warehouse."

MJ nodded hesitantly and took a deep breath, "Alright, if you two are sure..."

"I-I'll call her now, we can get an appointment today." And if they couldn't do it the normal way she'd swing over there and break down the door.

The next few hours were a blur. Janet agreed to meet with them 'off the book' and soon enough they managed to explain what happened and asked for her help, which she agreed to without a hint of hesitation. Janet considered herself partly responsible for the incident since S.H.I.E.L.D used her research to create that red monstrosity, so at the very least she was damn sure she'd make sure Cap and the others didn't find out.

Nighttime finally hit and Janet shooed them away so MJ could stay over for an overnight inspection. Both Gwen and Peter reluctantly said their goodbyes and trudged back to the elevator in complete silence. They hadn't said much to each other the whole day, too focused on MJ's problem and how to fix it, and now she was torn between keeping the quiet and

As soon as the elevator doors closed Peter spoke, "...I'm sorry."

"For what...?" She gave him a sideways glance.

"Lying to you, for one." He leaned back on the wall and brought a hand through his hair, "She was your friend...you deserved to know."

"Yeah, I did..." She couldn't stop the bitterness in her voice, "...Look, I get why you did it and I'm glad you care about MJ, but you should've trusted me. I'm not S.H.I.E.L.D and I wouldn't have let them hurt her. You know that...right?" she asked, more uncertain than she would've liked.

"She said she'd tell you in a few days...I didn't want to push her. I know that's not much of an excuse, but..."

"...I'm not angry, Peter." She took a deep breath, "Well, actually, I am, but I don't completely hold it against you. You helped her the best you could and...I'm grateful for that, even if this entire thing's been a clusterfuck." She brought a hand through her face, "God, it feels like all our mistakes our coming back to haunt us, isn't it? Me being bitten fucked up all of our lives."

"There's that messiah complex again. Not everything is your fault, Gwen."

"Yeah, well, it feels like it sometimes." She smiled wryly. It would've been a decent note to end on, but she just had to open her mouth again, "...Did you and MJ really kiss?"

"...Yeah." Gwen winced. She was hoping he'd deny it somehow, "It isn't what you think. She was desperate, she nearly killed her dad and she was scared...it could've been anyone." He sighed, "I know it's not much of an excuse, but it's the truth."

"I understand..." It still hurt, but she understood.

The two of them walked in silence to the entrance and stopped in front of his bike, "Well...I should probably-"

That was as far as Peter got before Gwen grabbed his shirt and tugged him into an abrupt and messy kiss. He froze up slightly at the suddenness of it before he immediately reciprocated, hands settling on the small of her back. She was still angry with him, she decided, but she didn't want to end it on a sour note. After all the shit they were dealing with she was going to take every scrap of happiness that she could.

Regretting was better than not having, after all.

The two of them eventually separated and pressed their foreheads together, both panting for air. It was a familiar scene, and the words left her before she could stop herself, "I love you..."

It felt oddly liberating saying it face to face and her lips quirked up in a smile at the red on his cheeks. No matter what memories he had there were some things about Peter Parker that never changed.

"Gwen-"

"Come back with me," she interrupted, "It's been a few days and I want to introduce you to mom properly...I think you guys have a lot to talk about."

He didn't say anything, but the subtle nod was enough. They changed into their costumes (or in Peter's case just a mask) in a nearby alley and, after promising that no one would tow his bike, she swung them back to her house.

Up in the air between the skyscrapers and the flashing lights she almost forgot about her problems. She held on to Peter tighter as she swung in a higher arc, which earned her a grunt from her passenger. She'd always wondered what it would've been like to tell him when she was younger. She imagined he would've had stars in his eyes and begged her to take him web-swinging when she got the chance.

It wasn't how she thought it'd go, but they were both here now and that was good enough for her.

They finally stopped when the buildings and skyscrapers disappeared and walked the rest of the way home sans costumes. The silence returned, but this time it felt almost cozy. Things were still fucked up, but like she'd said before she'd take what happiness she could get.

"Mom?" Gwen opened the door and paused when she caught her mother sitting down at the sofa and staring the Upad. She hadn't looked up to acknowledge them at all, "Uh...mom?"

She finally looked up to meet her gaze and she smiled, which for some reason just made her feel like something was wrong, "Oh, honey, there you are." Her gaze shifted to Peter and her smile widened, "Oh, this is little Peter, right? Not so little anymore, though...time sure flies."

"Uh...yeah." Her eyes narrowed, "Mom...what are you looking at?"

"Hmm? Oh, just looking at this new tweeter thing. People post just about anything, apparently." She laughed softly and offered her the tablet, "Take a look."

Gwen looked at the screen and froze when she saw the contents. She knew Jessica got a lot of attention ever since she helped save people during The Incident, but seeing people make posts and posts about her love life was still a surprise. Gwen just barely noticed the 'Superpowered P.I and Former Police Chief Romance!' someone up top posted in favor of the pictures and discussions down below.

Proof of the things they weren't ready to talk about.

"Oops, right?" Her mom laughed again, though she didn't get far before her smile turned wry, "I knew it was a possibility, but wow...hurts more than I thought."

"M-Mom-"

"Look, honey, you don't have to explain. It's been ten years...I'm glad he moved on." Gwen could see the suppressed tears clear as day, "I...look, it's been a long day, so I'm gonna hit the sack...tell George I'll be using the guest room from now on, okay? Night."

In the end Gwen could only watch her mom trudge her way up the stairs. Her grip on the tablet tightened hard enough to crack the screen and even with Peter putting a hand on her shoulder she couldn't stop herself from screaming in absolute frustration.

* * *

 **For a second it looked like it was gonna end on a slightly upbeat note, but then I remembered who I am; just can't help myself, can I? Ah well, good news is MJ's getting more expert help. Bad news is Gwen's mom found out about the Jessica/George thing in one of the worst ways possible since Gwen dawdled around in actually telling her. She can only blame herself for that.**

 **Next chapter is the family (plus Noir) having a talk about the weird parental situation Gwen has currently found herself in. And maybe something else afterwards, if I can fit it in. Maybe something with Spider-Man and Shadowcat? Guess we'll see.**

 **Anyway, apologies if Gwen's behavior in this chapter came across as overtly clingy or dramatic, but I thought it was a rational response to the idea that her (kinda) boyfriend and one of her best friends were sneaking around behind her back to have some kind of love affair. She does drop it afterwards when she finds out the truth and only asks about the kiss, which is still a pretty sensible thing to be curious about.**

 **Questions:**

 **1\. The talk about alternate dimensions is making me think about the team compositions for the fic. For the Avengers it's an easy enough sell since the members are all actual members or close enough to their contemporaries to fit, but what about the Defenders? I based a decent chunk of it on the MCU Defenders - street level vigilantes fighting the Hand - but the members are hit or miss.**

 **Is the team make-up fine with you guys? Cause Noir, Bombshell, Black Cat, Moon Knight, Punisher and freaking _Bullseye_ seem like they're a poor fit for a team that's ultimately supposed to work together, especially since many of them don't know or barely interact with one another in canon. It's also somewhat glaring given that Jessica Jones and Danny Rand exist in the fic and yet they're unlikely to group up.**

 **2\. Following on the above, are there any Earth-65 version heroes you guys might want to appear? Within reason, of course, since I can't have the Guardians of the Galaxy showing up. I've already gotten comments from a few others to include Ghost Rider...**

 **3\. For a future chapter question, do you guys still want the carnival date chapter between Gwen and Peter to happen or do you think it no longer fits due to how heavy everything is now? And if you guys do want it, then which POV would be best? Because the tone would change dependent on it.**

 **Review Answers:**

 **Nerdman300 - The Cindy from this fic isn't from 616, if I haven't made that clear before. She was trapped in the bunker like the other Cindy's, but she admits before that Ezekiel wasn't sure if she really was the bride and just shut her in regardless. Likewise she mentions her parents being gone period, which is unlike 616 Cindy who thinks she can reunite with them.**

 **Also, at this point I think it's safe to say that this isn't really Earth-65 anymore even if I still refer it as that. Note that Teresa mentioned earlier that she saw a Gwen where 'Klyntar drove her to insanity to stop Murdock', which was a reference to the current Spider-Gwen issue at the time. She also mentions the Amazing 8 world where 'Gwen got the power of a god (Unipower) and helped create a utopia with a man named Miles'.**

 **To your questions: I considered Gayle doing it, but I wanted the segment to be a bit more serious. As for Venom...when did Carnage absorb it? In the hospital Cletus separated it from Gwen, crushed it and then left them to die; no absorption at all.**

 **Red Rain17 - We did see Murdock fight with Noir at the church and catch a glimpse of his Damnation Stare; if Teresa hadn't shown up at the last second it would've been game over. As for Spider-Man and Shadowcat...they aren't really doing much.**

 **Titan616 - MJ's in better hands with Janet right now, but the second SHIELD finds out...oi vey. As for Lana, wouldn't it be only a problem if they had underage sex? Lana's turning 16, Gwen's turning 20 and Peter's still 18 since, given his age of death, he actually would've been 17 at the start of the story and only aged up to 18 by the Sin Eater timeskip. Either way it's a 2 year age difference for both.**

 **Jormundgarnder - Lana's school is a front for Abstergo! :P Anyway, if you plant to check out TR then be warned - the first 6 chapters are worst than the rest since I was still getting used to writing non Infinite Stratos works; notably with the inclusion of game mechanics. By the time of the Fouquet arc I've gotten my groove and established Raziel's personality and the story's tone much better than before.**

 **Leonard Churc814 - She's turning good again as of the recent arc, so that's something. Anyway, I personally dislike Miles ever since he moved to the 616 verse - all his compelling plots from Ultimate disappeared and he turned into an Archie comic.**

 **Dr. Sugarcakes - No MJ lecture this chapter, but Gwen does reaffirm that Peter's not cheating on her anytime soon if she has anything to say about it.**

 **Krolikson - No sparring match since it wouldn't be equal. MJ's an inexperienced noob whose strength matches that of Cindy, so Gwen would absolutely demolish her in a straight up fight.**

 **KasugaRomio - Exiles just isn't my thing, apologies.**

 **Cyclopz - No DC crossovers, especially since I know much less about it compared to Marvel.**

 **NickaDiny - New reader :) Though do get some sleep...**


	102. Young 'Heroes'

**Faster update than the last one, but I figured I'd get a last hurrah in before work started up proper.** **Not much happens this chapter, and honestly I think the first segment is the weakest, but I figure it's alright for now.**

 **Speaking of the story, the more I look at it the more it seems like Volume 2 is a good idea since some arcs and plot points seem like they make sense only after all 4 main antagonists have been dealt with. Granted that also makes it likely V2 won't have a proper climactic ending and end with a whimper rather than a bang, so it's a morton's fork.**

 **Another thing is that I looked over the old Sin Eater arc and wow...the street crime element in Peter's segment really is just fucking gone, isn't it? Jack is terrorist level at this point, which is hardly street, and Murdock's segment gets into some Ghost Rider level tomfoolery with the demons, rituals, pacts etc etc. Another thing a hypothetical V2 would fix.**

 **Oh, and as for some worries that the Defenders don't get enough focus: I'll focus more on them when the Hand arc starts proper. Besides that individual members get focus throughout the story: Punisher's family was his, Moon Knight's was with Mr. Negative, Felicia gets more focus on MJ's segments, Lana's gotten decent focus throughout the story, and Bullseye plays more a role in the upcoming Jack arc.**

 **The Avengers, on the other hand, focus more on Kate, Gwen and Cindy with the other three left in the background. Them's the breaks.**

 **Side Note - Jessica Jones S2 trailer out :D I'll see if I can get some inspiration from that too.** **Hopefully this chapter gets more reviews than the last as well :)**

* * *

This was a mistake.

Peter sat at a chair on the corner of the living room and watched the proceedings. Gwen called Jones and Captain Stacy over to try and explain, to try and make Helen Stacy understand. Understand what, he wondered. That she'd died? That her husband moved on with someone else and that she'd never get to see her little girl grow up like any decent parent would've wanted?

He didn't even know what he was doing here. He could've left earlier, made up any sort of excuse to take his leave and let them have at it. This was a family matter, and he wasn't family, _'Damn it..._ ' Every time he tried to open his mouth to say something he quickly shut it, unsaid words lingering bitterly. He couldn't say anything, and he doubted Gwen needed comfort from a killer who lied to her about her friend anyway.

The fact that he was still lying to her about Murdock and her mom only added to the bitter taste on his tongue.

Gwen and the Captain Stacy were still trying to explain, but their words were disjointed. Helen Stacy didn't say much and her expression remained passive, though it had nothing on Jones. She looked like she would've preferred to be anywhere but here.

"Mom, it's just..." Gwen trailed off and looked away, lips trembling. It was painful to see. He'd seen Gwen at her worst before, when she was left uncertain of herself and whether her actions were justified, but it never stopped looking alien to him. Back then the strongest image he had of Gwen Stacy was the snobby socialite who wouldn't help someone if her life depended it, but now it was the opposite.

She was a hero, not someone who looked on the verge of tears facing her own mother.

"This is my fault," Captain Stacy cut in, expression severe. His image of the former police chief also changed. The one he remembered was a spindly old man with a warm smile on his face that bordered on fatherly, but this one...well, it was easy to see where Gwen got her stubborn streak and sense of justice from, "I...I should have told you sooner, Helen. Lord knows I've had enough time...I'm sorry."

Jones didn't say a word. He had to admit that despite everything they went through in Frost's mad gallery he didn't know much about her. She cared about her sister and the Stacys, she didn't care much about strangers and she had powers that she seemed to want nothing to do with. All in all it painted a picture of someone who wouldn't have stuck out aside from the fact that she could lift a car and throw it clear across a street.

Then again the same could be said of himself, so in that sense they had a lot in common.

Helen refused to meet their gaze, head angled down while she bit her lower lip. On everyone here she was definitely the one he knew about the least. The kid didn't have much memories of her; to him she was just 'Gwen's mom', not someone a 10 year old would worry about even after she got cancer. He didn't know the pain of losing a parent, not really. Richard and Mary Parker were dead long before he could remember anything worthwhile about them.

And Teresa...well, still nothing worthwhile on that front. Saving him from Murdock at the church was soured pretty heavily by the way she treated Mary.

Seconds of silence passed before Helen Stacy finally raised her head to look her daughter and (former) husband in the eye, "...How long has this been going on? The two of you being...together."

"A few months, Helen..." Captain Stacy replied, "We...it started out as a partnership. I retired from police work and DeWolff suggested that I work with Jessica so I could get some idea of how the P.I business worked. After that..."

It just happened naturally, or at least that's what he got from Gwen. He didn't know much about the finer details, and he got the feeling neither did Gwen given how put off she was apparently walking in on them after they'd done it, but he knew that Jones was pregnant and that the kid was coming one way or another. It was a miracle it survived the hell they'd gone through...

"Yeah, I get it." Helen Stacy took a shaky breath,"Why didn't you tell me?"

"How could we?" Gwen asked back weakly, "You just came back, mom. We didn't want to..." Didn't want to ruin things any more than they already were. Peter could sympathize. Despite making peace (somewhat) with what happened to him he still avoided spending too much time with Ben and May apart from the occasional phone call or dinner. They might've been happy their son was back, but a deeper look would cut through that giddy haze damn quick.

"It would've been better than finding out from that tweeter thing," she tried to suppress it, but the bitterness in her voice was clear as day to him, "God...days I thought that we were still..."

"...I'm sorry." Captain Stacy said again, "Like Gwen said we just didn't want to-"

"When was it going to be a good time, George?" she interrupted, "I've been here for days now. I mean I knew there was a reason you were distant, but I thought you were still reeling from everything like I was. I didn't think it was..." She turned her gaze to Jones and the brunette winced. The P.I hated being the center of attention, "She...what was your name again?"

"Jessica Jones," Jones said, finally speaking up for the first time. He couldn't help but notice that she wasn't wearing the engagement ring from before.

"Right...the superpowered P.I. People are calling you Jewel, I think."

"Jewel? For fuck's sake." Jones let out a frustrated breath and pinched the bridge of her nose. It was a nice relief from the tense atmosphere, at least.

"Hm..." Helen smiled wryly and turned back to Captain Stacy, "How far along are you two? And be honest, please."

"...We're engaged." Helen's mouth twitched but the smile remained. Impressive considering how severe this all must have been, "You don't need to hear all the details, but we got together and then one thing led to another and..." He took a deep breath before continuing, "She's pregnant, Helen...we're engaged." And he proposed right before she rose from her damn grave. Murdock said it was a coincidence, but he had his doubts on that.

"I see..." The two words were said in a dull monotone. Her hands shook and she sucked in a quick breath before her smile suddenly widened, "I...I'm happy for you both, really."

 **Liar.**

"Mom-"

"No, Gwen, I get it, I do." Helen interrupted, "It's been 10 years...I didn't want George to mourn me forever." That was the truth, at least, "Seeing all this...you being a Superhero and George happy again...it's a relief knowing that you both pulled together so well." A half lie this time...sometimes he wished he could turn his spider-sense off, "I'm still just shocked, that's all."

"We didn't mean for it to get like this," Gwen muttered, "God, I feel like an asshole for saying it like that, but you're right. We should've told you, but we were scared. We thought you'd..."

"Freak out? Come on, honey, I thought you knew me better than that." It was clear as day that Gwen didn't believe her, but she kept her mouth shut and let her mom continue, "Look, this is...great- okay, no, it kinda sucks, but trust me I can deal." She took a deep breath and stood up, "...I need some air."

"I'll go with-"

"Alone, Gwen."

Despite the smile on Helen's face her words left no argument. Gwen clamped her mouth shut and tucked herself deeper into the couch as her mom walked out. He didn't need enhanced senses to know that she wanted to charge after her. If there was one thing he knew about Gwen Stacy it was that she didn't take things lying down; it made it difficult to stay away for two months during their most painful argument.

An uncomfortable silence settled over the room, broken only by the sounds of creaking wood. Peter looked down at his pressed palms with a scowl and muttered a curse. He wasn't any help here with them.

"...I'm going."

He'd barely stood up before Gwen grabbed his hand, "Don't leave..."

"I'll be back." He squeezed her hand gently before making his way out of the door. The suburbs weren't a very big place, and as tempting as it was to visit Ben and May and drag them into this problem too it was the last thing he actually needed, "Can't have gotten far..." He stuffed his hands into his pockets and walked. She didn't leave with her wallet so he doubted she left the neighborhood.

He found her after a couple of minutes. Peter stopped and frowned when he caught sight of Helen Stacy sitting on the curb with her legs tucked into her chest, arms wrapped around the denim material of her jeans in a tight grip. Even from where he stood he heard the shocked sobs that she tried in vain to restrain. He honestly thought it was a miracle that she'd gotten so far before breaking down.

Peter didn't say a word. After only a moment's hesitation he sat a short distance away from her, pulled out a single cigarette and lit it with a deft flick of the lighter. If she even noticed that he was there then she didn't say a word, choosing to continue her (relatively) restrained breakdown.

A minute of sobs and sniffles came and went before she eventually looked up, her eyes bloodshot and puffy. Peter tried his best not to let anything show and offered her the slightly crumpled packet, "Want one?"

"I don't smoke..." Despite her words she pulled out one of the coffin nails with a shaky hand, which Peter immediately lit. The older woman looked down at the burning stick for a moment before she took a tentative inhale, "Damn," She coughed out the smoke and looked a hair's breath away from throwing it altogether before she took another puff, "God, how does George do this?"

"Captain Stacy smokes?"

"Well, he did. It got worse when I was...you know." She waved the cigarette through the air casually, "He told me a few days ago that he went cold turkey afterwards. Said he didn't want Gwen to think it was okay."

"Something tells me that wouldn't have been a problem." He'd learned to avoid smoking when Gwen was in the room. Even if he was pretty sure lung cancer wasn't a risk she didn't want to take that chance.

"Hmm...aren't you a bit young to be doing this?"

"Between all the killing, theft, blackmail and drinking it's getting annoying that this is the one thing where people draw the line." Back then it wasn't even obvious that it was bad for you; most parents would've been proud to see their kids with their first coffin nail. A sign of growing up, or so they said.

"This stuff'll kill you, you know."

"I don't think either of us have to worry about that." Considering what the deal with them was Murdock would be the death of them both rather than a stick of nicotine.

She went quiet at that, and for a second Peter thought about apologizing before she let out a single, wry laugh, "Guess you're right." She wiped away a few more stray tears and exhaled through her nose, "Gwen tells me that you came back, too."

"Yeah, difference is that my memories aren't exactly...stable." And he wasn't brought back by the devil. Wary as he was about the Spider-God he still considered it the infinitely lesser evil compared to whatever Murdock had on him.

It would have been easier if she was another psychopath like Firestarter or a willing pawn like that bastard Otomo, but she wasn't. Helen Stacy was innocent, and that only made it all the more infuriating to know that Murdock could end her life with a flick of his hand. A part of him was almost tempted to tell her and Gwen, but he held off. What would it do? Their relationship was troubled enough; adding that would just destroy it.

"Yeah, she told me about that too. It sounds like quite the story..." She sat up straighter and loosened her grip on her legs, "I still remember when you and Gwen held up that plastic Captain America shield. Feels like it was yesterday."

"Time flies."

"That it does. I thought I'd have a few more years before I had to talk to my daughter's boyfriend." She smiled at that. Peter refrained from telling her that they weren't actually dating (yet...), "Do you remember anything? From the whole dying part?"

"No." Teresa told him Heaven and Hell existed, but if so he had no clue why couldn't remember the sea of fire and eternal damnation, "You?"

"Nothing but blackness...I don't want to go back to it." She took another shaky inhale from the cigarette, "This...This is fucked up."

"Which part?"

"The part where my daughter grew up and I wasn't there to see it; the part where my husband moved on and has another child on the way; the part where I've been frozen since the day I died and every time I wake up I still expect to see my girl to be ten and for my husband not to have any gray hairs." She let the cigarette drop and shut her eyes to keep the tears from spilling out, "You know all about that, don't you?"

"Not exactly." They weren't the same even despite all their similarities, "...What do you want?"

"Apart from going back in time?" She laughed bitterly, "I want...I wanted to be there and see my daughter grow up, t-to be there for my husband when he had to raise Gwen alone and he put his life at risk every day putting that badge on." She sniffled, "...I wasn't lying back there, when I said I was glad that they pulled together. I wasn't. I just wish that..."

"That you were there with them."

She didn't have to nod; he already knew the answer. Peter took a deep inhale of the cigarette and looked down at the asphalt. Gwen told him that he sucked at comforting, and he was inclined to agree. The kid was a whiny little bastard who thought that he was the only one with problems while Spider-Man...well, the closest thing to comfort he ever had to do was screaming at victims to run before the criminals caught up. He definitely wasn't the person to call when you needed to sympathize with a grieving mother and wife.

Her sniffles and sobs eventually died out and she took another shaky breath, "Alright, I'm...I'm done. Sorry about about that."

"Wasn't looking for an apology." God only knew how many times he'd snapped the past couple of weeks alone, "So...what are your plans now?"

"Now? Ha, fuck if I know." She shrugged, trying to be casual despite the hurt in her voice. He definitely saw where Gwen got a lot of her attitude from, "I mean...I can't live there now, can I? Whoever heard of an ex-wife living in the same house as her ex-husband and his new wife?"

"So you're just moving out?" He heard faint footsteps, but he paid them no mind. It wasn't like they were the only people in this neighborhood, "Do you think that's what Gwen and Captain Stacy want? They just got you back after a decade...and I don't think that's what you want either." Not that he was one to talk. If anyone could win a prize for avoiding problems it was him.

"What other choice do I have? I can't just stay with them now, not after this-"

"Why not?"

Both their heads snapped to the new voice and Peter was only half-surprised to find Jones standing there, hands in her jacket and her expression passive. Helen winced openly and made to stand before Peter spoke up, "Hear her out..."

"But-"

"Look, I just wanna say my piece," Jessica interrupted, both hands held up, "I don't think you wanna listen to me, and shit I don't blame you, but I really don't want to end it like this."

Helen took a deep breath and sat back down again, "Okay...I'm listening."

"Alright, so your plan to move out? Not happening." Helen was about to interrupt before Jessica continued, "Let me finish. You wanna move out later? Fine. But right after this shit? Not a good idea. You just came back, and something tells me that you don't wanna do the same thing Parker here is with his side-gig."

"That's one way to call it..." Peter muttered.

"So I'm supposed to just live in that house while you two are being the happy married couple?" Helen asked back bitterly.

"I don't live there, and something tells me I'm not going to for a while even after this little tagalong finally gets out." She crossed her arms, "...It's a long story, but let's just say that I'm not one for the picket fence lifestyle. George knew that, which is why I'm surprised he was willing to try...whatever this is."

"...Do you love him?"

"Of course I do." Jones pursed her lips and looked away. Peter suddenly felt like he should've left them alone, "I'm a mess, both George and I know that, but he still wants to try and so do I." She sighed, "But that doesn't mean you have to just...cut off and pretend we can just leave this fucked up shit hanging."

"So what do you suggest? Cause right now I'm not seeing a solution here."

"You think I do? All I'm saying is what you _shouldn't_ do, nothing else." Jones smiled wryly, "If there's one thing I do know, though, it's that Gwen needs her mom the same way that she needs Parker. I'm not saying we have to be friends, in fact I'm pretty damn sure that you hate me, but both Gwen and George deserve better than the both of us playing soap opera."

"...I don't hate you, for what it's worth. This hurts, but it would've been worse if George had no one when Gwen finally grew up." Helen sighed in turn and made a sound at the back of her throat, "Look...can we talk? No bullshit, just...lay it all out there."

"Yeah, sure..." Jones said, "Give us a minute would you, Parker?" She nudged her head back in the direction of the Stacy house, "Stacy was looking for you too, by the way. Probably worried you ran off."

With good reason considering his track record. He shared one last look with Helen Stacy before he stood and made his way back to the Stacy house. He needed to deal with Murdock, and soon.

* * *

"The results are...interesting, Ms. Watson."

Mary Jane cringed and sat up on the bed, the patient gown shifting loosely in response to the movement. She had to admit the fact that she was currently stuck in the observation module (read: see-through cube with nothing but a bed) was a bit unnerving, but considering what she knew about the Wasp it was probably one of the better options. She didn't fancy being shrunk down and put in a petri dish, after all.

That and this place had wi-fi and Ms. Van Dyne was kind enough to give her a laptop while she did her tests, which was nice.

"What do you mean interesting?" she asked. In her experience that usually meant bad news, like the time she called Gayle's foray into BDSM fiction 'fascinating'...

"I think it'd be better if I showed you."

She tapped a button on the remote and the door slid open with a hiss. Mary Jane swung her legs down and shivered when her bare feet made contact with the cold floor, "Show me what?" she stepped out of the cube and rubbed her left wrist. The tests were actually pretty mild - just a few tissue samples and injections - but she couldn't help but feel like something was going to go wrong at some point.

A feeling that only grew worse when Wasp gestured for her to come closer to the large screen that took up one side of the room, "Do you know much about biology, Ms. Watson?"

"Not really, always got C's in those."

"Making jokes? Good, cause you're gonna need to keep your chin up." The smile on the older woman's face was strained, which was hardly a good sign, "You told me before that you wanted the symbiote severed from you."

"Yeah..." She couldn't deny that there was a definite temptation to keep the powers, but it just wasn't worth it. Not after the absolute hell the past week was, "...No luck?"

"Not exactly." She typed something on the keyboard and the screen lit up. Mary Jane looked up in confusion at the various charts and paragraphs of data that littered the surface, "It would take days to go through all the details, so let's get down to the meat of it."

"I'm...guessing that this means you can't remove this thing?"

She tapped something else on the keyboard in lieu of answering and two more images popped up on screen. Strands of DNA, but they were different. The one on the left looked normal, like something out of her high school textbook, but the one on the right...

"Is that...mine?" she gulped nervously and looked up at the malformed...thing on the screen. Her rudimentary biology knowledge told her that DNA should've looked like a ladder - a double Helix, Mrs. Turner said - but the one on the screen was anything but. If she looked close she could see what looked like a ladder, but the rungs were twisted and misshapen and far from stable looking.

"Yes." Ms. Van Dyne nodded severely, "Similar to Gwen your body has been altered at a molecular level by the symbiote. I'm afraid that removing S.H.I.E.L.D's little pet project for you would have severe consequences."

"Just how severe are we talking here, doc?"

"Best case scenario? The equivalent of living without your eyes or being turned quadriplegic."

Mary Jane winced. That was the _best_ they could hope for? "And...the worst?"

"Death." Well...she saw that coming. Mary Jane took a deep breath to try and calm herself and hugged herself tightly, "I'm...sorry, I really am, but this...there's nothing that can be done, at least not within the timeframe we have so far. S.H.I.E.L.D would have more data since they created it, but I think we've all made clear that we'd rather keep them out of this."

"Yeah..."

"It's not all bad news, however." She pulled out a syringe filled with dark yellow fluid from the nearby table, "This is a stronger suppressant I made using the old one as a base. You were becoming more and more resistant to the old one, if you weren't aware." Teresa mentioned something about that before... "Gwen's symbiote was made from a mix of the serum and radioactive isotopes, but not yours-"

"It's not _mine_ ," she interrupted with a growl.

"Kasady's then," she continued, "But as I was saying, Kasady's symbiote is lacking in the radioactive isotopes, hence why you're gaining a resistance to it. From what I could gather S.H.I.E.L.D mixed the serum with the Hyde Formula used by a certain Calvin Zabo a few years ago. It would definitely explain why it lashed out so badly - the radioactive isotopes would've acted as a stabilizing agent, but the Hyde Formula, as its namesake indicates, increases violent impulses and impairs judgement. Mix that with the Lizard serum and..."

"You get the Carnage killer." Captain America said it was that Kasady asshole's fault, but this thing - _monster_ \- followed along like a damn puppy.

"Precisely." Her face shifted in frustration for a brief moment before she calmed down, "The suppressant I created should stabilize you, but it also has a cost."

"Of course it does." Mary Jane sighed. What else was new? "Hit me, doc."

"As should be obvious the formula is untested, meaning that there might be side-effects." Mary Jane nodded. She expected that, "Dosages will have to be daily, every day or two at the very least, and..." She paused and took a deep breath, "I want you to understand that the components of the suppressant are severe. On the off-chance that I find a way to separate the symbiote from you it's very likely that you'll have to take it for the rest of your life."

"Great, always wanted to see what being a junkie was like." Mary pinched the bridge of her nose and pursed her lips to keep herself from screaming in frustration at the unfairness of it all, "...Is there any good news?"

"Besides the increased mental stability? A few." She turned the screen off, "I made some observations on both you and Gwen. Your strength, agility, durability and various other physical attributes are far improved from what they were before, but you might be interested to know that the rate of aging and degradation in your DNA has been massively slowed due to the symbiote's bond. What this means is that your and Gwen's lifespan has increased exponentially, and it's quite possible that you both will be functionally unaging similar to Agent Romanoff, Wilson and Director Carter."

"So I'm a druggie for a _long_ life, great..." She should've been more ecsatic, but honestly the entire thing just sounded more and more like consolation prizes. Strength and possible immortality in exchange for a murderous monster that constantly screamed into her head? No fucking thanks, "Could we just get this over with, please? I wanna put it all behind me..."

"Of course, I understand. Go back to the observation module and let me see how the new suppressant interacts with your body. With any luck you should be stabilized and able to go home before the day's done."

Going home before the day was done was a pipe dream, but Wasp did finish up her testing an hour after midnight and another hour after that MJ was out on the streets again with a nicely packed sandwich and a fresh change of (way too fancy for her tastes) clothes. The redhead took a deep breath of the early morning air and raised the sandwich to her mouth with one hand, the other holding onto the backpack that contained her 'costume'.

That was it, she was...well, not cured, especially not after the whole 'willing drug addiction' thing, but she felt better than she had in days. She pulled her phone out of her pocket when she saw the chain of messages from Glory asking if she was okay. Did she blame herself for what happened, Mary Jane wondered. It was the argument that drove her out of the apartment that night, after all.

She was about to respond before she saw the person in front of her - a young man who didn't look a day over 16 - get yanked into the alley with a muffled scream. Mary Jane's eyes widened and her grip on the phone tightened. A mugging? Kidnapping? The streets were almost abandoned so she wasn't surprised whoever it was did it right now.

Could she call the police? No, that'd take way too long; guy would be long gone by the time they got here. What else could she-

...

Her gaze shifted to the backpack on her right hand and she grimaced, _'God damn it.'_ Was she really going to do this? It wasn't like it was the first mugging she'd seen. She lived in New York City all her life, so she knew the proper procedure was to duck your head, walk away and maybe call the cops if you could.

 _...Fuck._

No time for a full costume change. She grabbed the mask and gloves from the bag and put them on in a rush, shucking off the designer jacket in favor of the ratty blue hoodie as she did. She couldn't do even half of the things that monster was capable of, but she was still stronger and faster than before, right? It wouldn't be so bad. Just a couple of punches and she could pretend this didn't happen.

She dialed 911 and gave them an address before she ran into the alley, _'Shit...'_ Mary Jane stopped when she saw the three burly guys surrounding the teenager.

"We know you fucking snitched on us, Reyes!" The one at front snarled, his buzzcut and tattoos basically screaming 'I'm a thug for hire', "You know what we do to snitches, you little shit!"

"Dennis, I-I promise I didn't! I swear!"

It was now or never. Mary Jane stood up straighter, balled her hands into fists and screamed, "Let him go!"

All three thugs turned to look at her, and their faces went from scowls to blank-eyed surprise to bemused laughter, "Holy shit, another one?" The leader - Dennis - looked back at his cohorts and let out another belt of laughter, "Goddamn, what is with this town and gimps?"

"I said let him go!"

"Better idea, _chica_ ; why don't you tell us your name, huh? Me and the guys could use a good laugh."

Mary Jane rushed ahead faster than the guy could react and pushed him away from the younger teen hard enough to make him skid across the alley, "The name's Scarlet Spider." That...didn't sound as she cool as she thought it did. She pulled the kid back and shoved him towards the other end of the alley. With any luck he'd be smart enough to run for cover.

"Get that fucking bitch!" Dennis screamed.

Mary Jane wanted to say she took them out with her hands behind her back, but that was far from the truth. The first one rushed towards her with a knife raised and Mary Jane stumbled back, nearly tripping over herself in her attempt to dodge the attack. The dull blade sliced through the shoulder of her hoodie before she kicked at his leg in a panic.

The sickening crack was loud enough to echo throughout the alley. The second thug winced as his friend fell down and cradled his broken leg, which she used as a chance to tackle him clumsily against the opposite wall shoulder first. She heard another scream of pain and she let him fall onto the ground in a heap. Messy, but they weren't dead, at least. The prison clinic could patch them up...right?

Her thoughts on their well-being were cut off when she heard a click Dennis' direction. Her head snapped to the source and she froze when she saw him standing up shakily and aiming a pistol right at her. She could've run over there and knocked it out of his hands, maybe even taken the bullet, but she remained rooted to the spot. Powers or no she wasn't a damn vigilante like Gwen and Peter were.

The bastard's mouth parted in a wide grin just before a length of leather tangled itself around his wrist. His eyes widened for a split second before the hand was forced up and the gun discharged harmlessly in the air, "Wha-" He looked up just in time to catch a wave of platinum blond hair before they both heard a soft click.

Just a week ago the sight of some poor bastard (emphasis on that second part) being electrocuted would have caused her to look away, but now she looked on, hypnotized, and curled her lips up in a grin.

It was...hot.

The electrocution lasted for only a few seconds before the thug fell down to the ground, twitching and spasming all the way. The dark blur from above landed behind her and kicked the two prone attackers on the ground, "That should keep them out till the police get here." Mary Jane turned back and laughed under her breath when she saw Felicia dressed in full costume. It was honestly a relief to see her again after a day of sterile walls and computers.

"...Hey," she greeted, for lack of anything better to say.

"Hey yourself, 'Scarlet Spider'." She smirked at that, "Come on, the police are going to be here soon."

Soon was right. They'd barely made it to the closest rooftop before the police car came blazing down the street, sirens blaring, "We gotta go." Felicia tugged on her arm and Mary Jane followed. It wasn't the first time she ran from the cops - she'd been in her fair share of rowdy and not-legal parties, after all - but this was an adrenaline rush unlike any other. She just commited an act of vigilantism; a few counts of underage drinking and noise disturbance were so petty by comparison. This must've been how Gwen felt like all those years ago, before that night at prom.

It helped that she didn't kill anyone, so Mary Jane didn't feel disgusted with herself just yet...

She didn't know how long they ran, but by the time they stopped at a relatively tall building Felicia was visibly out of breath and Mary Jane...wasn't. Just another reminder of how much she'd changed, "Well...that was something." Felicia bent over and put her hands on her knees to balance herself. Mary Jane didn't look at the droplets of sweat that fell down on her exposed chest, definitely not.

"Yeah, it was..." Mary Jane pulled off the mask from her face and brushed away the sweat matted hair, wincing at the soreness at her feet. The boots she was loaned really weren't made for running in, "...How'd you find me?"

"Would you believe it was just a coincidence?"

"Sure, the second you tell me that you're not actually a thief with a weird vendetta against a blind lawyer."

"When someone kills your father you tend to hold a grudge," she responded casually, ignoring Mary Jane's look of utter shock, "Why so surprised, Jane? Surely you didn't think I hated that _diable_ just because he gave me a bad review?"

"I mean...I guess not, but I didn't think it was..."

"It's passed, Scarlet. No need for sympathies." She clapped her on the shoulder gently, "As for how I found you, Spider put a tracker on your phone that he 'borrowed' from Moon Knight. After the incident with his sister he didn't want to take any chances."

"I get that." She didn't like the fact that he didn't tell her, but she still got it, "But why you?"

"He asked me to look out for you since he and Stacy are apparently in some family drama." She waved a hand through the air and smiled, "I got a warning when you suddenly started moving...didn't expect you to try your hand at the vigilante business. Still, it's hardly the worst thing I've had to deal with this week. You're just lucky I recognized you in that godawful outfit of yours."

"Yeah, well, I don't exactly have fancy Dyne particle suits like Gwen does." Mary Jane rolled her eyes. There was the Felicia she knew and loathed, "But...thanks, for saving my ass, I mean."

"Save? Hardly." She snorted, "If you're anything like Spider-Woman then that bullet would've been a mosquito bite."

"I still appreciate it."

She seemed surprised at that, if only briefly, "Well...then, you're welcome." She flipped her hair haughtily and gestured to the bright lights of the city that greeted them, "What do you say, Scarlet? Did you get a taste of the vigilante craze that's been going around? I'm curious."

"Kinda..." She couldn't deny there was a rush there (and something else she didn't want to think about...), but she still froze when at the first gun pointed at her. It was a normal reaction, but it didn't exactly bode well for someone who wanted to try their hand at the 'Spider-Woman thing', as people called it, "...Hey, can I ask your something?"

"Why is it people always ask that when they don't want to hear no? If you want to ask something then just ask."

"Right...well, I know this sounds weird, but how do you deal with all that? The fear, I mean." She released an exhausted breath, "When that monster was in control I didn't feel afraid, but when I was by myself...the first thing I thought of when I saw that gun was how big of a mistake I made."

"You think I'm not afraid to die," Felicia said.

"Aren't you? You don't have any powers and yet here you are swinging through buildings with that whip of yours when even one mistake means being a pancake on the pavement."

"Let's just say I had a good teacher. I learned at a young age." She smiled wistfully. It looked...odd on her. Odd, but not unpleasant, "I'm well aware that I didn't win the genetic lottery like Spider-Woman and She-Hulk, that even a single mistake could be fatal. Still, if I let that stop me I'd never get anything done. You could get run over walking down the street, but people still do it."

"Crossing the street isn't exactly the same as swinging from buildings."

"Isn't it? Both carry risks, people just view it differently. It's all on how you perceive it. People are more afraid of crashing planes than they are about car crashes even if the former's far less likely to happen than the latter. I'm careful about how I do it, but I don't fear it. The same way I don't feel afraid of crossing the street or slipping on a bar of soap and breaking my neck. I know my limitations."

"Yeah, but...how?"

"Lots of practice."

Felicia winked at her before immediately letting herself fall off the building. Mary Jane's eyes widened and she shelved her hesitation to immediately jump after her. Felicia looked up (down?) at her, lips still raised in a teasing smile. Mary Jane wanted to slap it out of her face.

They were halfway to the ground by the time Mary Jane caught up to her. Without missing a beat the cat burglar (and a whole host of other names Mary Jane wanted to call her) suddenly flipped herself upright and pulled Mary Jane close to herself with her left hand while her right attached the stretchy whip to a nearby ledge. Mary Jane almost heaved at the sudden stop before they bounced up and down slowly.

"See?"

"See what? That you're fucking insane?" Mary Jane looked her in the eye and blinked at how close they were. This definitely wasn't how she expected the night to go, "What the hell was that supposed to prove?" She tried to put some distance between them, but considering they were hanging by an almost literal thread her options were rather limited.

"Everyone just needs a little push. For someone who froze at getting a gun pointed at her you sure didn't hesitate to jump after me and risk turning into an, as you say, 'pancake'." Felicia gave her a teasing smirk and she suddenly felt an uncomfortable heat on her cheeks, "So don't beat yourself up for not being 'brave' enough. If you ask me it seems like you've kept your sanity despite everything."

It was the wrong place and time for it, but being so close to Felicia Goddamned Hardy - with all her stunts and her suicidal attitude - was driving her insane.

At least that's what Mary Jane would tell anyone who asked why she suddenly kissed her.

Felicia was surprised by the gesture, but as expected she quickly reversed it and deepened the kiss, using their odd position to ensure that she had the upper hand. Despite the strain of holding them both up with one hand she didn't seem to have a problem at all and her other hand tugged at Mary Jane's hair roughly, forcing the younger woman to look up at her.

"...I guess I spoke too soon."

"Guess you did." This time it was Mary Jane who smirked, "...You actually have a plan to get us down from here?"

"I always have a plan, Scarlet."

She untangled the whip and they fell again. This time Mary Jane didn't feel any fear and just watched Felicia attach the whip to another ledge and swing them down into the dark alleyway without much fanfare.

"...Maybe I should ask Ms. Van Dyne if I could borrow some webshooters."

"Spider's been fine without it so far." Felicia replied, "Come on."

"Where to?"

"My place isn't too far from here. We can't pick up where we left off."

Well... _okay then._

* * *

Spider-Man opened his eyes and hissed at the light scratches on his shoulders. Kat was getting better, but she still couldn't stop herself from going off at the last minute.

Thank Spider-God he healed fast.

He swung his legs over the edge of the bed and rubbed his eyes. Clock said it was a few minutes past 4 am, so he didn't see the point of getting much sleep, "Kat, wake up." He turned around and tapped her bare shoulder, which earned him an annoyed growl. She was always a grouchy sleeper, "Hey, you were the one who wanted to get up early, remember?"

"Fuck off..." She tucked herself deeper into the blankets and groaned.

"Fine." He rolled his eyes and stood up, trudging towards the messy pile of clothes scattered around the corner. He'd learned to get them off quick; Kat was impatient when she got into one of her moods, "Come on, where is it...?" He rummaged through the pile in search of his underwear. Laundry day was still a couple of days away and he didn't fancy deviating from their established routine now.

The fact that they had a routine at all was a surprise, but he wasn't going to complain.

No underwear, but he saw something else that caught his eye. A half-open wallet with its contents exposed for all the world to see. It wasn't his, so that meant... "Hm," He picked it up after a moment of hesitation and looked over the contents. He recognized Kat and 'the old man' easily enough, but the other three were a mystery to him. A tan man covered in tattoos with a mohawk, a broad shouldered man with a mane of blonde hair and finally a teenager with a darker shade of blonde from the last one.

He was so busy poring over the pictures that he hadn't even noticed the soft footsteps before it was too late.

Spider-Man stiffened when a slender arm wrapped itself around his shoulders, "Drop it," she whispered, voice sickly sweet. He was about to say something back before he felt her fingers dance across his third leg...which would have been much more arousing if she hadn't been brandishing her claws as she did, "Before you lose something you're going to regret."

"You don't have to be so dramatic, Kat." Without missing a beat he tossed the wallet over his shoulder and let her catch it, resuming his search for his underclothes. Anyone else would've been disturbed, but he'd learned to deal with her...quirks.

"Just didn't expect you to snoop into my stuff, partner." She pulled out a loose shirt and a pair of shorts from the pile and put them on lazily.

"I was just curious. You don't seem like a people kind of person."

"I'm not." She opened and closed the wallet a couple of times before they continued, "The guy with the mohawk is Daken, one of the old man's bastard kids. Old guy's Victor Creed, but I used to call him Uncle Victor."

"A brother and an uncle? Surprised you never mentioned them before."

"Why would I? They're dead."

"...Can I ask why?"

"Because Logan and I killed them," she said without a hint of hesitation or shame.

Spider-Man knew better than to be surprised, but he still asked, "Then why do you have their pictures in your wallet?"

"Why not?" she asked back, "Just cause Daken's a rapist with daddy issues and Victor's more rabid than a dog with rabies doesn't mean they're not family. When I got this thing the shopkeeper said you put things like family or a boyfriend in here, so I just left them in."

"Makes sense, I guess." He didn't want to argue her logic of keeping pictures of the people she killed, "So who's the kid? Your boyfriend?"

"Aww, are you getting jealous?" she teased, looking up at him with a smirk.

"Yeah, it's gonna keep me up at night if I don't know." He rolled his eyes. She definitely enjoyed her fair share of heckling.

"Don't worry, partner, he's just another 'brother' of mine. Logan got real drunk on the Canadian border once and little Jimmy here's the result." Her smile was almost fond, though he could have been imagining things, "I kept an eye on him once, to see if he'd turn into one of us, but he's clean. No claws, no healing factor...guess he got lucky. I'm glad at least one of us isn't a dog, at least."

"You're not a dog. You're crazy, violent and probably psychotic, but that just means you're human."

"You always know just what to say to cheer me up." She slapped the left side of his face mockingly and laughed under her breath.

"Yeah, yeah..." He pushed her hand off and finished putting on his clothes, "I gotta get breakfast started."

"Wow, cheering me up and cooking me breakfast? If this is how you treat your fuck buddies I wonder how you treat your girlfriend."

"Wouldn't know. Never had one." Thoughts of Felicia came and went before he stamped it down. A dumb crush, nothing more, "And who said I was cooking for you, anyway?"

"Says me, the girl who's paying all the bills since you stopped coming with me on bounty jobs. Gotta earn your upkeep somehow; this relationship's give and take, Petey."

"I told you to stop calling me that..."

Breakfast was...calm. It might've been odd to say considering he was sitting across an unrepentant killer and mercenary for hire, but there it was. It was another part of their routine. Shadowcat got up early to get a headstart on their jobs and when she got back he cleaned up and cooked dinner for them both. He felt like a maid, but it was better than working as a gun for hire now that he got what he wanted.

"You heard from Logan?" he asked. He only met him a couple of times in his time here, and both times were a few minutes at most. Evidently Kat didn't like him staying around too long.

"He's in Idaho last I checked. Dunno what he's doing." She shrugged and shoveled a whole egg into her mouth, "You know, if there's one thing I'm gonna miss when you're gone it's getting an actual home cooked meal. Canned food sucks; the preservatives ruin everything."

"Good to know that I'm valued, at least."

She was about to respond with a no doubt snarky reply before her phone buzzed. Kat looked down at the message and her body immediately stiffened, the smile on her face being replaced by what could only be described as a cross between excitement and anger...which was an odd combination, but par for the course when it came to her.

"Ha...change of plans." She pushed the plate away and sucked in a breath through her teeth, "I'm gonna leave town."

"What? For how long?"

"I dunno, a few days. Week tops." She stood up and made her way back to the bedroom while Spider-Man followed, "I just got some big news. It can't wait."

"What's going on?"

She grabbed the suitcase from the top of the closet and paused, "You know about Weapon X, right?" He nodded. Her stories made it hard to forget, "Well, apparently Carter found one of their bases; probably one of the last ones that exist, really. One of the deals I made with S.H.I.E.L.D was that if they find any more sites they let me take a first crack at it. They weren't happy - operational risk and all - but I do good work."

"And you're leaving?"

"That's what I said." She packed a pile of clothes into the suitcase messily, "There's enough food on the fridge to last the week and I paid the cable bill, so I doubt you'll be bored without my enjoyable company." She winked, "Just make sure not to burn the place down or I really will cut your dick off."

"Better idea: I'm coming with you."

She paused her packing and looked at him blankly, "...Why?"

"Cause you're one of the few lifelines I have in this place and I wanna make sure you don't die while I'm not looking." And to be honest he didn't like the idea of being trapped in this madhouse of a city alone, "Like I said before, someone has to make sure you don't get killed."

"I've managed well so far...but fine, it's your funeral." She shrugged, "Could use someone to talk to in the car anyway. Just make sure you don't die, hm? I am still babysitting you, after all."

"Trust me, Kat, I've come too far to die here..."

* * *

 **Helen Stacy's on the road to recovery (kinda), Mary Jane is still going insane and of course Spider-Man and Shadowcat are going after Weapon X. None of these are really connected so far, so hopefully it's all good.**

 **Anyway, I don't think there's a single partnership in this story that's not unhealthy and dysfunctional in some way: Peter and Gwen are ignoring their issues and have a whole lot of other reasons I mentioned; Cindy and Harry are hatefucking for lack of better options; Felicia is unintentionally exacerbating Mary Jane's descent into sadism; and of course Spider-Man and Shadowcat are two violent assholes who joke around (the latter moreso) about their various problems.**

 **...And yet the last of the two seem the most content, so puzzle that one out.**

 **Oh, and Gabriel makes a cameo appearance...being victimized yet again for snitching and needing to be saved by a hero. This guy's like the reverse Turk Barret: saving him is like an initiation ritual to get into the Earth-65 vigilante gig proper. Pretty soon Frog-Man's gonna save his ass.**

 **Question:**

 **1\. Just the one question: which character story do we focus on? I can stay in New York and have them deal with what problems they have there or we can take a vacation and watch Spider-Man and Shadowcat put down one of the last Weapon X facilities. The former is just more of the same so far (though it'll lead closer to the Carnival date people want to see) while the latter gives Shadowcat more development and changes things up somewhat for the relationship the two have.**

 **That's assuming you guys don't want to see Weapon X and just prefer we have it happen off-screen like Mysterio.**

 **Answers:**

 **Brave2000 - I don't dislike it, but an RL reader did. I'm fine with it so far and I think it's too late to change it. I want to make both 65-Cindy and Matt global antagonists for both protags, but their skillsets doesn't make it feasible.**

 **Red Rain17 - Maybe.**

 **Jormundgardner - Wait, what plot twist? If you mean SHIELD pulling the 'necessarily evil' card, then they've pulled that in canon before. They're not _evil_ , but they've done their fair share of nasty actions to keep the bad guys at bay. As for the date? We'll see if people still want it considering how heavy some of the plots are getting.**

 **AnUnorthodoxDecision - Well, I'm honored to have popped your review cherry :) Hopefully you keep reviewing. As for your question: I tagged both Noir and Spider-Man was 1 tonners, with the latter being able to lift a bit more due to being built like a Panzer tank while Noir has more of a swimmer's build. Their true strength lies in their stealth and deadly gun accuracy.**

 **Titan616 - To be fair Gwen was the one who insisted on talking to Jessica about it, so one could argue she had the responsibility to establish communication. As for leaning on the 4th wall, I do that a decent amount of times. Characters live in the 21st century and they're pretty savvy on how the genre conventions go.**

 **The Black Widow comics portray Maria Hill as being relatively reasonable, but most others portray her as being a raging control freak. Ditto with SHIELD with them either being forces of good and the last defense to obstructionist assholes who care more about regulations and gaining an advantage than anything else. Note that while Hill was a bitch about it Kate pointed out to Cindy that not all of SHIELD was in on the Carnage symbiote's creation.**

 **Looking forward to another long review :D That first one you made was a definite stunner.**

 **Nerdman300 - No absorption last I checked. As for the latter...a crossover between my own works just feels so far up my own ass, so not likely. If I do make a crossover it'll be on something not mine.**


	103. Family Matters

**The votes for this chapter came down to a coinflip, but tails hit and I made this instead of Weapon X. Maybe next time, Wolverine fans.**

 **Read the latest Spider-Gwen and...wow, probably one of the best issues yet. Not only do we get development on Gwen's relationships but we _finally_ get some backstory done on Matt that helps explain his motivation. Ultimately it's revealed that his motives are just as petty and selfish as the other villains, but it actually makes him seem more human.**

 **...Which leads to a slight problem since we find out that his motivations for going after Gwen are very personal, which makes him switching to Peter in the fic way more odd. Granted I already have plans for their dynamic and it doesn't take _that_ much to incorporate it into the next chapters, but comic readers might be disappointed still. Hopefully I can do it justice.**

 **It also confirmed that Matt did in fact betray Fisk, so on that front I'm set as well.**

 **Speaking of the next chapter, change of plans: the dinner scene will be next followed by the carnival date. I'm sorry for the change, but the chapter _really_ pumped me up to writing Matt and Peter's last conversation. Don't worry; I changed things around so that the Jack arc doesn't start immediately after, meaning the date still happens; only difference is it happens a chapter later.**

 **Anyway, the end AN will have a question on the hypothetical Volume 2 I hinted at before. Please read it since it determines certain story events down the line.**

* * *

"Mmgh..." Gwen groaned and scrunched her face in annoyance at the first rays of sunlight peeking through the curtains. The events of last night came came back to her half-asleep mind and she desperately kept her eyes shut to try and lull herself back to sleep. She couldn't run away from it, but she could put it off for at least a few more minutes if she really tried.

She groped blindly and breathed a sigh of relief when she felt the bed's other occupant, "Peter..." She smiled and snuggled deeper into his back, right arm draping over him in a clumsy hug to pull him closer. Any other time her dad would've flipped at the thought of them sleeping in the same room, but they had more things to worry about now than some (not so) innocent cohabitation.

They still kept both their clothes on, though; she wasn't willing to risk going farther than a little nuzzling with both her parents in the house.

A few more minutes of quiet passed before Peter eventually moved and tapped her wrist, "...Footsteps downstairs. Everyone's waiting," he mumbled.

"Five more minutes..." She didn't want to deal with this yet. Her mom and Jess said they talked last night, but she knew from experience that one talk wasn't nearly enough to solve a complicated relationship.

"Can't run forever, Gwen." His voice was almost teasing, but she could've just been imagining that. Peter didn't do teasing.

Gwen sighed and (reluctantly) separated from him with a frown on her face. He was right, but she didn't have to be happy about it, "Ugh..." She sat up and brought both hands through her face. She wasn't sleepy anymore, but the thought of going down there and facing everyone again after last night's clusterfuck was definitely on the high end of her 'do not want' list.

Having to go to a talkshow with Cindy later to play celebrity still topped that, though. There was always something worse to look forward to.

She looked back and grinned slightly when she caught Peter rubbing his eyes tiredly, "Hey." He looked back at her call and she leaned forward to kiss him, morning breath be damned. The gesture was fleeting and soon enough they separated, Gwen grabbing for her flip-flops under the bed while Peter grabbed his (unloaded, she'd made sure of that) pistols from the bedside cabinet.

It was funny. Just a few months ago she'd shuddered at the thought of him being even near a glue gun, and now there was a place on her cabinet just for whatever fancy pistols he had on hand. _You're being a hypocrite_ , the little voice at the back of her head said, but she ignored it. She was only human, and she'd made her share of compromises over the years. Compared to being a law-abiding vigilante, being forbidden from arresting the likes of Frank Castle, and having to keep S.H.I.E.L.D's involvement with the Incident secret it was easy enough to justify.

It was something she could live with, at least.

"...Spider-Man left town," he said suddenly.

"Huh?"

"Just messaged me, said he and his partner were taking care of business and they'd be gone for the week," he replied.

"Hm..."

As soon as they went down Gwen was assaulted with the smell of bacon, eggs and freshly toasted bread, "Something smells good." She peeked into the living and was torn between smiling and cringing when she saw her mom, dad, Jess, Aunt May and Uncle Ben sitting in a small semi-circle in and around the couch. Her dad had a strict 'no-couch' rule when it came to eating in the house, but like a lot of things over the years he'd let up on it.

"Oh, there you are." Her mom beamed at her. Gwen suddenly felt even more guilty, "We were just talking about the time Ben and George went to Mardi Gras. I missed a _lot_ of things, apparently."

Yeah, _apparently._ Gwen couldn't make out any bitterness in her voice, but she doubted they'd all just forgotten about what happened last night. Her dad definitely didn't given the way he was practically pouting down at his plate.

"You should've told us you were coming, son," Uncle Ben chided playfully.

"Wasn't exactly planned." Peter said, "...Sorry."

"Ah, no harm done. Come sit next to me, I was just getting to the good part."

Breakfast was...she didn't know how to describe it. She knew what it was like to duck around a problem and pretend it didn't exist and this wasn't that, not really. She'd learned a thing or two about reading people from Peter and she definitely didn't miss the awkwardness in the air when her mom and dad spoke to one another. As best as she could see it the problem was still there and they were trying to move past it.

She could only hope they succeeded.

Gwen's gaze lingered on both Jessica and Peter. The P.I didn't say much, but there was a calmness in her that Gwen couldn't deny; a far cry from her previous fight or flight demeanor from last night. Peter was the opposite. He looked out of place, almost like he couldn't believe that he was really sitting in the room with them. She was almost tempted to sit by his side, but her dad's overbearing gaze kept her still. Even knowing how far they'd already gone didn't stop him from having reservations.

"So what's everyone's plans for the day?" Gwen asked, mostly to try and keep from saying anything stupid to ruin the mood. She had to go to that talkshow later tonight, but until then she could go on patrol and check on MJ. Hopefully Jan managed to help her out.

"Oh, me and Jessica are gonna have a Ladies day later," her mom replied.

"You...You are?" The way she said it...cheerful and carefree, but was it really? God, she was getting fucking paranoid.

"Yeah, we uh...talked last night, hashed things out, but it couldn't hurt to try and get to know each other better." She coughed awkwardly and nudged her head to where Jess was sitting, "It was actually her idea."

"Trish suggested it. Not sure it's a good idea, but there you go." Jess shrugged, "George is gonna work with Kate on the insurance fraud case, so they'll be busy with that."

"I still think I can handle it myself, Jess," her dad said.

"I know you can, but Bishop needs experience solving problems she can't just shoot arrows at." Gwen couldn't stop herself from smiling. That was definitely her go-to solution to most problems, "Besides, it'll be good practice when the tagalong starts kicking and I have go take my 'break'."

Right, the baby. In all the chaos of last night she'd almost forgotten that it was another thing they had to deal with. Her potential little brother/sister was definitely another thing they were walking eggshells around.

"So...what about you?" Gwen asked Ben and May.

"Oh, we were actually planning to go out town for a couple of days," May replied, "An old friend invited us over to a barbecue and we thought it'd be a good idea to take some time away from the city, all things considered..." Gwen winced. The attention definitely died down, but people still remembered the Lizard and his parents, "...You could come with us, Peter. Take a break."

"Love to, but I can't exactly leave the city right now." He set the plate down, the food mostly untouched, "I gotta meet with Lana, Norah and Felicia later to see what we can dig up on Murdock..."

Gwen frowned down at her food and said nothing. Despite everything he was remarkably tight-lipped on what exactly the deal was between the two of them. She still remembered when that murdering bastard had her in his crosshairs, how hopeless she felt when he rubbed it in her face just how untouchable he was because of her own beliefs and the law's corruption. The fact that Peter was fighting him worried her to no end.

Finding out he was (apparently) possessed by a literal devil just made it worse...

"Huh...hope you don't mind me asking, but do you have any guy friends?" Uncle Ben asked, "You never seem to hang out with any."

"Well...you already met Bullseye," Gwen and the Parkers frowned at that. She still had no clue why he considered that psychopath a friend when Castle and Moon Knight were, by his own admission, 'shaky allies at best', "Why do you ask?"

"Ah...I was just wondering where that Harry kid went. You two were inseparable back in the day."

Peter's mouth twitched and her said his next words in a clipped monotone, "We had our differences." Meaning they tried to kill each other. Another sore point that she really needed to talk to him about, "It's over between us."

"A shame, he seemed like such a nice boy," May said, "Well, tell Lana she's free to come by for dinner anytime she wants. Her identity being outed must have been hard."

"Yeah...thanks, I'll tell her."

"So, to change the subject," her mom suddenly cut in, "I've been reading up on the Superheroes and all the Avengers stuff, but it's hard to understand what's really true and what's not. I mean, last I checked Gwen wasn't really a supermodel heiress...right? Cause if you are then you really need to tell me these things."

"God, no." Gwen snorted. She still had no clue who thought _that_ particular bit of fuckery up, "I mean like I said I'm a drummer in a band." Even if they hadn't had a gig in weeks... "And...I mean, it was slow going but it ended up...okay-ish." She just hoped her mom didn't ask about that night at prom. If she did Gwen would've honestly just swung away screaming 'lalalala'.

"Huh..." her mom shifted her gaze to Peter for a brief second before focusing back on her, "So tell me about one of Spider-Woman's adventures. I mean I read up on the thing with the UN embassy, but that can't be the only thing you've done."

"Well, there was that time with Mysterio..."

Recounting what happened with fishbowl head three months ago gave her an odd sense of calm. It was bizarre - back when her dad was still working in the precinct he tried to keep his work and home life separate, but now here she was giving a blow by blow. _You don't need to hear about how many times I nearly got shot_ , he said to her one day. Considering she'd said it shortly after she got her powers she'd been almost tempted to laugh from the sheer irony.

"Wait, wait, wait! This guy actually had a fishbowl for a head and called himself _Mysterio?_ " Her mom chortled and Gwen grinned. It was nice to hear her laugh again, "I mean, what? Who dresses up in a fishbowl and thinks 'oh yeah, this is good and menacing'?"

"You'd be surprised," Jessica said, "Nowadays any old asshole thinks he can put on a costume and he's the next big villain. I'm not complaining, though; it's way easier to track for pissed off clients when the people who attacked them have cars with their faces plastered all over it."

"You're already fighting Supervillains, Jess, so I don't get why you won't give the hero gig a try," Gwen said, "Before the you know what, I mean. You know what they say, with great power-"

"If you say 'With great power comes great responsibility', I swear I'll throw up on you." Jessica gave her a half-hearted glare and Gwen held up her hands in mock surrender. She knew for a fact that it wasn't an idle threat, "Besides, it's not my fault that people think I'm an expert at this shit. Ever since I got caught on camera people think 'some asshole in spandex robbed me, guess I better call the freak with super strength.'"

"The city's a madhouse, what do you expect?" Peter scoffed.

"So are Supervillains the in thing now? Are normal criminals just gone?" Her mom asked.

"Not gone, but even criminals follow fads," her dad replied, "The smart criminals still try to keep a low profile, but the two-bit hoods and thugs think that a costume makes them different. Better. All it really does is make it harder to keep a low profile."

"Huh, being a police officer nowadays must be weird..."

"You have no idea..." Her dad smiled bitterly. So far her mom still didn't know about the 'Captain Stacy vs Spider-Woman' hunt, which was a mixed blessing at best. They definitely needed to tell her before someone retweeted the damn thing, "I've still got some friends and rookies on the force who complain when I meet up with them. They tell me the academy didn't teach them about people bouncing around with glue guns and boomerangs."

"On the bright side comic sales are booming," Gwen chirped. Ever since the rise of the Superhero and Supervillain fad people treated the Captain America and Wasp comics like they were instruction booklets. She couldn't blame them; it wasn't like the police handbook had a section on costumed baddies, "I mean you can't complain _too_ much, right? I'll take a boomerang and glue grenades over guns. They're definitely less threatening."

"Is that why the prisons here churn them out like it's a revolving door?" Peter asked sarcastically.

"Yeah, I read about that too. That's weird..." Her mom sipped the coffee briefly before she spoke up again, "So...what about you, Peter? Any stories from the Spider-Man?"

As soon as the words were out of her mouth a stifling silence settled over the room. Gwen licked her lips nervously and looked around the occupants in the room. Jessica was calm as always, but her dad's posture turned rigid while Ben and May went from carefree and relaxed to absolutely anxious. Her surrogate uncle frowned and brushed a hand through the side where Vulture injured him.

They didn't talk about what happened that night, not really. She and Cindy were the friendly neighborhood Spiders, but Peter? There was a reason that discussing 'work' was quickly established as one of the taboos they had. It was hard to do it before the conversation eventually drifted to one of his 'team members' or the murderer or rapist he beat into a pulp to get info on something he needed.

"...Not really. Gwen's the big Superhero, not me," Peter muttered with a frown.

"Really? I mean I read about you and your...uh, they were called Defenders, if I'm remembering right?" She shook her head, "I mean I just wanna know what the truth is from the fiction. A lot of people seem to think you're a Supervillain for some reason."

"Helen, that's-"

"Because this town is full of judgmental assholes," Peter said, cutting off Ben as he did. Gwen saw Jessica smile wryly and nod at that in seeming agreement, "You can do everything perfectly and they'll still say it's not good enough. You can ask Gwen about that."

"I'm asking you, though. Tell me about Spider-Man." There was something in her mom's words. Insistent, certainly, but another thing she couldn't make out, "I wanna hear it from you."

"From me? Well, I'm like Jones: another freak in a city full of em." He smiled sardonically, ignoring the looks of worry Ben and May threw his way, "Fine, you wanna hear something? There was this guy I ran into, Turk Barret, and two Russians goons he was working with..."

"Wait, Turk Barret?" Jessica asked, getting a muted nod in return, "Him, really? That guy's a joke. I took his wallet once cause he wasn't paying child support for one of my clients."

"Yeah? Tell that to the girls he planned to traffick." The quiet went from stifling to downright smothering at the flippant response, "Found them at the docks. Four women, all beat up and crying. He goes up to them with this...fucking smile on his face and tells them to shut up, that they were selling for a thousand dollars a head and that if they were nice he'd give them bucket to piss and shit in. And if they weren't..."

Gwen was almost tempted to pull him away then and there, "Peter, you don't have to-"

"He puts up a tazer and...laughs when they start begging more," he laughed, the sound soft and bitter, "Then he tazes one of them and says, 'Scream all you want, there's no one coming. Go ahead, scream louder, no one gives a shit down here.'" He clenched both hands, "He wasn't feeling so smug when I snapped his arm and tasered him in the throat...not that it mattered in the end. He got out of jail soon enough, like every costumed freak we put away."

It was a gruesome story, but even then she felt a rushing sense of relief that he hadn't killed anyone. She'd learned to accept killing in self-defense, even if she'd do her utter damnedest not to do it herself, but the executions his 'teammates' got up to still unnerved and angered her.

Peter looked her mom in the eyes, "That what you wanted to hear?"

"Believe it or not, yeah," her mom replied casually, "I mean the things I've read about you...shit, you'd think you were Hitler's second coming or something. When you were talking about those men I could hear how disgusted you were, so at least I know where you stand. You're a good person."

"...You got real low standards for goodness, Stacy." He gave her a small smile at that. She couldn't tell if it was meant to be fond or biting.

"I've got a question of my own," her dad cut in, "Why are you...'working' with a man like Frank Castle? The things he's done and still doing...he's insane."

"We ain't exactly friends, Captain," he replied, "Besides, I can't afford to be picky. Not when I'm fighting the devil."

"Wait, what?" her mom gave Peter a disbelieving look, "Did you just say the devil? As in Christian brimstone devil?"

"Why the shock? We both came back from the dead, it's hardly the most unbelievable thing you found out." He shrugged, "Anyway, lemme rephrase that: I'm not fighting him so much as I'm entertaining him. If he wanted to he could snap my neck and there'd be nothing I could do about it. Only reason he hasn't is because he thinks it's funny watching us squirm."

"I can still help with that..." Gwen said, though the words came out less confident than she would've liked. She'd fought a lot of things over the years, but an honest to God _demon_ wasn't in her resume, "We can...do something."

"Appreciate the thought, but Murdock isn't someone you can beat to submission. If he was Castle or Bullseye would've put a bullet through his skull months ago." He looked to Ben and May, "Speaking of, you might wanna extend your trip out of town. I'd feel better if you two weren't living in the same city as him and his damn ninjas."

"We're not going to abandon you, son." Despite the situation Gwen couldn't help but smile at Ben's words. Stubborn as a mule, May called him before. It was one of the things Gwen loved about him.

"Nice thought, but I'd rather the two of you were safe..."

Breakfast ended on that awkward note. After promising they'd keep in contact in case anything came up the two of them left the house and walked towards the train station. Gwen peeked at him as subtly as she could. He said he was meeting with Norah, Felicia and Lana - and yes she was still on the fence about an underage girl being involved with any of this shit - later, and she was definitely tempted to skip out on the Q and A to try and help him out, damn what Teresa said.

"...You know you can ask me for help anytime you need, right?" she said in what she hoped was a casual manner.

"Yeah, I know. Same goes for you." He held her hand and squeezed it gently, "...Hey, that carnival I talked about a week ago is coming to town tomorrow. My invitation from last week is still open...and yes, Gwendolyne Maxine Stacy, I'm asking you out on a date. What do you say?"

Gwen didn't answer, but she liked to think her smile and kiss goodbye made it clear she meant yes.

* * *

Lana slurped her Red Velvet frappucinno and listened to Danika, Gayle and Kamala rattle off to one another about something cape related that she couldn't muster enough of a shit to care about. Across from the table Chat gave her a sympathetic look and Lana smiled, shrugging in a way that said 'what can you do?' before focusing back on her drink. She usually hated going to places like Starkbucks, but beggars couldn't be choosers.

She guessed you could call this hanging out, but honestly it didn't feel like it most of the time. Kamala and Chat were her friends before this whole secret identity bullshit came up, but she was pretty damn sure the only reason Gayle was hanging around her was because she felt grateful about the whole 'missing sister' thing...in addition to the fact that she was an even bigger cape fan than Kamala was. There were definitely stars in her eyes when she asked about the _one_ time - and she had to emphasize that it wasn't a daily thing - she teamed up with Hawkeye and Spider-Woman (and frog boy, but no one really cared about him).

As for Danika, she was still insistent on that interview. She would've thought she'd get tired of asking eventually, but so far she was still going strong. Honestly she was tempted to do it just go get her off her back.

She couldn't say it was all bad, though. It wasn't like Poey and the others were hanging out with her anymore and it beat loitering at the back of the school with no one but Sasha (and her weird fetish for burning down Disney World) for company.

"Been meaning to ask, but what's with the hood?" Kamala asked worriedly, "You hiding from something?"

"Nah, just getting in on the hoodie game. Everyone's doing it." Honestly it was the easiest way to keep a low profile. She wasn't as famous as Spider-Woman or She-Hulk (and thank fuck for that), but it was better safe than sorry. It was one reason she'd agreed to Starkbucks - its population was 90% hipsters and right now she was just 'too mainstream' for them to care about.

Except one.

She ducked and looked at the teenage girl sitting across the shop. Mexican by the looks of her, with lightly tanned skin, brown hair and an outfit that let her blend into the coffee shop's normal clientele. Lana didn't recognize her, but she pegged her being maybe year or two older than her. She wouldn't have stuck out normally, but she'd been following her since they left school. It could've been a coincidence, Lana supposed, but hanging out with Pete made it hard to see coincidences.

"...na? Hey, you there?" Danika's voice suddenly cut in.

"Huh? What?" She blinked and looked at Danika in confusion, "What'd you say?"

"I was asking how friendly you were with the rest of the Defenders."

"I'm not." She rolled her eyes. Another cape question; why did she expect anything else? "Look, we don't hang out or anything. We worked together to try and make sure this place didn't get overrun with fucking zombies, that's it." Two psychopaths, a schizo and a klepto Hanna Montanah...yeah, _no thanks_ , "Why, you think an interview with the Punisher's a good idea?"

"No, but Spider-Man and Black Cat? I'm sure people would be interested in that," she answered back shamelessly.

"Spider-Man's a jerk," Gayle muttered, lips curled in a light frown.

"You're just jealous he's fucking your Super crush." Lana scoffed. Granted so was she, but at least she didn't spend her time griping about how much of an asshole Spider-Woman was for those stupid blue shoes of hers. Not at all.

Seriously, though, blue fucking shoes? Was she colorblind or something?

"That's not nice, Lana." Chat admonished. She was the youngest person in the table, but good luck figuring that out with the way she acted. Sometimes she acted more like a mom than Lana's own parent.

"What? It's the truth," she shot back defensively. She liked Gayle, but she was definitely just like a teenage girl (and she knew what those were like) when it came to being herostruck, "Look, could we just stop talking about that? I don't need to be reminded of 'work' right now..."

"Speaking of work," Danika said, completely ignoring what she _just_ said, "I'm surprised you're spending so much time at school. I thought you'd be patrolling all day like everyone other hero's doing."

"I do actually wanna get a job, you know. Same reason you didn't drop out of school to run your blog full time." She still had no idea if Captain America's deal was on the table, but she was leaning towards no. Either way she had no plans of being a circus attraction, so she needed something marketable besides 'I'd make an awesome suicide bomber.'

"I guess." She took a bite out of her croissant, "So, what do you-"

Danika was cut off by the muted vibration of Lana's phone. The Superhero (yeah, right) looked down at the phone and furrowed her brows when she saw the singular message on the screen that came from Pete: _Outside._ She looked out of the window the front entrance and found him sitting on his motorcyle across the street, his head covered by a dark helmet and visor that completely blocked his features.

That worked, she guessed...

The others noticed her sudden shift in gaze and followed where she was looking, "Is that...?" Danika muttered. Lana didn't have to say anything before the older girl's lips curled in an excited grin, "Oh, no fucking way! I gotta go talk to him! My Spider viewers are gonna _freak!_ "

"Not happening, Hart." Lana grabbed her shoulder and pushed her back down on the chair. She really had to thank small fortunes that enhanced strength was part of her powerset, "Trust me, you raise your phone even once he'll smash it."

"But-"

"But nothing. Just leave it." She gestured for him to go around back before she stood up, "I'll see you guys later."

She tightened her hood over herself and refused to meet her (possible) stalker's gaze. If she was right then she could end this here, and if she wasn't...well, she'd look like a paranoid asshole, but it was hardly the worst thing.

Lana went out the back, closed the door behind her and waited. She wasn't well-versed in spying 101, but she knew that every stalker couldn't wait too long or they'd lose the trail. She leaned across the wall next to the door and waited with her arms crossed.

It didn't take long, just like she thought. Her stalker was barely out of the door before Lana grabbed her by the collar and and shoved her against the wall roughly, one hand keeping her pinned while the other was raised in a glowing fist, "Who the fuck are you?" She snarled, trying to sound more threatening than usual. Another thing she picked up after hanging out with her 'group'.

"Easy, easy! I come in peace!" She held up both hands, though her expression remained calm, "I'm with Teresa. You know her, right?"

Lana's grip refused to budge. She'd heard about what happened with her and Gayle's sister, and it turned what suspicion Lana had to outright distrust. She didn't talk with her much, but anyone who did that wasn't someone she could trust.

"Look, we got off on the wrong foot. Let's just-"

"Tell her to piss off." Lana pushed her off and willed the rings of light away, "I don't care what she wants. If Spider-Man doesn't want to talk to her then I don't either."

Lana turned to leave, but the sudden firm grip on her shoulder forced her to stop, "I know Spider-Man's mad, but you guys can't fight the Hand on your own."

"...Let go."

She didn't. Lana grit her teeth and turned around to hit her. The other teen's eyes widened for a split second before she flipped over her and jumped through the air way higher than what could be considered normal. Lana just barely managed to figure out that attacking might not have been the best idea before the other Super (freak) landed and, without a second of pause, did a sweep kick that knocked her to the ground.

"Rrgh, you son of a-"

"Listen to me!" She pinned her arms to the ground and pressed a knee against her gut, "You can all be as angry as you want, but we can't fight each other! We're on the same side-"

"Let her go."

Her attacker looked up at the new voice and she froze when Pete appeared in a wisp of smoke, his gun pressed against the back of her head without so much as an inch distance. Powers or no she'd be dead before she could blink.

"...No one has to get hurt here." She held up both hands again and stood up slowly, allowing Lana to pick herself off the ground, "All I came here to do was-"

"I heard you the first time." Pete waited till she was stable again before he lowered the gun, "...You're Anya, aren't you? The apprentice she mentioned?"

"Huh, guess my reputation precedes me." 'Anya' gave them both a weak grin, "Sorry about the fight, but I did try to talk it out."

"Yeah, yeah..." Lana looked away with a scowl. Another Spider freak? This city was getting overcrowded, "Look, this doesn't change my answer: piss off."

"Yeah, I figured." She sighed and looked to Peter, "Look, I don't know all the exact details about what happened between you and Teresa, but I'm still right. You can't fight the Hand, not on your own with just that journalist and those Defenders guys. You need her and Ms. Page."

"I can tell you're a good kid, but trust me, that bridge is burned," he said, "Go tell 'sis' that she can stop sending her messengers. Unless she comes herself and stops acting like we're her damn toys I don't see any point in pretending we can work together."

Before she could respond to that Pete suddenly turned towards the back entrance and muttered something to himself. Lana almost didn't see him rush towards the ajar door and open it, "Uh...hi?" Danika looked up at him with a hesitant grin, both hands holding up her phone to record them, "...Anything you wanna say to your fans?"

Without another word he grabbed the phone from her hand and smashed it against the wall. Lana winced at the impact, though she couldn't feel too bad; she _did_ warn her, after all.

"Hey! You have any how much-"

"Get out of here, kid, before you get the wrong kind of attention." He nudged Lana towards the end of the alley and left, ignoring Danika's shouted complaints. She and Anya shared a look before Lana sighed and followed him out.

The trip to Winters' place was short and soon enough they met up with Black Cat and the owner of the apartment herself. Lana wasn't ashamed to admit that there was no love lost between her and the pop star thief (read: she could go fuck herself), but her view on the journalist was a bit more mixed. She didn't know her that well, but so far she hadn't done anything to piss her off. All Lana knew about her was that she'd helped Pete find that bastard Carter, which definitely made it harder to distrust her.

"You're late," Black Cat said as soon as they were through the door.

"Had to deal with something." He grunted and tossed the helmet next to her on the couch, "What happened to Mary?"

"She's fine. Left the Wasp building a little after midnight and tried her hand at the vigilante gig."

"...What?"

"She saved some kid from getting mugged in alley," she said casually, "It's not a big deal. She got in over her head for a bit, but I managed to keep her head - not to mention everyone else's - on their shoulders. You worry too much."

"And you don't worry enough." He scoffed, "What about you, Summers? Got anything?"

"Not really." The journalist looked like a mess. Her clothes were crumpled, her hair was messy and the bags under her eyes indicated someone who hadn't had a good night's sleep, "I've tried to pull all my contacts at the Bugle and any snitches on the streets I could bribe, but no dice. It's like Matt Murdock's a freaking saint: donations at the local churches, always does things by the book...hell, not even a parking ticket. It's like trying to dig up blackmail on Mother Theresa."

"You know we wouldn't be in this mess if you hadn't cut off contact with that sister of yours," Black Cat said.

"Fighting Murdock with her is just exchanging one devil for another. Only difference is she'll talk your ear off about the greater good." He looked at the stacked notes on the dinner table and frowned, "There has to be something here. Money has to be going somewhere; Page wouldn't have sent us to get that info months ago if he was putting it all on hospitals and orphanages."

"Nothing concrete," Winters replied, "I mean there are some investments on businesses and funding political campaigns, but that's nothing we can actually take to the cops or do anything with. You can't just go around assaulting people because Murdock gave them money."

"Damn it..." He took out a cigarette from his pocket and lit it while Winters rolled her eyes and quickly opened the window to let the smoke out, "Bullseye hasn't come up with anything either. The criminals know that he's the Kingpin, but their word doesn't mean jack and none of them know about the inner workings."

"Castle and Moon Knight haven't had much luck as well," Black Cat said, "They've tried interrogating some of his damned ninjas, but they don't answer no matter what methods they use. Most of them even killed themselves rather than betray that bastard."

"Christ..." Lana cringed. A part of her was screaming to run, that she was just a kid and that this was nothing compared to finding the son of a bitch that shot her mom, but she stood her ground. She didn't run during the Incident and she wasn't going to run now, "Maybe that Spider-Girl chick was right."

"Spider-Girl? Do we have _another_ one?" Black Cat asked, voice annoyed.

"Teresa's apprentice." Pete said, "And like I said before, we can't trust her. She's shown already that she didn't care what happened to Mary. I'm not gonna trust her and hope she doesn't sacrifice one of us for the 'greater good'."

"We have no leads, Spider," Black Cat countered, "So unless you plan to convince Murdock to confess to the police I don't see what we can do."

"I do have one last thing, but I'm definitely hoping for alternatives here..."

"Well...we do have one," Winters grabbed a paper from the stack and placed it on the table, "There's a reason I asked you to get Striker. We're gonna need her help here."

"Need something blown up?"

"Not...exactly."

She tapped the paper and Lana finally looked down at it, only to freeze completely when she saw the name plastered on the top, "...William Hollister?"

"Yeah, according to what I managed to dig up Murdock funded part of his campaign; before he switched to the whole 'I have a Superhero daughter' thing, that is. He _might_ have something..."

"And all I have to do is, what, pretend to be the daddy's girl and ask him for it?" Lana shot back with a sneer. It wasn't Winters' fault, she was just doing the best she could, but she couldn't help the bubbling rise of irritation she felt. As far as she was concerned she was still Lana Baumgartner, damn what that asshole's papers said.

"Either that or we ask your sister..." Pete said.

"Not likely. Lily's into the fashion designing scene, not politics." Lana pinched the bridge of her nose and sucked in a frustrated breath, "...Look, what makes you think he'll even know anything? I don't like the guy, but I'm not sure he's actually corrupt. There's a difference between being a sleazy asshole and being a criminal."

"We won't know till we find out, right?" she asked back, "Look, what I actually need is for you to distract him. I managed to dig up his schedule and I found out that he should be in his office right now. I just need you to distract him so I can sneak in and yank some data from his computer. If you make him spill? Great. If not? We can try drudging through all his emails and invoices. Maybe we can find something."

"All you're going to find is his porno stash...but fine. Let's get this over with."

She and Winters went their separate ways with the other two and (after a change of clothes and a bath from the latter) they took a cab ride to Williiam's place. Lana had never actually been here before, but the sight of men and women in suits and the sterile insides already made her want to turn around and run. She didn't belong here anymore William would've belonged slumming it up on the streets of Hell's Kitchen.

"Yes, may I help you?" The secretary looked up at her with a picture perfect smile.

"Tell William his daughter's here to see him."

She blinked in confusion, "Um...sorry, but you're not Ms. Lily."

"Don't watch the news much, huh?" She saw Winters walking on by with a clipboard she took a deep breath. She had to act out, put all the attention on her, "I'm Lana Hollister! A superhero! And I demand to see my father _now!_ "

"I...you need an appointment-"

"Did you not hear me?!" The older woman recoiled back at her shout and Lana internally winced. Poor woman was just doing her job and here she was on the wrong end of her wannabe diva routine, "Do I have to use one syllable words? Show. Me. My. Dad? There, is that simple enough for you?"

"B-But-"

"That's enough, Lana!"

Lana turned to the new voice and grinned from ear to ear when she saw her 'dad' stomp towards her, his face red and looking filled to bursting. It almost made this all worth it, "Daddy!" She spread her arms mockingly and grinned wider when his right eye twitched and the people waiting in line for an appointment started whispering to one another, "What, no hug for your new favorite daughter?"

"You are not-"

"What? Not your daughter?" she taunted, "I mean that's what you told the news, right? That's what my papers say now. It's why me stopping Supervillains is so good for your campaign-"

That was as far as she got before he grabbed her by the arm and dragged her towards somewhere more private while Winters slipped into his office. She was strong enough that she could've shaken him off, but she followed along like the rebellious daughter caught after curfew even though she doubted she could get any info considering how pissed off he was.

Still, the petty revenge was all too sweet.

As soon as they arrived at an abandoned hallway she shrugged his grip off, which definitely took him by surprise, "Well, that was dramatic." She stuffed her hands into her pockets and smiled wryly up at him. The size difference between them was noticeable, but the last thing she felt right now was intimidated.

"What the hell do you think you're doing?" he asked, barely restraining himself from screaming outright.

"What, I can't come visit my new daddy?" She probably shouldn't have provoked him so much, but she couldn't stop herself. This asshole was responsible for her identity getting outed and her mom having to leave town, so fuck being nice. Distracting him didn't mean she had to play along with his lies, "After all, you're the only parent I have left in this city!"

"Is that what this is? Petty revenge?" he scowled, "This is beneath you."

"Really? That's funny, I didn't think there was anything below...what did you call me again? Oh yeah, _gutter trash._ " She sneered, "I'm real curious how you managed to sell that affair, by the way. Can't imagine the would-be mayor paying for sex looks very good."

"Enough," he said in a way that he probably thought was intimidating. It just made him sound like he was constipated, "What do you want? Money?"

"That's your solution to everything, isn't it?" She crossed her arms, "I don't want your fucking money, asshole. The same way I don't want to live in your gilded cage and pretend that you're the good father the press paint you as."

"Then what _do_ you want?"

"Know anything about Matt Murdock?"

His eyes narrowed and his teeth bared open in a snarl, "How do you know that name?"

"Uh...I read the newspaper?" she asked back rhetorically, "Doesn't matter. Look, neither of us are idiots. We both know he's the Kingpin and I know for a fact that he funded your campaign."

"Emphasis on past tense. I've found other investors, due in no small part to your...endorsements," Was that actually a compliment? "You..." He hesitated, choosing his next words carefully, "Why are you asking about him? I know you're not recording me - blackmail isn't in line with your methods - but I don't understand why you'd be so curious about someone like him."

"So you _do_ know about him."

"Regrettably. I needed better funding and a good word, and what better than the lawyer who could get anyone lawfully absolved," He pursed his lips, "Your turn, why are you searching for information on him?"

"I'm doing what you outed me for: fighting Supervillains."

"You're in above your head, child." She rolled her eyes. Yeah, like she hadn't heard _that_ before, "If you're hoping for information then you're going to be disappointed. I only dealt with the man sparingly, nothing more."

That was a load of shit if she'd ever heard it, but she didn't press him on it. Her phone vibrated and she smiled internally; Winters was out, "Fine, if that's the story you're sticking with the new go ahead. I'll find it some other way."

She walked past him briefly before he grabbed her wrist, "Wait."

He shrugged off his grip again, "I said I'm done, asshole. Isn't that what you want?"

"You're spending time with those...criminals, aren't you?" She didn't have to say anything; they both knew the answer, "Do you have any idea what that does for your reputation, people tying you to the likes of Frank Castle and Spider-Man? You shouldn't talk to them anymore."

"Or what, you'll ground me?" She clicked her tongue, "You already took my mom, so what makes you think I'm going to listen to a single fucking thing you say?"

"You don't want to cross me, child."

"Same here. I'm doing what you say, stopping crimes with a big fucking smile on my face so you can get gullible assholes to vote for you, but that's as far as I'm willing to go. You get me expelled, put me in jail, I'm taking you down with me. You think my diva act out there or me hanging with vigilantes is bad? How bad you think your ratings will tank when I blow up a car park and tell people you told me to?"

"They wouldn't believe you." He didn't sound as firm as he liked.

"Really? They believe me when I tell them they should vote for your lying ass, you think they won't believe you'd tell me to do that? I'm a freak and you're a politician; wanna bet on who people hate more?"

"...Your mother should have taken you out when she had the chance."

There it was. Lana's sneer worsened into something ugly and she laughed, the sound echoing along the confines of the empty hall "There's the old bastard I know." Stuffed her hands into her pockets and pulled her hood up, "It was a real pleasure. See you around, 'daddy'."

She felt William's glare on her back till she left the building. Lana let out a soft breath and trudged to the cafe (not Starkbucks, thank God) that she and Winters agreed to meet up at.

Lana ordered two coffees and sat across the journalist, handing her one of the styrofoam cups as she did, "Did you get it?"

"Yup." Winters flashed the USB with a grin, "For a politician his systems have really crap security. It'll take days to get through all his emails and stuff, but hopefully we can find something about you know who inside."

"Yeah, here's hoping..." She tapped the side of her cup and frowned, "...Hey, I gotta ask: why're you involved in this?"

"Could say the same about you." Winters took a sip of her coffee and smiled, "I'm a journalist so digging up the nasty shit people try to hide is in the job description, but you...eh, no offense, but most people would think you're a bit too young to get involved in something like this."

"And you don't?"

"A few months ago? Yeah, probably, but I've learned not to judge by appearances." She shrugged, "We're all in this together and all that other cliche crap, so I'll take any help I can get."

"Yeah..." Lana smiled. It was nice not to be treated like the kid for once, "Thanks."

* * *

 **That's done. The segment with Lana and William Hollister changed as I wrote it: originally it was going to be less hostile and Lana's taunts have no effect, but I changed it so that Lana really gets under his skin and they get really nasty to each other. It also changes the dynamic around so that while Lana hates him she doesn't regard him as a threat or the big bad of her story.**

 **Anyway, like I said the next chapter will be the Matt and Peter date that I know some of you shippers out there have been looking forward to :P Hopefully it lives up to the hype:**

 **Questions:**

 **1\. Volume 2 question. Alright, so the main thing keeping me from writing Volume 2 is the fact that it likely won't have a climactic ending due to the 'main quest' being finished by that point. But still, would people like to see it? Some of the better fics in this archive and others don't focus much on the overarching plot and more on the interactions between the characters.**

 **So yeah...would that work here? Would you guys read a hypothetical Volume 2 if we no longer had an overarching goal at all and it's basically a fucked up slice of life? Some of the cut arcs such as Jackal, Spider-Island etc etc make sense with the main plot being resolved, so I could insert them back in. Just want to know your thoughts.**

 **2\. Speaking of character interactions, I wonder if you guys prefer the healthy or messed up relationships between the cast. Drama is built on the latter, but the former might keep the audience from thinking it's going nowhere. I mean Noir's relationship with Gwen or Lana is fucked up beyond belief at times and yet those seem to get the most attention, at least in comparison to Gwen with Kate/her non-insane friends or Peter with Cindy.**

 **3\. Question for a future chapter. Gwen mentioned a talkshow she's attending and I want to make it light for a bit, so does anyone have any idea what questions she'd be asked in-universe by her fans and the host? It has to be funny and/or sensible. I don't really pay attention to celeb interviews so hopefully other people will have suggestions.**

 **Review Answers:**

 **Leonard Church814 - Where's the fun in that? :P In all seriousness, it's hard considering the cast's numerous flaws and their own stubborn personalities. The closest thing to healthy here are Gwen/Kate and Peter/Cindy, and those interactions are few and fare in-between.**

 **AnUnorthodoxDecision - No Weapon X for now, but hopefully this works.**

 **Jormundgarnder - Oh...then it was a poor joke: everyone knows Abstergo are the good guys! It's the assassins who kill and take without consideration! :[ Anyway, thanks to the coinflip we stayed in New York. Hopefully this chapter was alright.**

 **Red Rain 17 - Knowing his luck Gabriel will save him instead.**

 **Dr. Sugarcakes - Relationship change? Between who, Shadowcat and Spider-Man? I don't think they changed that much.**

 **Krolikson - I personally don't think Noir changed all that much, but I'll take the compliment :) As for the Spider-Man and Shadowcat adopting Laura...well, unless you plan to add child murder into this story I doubt that's a good idea since Shadowcat and her will probably try to kill each other. That and Noir's leaving, so I doubt the deadbeat running dad is a good thing for her.**

 **Yohart Meltz - Maybe later on the dimensional trip front. Anyway, Cindy and Harry's hatefucking is just really sad considering their characters. Especially the former since she's Harry's her first intimate relation in 10 years while Harry himself is likely still holding a torch for Gwen.**


	104. Date with the Devil

**So...new job is harder than I thought it'd be, so this might be my last update for a while (read: four weeks) unless I can find a way to deal with it better. Because of this I had to cut out the talkshow segment with Gwen for later usage. On the bright this allows us to focus more on Matt and Peter along with the steamy affair the two are involved in that poor Gwen doesn't know about. If she did she'd probably freak worse than the whole MJ kiss thing.**

 **Warning, first of all: this chapter is really damn long-winded and Matt gets into some faux philosophical BS, which Peter actually calls him out on. Hopefully it's not _too_ grating, though it is at least meant to be annoying. **

**Anyway, I checked out more of the Marvel Spider-Man cartoon. Pretty good later on starting from the Doc Ock arc, and they introduced Spider-Gwen finally. One problem: no mask...like, _at all_. And this isn't a Spider-Island thing because she didn't wear a mask before all this happened and she _calls herself Spider-Gwen_...yeah. For being a supposed genius Gwen seems pretty clueless on just how much this could fuck her if and when she pisses off the wrong people.**

 **Bright side, I was actually right in having Gwen be admired here since she's also an overnight sensation and getting crowds demanding autographs in the cartoon. Glad I got one thing 'right', at least :P**

 **Also, checking out Shadowland: Moon Knight shows I was also right about another thing - Moon Knight (Khoshnu) is one of the few people who can look at the Beast and tell it to fuck off...and _it listens_. Definitely glad people picked him over Iron Fist in the voting poll all those chapters ago now that we've reached Shadowland levels.**

 **The latest Miles Morales also has Lana in pretty dire straits with her mom blackmailing and threatening her. Poor kid. Though funnily enough this makes Lana here standing up to her dad in the previous chapter even more OOC than she already is from her 616 (not so much Ultimate, though) counterpart.**

 **Side Note - This is my actual 100th chapter, not counting any omakes, Tangled Webs etc etc. It's fitting that it's about this story's main pairing :D Also, check out 'When You're Evil' by Voltaire. Pretty cleanly fits Matt's character.**

* * *

The first thing Peter did when Matthew opened the door was punch him in the face.

Or at least he tried to. The blind bastard tilted his head back to dodge the hit and grabbed Peter's wrist before he could pull it back, "Well, that's one way to say hello." Matthew looked down at him with a predatory smile and tugged him closer till their faces were inches away from one other. Peter saw a hint of the red irises through the thick shades and bared his mouth open in a snarl. He wasn't going to break, not in front of him.

The silent stare-off lasted for another moment before the son of a bitch laughed and let him go, "In the future, Peter, I'd suggest avoiding greetings that start with punches to the head. It tends to give the wrong impression, you see."

"Nothing wrong with the impression you got, Matthew."

He laughed again. Peter resisted the urge to punch the back of his head and followed him inside, feeling more and more like a sheep being led into the den of wolves. This was a stupid idea, especially considering he hadn't told anyone where he was going, but it was the lesser evil. As tempting as it would've been to have Castle a mile away with a sniper rifle or Moon Knight with a drone outside he knew it wouldn't have done anything. Somehow he doubted bullets and explosions could hurt a demon.

The apartment was...homey, despite how odd that might have sounded. It wasn't a fancy penthouse like the one Felicia stayed at, but it also didn't look like it was paid for by a shoestring budget like the places he and Gwen (who could definitely afford better) stayed at. It actually scared him somewhat, how warm and inviting the place seemed, but he knew it was only skin deep.

Like the bloody knife that led the wolf to cut its own mouth open...

Peter looked ahead and pressed his mouth in a tight line. Carrot top still looked as calm as ever, jacket and tie safely tucked away on the couch and the sleeves of his dress shirt pulled up to his elbows. If he hadn't known better then he would've assumed he was just a guy winding down down for a night of rest and relaxation.

"...Nice place you got here," Peter muttered, though he had no damn clue why.

Murdock looked back and gave him a sideways glance, "Thank you, I'm quite fond of it." His lips quirked up in a half smile and he gestured to the kitchen filled to the brim with cut up ingredients and half-prepared food, "Now, I know it's kind of rude, but would you mind terribly if I asked for help in preparing tonight's dinner? My circumstances lead me to be very picky, you see, and we can eat faster with two pairs of hands preparing."

He wanted to tell him off and leave, maybe to shoot him in-between those red eyes of his, but instead he bit his tongue and nodded. He had no idea what he was doing here. To get information? Possible, but unlikely considering what Peter knew about him. An assassination attempt? Equally unlikely. Hell, maybe he was just suicidal and wanted to see how far he could provoke a demon before it lost its patience and snapped his neck.

 _Or_ , a voice at the back of head said, _did he just want answers on why they were playing this game at all?_

Peter washed his hands on the sink and immediately began cutting up the chicken meat still left on the chopping board while Matthew worked behind him. The blind bastard hummed something to himself that Peter couldn't recognize and he frowned. This was wrong. They weren't friends, and they definitely weren't close enough that he should've been doing anything with the knife other than stabbing him in the neck with it.

He stopped cutting and let the knife hang in the air, his grip on the handle tightening. Teresa told him that fighting Matthew was pointless, but even now a part of him was tempted to try. _Why not_ , he'd tell himself, _it's not like you haven't already antagonized him._ Breaking into his operations, killing his ninjas, gutting that fink Otomo...he'd done more than enough that making dinner should've been the last thing on their minds.

"You've stopped cutting, is something wrong?" Matthew asked.

"Just deciding on whether I should stab you in the neck with this thing." Peter didn't see any point in lying. He was like him, able to tell a lie from a truth with unnerving certainty. It was one of the few things that didn't come from the demon, or at least that's what Teresa claimed.

Matt pulled his head back and laughed. It wasn't the same as the ones before. Those were smug and self-assured, but this time he chuckled loud and open like he'd been told a particularly funny joke, "Charming as always, Peter." He mimicked wiping a tear from his eyes and and grinned, "But enough distractions. It's getting late and as amusing as this all is I wouldn't want to take up too much of your time. Wouldn't want Miss. Stacy to worry, after all."

Gwen didn't know he was here; if she did she'd probably kick the door down, sling him over her shoulder and swing away without a single warning. He couldn't stop himself from smiling slightly at the thought, stupid as it might have been.

Dinner preparations lasted for another half hour and soon enough they were sitting across one another with nothing more than a few dim lights illuminating the room. Peter picked at his sauced chicken and tried to ignore the strings of classical music that reached his ears. Normally he would've found it pleasant, especially in comparison to the music Gwen and Mary listened to, but right now all he could think of was how _wrong_ the entire situation was.

"Is something the matter?" Matthew asked. Peter looked up and sneered at the sight of the Devil of Hell's Kitchen sipping a spoonful of pumpkin soup. Even criminals are human, or so Castle said. Granted he used it as an excuse to show how fallible they were, because God only knew he didn't do it to humanize them, "You haven't been eating, and it's making me wonder if I did something wrong with the preparation."

"Just wondering what we're supposed to be celebrating..."

"Does it have to be an occasion? I could have just invited you because I wanted to spend time together as friends." Peter reciprocated the 'friendly' smile with a flat stare, "Hm...I can tell that's not the answer you're hoping for."

"What gave you that idea?"

"Well, the glower's a good start." Matthew laughed - _always laughing_ \- and picked up the tablet, tapping something on the screen before he handed it towards him, "I think you'll be interested in this."

Peter reluctantly shifted his gaze to the screen and stiffened when he saw the headline, "Wilson Fisk murdered in prison..." He snatched the Upad from the lawyer's hands and scrolled through the article. Details were sparse since the news was still fresh, but it was easy enough to get the general gist of it: the former Kingpin of crime was stabbed in prison with a shiv and bled to death before the prison doctors could get a hold of him. Officially it was nothing more than a fight gone wrong, but it didn't take a genius to figure out it was more than that.

"...You have anything to do with this?"

"Now why would you think that, Peter?" Matthew asked back with a placating smile, "Mr. Fisk is my employer and it's my job to ensure he's as comfortable as possible-"

"Cut the shit." Peter snarled, "You invited me here so for once in your life be honest."

The blind bastard raised an eyebrow at the blunt interruption before he tapped his fork on the side of his plate, "A strong demand, especially from someone who lies constantly." He set the utensil down and pressed his hands together, "Counter proposal then: I'll be honest with you, but I expect the same honesty in turn. This relationship has to be reciprocal, after all."

"Deal." It wasn't like he had anything to lose; it seemed like he always knew about the things Peter tried to keep hidden, "So, the shivving?"

"Hm? Oh, yes, a hired job," he replied, "Mr. Fisk commanded respect, certainly, but there were also no small amount of people who held grudges against him. It didn't take long to find a suitable candidate. Lee Price, a former army ranger with a propensity for taking any job that catered to his skillset and a grudge against Mr. Fisk due to a previous incident. One bout of negotiations later and it was agreed that a fat man would fall and break his everything before the night was done."

"And where is this hired assassin now?"

"Dead, sadly. He...swallowed a cyanide pill in the struggle against the prison wardens." Peter's eyes narrowed. They agreed to be honest, but that didn't mean loopholes and exact words were off the table.

"...You paid one of the wardens to kill him."

"Yes. No loose ends, after all, and Mr. Price's profile indicated he would reveal the information to anyone who offered him a decent price," he replied, "I hope you understand I won't give out any names. Honesty doesn't mean lacking in tact and discretion, after all."

"Hmph..." Peter set the tablet back down on the table and frowned, "And here I thought you were loyal to Fisk."

"Honor among thieves, hm? Mr. Fisk got into his position via betrayal, so it only stands to reason that he'd fall victim to it himself. An empire built on lies and murder only propagates it. Mr. Fisk thought himself an intellectual, and in many ways he was, but he was also proud; too proud for his own good. He thought himself a modern day king, when in reality his position was more tenuous than he intended."

"That much I know." Spider-Man's memories on Fisk showed there was little difference here and back there. A fat parasite who thought he was entitled to everything without having to earn it, "He didn't catch on to your betrayal?"

"No. He thought I was the loyal second hand man, and perhaps he might have assumed my blindness rendered me a non-threat despite his own physical deficiencies. Hypocrisy was one of his more noticeable traits."

"So this is what we're celebrating, then? You becoming the 'official' Kingpin of crime?"

"Not particularly, but you were searching for a reason that you could believe," Matthew shrugged, "Killing Mr. Fisk...it's not a grand accomplishment worth mulling over. When George Stacy arrested him and I took over the business Mr. Fisk believed he'd won in the long term, but really he just couldn't fathom the idea that he'd lost and tried to justify it any way he could. This just makes it more permanent."

"Tch..." Peter stabbed his fork into chick breast and spilled sauce onto the white tablecloth. The casualness in the way he admitted it was infuriating, the same way you'd talk about buying your groceries or doing some last minute spring cleaning. Hell, that was probably what it was to him; just another thing to clean up, "Is it true...?" He looked up and looked him in the eyes, ignoring the biting chill that ran down his spine at the brief glimpse he caught under the shades.

"Hm? I'm afraid you're going to have to be more specific."

"Are you possessed by the devil?"

The bastard's next smile was chilling, and his next word even moreso, "Yes." Peter clenched his hands under the table. He already knew, but a complete confirmation from the man (monster) himself was still unnerving, "Though it's not what you may think. I'm 'possessed' in the sense that your compatriot Moon Knight is. The Beast is part of me the same way Khoshnu is part of him; the same way the Spider is part of you. There's no line that says 'Matt Murdock ends here and the Beast begins.'"

"...What did it give you in exchange?"

"One of my parents back...cliche, I know, but sometimes you can't beat the classics," he said cheerily, "I'm not sure if you're aware, but I got into an accident when I was younger. Wasn't born blind, and Stick wasted no time in reminding me of how lucky I was for it. Mother died in the crash and blinded me when she tried to reach for my face and my father...well, his pride didn't let him lose. The Beast offered one of them back and I chose my mother; at least she didn't willingly choose to die out of pride. On the bright side I kept control of my faculties, which can't be said of yourself."

"The Spider-God doesn't control me..."

"Doesn't it?" Matthew hummed and took a sip of his wine, "I've read the reports of what happened in Midtown years ago, Peter. Your profile read like every cliche school shooter: intelligent, isolated with only a few friends, frequently bullied and, of course, angry at the world. You're a dime a dozen in every part of the world, but look at you now. Still angry, certainly, but the similarities between the past and present are superficial at best."

"What are you implying?"

"I'm 'implying' that who you are now is no more your own than Moon Knight's identity is his. Did you never question what it would be like if your patron never scavenged you from the grave you dug for yourself? If he didn't give you memories that didn't belong to you?"

"Never crossed my mind..." Peter scowled. He hated the kid, hated the idea that in some past life he would've been so angry at the world and jealous of Gwen being special that he'd turned himself into a monster.

"And here I thought we were being honest with one another. I'm disappointed." Matthew let out a soft breath and picked up his utensils again, "Well, I suppose I can't be too surprised. It's rather hard to be honest to others when you can't do so with yourself."

"What the hell are you talking about?"

"I think you know exactly what, Spider-Man," he replied smoothly, "Moon Knight's identity is fractured into many pieces - Marc Spector, Steven Grant, Jake Lockley and dozens of other disposable alternates he uses in order to play the role of the chameleon. Incidentally, were you aware that one of those identities got into a sordid love affair with the Wasp and that's where her child came from? It was an interesting tidbit to dig up-"

"Getting off track there, Matthew..." He didn't particularly care what Moon Knight got up to in his free time, and he couldn't say he was all that surprised. After Teresa it was had not to be numb to everything. Besides, you had to have at least a little crazy in your blood to think flying around at four inches tall when anyone could step on or swat you away was a good idea.

"Right, apologies. As I was saying, Moon Knight's identity is fractured as a result of his bond with Khoshnu, which he uses to his advantage. He destroyed who he was, but as a result he's all the more effective for it. The same could be said of you." He gave Peter a look that could've been misconstrued as sympathetic, "The 'Spider-God' excised any traits and flaws it didn't deem useful and in the end what's left? A pale imitation of someone who lived in another time?"

"Better than what came before..." That was the truth, at least. Regardless of the circumstances and reasons he didn't want to go back to that spiteful little shit.

"An optimistic way to look at it. We could all use a little more cheer in our lives."

"If you say so..." He looked down at his untouched and rapidly cooling meal with another frown set on his face. His identity issues were far from resolved, but the last thing he could afford right now was to see a quack and get his brain picked apart, "Answer me this: why me?"

"Again, you're going to have to be more specific." He gave him another smile and Peter sorely wished that he hadn't resisted the temptation to come with his guns.

"You know what I mean," he gritted out, "I've killed your men, disrupted your operations, gutted one of your lapdogs; any single one of those things would've been enough for you to kill me, but you still insist on playing this...game." There was no other thing to call it. He played and toyed with him like a kid who burned ants with a magnifying glass, "You know where I live, what I do every day...why not just end it?"

"And why would I do that? Men and operations are replaceable, and as for Otomo...well, you'll be replacing him soon enough, so no loss there." He leaned back on the chair and crossed one leg over the other, "Since we're being honest with each other 'for once' I suppose I can tell you. In truth, Peter, you fascinate me, but not in the way you might think."

"Just because I have powers? I ain't the only freak in this town..." The thought of Lana falling prey to his machinations caused a bubbling sense of rage to rise in his gut. Best if he not think about it.

"No, powers in and of themselves don't draw my attention. The Hand might believe so, but I don't share their sentiments." He sounded almost wistful, "When my former master was incapacitated they took me in because of my abilities. I was blinded by the accident that took my mother away, but in losing one thing I gained another. The Hand were both intrigued and scared, much as they refused to admit it."

"Then _why?_ "

"Absolute power corrupts absolutely, a quote from John Acton. For many it serves as a warning that too much power leads to tragic ends, but the Hand doesn't see that. Elektra and Ikari...they were the result of the Hand's attempt at their own supermen, the...next step in evolution. And yet despite that they fear. It's always the same - we crave and fear what we don't understand."

"I didn't come here for a philosophy debate," Peter said bitterly.

"Oh? I would've thought you'd enjoy a bit of a verbal spar considering who you consider allies," Matthew replied coolly, "Regardless, you asked and I'll answer. You see, the Hand always taught me to take what I want. But when I did they became scared of me. This...young upstart, this _child_ , who was rapidly usurping those with decades if not centuries of experience. Power corrupted me, they said, and it's why they banished me here."

"So what, you got unfair bosses? That it?"

"No, far from it." There was that open smile again, "Growing up with the Hand, I honestly believed them. That my power, minor as it might have been in the grand scheme of things, was what corrupted me. That it was what drove me to rise through the ranks on a sea of blood, to betray the man I was meant to serve. Bodies ahead of me and behind left as a trail. I stayed up at night both dreading the thought of everything being taken from me and yet also wishing it, just so I would have an excuse to fill the sea with more and more blood."

"...You're insane."

The next chuckle was low and deep, "Just figured that out, did you?" He shook his head, "Though I don't think you have any right to talk of sanity, Peter. Those you call allies aren't much better and you yourself...well, I already explained."

"Yeah, and you made it clear you thought your powers gave you the excuse you needed so you didn't have to admit you were just a bastard." Castle, Jack-o-Lantern and even Bullseye. None of them had any powers, but it didn't stop them from doing what they did. The same way Gwen and Cindy weren't turned into monsters just because they won the luck of the draw, "You're an asshole, least you can do is admit it."

"Oh, but I did! And I was so close to ending my life." He traced his finger through the rim of the cup, mouth raised fondly, "But then Ms. Stacy just happened to swing by at the exact moment when the tip of the blade was pressed against my stomach, and at that second I felt something. Romantics might've considered it love at first sight, but I've never been one for such pedantics. What I felt was more akin to...camaraderie. There was someone who had power, and I thought if I could turn her - break her into something ugly and grotesque like myself - then...well, it wouldn't be so bad, would it? Misery loved company."

It took all Peter had not to jump across the table and pummel the blind bastard's face until there was nothing left but bloody meat, "You..." He gripped the handles on the chair so tightly that his knuckles turned white, "You tried to ruin her life...because you wanted to prove you weren't the only monster?"

"Yes...it sounds so pity when you say it like that, but that can apply to anything," he shrugged shamelessly and finished off the last of his wine, "That was when the Beast first spoke to me, believe it or not. Being so close to death, just _inches_ away from damnation, drew its attention. All the Hand's leaders fear death, and those who follow said leaders give their lives up only in the belief that faithful service will lead to everlasting life. I welcomed death, and in that moment the Beast turned his gaze to me."

"The world would've been better off without you."

"I can think of many who'd think the same of you, but I can agree with the sentiment. Objectively speaking I've done more harm than good," he replied, "Alas Ms. Stacy...disappointed me. Despite all I did, all my offers and plans, she refused to give up her antiquated view of right and wrong. I quickly realized she was nothing more than a stubborn child, unable to see a world that didn't fit into her narrow views."

"Why her? And why me? We aren't the only ones with power." He already said it before, but the question still burned at his mind.

"Just take a look around you. People like us who were given powers against our choices; what do they do with it? Ms. Stacy fought for an antiquated sense of justice, but everyone else...they used it for their own advantage. Those 'Supervillains' who use their power for selfish gains, and so-called heroes like Ms. Walters primarily use their gifts to seek fame and adoration for themselves. Even Ms. Stacy, much as she'll deny it, enjoys the admiration the mindless crowds give her. They treat her as if she was more than human, and she _loves_ it."

"You're lying."

"Am I? Last I checked she wasn't there to help you in that massacre at Times Square, and right now as you're sitting across the Devil she's talking with Ms. Moon's counterpart in a talkshow in front of her adoring fans. She's rather busy for someone who swears up and down that she's in it to help people as the friendly neighborhood Spider-Woman."

"Only because she doesn't know I'm here..." If she did then they wouldn't be having this conversation.

"Which brings us back to you," he said, "You aren't like Ms. Stacy, Peter. I don't see the world in black and white - metaphorically, of course - but rather in shades of gray. Nothing is ever so clear cut, after all, and I think you know that. You aren't afraid to get your hands dirty or to ally and make friends with the likes of psychopaths such as Bullseye and Frank Castle, and yet you still stubbornly play the part of the hero, despite your denials and the way this world has treated you. It's simultaneously fascinating and utterly infuriating watching you. It's akin to seeing someone a literal step over the edge of a cliff and yet they still refuse to slip."

"This is getting more pathetic by the minute, Matthew." Peter sneered, "You're telling me the reason for all this, for all the months we spent dancing around each other, is because it frustrates you that I haven't used my powers as an excuse like you did?"

"That and no small amount of curiosity." He hummed, "I know why Ms. Stacy does what she does. It's immature and foolish, but I know why. You, on the other hand, are an enigma. This city's treated you with nothing more than disdain at best and hatred at worst, and yet you fought for them for months. Even after you reached your breaking point because of that madman you still opted against retribution, even against the people like Jameson who've given you nothing but contempt. Why is that?"

"Not all of us are monsters, despite what you want to think."

" _You're_ making an argument for the goodness of human nature? That's laughable." He chuckled, "I've seen humans through the decades, glimpsed what they're capable of, and I'm not ashamed to say that the things they've done would put even some of the worst demons I know to shame. I'm sure I don't have to tell you that how awful some places can be; all you'd have to do is pick up a newspaper."

Peter's eyes narrowed. He said 'I'...was he still talking to Matt Murdock or the Beast?

"There were bright spots - veritable saints and martyrs who get a paragraph in the history books - but the opposite is much more glaring and leaves a longer impact. It takes nothing to end a life, but you'd need to move heaven and earth to save on in any way that matters. I'm sure I don't have to tell you that "

"Does this have a point?"

"Humans are...petty things, aren't they?" he asked back, completely ignoring his questions, "Things like God or worship or society or even fame, they created it not because of goodness but because of that underlying desire to judge and be judged. Why do you think they care so much about you and Miss. Stacy while ignoring the beggar who asks them for help or the thousands that die every day? That need to be judge hasn't changed in thousands of years; their obsession to it borders on zealotry, doesn't it?"

Peter didn't say anything; it was obvious the blind bastard was on a tangent now.

"But let's go back to you. You spent how many months trying to play the part of the hero in Hell's Kitchen- well, you and all of your teammates barring Ms. Hardy. Last I checked it had a population of a little over 45,000 thousand residents, and yet despite all the work - all the _killing_ \- you've all been party to I don't see much in the way of a difference. And this is rather sad considering you're in a first world country in a pretty prosperous city; I'd dread to think how you'd do in a place that doesn't have as much luxuries."

"If you're trying to bait me, I'm not buying into it." Peter crossed his arms. This was getting juvenile, "I'm not saving the world, so what? I'm only human and I never thought I could. I know I can't change human nature, and maybe the people I help die when I'm not there to save them next time, but that didn't stop me from trying. The only thing I won't save people from is themselves."

...Though, Peter couldn't deny he had a point. On a decent scale New York city probably needed help the least considering it had Gwen and the Avengers watching out for it.

"Hmhm, a cynical idealist. You remind me of my old 'friend' Daimon Hellstrom. At least his sister Satana has a more realistic view of things." His next smile was almost fond, which was scarier than everything else so far, "See, that's what I'm getting at. You're an enigma, Peter, someone who's so close to tipping over to their breaking point and yet stubbornly clings to some form of idealism and hope. I can't tell if you're strong of will or just dangerously confused."

"You think I'm the only one like this?"

"Who are you thinking of? Ms. Baumgartner? Or perhaps even that fugitive you brokered a deal for?" He smirked, "Why do you think they act the way they do? Do you believe it's out of the goodness of their hearts? Oh, don't be naive. If it weren't for your aid Ms. Baumgartner would've just been another angry child with powers, raging at the world that mistreated her. And as for Bullseye...well, the less said of him the better. He clings to you as a lifeline and he controls himself in your presence, that's clear enough to see."

"You're overstimating me..." Peter muttered. He was far from being a saint like Gwen, and now he was supposed to believe he was the reason those two were acting 'better' than they were? Give him a break.

"False humility is rather unflattering, just so you know," Matthew replied, "You want another example? Then how about Ms. Watson?"

"You-"

"What, did you think I wasn't aware of her?" He shook his head in amusement, "You took her back to your apartment - the apartment which, just to remind you, S.H.I.E.L.D is aware you live in. I'd toyed with the idea of hiding Ms. Watson's presence from them in exchange for a later favor, but your sister beat me to it. She's also the only reason they haven't dragged you back for more experiments, so I do suggest you put this spat behind you. Family is important, after all."

"Go to hell..."

"I think we've had that exchange already." His mouth pulled apart in a shark-like grin, "Where do you think Ms. Watson would've been if you weren't there to help keep her in control? I've seen some of the aftermaths of her handiwork and I'm curious if we would've gotten a repeat of The Incident-"

"Enough. Stop talking." Against his better judgement Peter took the glass of lukewarm wine and drank it down in one gulp. Anything to stop the temptation of overstepping his bounds, "...I'm done-"

"Ah, ah, just one more question." Peter wanted to tell him to fuck off, but the brief glimpse of red irises the slightly lowered glasses froze him to his seat, "Answer me honestly: if I gave up my life of crime right now and never bother you again, retired in some far off island in a country you never heard of, would that be acceptable to you? Or are you like everyone else on your team, unable to accept the idea that bad men can have happy endings and escape their their punishment even if it means no more future 'evil'? "

"...You don't deserve to walk, not after everything you've done." Peter glared up at him and refused to look away despite the fear clawing up his body.

"Good answer."

And then he did something he didn't expect - Matthew stood up and pulled a pistol from a nearby cabinet, "I was never really fond of firearms. The Hand taught that it made us weak, though I suspect they just didn't want to admit that it drove them closer and closer to being obsolete." He sat across from Peter again and placed the gun at the center, the barrel aimed right at the blind lawyer's chest, "You have a fondness for them, though, isn't that right?"

"...What is this?"

"Another chance." He fixed his glasses and Peter quickly regained movement, "I offered you a choice when we met those days ago and now I'm offering it again. Kill me now and you can stop me; and I won't even come back from the dead. All you have to do is give up Ms. Stacy's mom and let her die. Ms. Stacy...Gwen doesn't even have to find out. Two lives in exchange for a greater good; seems fair, doesn't it?"

Peter didn't reach for the gun. Later on he'd claim that it was just a game, that even if he shot him between the eyes, cut off his head and burned his corpse that he'd find a way to come back from that, but he would've just been lying to himself. He wouldn't be able to face Gwen once he pulled that trigger.

And besides, he doubted killing Murdock would do anything to that passenger of his.

"...I'm disappointed, I thought you'd actually do it." The chagrin in Matthew's voice was palpable. Peter looked up to meet his gaze and was stunned silent when he saw his eyes peeking through the shades. Gone were the red slits that drove him to madness, replaced instead by a pair of murky white irises that showed only a sense of lingering fatigue and desperation.

"...Help me, Peter."

"What are you-"

That was as far as he got before his spider-sense blared, almost overwhelming him entirely at the severity of it. The possessed kingpin suddenly jumped clear across the table and grabbed Peter's neck, lifting him up effortlessly. Peter punched and kicked as hard as he could, managing to only scuff his suit and knock off his glasses in the struggle.

"Should've taken the chance when you had it." He pulled Peter closer and and forced their eyes to meet. His spider-sense was deafening now, "Did you honestly believe that act? 'Help me, Spider-Man. Please save me from myself.'" He laughed under his breath. "And here I thought you were smarter than that."

Matthew threw him against the opposite wall hard enough to make it crack. Peter bit back a muted scream at the impact and pressed his hands against the floor to keep from collapsing entirely. His entire body was covered in an agonizing chill and every strained cough he forced out caused more and more blood to dribble past his lips.

"You..." Peter looked up and glared when the blind bastard pressed the end of the pistol at the center of his forehead, "...Do it. Go ahead, finish it." He wasn't going to beg, not in front of him.

Matthew grinned and pulled the trigger.

 _*click*_

The soft sound was practically deafening. A moment of stifling silence passed before Matthew laughed and let the gun drop, "It wasn't loaded. Gun safety and all." He let the gun drop on the ground and crouched till they were once again face to face, "I already gave you a chance last week, but I was curious if you changed your mind. I admit I'm disappointed, especially with the way you dispatched Otomo. You know the reason I left that katana at your possession was because I figured you'd be using it when you started working for me?"

Peter spat a bloody wad of spit at his face.

Without so much as a noise of disapproval he wiped away the crimson fluid before he grabbed Peter's hair and tugged his gaze up, "Defiant to the end, hm? Ms. Stacy will be glad to know that, at least."

Peter looked into his eyes again, but this time there was no fear. Instead his mouth opened on its own to form words against his will, _"Away, demon. This one remains **mine**." _

For a brief, fleeting moment he saw a look of surprise and _fear_ pass the lawyer's features before his smile returned full-force, "Ha, it looks like you still have some favors." He let go of Peter's head and stood, allowing the younger man to pull himself into a shaky stand and make for the door, "Go ahead, leave. But I'll give you fair warning: when you leave this place the next time we meet it'll be as enemies. Keep that in mind before you turn that knob."

Peter's hand lingered on the doorknob. He didn't imagine that, right? For a few seconds his eyes were normal, and his words...he shook his head. Now wasn't the time for that, "We were never friends, Matt." He forced himself out and slammed the door behind him.

He didn't know how he managed to make it downstairs and out the door without falling over himself, but he did. Peter stumbled outside and walked a short distance away before he stopped and leaned against the wall, his breaths coming out in ragged pants, "...You still there, Spider-God?"

Nothing. He wasn't surprised.

"Only there when I really need you, huh...?" He closed his eyes and let his breaths calm. All of this...it was overwhelming; even the actual Spider-Man would've gone insane from it all. He let himself stand there for a couple more minutes before he felt his phone vibrating in his pocket. He looked at the screen and smiled when he saw Gwen's name, and a picture of her sporting a goofy grin and a peace sign, covering it.

"Hey, Peter, what's up?"

"Uh...nothing much." He pushed himself off the wall and coughed, "You?"

"Ah, just finished the talkshow. Pain in ass; I'll tell you all about it tomorrow."

"Tomorrow..."

"Yeah...I mean, we're still on for the date, right? Carnival thing? My mom's making me put on a dress and everything."

"Of course...wouldn't miss it for the world." He looked back at the apartment and found Murdock smiling down at him from the terrace, "...Hey, listen, I gotta go prepare, alright? I'll catch you tomorrow."

"Oh, cool," There was a brief pause before she said her next words, "Love you."

"Yeah...love you, too."

It didn't take long for Murdock's pajama brigade to show up. As soon as he ended the call and put the phone back in his pocket they were all around him, blades drawn and lacking self-preservation as always. Peter smiled bitterly and put on his mask, drawing both knives from his thigh holsters soon after. This was going to be a long night.

* * *

 **Well...that was long-winded :/ Apologies if the quality of this chapter was noticeably less than my usual, but I didn't have much time with the whole new job thing and I wanted to get this out of the way before I (might) have to spend the next 4 weeks unable to update. Hopefully this tides you guys over till then :)**

 **Anyway, that steamy romance date is done and over with. Sadly Peter rejected Matt's love confession, but what can I say, given his rejection of Bullseye and relationship with Gwen I think it's fair to say he just has poor taste :P**

 **As for Volume from the last chapter...I'm actually tempted to have Hobgoblin be dealt with there and just have it focus on 65-Cindy, Jack and Matt for this story. Fits with the character and I can expound more on his planning side. We'll see.**

 **So yeah...I guess I'll see you guys in 4 weeks? Again, depends on whether I can make it at work or not. Wish me luck :)** **Oh, and because I've been getting messages to this effect here's a result of a 'civil war' of each person fighting their counterparts:**

 **\- Spider-Woman vs Noir: Straight up fight Gwen 9/10 times, especially after Venom. In a stealth battle it would depend if Noir can take advantage of the sonics and fire weakness.**

 **\- Captain America vs Punisher: Depends on placement. Melee combat? Edge towards cap. In a firefight I give it to Castle; he's trained in modern day weaponry for decades while Cap only came back in-universe 8 years ago.**

 **\- She-Hulk vs Bombshell: She-Hulk. Lana's strong, but no chance of damaging that gamma irradiated skin.**

 **\- Wasp vs Moon Knight: More or less equal, so it depends on fight circumstances. Also doubles as a parental dispute given Matt's comments in this chapter :p**

 **\- Silk vs Black Cat: Silk. Cindy lost in canon to 616 Felicia, but that was really poorly explained. Stat and combat wise Silk wins hands down.**

 **\- Hawkeye vs Bullseye: Bullseye, natch. More experienced and he can use anything as a projectile whereas she's limited to bows and other archaic weapons for the most part.**

 **Questions:**

 **1\. Obvious question; do you guys want the next chapter to be the carnival date with Gwen and Noir or leaving town to go for the Weapon X arc with Shadowcat and Spider-Man? One's going to be horrific, traumatizing and likely leave people vomiting...and the other's Weapon X. So just pick your poison and I'll get back to it when I can.**

 **2\. Not sure if I asked this before, but I'll ask again: which side of the story do you want Mary Jane to be involved in? I'm currently torn between having her be in the Hand arc on Peter's side or fighting alongside Gwen against 65-Cindy Moon. Not sure where she fits better given that she's got a sci-fi symbiote (Gwen) but also struggles with morality and violence due to it (Noir).**

 **Review Answers:**

 **NeverendingZero - Probably inter-connected stories and arcs, though unlikely to be as grand in scale as fighting a terrorist org or the literal devil.**

 **Jormundgardner - Peter has male friends...Bullseye counts, right? Also, Lana is not hating on Spider-Woman at all! It's just that she thinks her shoes are really fucking stupid, that's all!**

 **Titan616 - Yeah, there's a reason Peter usually never hangs around the Parkers :P Ben talks about a repair job he did, Peter talks about the murderer he throat stomped. As for romance/relationships, I'm still getting used to it. Doesn't help that some prefer Lana/Cindy for Noir or Kate for Gwen.**

 **Leonard Church814 - Eh...their relationship to each other is great, but they're flagging given the whole Lizard thing. Cindy's parents are doing great too, last I checked.**

 **Cyclopz - Cindy also attended. Anyway, SHIELD and the Avengers aren't as close as they usually are, remember? Most of the team have issues with them hiding their involvement with Carnage.**

 **That Geeky Guy - As another reviewer pointed out, Peter and Gwen also go out of their way to _avoid_ each other's problems, which isn't healthy. This gets called out in a later chapter. Credit where its due, at least Shadowcat and Spider-Man are honest about their demons.**

 **Dr. Sugarcakes - And...what makes you think Spider-Man and Shadowcat will have a relationship after Weapon X? They seem pretty satisfied being fuck buddies.**

 **Yohart Meltz - Not much, and either way Gwen wouldn't be interested since she's firmly sci-fi. Noir and Teresa (or even Cindy) make more sense for tomb raiding.**

 **KasugaRomio - I added it to Noir and Matt's dynamic in this chapter, though your mileage may vary on how well it applies. Also, what did you expect from Helen? Did you expect her to be the obstructive ex wife or something?**

 **Esquire-Man - Maybe not all of them, but a decent chunk of it. Also, Wolverine doesn't have to kill _all_ of the Hellfire Club; just the ones that sold him to Weapon X. Emma could escape retribution because she was too young to be involved at the time given she's early-mid 20's. **


	105. Parker and Pryde

**Surprise...kinda. I adjusted to work better in a short term and we got a three day weekend, so here's an early update. Not sure if I can keep this rate - depends on the new requirements they pile up on me - but hopefully this chapter works. Weapon X just got one more vote compared to Carnival Date, so it was actually pretty close. Oh, and Happy belated Valentines everyone!**

 **I'll be honest: this chapter really doesn't work for me. I know Looking Glass is disjointed and unfocused _at best_ , but this feels like I made an X-Men fic (and I don't like the X-Men franchise despite liking certain characters) and then just stapled it into this one using Original Noir's presence as an excuse to call it part of the Spidey story. **

**You'll notice this by the fact that OG!Noir's actually pretty passive in this chapter with all the focus going to Shadowcat. I actually wondered as I finished whether it would've been better to make her the POV character, but I relented. I can write generic anti-hero better than generic psycho so I chose the lesser of two evils.**

 **Speaking of characters, I've been watching the vids by Terrible Writing Advice, particularly his bit on Mary Sues and Anti-Heroes. I love how cliche Noir is that he perfectly fits into many of the stereotypes :P**

 **The main point of contention is the 'disagrees with plan but offers no alternative' clause. In my experience Ideal Heroes tend to do that more and in this fic it's Gwen who often counterpoints with no plan or reason besides 'it's wrong'. Noir and the other anti-heroes tend to have more concrete plans, mostly in the vein of 'just kill them so they don't bust out of jail again'. Simple, but definitely effective.**

 **Side Note - Volume 2 seems more and more likely, and if it is then Hobgoblin is definitely gonna be saved for later. He's another Mastermind villain and he can definitely pick up where 65-Cindy and Matt leave off.**

 **Oh, and listen to X-23's UMVC3 theme for the chapter. It really doesn't fit the events, but screw it ;)**

* * *

First time out of New York and it was to go on a killing spree...

Spider-Man adjusted his place on the driver's seat and tried to ignore the dull ache that spread across his back. They'd been driving in shifts for at least three days now, and that was if they weren't stuck because of a flat tire, some sort of traffic accident or an outbreak of what Kat called Thor Frogs. The last one probably scared him more than anything else he'd seen so far.

Stupid lightning spewing frogs with hammers...

The clock told him it was a few minutes past 11 pm and he groaned. He needed to stop. Spider-Man rubbed a hand across his face and looked towards his partner on the passenger seat. Kat was sleeping soundly, her jacket wrapped around her like a blanket while her head pressed itself on the lumpy cushions of the rented car. How she managed to fall asleep in this junkheap he had no idea, but he wasn't complaining. Better than having her bored and snappy in a confined space.

He tapped his hands on the steering wheel and breathed a relieved sigh when he saw the sign, "Rest stop 3 miles ahead..." Thank Spider-God, he was going nuts being trapped in this thing. It wasn't hard to pick up driving from the manuals - it helped that he hadn't had much to do the past couple of weeks - but the mindnumbing boredom was something he couldn't fix. He never left New York back home and after this he didn't plan to; especially since home didn't have airconditioning in cars yet.

The would-be vigilante parked on the nearly empty lot and tapped Kat's shoulder, "Hey, get up."

She scrunched her face and batted away his hand before another tap forced her eyes open, "What?" she bit out, giving him a sideways glare through tired eyes.

"Rest stop. Figured you want to get some food or take a piss." Lord only knew he wasn't going to stop in the middle of the road again. They were lucky that patch of land was abandoned.

"You always know what to say, Petey." He refrained from telling her off for the name in favor of catching the crumpled bills she threw his away, "Get us some snacks, will ya? We shouldn't be far now and I don't want to do this on an empty stomach."

"Sure..." He stuffed the long green into his pocket and watched as she left the car, leaving her jacket behind as she did. His eyes lingered on the slender arms sticking out the tanktop and he let out a soft breath. It still amazed him somewhat how she looked considering what she got up to everyday. Anyone else in her place would've been covered in scars and muscles, but she looked the perfect picture of a 'modern day' teenage girl.

Shaking his head, Spider-Man got out of the car himself and made his way to the store. Gas station food was cheap and bad for him, but he could say that about a lot of things in this place. He counted the bills quickly and got as much as he could carry in one trip. If there was one thing he and Kat had in common it was that they both needed an insane amount of food to keep going. Price of power, he guessed, though it would make it a pain to adjust if- _when_ he made it back home.

Kat was already there by the time he got back, "Looks like someone brought the king's feast." She smirked up at him. Spider-Man rolled his eyes and let the pile of food collapse between them, "Gas station tacos and soda, _that's_ going to be good for our stomachs."

"I don't expect to live through the night anyway," Spider-Man replied sarcastically. He picked up one of the assorted hard breads and dug in with Kat following his lead soon after. It was...edible, but that was the nicest thing he could say about it. He couldn't wait till they could get back to Kat's place - a home cooked meal was one of the few things he had in this place...well, that and the 'arrangement' between him and his partner.

A few minutes of comfortable silence passed before Kat suddenly spoke up, "Something bugging you?" He turned to meet her gaze and found her digging into the (poorly) heated lasagnia, "You look like you've got a stick up your ass...well, more than usual."

"...Just what do you see when you look at me?" He shook his head, "Look, it's nothing, just..." A deep breath passed his parted lips and he threw the wrapper out the window, "Getting out of New York's got me thinking. What if Aunt May's dead? Hell, what if she moved on and me showing up again just gives her a damn heart attack? Not to mention the rest of my friends...I don't even know if Robbie's still alive or they put him down."

"That's your friend that got the lobotomy, right?"

"Yeah..." He looked down at the dark floor and scowled. Octavius was still alive, "...I dunno, Kat, I'm just-"

"You're overthinking it." She punched him in the shoulder lightly and gave him a lopsided smirk, "They're your family. From what you told me about em they sound like the type to hug you and have tearful reunions. And if they don't? You can stay here. I can think of worse things than being stuck in 2016 New York. Least here you don't have to worry about the Nazis rising up...well, not unless Red Skull wins, but I doubt that."

"Stay here? In the place where frogs spew lightning and mad scientists like the Slant turn innocent people into freaks? You might as well just put me into the loony bin and throw away the key." He rolled his eyes, though he smiled back in turn. He appreciated the gesture, at least, "Thanks, but no thanks. This kind of insanity might be home for you, but it ain't for me."

"Just a suggestion, Petey."

"Don't call me that."

Kat chose to turn on the radio in lieu of countering the rebuttal, which she immediately regretted as soon as the first words screeched out of the old contraption, "Thank you, thank you! Now don't forget we'll be replaying Spider-Woman and Spinerrette's interview later, so stay tuned-"

"Oh, for fuck's sake." Kat turned the old dial until the constant talks about the interviews were finally replaced by a weird mix of classical songs and rock, "God, out of New York and we can't get away from that. This is as bad as the time I went to France last year; no one would shut the fuck up about ladybugs and black cats."

"Sure you aren't jealous?" he asked lightly. He knew she wasn't, but he rarely had a chance to make fun.

"Yeah, cause I really want people to be obsessed about where I shit because they expect me to wipe their asses for them." She scoffed, "It's a joke, but for some reason everyone seems like they forgot about the punchline."

"You were fighting her when they visited last." Her and his 'brother'. The idea of _Gwen Stacy_ , of all people, being some kind of 'Superhero' was still funny to him. He supposed it could've just been another dame who shared the name, but he couldn't deny the resemblance when he'd looked closer. Even with the short hair and lack of an overpriced coat he doubted he could forget what she looked like, not after seeing her smug face for since he was a kid.

"Yeah, cause she bought into her own hype. I'm a lot of things, partner, but I'm honest about my demons. She and a bunch of those other 'heroes' just pretend theirs don't exist."

"Just stop worrying about it. It's not like you and her have to be friends."

"Easier said than done considering I live in New York. You can't go two blocks without seeing a billboard for Spider-Woman's endorsed energy drink or one of She-Hulk's charity ads." She looked up at the ceiling briefly before her next words nearly caused him to jump, "...Hey, you wanna do it?"

"Seriously? Right now?" He gave her a flat look. It said a lot of how messed up he was now that he actually considered immediately agreeing, "We're in a _car_ , if you remember. A car that's sitting in a parking lot out in the open."

"So?" she asked back, "You think it's first time I did it in a car? Trust me, two walls and at least some privacy; better than a lot of the things I got up to."

"...What kind of boyfriends did you have?"

"We called them johns back then, but maybe that's just me being old fashioned."

"Johns..." His eyes narrowed. He was still getting used to the slangs in this place, but it didn't take him long to get the meaning, "...You were a...um-"

"A hooker, streetwalker, prostitute, sex worker...do I have to go on?" Kat asked back. She didn't sound offended; on the contrary she seemed midly amused with his hesitation, "Yeah, I spent maybe...6 months, I think? Yeah, about 6 months turning tricks on some ass crack in New York. Guess the heroes and the police just missed us, huh? Too busy saving the squeaky clean people they can take pictures with rather than getting down in the muck."

"...How old were you?" He didn't know why he asked; it wasn't like it would've made it any better.

"14 or 15, maybe? The Facility never really gave me a birthday." She shrugged, "It was...well, it was pretty shit, but it got a roof over my head and I learned some things; like learning how to avoid screaming when my hymen kept breaking or when I cut my wrists. Virgins and cutters were a commodity for some sickos, and even if Zebra Daddy didn't know why I kept healing he was all too willing to take advantage. Healing factor can be a bitch sometimes."

"That's why the blankets always had blood on them?"

"Yeah. Hey, don't feel bad. Like I said, I learned how to deal." She opened a bag of chips and began digging into it, "...Offer's still open, by the way."

"Something doesn't make sense to me," he said, completely ignoring her not-so-subtle solicitation, "You told me you and the old man killed your way through the facility when you were both 12."

"Yeah, what about it?"

"...Where the hell was he while you were off doing your...thing?" _Being a hooker_ , why couldn't he just say it? She probably would've found it less offensive than him dancing around the issue.

"Hell if I know, probably off on a country wide drinking spree." She tried to hide it, but he definitely caught the slight bitterness in her tone, "...Look, I call him dad and he calls me his kid, but we ain't family. Not really. First time we met Stryker already had him in a tube and he gave me this spiel about how Logan could be so much more and that we could help each other if I just gave him this." She manifested two claws on her left hand, "He got the claws I got the healing. Even trade, hm?"

"I thought you said you were his...clone." It still felt odd to say.

"Yeah, they got some sperm from him and put it into Kimura, but that doesn't make him my dad any more than it makes that bitch my mom." She tossed the wrapper outside, "I tried to escape a few times, but they stopped me every time. And every time they did they treated me worse: more drugs, more beatings, more 'mother-daughter' bonding time with Kimura. You name it."

"Christ..."

"I don't think God had anything to do with it," she smiled wryly, "Anyway, after my 4th escape attempt it came to me; why am I doing this alone? So I let Logan and the rest of the prisoners out of their cells. It was bloody, but all of us were willing to fight to get out of that hellhole. By the end of it the only people who didn't die ran away like cowards and it was just me and Logan left."

"You're sure no one else survived?"

"Trust me, I checked. After that...well, Logan wanted to do what he always did, being the lone traveler, but I followed him. I didn't have anyone else and the Facility didn't really didn't tell me how to do anything but kill and blend into the environment. I was just a kid then, and I thought..." She paused, "...Well, doesn't matter. Let's just say I was an idiot who thought it could work out, that we could be family or something stupid like that."

"You seem to be talking to him now."

"Yeah, but we ain't exactly dad and daughter." She took a deep breath before continuing, "He told me from the first day that it wouldn't work out, but I was a stubborn kid. He tried to leave me behind and I just clung tighter. Two years we were like that, just moving from place to place because we had no idea what do with ourselves. It was fucked up, but it was better than being with the Facility."

"And then..." Her fists clenched, "One day he was just gone. When I woke up at the motel we were staying at he was gone. His stuff was missing, clothes weren't in the closet...I thought something bad happened until I figured it out: he left me behind, just like he said he would. I dunno how he masked his scent, but he did. All I had left were the clothes on my back and a hundred bucks. I couldn't last the week."

"Huh...no wonder you hate him."

"Hate him? Nah. We ain't family or nothin', but I don't hate him." His spider-sense flared. A half-lie, "He gave me fair warning, so it was my fault for thinking life worked like a fairytale. I found out later that he got into one of his episodes - apparently he has a lot of those because of how he got immortal. I don't really buy it, though; he was always looking for an excuse to leave the deadweight behind. I'd have done the same thing."

"How does this lead to you getting caught up in streetwalking?" he asked bluntly, trying not to wince at the word.

"Well like I said I didn't last the week and pretty soon I was on the streets. I still had my claws and training, but I didn't want to kill any more people; even if I was real tempted to shank some poor bastard and steal his wallet. Eventually I got hungry enough that I started looking at the places no one wants to look at for food. I met Zebra Daddy there and he took a liking to me...rest is history."

"Where's this striped horse guy now?"

"Dead. I killed him." Well... _that_ wasn't a surprise, "It worked out for the best. I helped out a group being led by this group called Kiden and S.H.I.E.L.D found the old man soon after. Dunno what possessed him to tell em about me, but my little episode with ZD put me on their radar. Peggy gave me the pitch and I decided that I couldn't be normal, so I gave the hired killer thing a shot and stopped lying to myself. Working out pretty good so far."

"Hah, I guess." Spider-Man looked up at the dusty ceiling with a frown. It seemed like him and everyone else he knew had awful pasts. The preacher back home would've spewed something out about God testing them through trial and fire, but he didn't buy it, "...How old are you now?" She'd never actually told him despite her teasing from before.

"18, my birthday was a few days ago...more or less. Again, the Facility never really gave me a proper birthday so I decided that the day me and Logan escaped was the closest thing I could have to one."

Spider-Man rummaged through the stacks of food and containers and brought out a half-smeared cupcake. He'd bought it just in case either of the two of them needed something sugary, even if neither of them had much in the way of a sweet tooth, "Bit late, but..." He offered it to her, "...Happy Birthday."

"Aww, you shouldn't have." Kat smirked and brought a finger through the frosting. She licked the sweet from her fingertip and laughed softly, "Hey, I know I'm an asshole, but I do appreciate you coming. This babysitting gig's not as terrible as I thought it'd be."

"Yeah, well...you too." It surprised him just how sincerely he meant it. It was...odd having someone to watch his back - he'd definitely miss the feeling once he was out of this madhouse.

"'You too'? You're such a romantic," They shared sardonic smiles, "Alright, move over. Offer's expired and I'm taking the last shift. Might wanna get some sleep, we'll be in Oregon in a few hours."

"Right..."

* * *

The next few hours passed by in a dreamless sleep and by the time he woke up again he found them already driving through the entrance of the town, "Mmgh...what is this place?" he asked groggily, rubbing his tired eyes as he did.

"Arcadia Bay. It's not too far off from the base." She turned off the engine before he could get a good look at the time and opened the door. Spider-Man immediately bit back a shiver at the cold night air, though Kat paid it no mind, "Base should be a small walk away, maybe 30 minutes since we know where we're looking. If we're lucky we're in and out of the place before the sun rises."

"And if we're not so lucky?" He put on his mask. There wasn't much point to it, but it was comforting nonetheless.

"Then get ready to eat a bullet, cause that's the lesser evil compared to getting caught by these guys."

"Great..." He stepped out of the car and eyed the length of the forest she pointed to, "...Why is part of it burnt?"

"Someone started a forest fire not too long ago, I'm guessing. Who cares?" she said, "Just make sure you're ready. I don't wanna run into this blind."

The two of them walked the length of the forest with no one but the other for company. Spider-Man looked around the groaning trees and stuffed his hands into his pockets, a slight frown on his face. He wasn't ashamed to admit that he was more of a city spider than anything else, though Kat seemed to be the exact opposite. From the side he saw the relaxed smile on her face and the way she seemed to calm the deeper they got in. It looked odd on her.

"You been here before?"

"Nah, I just like forests. Not as much noise and smells as the city," she replied casually, "I go out of the city every few weeks just to get away from it all sometimes, but I haven't had a chance to do it recently. Too busy making sure your ass doesn't get killed."

"I can take care of myself." He scoffed.

"Sure, that's what they all say." She grinned, "Don't worry about the big bad Facility goons, I'll protect you-"

Spider-sense.

Kat's eyes raised in the direction of the trees above them just before he tugged her out of the way. A bullet impacted where she was standing, displacing dirt through the air with a loud pop, "Damn it." He dragged his partner to cover with one hand and fired back with his revolver with the other. Even with the his enhanced senses he couldn't see the bastard.

The two of them landed behind a large tree. Spider-Man grimaced at the sound of the bullets hitting against the trunk, "Can't see this guy." He peeked his head out and immediately retracted it when a bullet landed inches from his head, "This guy invisible or something?"

"Might be." Kat sniffed the air and growled, "I can get this asshole, but you need to distract him."

"Make myself a target, you mean," he snarked back, "Fine. I can give you a few seconds, make em count."

The two of them nodded at one another before they separated, Kat charging to the left while he went to the right, firing his remaining bullets as he went. It worked, judging by the shots that came his way, _'Shit.'_ Spider-Man ducked under another tree and quickly reloaded. He took a deep breath before he repeated the action. His spider-sense made it easier, but he never fancied the idea of dodging bullets becoming a thing for him.

The next barrage didn't last long. Through the darkness he saw Kat jump into a branch before she seemingly wrapped her arms around thin air and stabbed her claws in front of her.

A burst of electricity lit up the forest before a blurry figure suddenly appeared in the mercenary's grip, "Nice try." Kat grinned maniacally and let the the shooter drop to the ground with a painful crash.

Spider-Man topped off the revolver and made his way to the prone figure. The poor bastard twitched and gurgled, but apart from that he was quiet. He waited till the noise quieted down before he turned him around.

"What the...?" His eyes narrowed. He'd seen some weird things since he woke up, but seeing the man stuck with bits of tech all over his body like some kind of artificial Frankenstein was definitely new. The bits of metal bolted onto his arms and legs were grotesque and out of place, so much so that he wondered how the malshapen thing could've hidden itself at all.

Kat landed next to him and looked down at the corpse distastefully, "Reavers," she spat, "Guess the Hellfire Club really is involved now."

"What are these things?"

"What's it look like? Some stupid asshole who got himself all cyborged up," she said flippantly, "Reavers are the Hellfire Club's personal PMC, though I've heard rumors that they're apparently branching off all on their own."

"Cyborg...so, anyone can get this tech? Why the hell are freaks like us or the Spider-Dame such a big deal, then?"

"Yeah, anyone can get it if they have the money, but almost no one does; and with good reason." She gestured to the hole in his chest clumsily filled with wires, "Humans aren't built for tech like this. Tissue build up kills you in a few weeks and the Reavers aren't much better. They've got some drugs to reduce the after-effects, but you're lucky if you live past the year even with all the meds. Turning invisible or having an arm-cannon isn't as cool when you only have a few months to play with it."

"This guy's kitted up..."

"There's no shortage of stupid people who don't do the research." She shrugged, "Come on, that guy's a sentry and he's probably sounded the alarm already. We need to get in there before they shut the facility down."

Kat was right about that. They only managed two more minutes of running towards the base before a literal army of teched up freaks came to greet them. Spider-Man tightened his grip on his gun and took a slight step back. Kat told him that stealth wouldn't work here - any decent Reaver had sensors that made seeing in the dark child's play. _If you wanna get through them then you have to do it face to face_ , she'd said.

His partner charged ahead first, claws drawn and his lips raised in a gleeful smile. Spider-Man watched her cut through two of the frontline fighters briefly before he shook himself from his stupor and joined her. Tech or not they were just goons, and he dealt with trash like this every night.

Spider-Man ducked under the clawed hands attempting to slash his mask off and shot the large mook at his exposed neck, _'No kid gloves here.'_ He grabbed the attacker's arm before he could fall off and used it to slash at two wiry clowns charging towards him. The deep gashes on their chest and the blood that spurted afterwards caused him to grimace. He was no stranger to killing, but the screams never stopped being unnerving.

A short distance away Kat gutted one of the larger attackers from his bellybutton up to his chest, "They better be paying you guys a premium for this!" she taunted. A barrage of bullets came her way only to pass through harmlessly and hit the attackers on her other side. The shooter was frozen briefly at that, which was long enough for her to aim a clawed kick at his neck that sliced the skin open.

He took down two more of the frankensteins before his spider-sense suddenly flared. Turning his head to the source, he was met with the sight of a giant, rotund man that charged towards them clumsily. It wasn't the lack of clothes, the misshapen limbs or the groaned words that caught his attention. No, those were practically invisible compared to the giant screen stapled onto his face with a timer counting down.

"What the-"

"Bombhead!"

Spider-Man didn't know who it was that screamed it, but it didn't matter. The rest of the goombas immediately tried to run, pushing and stepping over one another to try and escape. Kat's eyes widened for a split second before she immediately tackled him to the ground. He barely managed out a surprised grunt before he felt the same weightless feeling from before and his eyes and ears were assaulted with a large explosion.

He didn't feel the heat or the flames, only the familiar coldness and the feeling of Kat's arms wrapped around his back in a vice grip. They lied still for a few more seconds before they both eventually looked up at the desolated forest around them.

"What...the hell...was that thing?" he asked as son as she finally released her grip on him.

"Bombhead...think suicide bomber on steroids." Kat stood up and offered him a hand, which he took, "They're last resorts. If the Reavers die then they send a bombhead to clean up the mess." She gestured to the burnt trees and destroyed corpses, "One thing about joining the Reavers? Their health plan sucks. There's no shortage of idiots willing to take cheap experimental tech so they don't worry about volunteers."

"Guess not..." He put a hand on his neck and groaned. This was rapidly going above what he signed on for, "So...what now?"

"We continue to the lab, unless you wanna chicken out."

"Got here so far, might as well finish it..."

The lab, such as it was, ended up being barren. Spider-Man stepped through the ajar door and looked at the darkened interirior suspiciously. The place had seen better days. Broken glass and cobwebs lined the roomed and what little intact equipment was covered in a thick blanket of dust and grime. It looked worse off than the asylum Octavius was squatting, and that said a lot.

"...This isn't right," Kat mumbled next to him. She made her way to one of the tables and tried to look for something, though he didn't know what, "This doesn't make any fucking sense. Why the hell would the Reavers be here by the truckloads if there's nothing left?" She swept her hand through the table and knocked the assorted beakers and vials into the ground. The sound of breaking glass all throughout the room, "Fuck!"

"Calm down-"

"Don't tell me to calm down!" she snapped, "We wasted days coming here and we have nothing to show for it." She crossed her arms and scowled, "I can't smell anything or anyone here. Where the hell are the scientists? The experiments?"

"Like you said those frakensteins were here guarding something, we just have to find what."

"Or maybe they were sent here as a distraction in case anyone got too close. Not like the Facility ever gave a shit about manpower." She pinched the bridge of her nose and let out a frustrated breath, "...Alright, sorry, it's not your fault. We just need to find something."

"You sure you don't sense anything?"

"Nah. Some of the facilities were dampened to make sure I couldn't find any nooks and crannies to escape, but those places are always stocked with the most valuable things they want to keep hidden. Anything abandoned like this would've been because there was nothing worth keeping or safeguarding." She clicked her tongue, "Then again my senses aren't the best. Logan was always better at sniffing things out more than me."

"Let me try then."

They spent the next few minutes ransacking the place for anything that seemed out place. Spider-Man looked under the desk and frowned at the burst of dust that met him when he accidentally nudged it, "Shit." He coughed and blew stepped back. What was with this place? "So these facilites...how much of em do they have?"

"Fuck if I know. I didn't get a good look at their accounting book." She threw down a bookcase and grimaced at the empty wall that greeted her, "All I know is that Stryker had contacts with the Hellfire Club, so there's definitely some deep pockets that went into these places."

"...Stryker, isn't he that guy on the telly ranting about the evils of anyone with a power?" Spider-Dame and the green amazon were his favorite targets, though his clone and anyone else within insulting range was free game far as the so-called priest was concerned. Spider-Man didn't care much for him. Anyone could get up on a soapbox and rant, but it was another thing entirely to stand for what you preached. Aunt May was definitely the latter.

"Nah, different guy. That's Joseph Stryker, a religious fundamentalist who switched to people with powers after he realized skin tone just wasn't cutting it anymore. Not sure if there's actually a connection to William Stryker; couldn't exactly ask considering I'm one of the freaks he hates so much."

"Huh..." Spider-Man made his way to the other side of the room and stopped when he heard the hollow sound of his foot making contact with the tile, "...You hear that?"

"Hear what?" Kat looked at him him in confusion.

"This." He knelt and rapped the floor with his knuckles. She still looked confused, "There's something under here."

Without another word Kat materialized her claws and cut through the floor- or at least she tried to. Her claws cut through the tiles easily enough, but the ethereal blades stopped halfway, "...There's vibranium under the floor." She willed the claws away and scowled, "We can't punch through like this. My claws can't cut through the metal and not even She-Hulk can punch through this stuff."

"There has to be a way everyone else is getting in and out," he muttered, "Let's keep cutting through the floor, see what we find."

It took them a while to peel away the layers, but eventually they found something that made it all worthwhile, "Keypad." Kat said, looking down at the numbers through narrowed eyes, "Don't suppose you know how to hack?"

"No, but I think I can manage." He raised his hand to the first number on the row and pulled back when he felt the dull flare of spider-sense at the back of his skull. He'd barely felt it, though that was to be expected - his sixth sense usually worked only in the case of danger or someone lying to him. Trying to figure out a right or wrong code was tangentially related at best, but it apparently still counted.

It took him a few minutes of trial and error until the six digit code was finally accepted. A portion of the floor pulled back with a hiss to reveal a stairway and Kat was instantly alert, sniffing the air like a dog on the trail, "...Fresh blood down there, mixed with machine oil. Dead Reavers." She sniffed again, "...Whatever's down there it's not gonna be pretty. You can back out now."

"And go where? Back through that forest that's probably crawling with police now that a bomb went off?" He scoffed, "No chance, Kat. Let's finish this."

The stench of blood became more obvious as they got deeper inside. Kat was on edge, claws drawn and eyes narrowed. For his part Spider-Man held his revolver like his life depended on it and paid attention to even the smallest call from his spider-sense. All the walls were made of vibranium, meaning that if they got caught here there'd be no escape.

Memories of being caught back in Crime Master's lair and nearly being gassed to death came back. Spider-Man clenched his free hand and looked back at the entrance behind them. A part of him was tempted to turn tail and run now. _This wasn't his fight_ , a part of him said. He could leave without feeling a single shred of guilt. Shadowcat wasn't his friend, she was his handler and warden. He had no business running through dilapitated laboratories for her sake.

He ignored it.

The inside of the room was just as gruesome as she said. The first thing Spider-Man took notice of were the piles of fresh bodies, each of them torn apart and destroyed to the point that they barely resembled human beings. It reminded him of some of Octavius' experiments, but even then the 'good doctor' had the sensibility to keep his subjects - _victims_ \- intact. These 'people' were just chunks of butchered meat.

Still, all the dead and dying paled in comparison to the little girl kneeling at the center of the room. Kat stood frozen in place, her face riddled with shock and denial. The little girl at the center ignored them, continuing to stare silently at the bloodstained metal claws that jutted out of her knuckles. Her breaths came out in ragged pants, the only proof that she was even alive.

"No way..." Kat muttered, "They made another."

The door behind them suddenly slammed shut. Before either of them could attempt to pry it open the one-way glass on the dome above them suddenly turned opaque to expose a dame in a labcoat. He had no idea who she was, but Kat did judging by the murderous glare she sported.

"Kinney..." She growled, the sound more animalistic than anything he'd heard before, "I thought the old man killed you."

"Like you did Rice? No such luck, X-22." The woman's features were severe, her eyes narrowed in disgust and her lips pursed in obvious displeasure, "I knew the Reavers wouldn't be enough to stop you, but I didn't expect you to bring an even more tenacious bloodhound." She turned his gaze to him, "I don't know who you are, but you made a mistake helping this animal."

"Shut the hell up!" Kat screamed, "What the hell did you do?!"

"The same thing we always do when an experiment fails: we start another." She looked at the little girl at the center of the room, "X-23's been more cooperative than you ever were, and though she lacks your intangibility and psionics her other abilities are more than sufficient, as you can see."

"You made a kid kill all these people...?" Spider-Man muttered.

"A weapon, not a child," she said without a care, "Speaking of, this is a good chance to kill two birds with one stone. X-23, code green."

Whatever the hell that meant he didn't know, and in the end it didn't matter. As soon as the words were out of her mouth the little girl suddenly turned to them and let out a feral roar. His spider-sense barely had time to warn him before she was on them, slashing and cutting at anything she could get like a rabid dog. Spider-Man jumped over her flailing arms and did his best to put some distance between them.

"Damn it!" Kat tried to kick her, but she ducked under the blow and cut through the older girl's thigh with the curved metal. Spider-Man aimed his gun at her and paused his finger on the trigger. She was dangerous, he didn't need his spider-sense to tell him that, but the idea of shooting a little girl through the head...

Gritting his teeth, he put the gun back into his holster and grabbed the little girl by her wrist. She managed cut through his mask before he threw her against the opposite wall.

"Kat, what do we do?" He fingered the cut on his right cheek and winced. Those claws were sharp.

"I...I dunno." Kat wiped the blood away from the already healed cut and stared at the feral child, "She's just a kid, but she's already killed the Reavers. And those claws..." She grimaced, "Adamantium, like the old man's...but something else, too. One good hit of those and you're dead, partner."

"Yeah, I figured." He lowered himself into a crouch, "...I don't wanna kill her."

"Neither do I," she said, "But we gotta take her down. And then Kinney." She took a second to glare up at the woman staring at them passively from the dome, "Adamantium can cut through the vibranium, so that the's only way we're getting out of here."

"You got a plan now?"

"Yeah, but you ain't gonna like it. When I give the signal hit her in the face as hard as you can."

Before he could ask what that meant she charged at the smaller girl and jumped above her, letting the younger of the two flail her hands through the air harmlessly, "Is that the best you got?" Kat taunted, which just caused the little girl to get madder. She charged towards her with her claws drawn forward like a lance and Kat...

Just stood there.

He didn't get a chance to yell out a warning before the claws stabbed through his partner's stomach and pinned her against the wall. Kat's expression morphed into shock before she quickly grit her teeth and grinned, even as blood dribbled out of her lips, "Hah, that's new!" She grabbed the younger girl's wrists and kept her pinned down, ignoring the way she trashed and struggled against the firm hold.

" _Lass mich los!_ " the little girl snarled.

"Now, partner! Do it now!"

Spider-Man moved on instinct. Shelving any hesitation, he webbed the little girl's legs to the floor and smacked her at the back of the head. The little girl only stumbled slightly, and she would've turned around to slice his eyes off if it wasn't for Kat's continued hold on her.

"Harder, damn it! She can take it!"

"God damn it!" He hit her in the head again. Her nose twisted with a painful crack and her head snapped back at the impact, but again she refused to give in. Kat's grip weakened by the smallest amount and Spider-Man threw another, more powerful punch.

This one did knock her out. Another sickening crack echoed throughout the chamber and she finally went limp, held up only by the strands of web at her feet and Kat's vice grip on her arms. For a few seconds they simply stood there, panting from the exhaustion and absurdity of it all, before Kat eventually pried the claws away from her gut and let her fall to the floor.

"...Why did you let her do that?" he asked eventually.

"Hm?"

"Stab you..." He gestured to the rapidly healing wounds underneath her bloodstained tanktop, "There were better ways to handle that."

"I didn't _let_ her do anything. I wanted to phase through and catch her claws on the wall, but whatever she's got in these things made me solid again," Without explaining any more grabbed the girl's right hand and used it to cut a large hold through the wall behind her, "...Find some cuffs, would you? Shouldn't be too far from here. I'm going after Kinney." She looked up and smirked when the found the dome empty, "...I can smell her. She can't run."

"...Are you okay?"

"Just perfect."

She was lying.

Shaking his head, Spider-Man let Kat leave first before he webbed the girl to the floor fully and began searching for the cuffs, "God..." He looked away from the piles of dead in disgust and back towards the girl. He counted dozens of bodies easily. _She did all that_ , he reminded himself. The little girl he hesitated to shoot, the little girl whose face he practically split open because if he hadn't she would've killed them both. She did all of it.

Biting back a curse, he fished out two pairs of handcuffs from the entrance and made his way back. She was out like a light, but at least she was still breathing. He did his best to ignore the unnatural twist of her nose and placed two fingers on her neck to check her pulse.

Slow and stable.

He ripped away the webbing on her upper body and cuffed her hands before quickly doing the same to her feet. He eyed the claws jutting out of her hands and feet warily before before covering her in another thick blanket of dark webbing. He wanted to trust her, but he knew from experience that kids could be bastards all on their own. Davis Thompson and his gang taught him that well enough.

"Come on, let's see what we can do about you." He carried the cocooned girl in his arms and made his way out of the impromptu exit Kat made earlier. He felt wary carrying her like this, but he trusted his spider-sense to warn him if she tried to attack again.

That and the fact that, despite everything, the idea of dragging her along the floor like an unwanted weight didn't really appeal to him.

Finding Kat wasn't difficult - he just had to follow the trail of dead bodies. Spider-Man eyed the freshly killed Reavers lining the length of the bloodstained hallway and instinctively held the girl closer to himself. He didn't feel sorry for them - mercenaries and hitmen knew exactly what they got into - but the sight of so much death was still enough to make him pause. He needed to do something about that if he had any hope of crippling Hitler's regime.

The sounds of flesh hitting flesh at the end of the hall made it obvious he'd finally caught up to her. Shelving any hesitation, he pushed the door open and stopped at the sight that greeted him.

It would've been one thing if Kat stabbed the scientist to death, but this was something different. The teenage mercenary mounted the woman and brought her fists down on her face, ignoring all her feeble struggles in favor of hitting whatever flesh she could reach, "You're going to die here, Kinney." Kat forced the scientist to meet her gaze, her lips raised in a manic grin, "Do you get that? You're going to die because you tried to play God and you _fucked up._ "

Whether the scientist wanted to say anything he had no idea. When she opened her mouth all that came out was a torrent of blood, which Kat took as a sign to continue her assault.

Minutes passed and Spider-Man didn't say a word. He wasn't going to argue for mercy, not after what he'd seen. Instead he set the girl down on the wall and sat next to her, watching as Kat beat the scientist - _monster_ \- into a bloody, convulsing pulp.

He didn't look away, not even when Kat's laughter turned into tears and she was doing nothing more than beating a dead body for the sake of weeding out whatever catharsis she could.

A silence settled over the room when Kat finally threw her last punch and let herself collapse on the floor next to her freshly killed tormentor. She looked up at the ceiling and laughed, tears running down the side of her bloodstained face. Struggling between being happy and breaking down entirely - he knew what that was like. Would he be the same when he finally got his hands on Octavius, he wondered.

Ignoring the stench of blood in the air, Spider-Man stood and walked towards his partner, "Come on." She looked up at the offered hand blankly for a seconds before she eventually took it.

He pulled her into a shaky stand and they just stared at one another, neither of them willing to say a word. Spider-Man looked down at their intertwined hands briefly and pulled her into an awkward embrace. She didn't reject the gesture, but she didn't reciprocate either. She just stood there, her head pressed against his chest while her hands hung limply at her sides.

A moment of silence came and went before they eventually separated, "...Sorry."

"Nah, it's just...I'm not much of a hugger." She smirked up at him weakly.

"Yeah, neither am I..." He gave her an equally weak smile and turned back to the unconscious girl nearby, "...What do we do with her?"

"Well, if she's anything like me then knocking her out should've reset the code phrase. But I don't know how vicious she is even without it. It took months for me to get de-programmed, and even then I can't stop myself from thinking about the best way to kill people every time I enter a room."

"You suggesting we leave her here?"

"We leave her here and she stops being our problem. She'll probably turn into one of those wild children you see on the news, living in the forest and eating squirrels like an animal. That's if S.H.I.E.L.D or the Facility don't recover her." She bit her lower lip and let out a frustrated breath, "We could take her with us, but for all I know the second she wakes up she's gonna try to cut our necks open for killing her 'mommy'."

"A roll of the dice either way." He sighed.

"Yeah...but judging by the look in your eye you already know what you wanna do, so pick her up and let's go."

"You know so well, Kat." He picked up the killer - _just a little girl_ \- as gently as he could and tried to ignore the stench of blood and other fluids in the air, "...What do we do now?"

"We get a motel in town and wash all this blood off us. And then..." She looked down at her counterpart, "...Then we can try to figure this shit out."

"Well, we've survived so far." Probably not much longer if they kept going like this, though...

"By the skin of our teeth, but yeah." Her next smile was a bit more genuine, "Come on, let's get out of this shithole."

* * *

 ***Already dreading the shipper reviews now that these two have basically adopted Laura* :/ Yeah...this arc didn't do much for me. Which is a shame because I thought it would, but my disinterest in writing proper fight scenes bit me in the ass again so instead a quarter of the chapter's spent on Spider-Man and Shadowcat talking in a car while eating gas station takeout tacos.**

 **Speaking of Spider-Man/Original Noir, I think I made him too nice in this chapter. Apart from some light snarking at Shadowcat he doesn't at all act that anti-heroic, especially in comparison to how Noir's been behaving in the past few chapters. I really need to fix that - thankfully the Octavius arc will give me the proper chance and explanation for him to be a bit colder compared to his 'save a child that tried to murder his ass' characterization here.**

 **This chapter did go through some changes: the biggest one being that there was originally a segment where Shadowcat was dosed with trigger scent and Spider-Man either had to talk or beat her down to avoid getting killed. I couldn't put both that and the 'fight' with Laura in the chapter, so it was taken out. I'll use it later, I guess.**

 **Questions:**

 **1\. Obvious one: do we go to that date between Peter and Gwen or do we continue with Spider-Man and Shadowcat recovering from the assault and trying to stop Laura from going apeshit and killing everyone that looks at her funny? Either way there's a lot of talking and not a lot of action.**

 **2\. More a curiosity thing, but what drew people to Weapon X at all? Shadowcat and Spider-Man's relationship is (deliberately) shallow and neither of them go through much in the way of character development and change compared to Noir and Gwen; and this is coming from a guy who frowns on the idea of pairing the two Spiders together. So yeah, curious on why people seem to like Spider and Kat despite this deliberate shallowness in their portrayal.**

 **Review Answers:**

 **Brave2000 - They were never a thing to begin with, if you trust Peter's words.**

 **Hopper - I love rambling reviews :) To answer your questions: Shadowcat made a reference to a Hand civil war, so it's quite likely they're still off doing evil and fighting each other. As for villains, not all of them have to be made by the same org. Villains like Jack-o-Lantern, Muse and a few others were independent and made pretty lasting impacts.**

 **As for Gwen and Lana...well, first things first I don't like writing romance so you can imagine my thoughts on a love triangle. Likewise Gwen doesn't seem like the type to fight a 15 year old girl for having a crush on her boyfriend(?) given what we know of her. That and Lana makes it clear she thinks she stands no chance, especially with Noir calling her _sis_ all the time...**

 **AnUnorthodoxDecision - Actual Spider-God, though don't count on him making another appearance anytime soon. He's a very hands-off employer.**

 **Titan616 - Really? He really only rejected Lana, and even it wasn't explicit. Jack's a mixed case since his feelings weren't romantic till after the acid bath, so Noir hasn't been doing much rejecting. As for MJ, how would it be stilted? Murdock has hundreds of ninjas at his disposal and at least two more lieutenants. And that's if he doesn't summon a cabal of fucking demons to bolster his forces...**

 **Dr. Sugarcakes - Yes, I am an evil genius :3 Anyway, speculate all you want but these two aren't getting together. They're simply having sex constantly, talking about their pasts and adopting another wolverine clone. Nothing's going on at all.**


	106. Spiders, Cats and Wolverines

**So apparently I picked a really bad time to post my last chapter due to various glitches with the site. Hopefully it's better now, but I'm still leery. One can only hope the alerts actually come out.**

 **This is the Spider-Man/Shadowcat/Laura 'bonding' chapter, so you know it's gonna be grim and angsty. Still, it'll probably lead to less projectile vomiting compared to the carnival date, so we'll see where it goes.**

 **Anyway, a friend from my course read the story and she actually pointed out some of the character's quirks. She tagged Gwen as having a pretty bad case of messiah/guilt complex, which is fine since her behavior is pretty indicative of that, but then she notes that Noir either has a deathwish or death seeker tendencies.**

 **She also made a point that it was only 65-Noir that exhibits this and that the original doesn't, stating that his apathy from the constant risks to his life and daring Murdock to pull the trigger during the date chapter indicates that a part of him wants to die despite the bonds he's made with the other characters, most notably Gwen.**

 **I have...mixed views on that, but I'll deal with that in the later AN.**

 **As for Volume 2, I'm definitely nudging towards fixing up the Hobgoblin arc and the things with Donald Roxxon and Lana's dad fit there more. Granted Volume 2 isn't a full set thing, but it's looking better so far. And at least an overarching big bad adds more chance for drama than my original slice of life plan.**

 **On a side note, I found the preview for Spider-Gwen #32 and apparently Gwen's going to out her identity. I have...mixed views on this. While it definitely shakes up the status quo and makes her unique, I have a bad feeling that it'll end with her having to make a deal with Mephisto to revive her comatose dad.**

 **Unless Captain America and SHIELD Deus ex machina a solution this is gonna end badly, especially given the rumors that she's going to start going by Ghost Spider. I'm just _really_ hoping she doesn't jump to 616, since that would kill off the series, at least in my opinion. **

* * *

This was getting out of hand.

Spider-Man leaned forward on the chair and groaned, injured hands covering his bloodstained face. When he'd gotten that tip from Felicia about Octavius being back he thought it'd be quick and clean. No more second chances, no more giving him up to a government that didn't give a single toss about the right of its citizens because of the color of their skin. He'd bury Octavius under that asylum and that'd be the end of it.

Now? Well, now he was keeping watch on a little girl with knives sticking out of her hands that they'd chained to the bed.

Sucking in another deep breath, he set his hands down and looked across towards one of the single beds taking up the breadth of the room. The little girl - X-23, though he sure as hell wasn't going to call her that - looked up at the ceiling blankly without so much as a hint of a struggle. She'd fought before, snarled in broken German and tried to claw though the chains wrapped around her like a vice, but eventually she calmed.

Now she said nothing, and it made him wish she'd curse at him again.

They were staying at some motel close to the edge of town. The receptionist did a double take when she saw him and Kat stumbling in covered in blood and carrying an equally bloody kid in their arms. It took a lot of explaining (and a lot of money changing hands) to convince her that they were just unlucky stranger that had gotten into an accident and not at all kidnappers who'd taken and handcuffed a kid against her will.

She actually believed them once enough money was flashed, proving once again that money trumped common decency.

"God damn it..." Spider-Man let out a frustrated breath. Why hadn't he shot Octavius when he had the chance? If he hadn't been so damned theatrical that worthless sack of shit would be dead, he wouldn't have lost five years of his life and he wouldn't be stuck in another world looking after killer little girls while his psychopath(?) of a partner used the shower to try and wash off all the blood she was drenched in.

The sound of running water from the bathroom was close to driving him insane. Gritting his teeth, he grabbed for the remote on the nearby table and turned on the television. He didn't care what was on as long as he had something to drown out the noise.

His wish was granted when he saw the Spider-Dame - Gwen Stacy, he reminded himself - and the Slant's 'sister' sitting on a couch across from a guy with too much gel in his hair. He was tempted to change the channel, but the fact that the little girl actually tilted her head to look at the screen made him abstain. That was the biggest reaction he'd seen from her ever since she stopped growling at them.

"Thank you, thank you!" The host said, mouth parted to show off his pearly whites, "Once again we'd like to take the time to thank these two for taking time from their busy schedules to come visit us. Give these two ladies a hand!"

A roar of applause came and went. Stacy seemed to find no problem in it, though Moon fidgeted in her seat like a deer in the headlights, "Well you know it's our pleasure, Josh." Stacy said, her voice carrying clear through despite the mask, "Me and Spinerette thought it'd be a good chance to clear the air and all. We know people have a lot of questions about the Avengers."

"Yeah, but don't try asking us about the membership benefits and stuff. That's still being worked out," Moon said.

Canned laughter came after the joke(?) and Spider-Man found himself glazing over as the Q and A dragged along. The little girl continued to watch the screen intently, her gaze laser focused on the moving puppets taking up the inside of the telly. Honestly he didn't care about what was going on, just that it was better than being stuck with nothing but his own thoughts.

"So here's a doozy for ya," The host said, "One viewer asks if you think that your presence is provoking the Supervillains. He said, and I quote, 'the amount of costume related crime increased in frequency over the last 10 years, which coincides with the time of Captain America coming back and your debut'. Looks like this guy's been keeping a close eye, huh?"

"Yeah, I guess so." Stacy's tone was clipped, but if the others noticed then they didn't say anything, "Look, I don't wanna sound like I'm denying fault, but think of it like this: is Jodie Foster responsible for her crazy fan shooting Raegan? I don't think so. I mean we're just trying to do good with what we have, you know? If White Rabbit is crazy enough to think she's my arch-enemy then I'll stop her, but it's not my fault that she decided to put on a costume and started robbing banks. I didn't tell her to do that and I've stopped her every time she tried."

"I'm with her," Moon added, "I'll admit I'm new to this thing so maybe I don't have any room to talk, but crime's always existed. These people chose to do bad things and we're just stopping them. Maybe they wouldn't have put on a costume if they didn't see everyone else doing it, but putting on a mask doesn't make you a good or bad person. If seeing people do good things makes them put on a mask to commit crimes then that's on them."

"I mean it's not like I told em 'Here I am, come and get me!' or anything," Stacy said, "Honestly I look forward to the day that I don't have to put on a mask and go patrolling anymore because it means there's no more crime to stop."

"Uh-huh." Spider-Man didn't miss the annoyed furrow of the host's brow. Was he searching for something, "Alright, well, here's another question from a new viewer: 'just what the heck is the deal with you and the Dark Spider? The dude's a Supervillain, isn't that against your code or something?'" He smiled like a damn shark, "You know, that is a good question. What exactly is going on with you two? A little Romeo and Juliet or Beauty and the Beast?"

"My relationship with Spider-Man is-"

Whatever she was about to say was cut off when the telly abruptly turned off. Spider-Man sighed while the little girl growled when he caught sight of Shadowcat's smarmy smile, "That stuff rots your brain." She kicked away the plug and continued toweling her hair dry. At least the blood was gone, though the tanktop and shorts didn't leave much for him to look at without feeling at least a little guilty.

"Mach _es wieder an!_ " The little girl snarled in German, struggling against her chains again. Kat assured him she couldn't break out. _If I can't do it then she sure as shit can't_ , were her exact words. He could only hope she was right about that - it took them nearly half an hour of scouring that damn butcher shop to find the damn things, along with whatever files they could dig up on that sinkhole.

Kat raised an eyebrow and smirked, " _Mach mich, kleines Mädchen,"_ she shot back, showing off her teeth.

"Alright, enough." Spider-Man pinched the bridge of his nose. His German wasn't that great, but he got the gist of it well enough, "Look, just let her watch the damn thing. We already beat her face in and tied her up, doing this is just pointless."

"Beat her face in? You forgetting her little skewer job?" Kat gestured to her completely healed mid-section, "Trust me, she's a little hellion. The Facility doesn't raise bunny rabbits."

"As you prove every day," he muttered, "Just plug it back in, alright? I gotta wash this blood off me."

"Yeah, yeah." She rolled her eyes exaggeratedly as he made his way to the bathroom, taking a change of clothes as he went. The wave of hot water was a relief and he let out a fatigued breath, pressing his forehead against the cool wall.

This was insane, there was no other way he could describe it. He watched the blood wash off his body into the drain below. He was no stranger to violence, but even Octavius' experiments were petty compared to this. It only took a quick glance at the girl's files to show just how badly the depravities science was capable of, though after the atomic bomb and the various chemical weapons he probably shouldn't have been surprised.

Human weapons...well, he saw the announcement for those Avengers clowns and he definitely couldn't deny the idea that even the government back home would've been interested in what made his 'gifts' tick.

Minuted passed, and when the hot water finally began to lose its luster he stepped out of the shower and toweled himself off quickly. Getting out of town was going to be a nightmare now that the police were searching all over - paranoia after the last forest fire, or so Kat claimed. Their best bet was getting a car and driving back, but that was easier said than done considering they had a little girl in chains with them.

Kat was gone by the time he stepped out, which only came as half of a surprise. The little girl continued to stare at the screen, which was now playing some kind of cartoon where a mouse tormented a cat for one reason or another, _'Couldn't stay to keep watch, huh?'_ He shook his head and threw the towel into the hamper. Kat must've been really convinced those chains could hold.

He really didn't want to know exactly why she was so sure.

Closing his eyes briefly, he finally let himself get a good look at her. The girl was young - 11 years old according to her files, but she looked years younger than that. Her skin was pale, showing little similarity to the tan Kat and her 'father' shared, and her eyes were a striking shade of green. Those eyes stuck out to him more than anything. Her gaze was distant and clouded, putting some of the veterans from back home to shame.

It didn't belong to a child.

Underneath the chains she wore a bloodstained patient gown, which only exacerbated how _wrong_ the entire situation was. Spider-Man let loose another frustrated sigh and walked towards her, the little girl's attention immediately snapping from the telly to him. Her expression was cold and passive as always, but at least she made no attempt to snarl or tackle him. He'd take it.

"Look..." He sat at the side of the bed, close enough that he risked getting stabbed in the back, "I don't know if you can understand me or I'm just rambling, so just listen. I won't pretend to understand everything they did to you, but I know enough about right and wrong that I know how sick it is. They can make some spiel about the greater good or how it'll all work out in the end, but what they did was abhorrent. The things they forced you to do...it's not something anyone deserves, especially not a child."

She didn't say anything and just continued to look up at him blankly.

"So here's what we're going to do." He fished the key out of his pocket and raised it up. Immediately her attention shifted from him to the small metal object, "I need you to give me a sign that you won't attack me and I'll let you out of those chains. Okay?"

Not a word was said, but her head titled down ever so slightly in a nod. He waited for the blare of his spider-sense to tell him that she was lying.

Nothing.

"Alright..." He scooted closer and inserted the key into the tiny padlock at the center of the mass of metal. She didn't so much as blink, and he thanked small fortunes that she seemed to inherit Kat's fast healing. It would've been a bit too difficult if her nose was still broken on top of it all.

The padlock opened with a muted click and the chains fell away. Spider-Man watched as she wriggled out of the interlocked bindings, her expression going from blank to suspicious. That was the look of someone who was expecting the other shoe to drop any second now, which he'd been on the giving end more times than he cared to admit.

She backed away to the head of the bed and raised her right hand threateningly. The two metal claws burst from her knuckles soon after, coating her hand in another fresh smattering of blood.

 _'She's scared...'_ Or cautious. Or angry. Maybe all three. Spider-Man raised both hands in a surrendering gesture, "Easy, I ain't going to hurt you." Her eyes narrowed at that and she moved her nose, "...Well, not anymore. Least if you don't gimme a reason." He cringed. He sucked at these kinds of talks, "Look, you're just a kid. I don't want to hurt you, alright? So just put your meat hooks down and we can talk."

Seconds of tense silence passed before she eventually gave another half nod and concealed her claws. Spider-Man let out a soft breath of relief and lowered his hands, "Okay, okay..." He hadn't been stabbed yet, so he'd take that as a good sign, "Look, Kat has more of a clue on what's going on here than I do, but even I know that this entire thing's been a trip for biscuits."

She tilted her head, " _Was bedeutet das?_ " she asked softly.

"It means...ah, nevermind." He glanced at the telly briefly before turning back to her, "Look, we gotta get you cleaned up, alright? You can't run around in a damn patient gown covered in blood." He offered her a hand, which she looked at with a narrow glare, "...If I wanted to hurt you I wouldn't have let you out of your chains. I'm not asking you to hug me, but I do hope you're not going to stab me with those claws of yours."

She sniffed at the air briefly before eventually taking his hand in a reluctant grip, and again he was reminded of how absurd it all was. Children had no place getting involved in death dealing.

He pointedly ignored the fact that he killed his first man when he was barely 17.

He lead her to the bathroom and and turned on the sink, "...Sit over there." He gestured to the closed toilet and began wetting a towelette with some warm water. He saw her clamber on top of the porcelain from the bathroom mirror and he smiled slightly. For a precious few seconds he almost forgot she nearly gutted them.

Seconds passed as the basin was filled with water and soon enough he found himself kneeling in front of her, one hand holding onto hers while the other scrubbed away the blood that covered her like a second skin. He was no stranger to cleaning off blood after a night through town, but usually he only had to worry about making sure Aunt May and Mary Jane didn't see him.

Not...this.

"...You need to take a bath." He set down the (more or less) cleaned left hand and got to work on her right, "We don't have a proper change of clothes, so I'll just leave one of my shirts." It wasn't ideal, but at least it'd cover her up and look a hell of a let less suspicious, "Afterwards we can buy you some clothes, but for now it'll have to do. Is that alright?"

" _Ist das eine Befehl?_ " She looked up at him unblinkingly.

Spider-Man's brows furrowed in worry. An order? "I'm not your owner." He looked down at the wet floor with a frown and continued to wipe away the last flecks of blood on her wrist, "...Would you please just take a bath? And I'd appreciate it if you didn't climb out of the window in your birthday suit or something. This donnybrook's bad enough, we don't need a streaking kid on top of it. Thanks."

Another muted nod was his only response.

Spider-Man left a shirt for her before he closed the door, the sound of running water coming soon after. He stood with his back against the wall for a brief moment, just trying to make sense of the insanity, before he pushed himself off and practically collapsed on the closest chair. He was always told kids were a handful, but he had a feeling this wasn't what Aunt May meant by that.

He didn't have stay alone long. Seconds later Kat stepped through the door, two buckets of chicken and mashed potatoes balanced on her arms, "Honey, I'm home!" He looked up and threw her a withering stare, which she responded to with a cocky smile, "Aww, you miss me, Petey?"

"Yeah, I was lost without you." He scoffed. At this point he'd given up on chiding her for the nickname, "Thanks for looking out for her, by the way. Really appreciate that."

Kat shrugged, "Like I said those chains can hold. Speaking of..." She nudged her head to said chains lying on a crumpled heap on the bed, "Any particular reason you let her out?"

"I dunno, maybe the idea of keeping a bloodstained little girl chained on the bed just didn't appeal to me," he snapped back, "She's just a little girl...she doesn't deserve that."

"Aww, and you said you weren't a hero. You're just a big ol' softy, aren't you?"

"Piss off." He gave her the middle finger. She just laughed and set the food down on the small table nearby, "...What's the plan here, Kat?"

"Hm?"

"You know what I mean." He brought a hand through his hair and sneered, "What are we going to do with her?"

"Hell if I know." She shrugged again, "You were the one who wanted to take her with us. Far as I'm concerned that's more of a 'you' problem."

"Don't give me that." He glared up at her, "We've got a little girl with knives coming out of her hands who can't speak a lick of English. Something tells me people aren't gonna buy that you two are sisters."

"That's cause she ain't. Files say Kinney's her mom, and Kimura's enough of a bitch on her own. I don't need that Frankenstein wannabe as an aunt."

"Would you just..." He sighed and shook his head, "Look, we need a plan for this. Unless you just want to leave her here."

"Well sor- _ry_ , bub, I wasn't exactly expecting another one of the old man's kids when we raided that shithole!" she replied, "Look, I ain't got a fucking clue what you expect me to do about this. I thought this was gonna be a milk run, in and out with a few files, maybe gutting a few scientists. After what happened six years ago I thought no one would be stupid enough to try and make more of us."

"Don't suppose we could just take her to an orphanage, can we?"

"Yeah, and then before the week's finished she kills everyone inside because one of the little bastards pushes her on the sandbox." She rolled her eyes, "You've read her files, bub. She's never been outside of the Facility and she's got more trigger phases than the old man has bastards. One wrong word and she's gonna be slitting throats and chewing on their corpses."

"Alright, I get it." He closed his eyes and muttered a brief prayer before speaking up again, "You mentioned something before about taking out those code phrases?"

"Yeah, but it ain't easy." She frowned and sat across from him, "From what we managed to dig up she went through the same shit that I did, so the power of love ain't gonna cut it. Killing people's second instinct to her now."

"How did you get rid of the programming?"

"Who said I did?" She smiled wryly, "They built the codes to last. I managed to block them off, but even then there are things like the trigger scent that just make me lose it. We're really damn lucky Kinney didn't have any in the facility since I do actually kinda like you."

"Yeah, but _how_ did you block them off?"

Her smile remained in place even as she willed her see-through claws into existence, "With these." She raised her right hand to the side of her head, the tips of the claws nearly grazing the temple, "I usually use these for the usual throat slitting, but these things are capable of much more. I'm not gonna pretend that I know exactly how they work, but apparently they can affect the brain more than just stabbing through it. I used these to rewire some parts of my noggin so that the worst code phrases don't do jack."

"You...lobotomized yourself." His grip on the chair's hands tightened and he was reminded of Robbie's blank gaze despite his best efforts. That was one thing he wasn't looking forward to when he got back.

That was assuming he hadn't been put down yet, at least...

"If you wanna call it that," she replied casually, willing her claws away "I don't think we wanna do it to the kid, though. Only reason it worked for me is cause I know how my brain works, and even then I nearly turned into a vegetable, but her? Well...let's just say turning her into a drooling retard's one of the better outcomes."

"Fuck me..."

"Right now? I don't think that's a good idea." He glared at her through half-lidded eyes, "Hey, we'll be fine for a couple of days. We'll wait for the heat to die down and then we can pawn her off to S.H.I.E.L.D. Peggy can fix her."

"Yeah, right before she starts using her as a killer for hire."

"Probably." Kat's voice was more solemn than he expected, "And hey, why do you give a shit? You're gonna be going back to your dimension in a couple of months. It really isn't your problem, Petey."

"Yeah..." She was definitely right about that. When he got home he'd be too busy killing his way through the top echelons of the Nazi regime to worry about little girls with claws in their hands, _'Don't get distracted like your 'brother', Parker...'_ That clown spent months playing hero in this madhouse, and for what? A crowd stoning him while madmen ran amok? To hell with that.

He didn't get much more time to think about it before the door to the bathroom suddenly opened and the little girl stepped out. Her hair was still soaking wet and the shirt hung down to her knees, but at least she wasn't covered in blood anymore. She stopped and glared at Kat for a brief moment before she suddenly sniffed the air and focused all her attention on the buckets of chicken on the table.

"Well, looks like someone's hungry," Kat laughed, "Come on, I'm starving, too."

A minute later they were all huddled around the table digging into chicken filled with far too many preservatives to be considered healthy. Spider-Man watched as the little girl dug into the meat hungrily, her gaze focused on the next mindless cartoon the telly was showing.

It made her look...normal.

"...Do you have a name?" he asked suddenly. Both the little girl and Kat gave him a questioning look, "We need something to call you."

" _...Code Bezeichnung: X-23,_ " she recited, mouth still full of chicken and gravy.

"Okay, we're not calling you that." A letter and a number. It was too clinical. Inhuman, "Did none of them call you by another name?"

"You think those assholes would've given her one? Please..." Kat scoffed, "They learned their lesson from me. No names, no attachments, nothing. You start giving your toys an idea that they're human and they get uppity."

"She's not a toy."

"Didn't say she was, Petey. No need to go mama bear on me," she replied, "Look, let's just call her Laura for now, at least when we're outside and we get asked questions. I'll just say she's a cousin or something. Better than saying she's your kid, huh?"

"Laura? Where the hell did that come from?"

"It was that bitch's kid's name. Last I heard she got killed in a traffic accident, which probably explains why Kinney was such a cunt." Spider-Man almost felt an urge to block the girl's ears before he quickly chided himself. She'd already killed people, what were a few bad words going to do to her?

"You don't think that's a bit grim?" he asked flatly.

"You got a better idea?" He didn't say anything back, "Didn't think so." She turned to the little girl, "When we're outside it's going to be Laura, at least for now. Who knows, maybe Peggy'll give you a fake name when we pawn you off."

" _Peggy...neuer Koordinator?_ "

"Heh...we'll see."

 _ ** ** _ _ ** ** _ ** ** _ ** ** _- ** ** _-_****_****_****_****__****_

Everything was odd.

X-23 looked up at the blue sky, her lips set on a confused frown. She'd been outside before, rarely, when her creator deemed it necessary. Training exercises, practice for actual missions that would require combat and evasion. The machine men she fought in the testing chambers were sufficient, but it wasn't enough to kill in a controlled environment.

The training exercises were difficult. She was released to the forest and told to incapacitate all the machine men who came after her. They were allowed to kill her and she could do so in turn. It was a test, her creator said, to see if either of them were worth the investment. The machine men didn't hesitate and so neither did she.

Her creator was pleased, and that meant no treatments. That was good.

She'd seen the town only rarely and always from a distance. Full of people - strangers - that didn't know what she was. People that didn't have metal limbs or claws in their hands. They were the kind of people she was trained to kill, but only if someone paid for it. _You are an assassin, not a madman. Kill one or a hundred, but only when it is needed._

She didn't need to kill anyone right now.

The scents here were odd. The facility was scrubbed clean and always smelled of sterile disinfectant while the machine men smelled of oil, blood and sweat. Here there were too many smells, too many things mixing together. One person that passed smelled of coffee and cheap food while another wore a perfume that irritated her nose. The creator always made sure that she smelled like nothing.

"Hey, kid, come on."

X-23 turned to the source of the voice and found the human spider gesturing her ahead. He called himself Spider-Man, but he wasn't a spider. She'd seen spiders before; he didn't have enough legs. She nodded and walked towards him, hands stuffed into the pockets of her new jean jacket. Her hands itched, the claws begging to be let out, but she held it in. She was told drawing attention here was bad.

"You okay?"

She looked up at him blankly and blinked. They stared at one another for a few seconds before she nodded.

"...We really need to do something about that silent treatment of yours," he muttered, "Come on."

He walked towards a nearby building and she followed along. The human spider attacked her before, but she barely remembered. It was always hard to remember when the creator used her programming.

The other one who took her she definitely knew. The creator hated her for destroying the project before. _Katerine Pryde_ , she'd said, _is a bloodthirsty monster that only knows how to kill._

X-23 didn't understand why that was a bad thing after all she was taught, but she also didn't question. The creator wasn't meant to be questioned.

She was also dead now.

The living weapon almost paused mid-step before she quickly shook the thought off. She followed the creator because that was what she was taught and she never questioned it before. Now that she was gone it was confusing. The creator never established a chain of command - her orders were always meant to be absolute and the thought of her death never occurred to any of them.

X-23 found that she didn't care all that much about her death, just that she needed someone else to fill her place. She stared at the large man's back silently. He said he wasn't her owner or warden, but if so she had no idea why he insisted on keeping an eye on her or taking her our 'for fresh air'.

They walked in complete quiet to the parking lot before she stopped and looked at the metal and wood machine at the side of the door. It looked like something she knew as a horse, but smaller. The colors were pink and white, which didn't make sense. All the horses she'd seen were brown.

"You wanna go on a ride?" the human spider suddenly asked. She looked up at him in confusion, "It's a...you know what, just let me show you."

He picked her up as soon as they were near enough (it took all she had not to stab him on instinct) and deposited her on the miniature saddle. She barely grabbed hold of the dull yellow reins before he inserted a coin into a nearby box.

The first thing she noticed was the music. The soft tune reached her ears before the horse quickly began rocking in place. Not hard enough to shake her off, but enough that she felt herself moving along. X-23 raised the reins higher and mimicked the horse riders she'd seen on the briefing files. Assassinations in the countryside meant that horses were a risk to be killed off first just in case.

The human spider stepped away to talk on his phone with Katherine. X-23 looked down at the chipping paint and furrowed her brows. What was the point of this? The training was meant to hone her skills, make her a better killer, but she couldn't understand this. The motion wasn't strong enough to test her grip and the music wasn't loud enough to test her capacity for sound torture.

And then it stopped.

X-23 looked down at the machinery and growled. Just because it was pointless didn't mean she wanted it to stop. She grabbed the horse's head and rocked it, but it refused to move. Growling again, she grabbed for the box and shook it roughly, the coins moving inside. The human spider called inserted a coin before, so if she got a coin from inside then she could go again.

The claws were barely out of her hands before he was at her side again, "No." She glared up at him until he brought out another coin, "Christ, kid, all you had to do was ask." He wiped away the blood on her knuckles, "...I'm going to the bathroom, so just stay here, please? Thanks."

He inserted the coin and the music started up again. She watched him leave towards the side of the building and focused down at the horse again. Please. Thank you. Why did he always say that? If he wanted to give her orders then she would follow, but he made it clear they weren't that. She didn't understand why he hesitated so much when there were things she did that he didn't approve of.

A soft growl from her stomach reminded her of how hungry she was. X-23 waited until the ride finished again before she stepped off the horse and inside the air-conditioned building - if they weren't orders then she didn't have to follow.

There was a woman with blue hair on a nearby counter, but she didn't pay attention to her entrance at all, "Wait, so you got a couple of grand because you helped out a couple who got into an accident?" she said to her phone, "Holy shit, Rachel! We could leave town with that!"

X-23 ignored her and walked towards a nearby shelf. She grabbed a small wrapper with 'Popchips' written in front of it and immediately dug in, making her way towards the refrigeration units as she did. The food was salty, but she'd eaten worse. It was better than going days with only water after underperforming.

The fizzy drink she got was also odd. Katherine gave her a taste of it last night, but she was still getting used to drinking other fluids besides water.

She made to leave until she saw the shelf covered in eyewear. The creator wore glasses sometimes when she read, but the machine men wore something else. Shades, they called them. Used for either intimidation or an attempt to appear better than one was. She was almost tempted to ignore it till she saw the large ones covered in horses like the one outside.

She put them on and turned only to find herself looking up at the blue haired girl on the counter, "Yeah...you know you gotta pay for those, little dude." The woman with the dyed hair looked down at her suspiciously. X-23 tried to run past her before the older woman quickly moved to block her path, "Right, okay, no shoplifting. Come on, we gotta call your mommy and daddy."

She grabbed her arm and X-23 moved on instinct. Before the older woman could react she flipped her onto the ground and unsheathed her claws with a growl.

X-23 saw her look of fear for only a brief moment before someone grabbed her arm in a vice grip. She looked back with a growl and found the human spider staring down at her disapprovingly, "What did I say?" He pulled her back roughly and muttered under his breath, "Shit, so much for keeping a low profile..." He looked down at the gaping woman, "...Don't suppose we can convince you to keep quiet?"

"S-She has fucking claws on her hands!" she sputtered back, "Holy shit, I thought you guys stayed in New York!"

"Yeah, didn't think so." He tossed her a crumpled bill, "For the stuff she got. Come on, let's go."

The human spider didn't say anything the entire time he dragged her back to the motel. He was angry, she could practically smell the rage exuding from him. Every time the creator was angry there were always more treatment and exercises, but she had no idea what he would do.

"We gotta leave," he said as soon as they were through the door to their room.

Katherine looked up from the bed and raised a brow, "Uh...why?"

"Laura nearly stabbed someone at the corner store. I give us a couple of hours before the entire town knows there are three freaks camping out here." Freaks. He always called them that, but not in the same way the creator called her a weapon. There was no hate or disgust in it.

"Ah, shit." Katherine sat up and brought a hand through her hair, "Well, I already got a car, so at least we're set there. Just didn't think we'd have to leave before the day's done."

"Plans change, Kat. Come on."

The entire trip out of town was spent in silence. X-23 was used to quiet - her creator always talked at her rather than with her and to the machine men she was simply just another target to shoot.

...So why did it feel so uncomfortable now?

She watched the town fade out of sight from her place in the back. When she'd first woken up in the room she thought that it was another training exercise, that the creator was testing her adaptability, but after the first night those thoughts faded. Katherine told her that she'd killed everyone in the facility apart from her and X-23 couldn't sense any lies. The facility was gone now and she was still here.

Hours passed in the quiet and soon enough the sun lowered and night came. Katherine yawned and tapped the human spider's shoulder, "There's a motel not far from here, we can crash there."

"Sure that's a good idea?"

"Better than staying in this car all night," she said, "Come on, I'm starving and I need an actual bed. We could even share if you want."

"Not interested."

X-23 watched the two of them bicker back and forth about something mindless. She didn't understand their relationship. The creator had no idea who the human spider was and none of Katherine's files ever mentioned a partner besides the one they'd dubbed Logan, or X-1 as she knew him.

They argued a lot, but there was no malice in it. Sometimes, when the human spider wasn't looking, she found Katherine smiling fondly at him. He was the same, giving her looks of worry when her back was turned. She didn't understand it. She'd only ever seen attraction when some machine men made crude remarks about her creator, but the end result of that was always them being placed into the group fighting her for the next training exercise. From scent alone she could sense there was attraction between the two as well.

She hoped she didn't have to kill either of them, too.

"We're here."

X-23 looked around the room they'd rented for the night and sniffed the air. The traces of cigarette smoke and sexual fluids in the air made her wrinkle her nose in annoyance. She didn't know if Katherine smelled it too, but if she did then she showed no signs of noticing or caring.

"Two beds." The human spider gestured to the messy cushions, "You two take those and I'll take the chair. We gotta wake up early tomorrow if we wanna make it back to New York without delays."

"What a gentlemen." Katherine's smile was sincere for a moment before it became cocky once again. Always changing, "Alright, I'll wash up first. I didn't get a chance to take a bath before we split."

"Huh, so that's what that smell was."

"Just for that you're going on the couch when we get back."

"...That supposed to be a punishment or a reward?" he said back, a slight smile on his face.

Katherine laughed under her breath and gave him the middle finger. It was a gesture she'd been on the receiving end of, mostly after she killed enough of the machine men, but this time she sensed no malice.

Soon enough the lights were off and they all settled into their places. X-23 tossed and turned on her bed, alert and ready despite her attempts at sleep. Her hands and feet itched, claws begging to be released, and any sense of fatigue was overshadowed by the noises coming from outside. Her containment cell in the facility was always soundproof.

Eventually the urge became too much and she sat up, unsheathing her claws from both her hands and feet as she did. The sound of tearing skin was mercifully brief and she let out a soft breath of relief when they were finally freed from their confines. The creator never told her if the urge was intentional or not and she never asked. It wasn't deemed important at the time.

"Getting the itch too, huh?" X-23 looked back and found Katherine sitting up on the bed, "Yeah, I had em when I was your age. Though in your case it's probably worse considering you got actual metal in your hands. They left eventually when I got older, but I'm not sure if it'll be the same for you."

X-23 didn't say anything.

"Sure, gimme the silent treatment, that's not gonna get old or anything." She scoffed, "Look, you may not like me or anything, but trust me when I say I'm a hell of a lot better than Kinney."

" _...Woher kennst du sie?_ " she asked eventually.

"Hah, now _that's_ a long story. The things Kinney got up to..." Katherine shook her head, "Well, let's just say it's not exactly bedtime story material. Speaking of, when the itch leaves you might wanna get to sleep. We got a long day ahead of us tomorrow."

Katherine went back to bed and faced away from her. X-23 looked down at the claws before the urge eventually left and she eventually sheathed them once more. The already drying blood on her skin stopped feeling weird long ago.

She was tempted to go back to sleep before the human spider stirred slightly on the chair. Before she could stop herself she hopped off the bed and made her way towards him. As soon as she was close enough his head immediately raised and he looked at her through fatigued eyes, "...Kid? What's wrong?" He rubbed his eyes and sat up with a yawn, "You should go to sleep-"

" _Es tut mir Leid."_

He regarded her blankly for a second before responding, "Sorry? For what, having to leave town?" She nodded slightly, "That's...look, it was irritating, but it's that big a deal. What you need to do is control yourself better. Just because something irritates you doesn't mean you can start stabbing, alright? If I wasn't there you would've stabbed that cashier in the face."

She didn't say anything. How could she explain that the creator and the others never taught her that? That killing perceived threats was always taught to be right?

"...I know it's not your fault, but you need to do better. I won't always be there to make sure you don't slip," He reached a hand out and ruffled her hair. It felt nice, "Now come on, get some sleep; New York's still a long ways off." He lowered himself back on the chair, "Goodnight, Laura."

She made her way back to her bed and covered herself with the cheap blankets, the fatigue finally catching up to her.

"Goodnight, Peter."

Laura closed her eyes and drifted off into a mercifully dreamless sleep.

* * *

 **So...anyone remember when this was meant to be a Spider-Gwen and Noir fic, and not, you know, a poor man's Logan? I won't deny this chapter was made relatively fast for me, but damn it feels so disjointed from the rest of the story; and it doesn't even have the sheer epicness factor that Frog-Man has to make up for it.**

 **Laura wasn't as violent in this chapter as one might expect, but that's because I'm basing her characterization on both her appearance at Logan and her early comic appearances where she was a pretty apathetic doormat due to her programming. So while she'll attack people she perceives as threats her sense of free will is absolutely shot.**

 **Anyway, the next chapter is either the Gwen and Noir date or a Cindy focus chapter regarding her acclimation to Earth-65, along with some development for Harry. The former has the carnival cringe outing while the latter has the talkshow and some actual attempt at redemption for the Green Goblin. Since I'm (relatively) certain people don't mind either way I'll probably just flip a coin. You can give an opinion if you want.**

 **Questions:**

 **1\. Following on the above AN, do people think Noir has exhibited traits of having a deathwish? I admit I based a decent chunk of his behavior on characters like Rorschach, Kaine and Red Hood, who exhibit deathwish-esque behaviors throughout their careers, but I didn't intentionally write him as someone who (unconsciously or not) wants to die.**

 **I dunno, what do you guys think? It might be an interesting thing to tackle even if it wasn't intentional at the start. I'll also do my best to not make him suicidal or angsty, since the three characters mentioned above don't try to kill themselves despite their issues.**

 **2\. Given the comments in the last chapter I'm biting the bullet: do you guys want at least hints of romance between Shadowcat and Spider-Man? These two were only ever meant to have a relationship that could be described as 'closest thing the other has to a friend', but even then the fact that he's leaving crimps that. I dunno, is this a thing you guys want? Even if Spider-Man isn't going to change his mind about leaving like Noir did (at least partly) due to Gwen?**

 **Incidentally, this does make me wonder how the relationship would go if I actually partnered him up with Cindy as per my original plan. At the very least the Weapon X thing wouldn't be a factor, but Harry would be a near non-entity due to the lack of a partnership with him. That and the relationship between her and Spider-Man would be a less fucked up version between Gwen and Noir, which was the main reason I cut it out. Shadowcat is at least unique relationship-wise.**

 **Review Answers:**

 **Krolikson - To be fair I had to lie about it since saying 'they adopt Laura' would be spoiling...also, I'm technically still right: it's an absolutely terrible idea for these two violent assholes to take care of a child.**

 **Cyclopz - Guidance office with everyone else being decades long veterans. As for your questions: she's a mix of her appearance in the Logan movie and the Target X comic book. And yes, Laura would be able to escape since her claws can cut through the webbing; it's one reason Shadowcat tried to pin her down with her phasing powers.**

 **Dr. Sugarcakes - Webbing Laura does nothing since she can claw her way out and the guns were destroyed by the Bombhead explosion. And as this chapter indicates they did search the facility, but they bolted since the bombhead explosion definitely drew attention. It's one thing to fire guns, it's another to vaporize a part of the forest.**

 **KasugaRomio - Laura isn't very punk. Maybe Shadowcat is, but it's drowned out by her killing sprees. Also, yeah, the characters generally repeat: Noir and Spider-Man reiterate how insane Earth-65 is, Gwen gripes about fame being annoying, Laura snarks about her 'daddy' etc etc. To be fair it's perfectly in-character and sensible, at least from my POV, that they repeat. These are current ongoing problems, after all.**

 **Titan616 - For the SILK arc I'm gonna be using Gwen, Kate, Cindy, Spider-Man and possibly Shadowcat with the veterans doing something else. In the case of MJ she either joins in with Gwen fighting mad science experiments or she provides some much needed firepower to the Defenders. Quality over quantity, yeah?**

 **Also, yeah, I don't count Jack. I may count Bullseye, but we never actually saw Peter's response to that. I'll delve into it at the Jack arc. Hope you like this chapter :)**

 **Esquire-Man - Ask and you shall receive. One Laura chapter, at your pleasure :D**

 **Henchman213 - Hey, they knew what they were getting into when they took the job! Also, don't keep looking for mutants cause this is as far as I'm going. Besides, the Wolverines in this dimension aren't mutants - Logan was a samurai cursed with immortality, Shadowcat's a test-tube baby with psionic powers while Laura's the same, except she has metal claws. None of them were born naturally with powers, er go not mutants.**


	107. Bring out the Barf Bags

**Alright, everyone, as the title indicates you should prepare for barfing because this chapter is probably one of the least comfortable I felt writing. I've made no secret that romance isn't my forte, so as expected an entire chapter on it is definitely not gonna be my magnum opus. I'm most comfortable adding romantic moments in-between the serious scenes.**

 **With that in mind I'd just like to warn/relieve everyone that it's not as sappy or light as one might think. I tried to make it sweet and cringy all throughout in order to contrast it to the Weapon X parts, but me being who I am a decent chunk of the chapter is actually spent on angst and the two leads talking about their problems. Whether this makes it better or worse is up to you.**

 **Anyway, my RL friend finished up reading to the latest chapter...and she agreed with Uncle Ben: there seems to be a definite lack of male characters on the Hero side of the story. I'll ask more on that later, but it's definitely something.**

 **Besides that the latest Spider-Gwen continues the Gwenom plotline and I have to ask myself: What is with everyone there bringing up Gwen's powers? Castle brings it up to insult Gwen, Murdock uses Gwen's behavior as proof that she now knows what power's 'really' like and that he's not alone anymore, 65-Peter and Vulture were insanely jealous of her because of it.**

 **Is Gwen literally the only powered person in Earth-65? Cause I coulda sworn She-Hulk and Wasp are a thing and yet these two assholes - and Vulture and 65-Peter in the earlier chapters - act like Gwen is some kind of irreplaceable anomaly. It reminds me of 616 getting a crap reputation despite literally palling around Captain America and living in a world full of gods, demon, cosmic entities and everything in-between.**

 **In-universe Gwen really ain't anything special based on powers alone, even if Earth-65 is fledgling compared to 616 and Ultimate. Why did Matt focus on her and not, say, Captain America an She-Hulk who are far more famous and established in-universe? I highly doubt a Spider person is such a giant thing in the Marvel Universe, of all things, that these nutbars obsess over her to such a degree and use her as a target for their spite, jealousy and rage without considering anyone else.**

 **Side Note - Before I forget again, check out 'Watch me Rise' by Photronique on youtube. It was supposed to be the soundtrack for the Frog-Man chapter, but I kept forgetting.**

* * *

Going on a date. It should've been simple enough, right?

Wrong.

Gwen blew a tuft of hair out of her forehead and stared at herself in the mirror, lips curled in a slight frown. It wasn't that she hadn't been on a date before - she definitely had, despite Betty's teasing - but before it was just... _different_. Back then Randy asked her out after a particularly successful concert and she didn't see any reason to refuse him. He was nice, stood up for her when she flaked out (read: had to fight Dr. Sharktopus during their gigs) and he was good looking. Why not enjoy herself?

And for a while she did. She wouldn't say there was ever a point where she thought 'he was the one' or that she'd put a ring on it, but she enjoyed it while it lasted. It was never too major - going for takeout at the dollar dog, listening to some old music from his dad's collection, all that stuff. They hadn't really broached the idea of meeting each other's parents or doing anything more than being close friends who happened to make out sometimes.

The sex wasn't bad either, which was a definite plus in her book.

She wouldn't admit it till later, but she always knew that it would fail. Relationships and dating were give and take, and after a while even he got tired of her constantly flaking out on dates because she decided beating up that mugger and getting cussed out by their would-be victim for being a murdering freak was more important than keeping up with her promises. He needed answers and she wasn't willing to give it to him.

It didn't end with a big bang or a dramatic breakup. At some point they'd simply stopped going out with just the two of them and they'd both decided that it wasn't working out. She didn't cry herself to sleep or eat a bucket of ice cream or anything, but it did bum her out. Her first relationship since that clusterfuck at prom and she'd screwed it up because she was so afraid of opening up and dragging someone into her fucked up life.

"Come on, Stacy..." Gwen leaned forward and slapped both cheeks lightly. She wasn't going to fuck this up, she wasn't. Her relationship with Peter was hardly ideal, and there were a few times she wanted to punch his lights out, but hell, they'd made it this far. That had to count for something, right? Who cared if She-Hulk constantly 'suggested' she break up with him because of the negative press and her rabid 'fans' frothed at the mouth of the two of them together?

She _deserved_ to be happy, damn it. She was still human, spider powers or no.

"Why are you so fucking nervous?" she asked herself in frustration. It wasn't her first date and (not to toot her own horn) she definitely wore a dress with the best of them the (very few) times she thought to put one on.

...Granted she didn't have a dress _right now_ , but that was besides the point. It wasn't something she had to worry about before. Randy didn't care what she wore and whenever she went clubbing with the rest of the band she just had to show enough skin without coming across as a skank, so dresses were hardly a thing on her to-do list.

It felt odd, posing in front of a mirror and worrying about what clothes she should wear. Her bed was filled with an assortment of outfits, but she still felt uncertain. Would Peter care about it? He knew her best when she wore her costume, so showing up in a jeans and a hoodie couldn't hurt, right? Or would he dress up and then suddenly she'd felt like an asshole for not taking it seriously?

She raised her right hand and concentrated, watching her fingernails turn into a shade of light blue before they quickly shifted back to a dull white. She'd gotten better at using the suit to change parts of herself, but she never really found a use for it outside of her costume. It wasn't like clothes were in short supply and she didn't see the point of make-up considering her face was covered by a mask most of the day. At this point she'd learned how to change her costume back, though she still stuck to the red and black.

It reminded her of Webster.

Her thoughts drifted back to MJ. She was still with Janet for an overnight check-up, but from what she'd heard so far things were going well; or as well as they could considering how fucked up the entire situation was. The drugs were working as intended and so far she hadn't had any more episodes.

Gwen shook her head. Was it selfish of her to go out on a date while MJ had that monster inside her? She was definitely tempted to go to the Dyne building and be the moral support, but she reined it in. MJ herself told her not to worry about her and Gwen couldn't deny that she wanted at least one day without any costumes or problems on her mind.

"Hmm..." She reached out and took a clump of hair between her fingers. The tips were still dyed blue, which she and Peter both attributed to the suit. It really didn't bother her, like she'd said, but it did make her curious. If it could change the length of her hair and make clothes then what else could it do? "I wonder..." She narrowed her eyes in concentration and let out a muted sound of surprise when the length of her hair extended up until her mid-back.

That was...new.

"Okay, go back." She concentrated again and breathed a sigh of relief when the blond strands returned to their usual length. Cap told her once that her shapeshifting could be a useful defense for trying to unmask her - just change her face if anyone tried to take off her mask, she'd said - though Gwen had her doubts. If anyone could get close enough to grab her mask then they were going to do a hell of a lot worse than ask for a photograph.

That should've been the end of it, but of course she just got more and more curious. Could she grow taller? Shorter? What was the limit? Webster probably could've told her... "Damn it, stop moping." She took a deep breath and put a smile on her face. Now wasn't the time to think about everything bad that happened to her.

"What else can it do?" she wondered aloud. Again her better judgement her eyes drifted to her chest. She a little more on the lean side than the rest of her friends, and she perfectly liked it that way. One thing she was always curious about was how the people who made Spider-Woman fanart expected her to swing around with balloons strapped to her chest and her hair gushing out like a waterfall. Still, she couldn't deny that she was curious if anything would happen.

10 seconds later when her cup size went up by at least 5 notches and her hair spilled clear past her butt, she realized it wasn't just cats that curiosity killed.

"Oh, shit!" She crossed her arms in front of chest and winced. One second she was her usual Spider-Womany self and the next...this, "Crap, crap, crap!" She used one hand to pull her hair up and nearly stumbled back before she stuck herself to the floor, "Uh, go back! Go back!" she screamed at her reflection. She did _not_ want to explain to her mom and dad why she got a sudden makeover.

Of course that was the cue for the door to open and for her mom to strut in with a giant grin on her face, "Hey, sweetie, I thought you..." She stopped and stared at her daughter. The younger Stacy met her gaze and they looked at one another in complete silence for a few seconds before the older woman's eyes eventually drifted downwards, "Well...that didn't come from my side of the family, I can guarantee you that."

"W-Wait, I can explain!"

5 minutes later she told her mom all about the symbiote suit - except Webster and its death; that was a conversation for another time - and managed to make herself look normal again, "So...yeah." Gwen brought a hand through her now-short hair and gave her mom a weak smile, "I was just testing things around. It was for work, honest. Shapeshifting's really useful and...stuff."

"Work...right." Her mom's face practically screamed 'bullshit it was', but she didn't press her on it, "Well...ignoring your attempted boob job." Gwen cringed, "I heard from the grapevine that you and little Peter were going out on a date."

"The grapevine?" She gave her mom a skeptical look.

"Alright, I heard you talking to that Mary Jane girl over the phone about it earlier." She rolled her eyes and smiled, "And I thought that this would be a good chance for me to catch up on ten years of missing mom time."

"It's not like this is my first date, you know..."

"Really? How many boyfriends have you had?"

"Um...one." No, she wasn't going to mention the one night stands or the time she slept with Kate. She'd embarrassed herself enough, thanks.

Her mom's smile widened into a grin that made Gwen's cheeks redden, "Just the one? Well, I guess I can't be too surprised. I know how overprotective George gets." Her smile faded and she spoke her next words quickly, "So what are your plans?"

"Oh, there's a traveling carnival coming to town tomorrow."

"A carnival date? How sweet." Gwen's cheeks reddened again. Being talked to like she was teenager going on her first date was simultaneously embarrassing and (oddly) calming, "Well, I've got just the thing for that."

"Mom, you really don't have to-"

Before Gwen could finish her mom ran out of the room and came back carrying a white sundress with thin shoulder straps, "I wore this when your dad and I first went out. It's perfect, right?"

"Uh...mom?"

"Yes, sweetie?"

"I can see the price tag." Gwen pointed to the aforementioned tag sticking out of the back, her expression flat, "And you told me about your first date with dad. You guys went to a rock concert, so I'm calling bullshit on you wearing that."

"Huh...how did that get there?" She quickly puled the tag away and threw it in the trash, "Anyway, like I was saying-"

"Mom, trust me, I'm good!" Gwen said quickly.

"Just let me have this, please," her mom replied, voice soft, "I missed everything with you, Gwen. Birthdays, first crushes, first dates...you and George had to deal with all that alone." Her grip on the dress became shaky, "I just...I wanna be your mom for once."

"...You never stopped being my mom." Gwen frowned. Great, now she felt like an ass, "I'm sorry, mom, I'm just..." She exhaled deeply and sat on the bed, "I'm nervous, okay? Me and Peter don't talk about it a lot with you guys but we've been through some shit."

"Define 'some shit'." She sat next to her.

"Well I punched his lip open and lied to him about my identity for two months," she said bitterly, "Oh, and after he found out about the whole lying thing he punched me in the throat and said the only reason he didn't shoot me is cause he was out of ammo." She justified it as him being hopped up on Lizard rage, but it did little to stop the memory from being supremely uncomfortable.

"That's...wow." Her mom pulled her into a one-armed embrace, "Are you two okay?"

"For now, yeah. But with his memory issues and everything else...I'm scared we're gonna fuck this up and go back to hating each other." She closed her eyes and took a slow breath, "...Actually, you're right, I totally need some mom-daughter bonding time, so could we do that?"

"I'm glad you asked," her mom said, trying to banish the heavy atmosphere, "I'm thinking a makeover. Nothing too serious, and you can keep the blue dye, but maybe some light makeup. It's not every day you go on a date with an old friend, right?"

"I guess..."

"I always did think you two would end up going out when you got older," she continued, "I mean I didn't think it'd be like _this_ , but still." She set the dress down beside them, "You care about him, right?"

"Yeah..." They'd had their ups and downs, but she couldn't imagine what her life would be like now if he just left.

"Then that's enough." Her mom nodded and stood, "Now, no more pouting. We're gonna go get some make-up...and maybe buy some condoms."

"W-What?" Gwen sputtered.

"I mean you are planning to use protection, right? George is a bit young to be a grandpa. Me personally I wouldn't mind getting a couple of grandkids. It'll give me someone to spoil now that you're a badass Superhero."

"Wh-What makes you think we're going to have sex?"

"...Because you're 19 and that's what kids do these days?" she said, as if it was the most obvious thing in the world, "Maybe you're the exception, but from what I heard from Jessica you and Peter already crossed that line a while ago."

"What the hell is Jess telling you?!"

"That's for me to know and you to get embarrassed about later, Spider-Gwen." She _cackled_ , "Now come on, I've got a lot of moming to catch up on and the night's young."

Gwen sighed and followed after the Stacy matriarch with a smile. She could only hope Peter was doing better than her.

* * *

This was Hell.

Peter washed the last of the ninja blood off his hands and face and let out a tired exhale. He cleaved through over a dozen of those bastards before they finally held off and even now he didn't see the point. To send a message? It wasn't like he hadn't killed Matt's pajama brigade before - the katana lying on his dinner table was a pretty decent reminder of how much he'd taken from him.

And then there was that plea...

Shaking his head, he splashed more water on his face and walked out of the bathroom, ignoring Dog's soft barks. Norah finally had enough of dogsitting and now the little pug was with him again, though he doubted that'd last long. As soon as he got bored he'd leave and there was nothing Peter could do about it.

He sat on the couch and let the (relative) peace and quiet calm him briefly before he heard footsteps. Cracking one eye open, he suppressed the urge to frown when he caught sight of Lana stepping out of his room with a large stack of his clothes on her arms. He'd mentioned planning to go on a date tomorrow as an excuse to be left alone, which she took as an invitation to stay in and help him prepare.

Again, Hell.

"Christ, Pete, what's with this shit?" she set the stack down on the table and Dog immediately pounced on the long sleeve of a black shirt, chewing and gnawing the cloth, "Why do you only have padded shirts and cargo pants? And why are they all black and brown?"

"Because that's what's useful." The only reason he'd stopped wearing gartersocks was because men apparently didn't wear them for decades in this place. Trenchcoats too, now that he thought about it, "I'm not as durable as Spider-Woman and the colors help me blend into the environment. Thought that was obvious."

"That's not what I meant." She scoffed, "Are you planning to wear this on your date tomorrow?"

"...Yeah? What's wrong with it?"

"Oh, Jesus fucking Christ." Lana laughed under her breath and pulled the sleeve out of Dog's mouth, which got her a sad whine in response, "You two are going on a date, not beating up thugs in an alley."

"So what?" What's it matter what clothes we wear?" Gwen mentioned her mom making her wear a dress earlier, but he doubted she was serious about that.

"You've...never been on a date, have you?" Lana meant it as a joke, but the silence that came from him afterwards was all too telling, "Wait, are you fucking serious? You've never been on even one date? At all?"

"I didn't exactly have a lot of time, you know." He scowled at the amused grin the younger girl gave him, "And hey, you're one to talk. What was that you said about your first kiss?" Her cheeks flushed red. He had to admit he took more satisfaction in that than he probably should've, "Least I didn't lose my first kiss to someone whose never been on a date before."

"Sh-Shut the fuck up." She blew out a frustrated breath and wiped her face quickly, "Anyway, we need to go shopping. You can't go on a date looking like you came straight out of bootcamp." She walked behind him and gently grabbed a handful of hair with her left hand, "Hm...you need a haircut, too. I can do that myself, but the clothes we're gonna have to buy. I know a good place that's open till midnight."

"...Why are you doing this?"

"What do you mean?" Lana asked back.

"This." He gestured to the clothes on the table that Dog was currently swimming in like that cartoon duck, "I thought you didn't like Spider-Woman that much."

"I don't like or hate her. It's not like we talk a lot," she said, "But...shit, I've heard the way you talk about her. I'm not gonna lie and say it doesn't fucking sting that you're going out on a date with someone else, but I'll deal." She let go of his hair and he practically felt her smile, "Just promise me you're not gonna regret this, alright? That warning I gave about Linkin Park still applies."

"Yeah...thanks."

"Don't mention it. This way if the date fails at least I won't feel guilty going for the rebound." That was a joke...right? Before he could ask Lana grabbed Dog and set him back down on the floor, "Now come on, we gotta buy you some clothes and make sure you don't look like an asshole tomorrow."

* * *

"Come on, Gwen, you can this."

Gwen looked up at the rising entrance of the traveling carnival and gulped. The place was bigger than she thought, something Tony Stark and his new fleet of (experimental) transport vehicles could take credit for. The economics and tech were way above her head, but apparently Stark was working in conjunction with Janet to use the Dyne particles to lower the cost of transportation of non-organic materials.

All she knew was that it meant roller coasters could fit into the back of a truck, which was just fine with her.

She pulled her phone out of the pocket of her dark jean jacket and glanced down at the '12:07' that took up the upper half of the screen. It didn't matter much considering the carnival was a midnight hour thing, but her mom insisted on a proper timeframe. _Noon's a good time_ , she said, _people always line up early at these things_ _. It'll give you a chance to break the ice._

Gwen found Peter a short distance away from the end of the line and she paused. He was dressed in a dark, well-fitted turtleneck, a pair of light brown khakis and dark brown boots that looked far more expensive than what he was comfortable with. When he raised his head to her direction she idly noted that his hair was shorter and styled with what must have been a generous amount of hair gel.

He looked...good.

"Gwen, hey," he said as soon as soon as she was close enough, "It's...good to see you." His eyes trailed downwards by the barest amounts and she resisted the urge to turn away self-consciously. Her mom suggested (read: forced her into) the white sundress and light blue sandals, and Gwen had to fight her to even allow the jean jacket that covered up her far too bare shoulders.

...And no, she didn't miss the fact that it was the same color as her costume. 10 years did little to stifle her mom's sense of humor.

"Yeah, you too." She tugged at the skirt self-consciously. It wasn't like she was shy about showing skin, but the idea that even a single flip would expose her undies for all to see was definitely something she didn't take comfort in.

"So...should we go?" He gestured to the somewhat long line.

"Oh, yeah, sure."

The 20 minutes (thanks, mom) in line were spent in complete and utter silence. Every time she tried to open her mouth to say something the first thing that would come to mind was about 'work', and that was the last thing she wanted to talk about while she was baking in a sun surrounded by dozens of other New Yorkers who might or might not maul her if they even had a single inkling on who she was.

They walked inside, the same stifling quiet over them. Gwen clenched and unclenched her fingers and look at Peter's hands, which he'd stuffed into his pockets. Should they hold hands? It seemed like the 'proper' thing to do in a date, and they'd definitely done it (and more...) before, but now she felt a sense of unease at even thinking about it.

"...Wanna go on a ride?" he asked suddenly. Gwen blinked up at him and he pointed in the direction of the roller coaster, "Line's pretty big, but I've heard that roller coasters went through a lot of changes in the past eight decades."

"Oh, yeah..." Great, just what she needed: another reminder of how fucked up his identity was, "I mean, if you want..."

"Do... _you_ want to go?"

"Ah..sure, I guess." She forced herself to smile. Relax, damn it, "Yeah, actually I've been looking forward to it."

She wished she could say it was heart-racing and exciting and all that jazz, but honestly it was underwhelming. She could feel the others ahead and behind them holding their excitement and fear as the car rose to its peak. A few years ago she would've done the same. Instead all she felt now was a rising sense of 'meh'. After swinging through town and freefalling from skyscrapers a roller coaster with seatbelts was enough to make her fall asleep.

The screams started as soon as they fell. Gwen leaned back on her seat and watched Peter through the side of her vision. He looked just as bored as she did, his eyes half-lidded and his hands holding onto the seatbelt so loosely he likely only did it to avoid standing out.

Before she knew it the ride was over and they both walked out feeling no different from when they got in, "That was...fun." she said.

"Yeah, I agree." He stuffed his hands back into his pockets and kicked at a loose stone, "So...wanna go on another ride?"

 _Not really_ , "Um...well-"

"Is something wrong?" he asked suddenly. Before she could reply he nudged his head to an empty bench nearby, "We can talk there and get some shade. Sun's killing me."

"Uh, sure." Gwen's felt her hands sweat up as they drew closer and closer to the seat. Did she do something wrong? She was following her mom's advice and everything. The pounding in her ears grew worse until they finally sat next to one another, "Peter, what's-"

"You're worried about something," he said.

"That's..." She looked down and bit her lip, trying to ignore the taste of lip gloss on her tongue, "...Look, I'm fucking this up."

"No, you're not." He shook his head and looked down at his lap, "Look, our you-know-whats don't work on each other, but it doesn't take a sixth sense to know that something's wrong. You've been jumpy ever since we showed up. Is it because of the dress?"

"What? No. God no. I mean I'm not gonna be jumping around on this thing, but..." She took a deep breath, considering her next words, "That's just it, isn't it? We're on date, we're both dressed up and we just a rollercoaster that made the person behind us faint, but even now I can't stop thinking about...work."

"...Yeah, I know what you mean." He sighed, "We spend most of our days with masks on that something like this feels weird."

"I don't want it to feel weird." She pursed her lips, "I mean it's not like I don't know how to relax. I've been to gigs, I go to clubs, I go drinking...but now all of a sudden I can't help but think that I'm fucking something up somehow."

"Worried about Mary?"

"...Kinda, but that's not it." She shook her head, "It's just...I feel like us, being here, something's gonna fucking explode or something."

"If you didn't want to go to the carnival you could've told me. I'd understand."

"That's not it." She let out a frustrated breath, "I want to go to the carnival with you, I want to do all that mushy romantic crap that we never get to do because someone's trying to blow up New York or because dad's doing the overprotective papa wolf thing. I do. It's just..." She pressed her hands together, "...Did I ever tell you about Randy?"

"Your band manager?"

"Yeah, I used to go out with him. It wasn't anything serious, just some dates so I could take a break from the whole mask thing." Would she have gone out with him if she didn't need a distraction? She didn't want to know the answer.

"Everyone needs a reprieve, I get that."

"Well, I fucked it up." She smiled wryly, "I've never really been in a relationship, Peter. Randy was nice, but I never thought he was the one and we never did the L word thing. I was just riding along, and now I'm wondering..."

"If this this is gonna end the same way?" he finished. Gwen nodded, "What made you start worrying? You were just fine when we went to Mary's cabin and when Captain Stacy popped the question to Jones."

"Back at the cabin we weren't going out yet, and that time we were with dad was before She-Hulk started getting on my case about PR and that fucking talkshow..." She winced, "Look, I don't give a crap if people 'approve' or not. I busted my hump to help people for years while they called me a murderer, so they can shove their 'you're obligated to be above everything' bullshit up their asses."

"...Do you have any regrets?" he asked, so softly that she almost didn't hear him through the background noise.

Regrets? After all they'd been through to get here? She shook her head. Why was she worrying so much what her 'fans' thought about her? She was a Superhero, damn it, not their maid. They couldn't tell her who she could and couldn't be with.

She wasn't going to fuck this up.

"No..." Gwen reached out and took his right hand in hers, "I told you before that I wanna try this. Maybe we'll regret it later, maybe we won't, but I'm not going to cave just because a few assholes think they get to tell me what to do after they spent years treating me like shit."

"Yeah..." Peter squeezed her hand in return and curled his lips up in a small smile, "Is that the only problem?"

"Not really," she laughed softly, "Look, I know it's a good sign that we both dressed up and all, but this just feels like...I dunno how to describe it."

"Like we're putting on another mask?" It wasn't exactly how she would've put it, but she nodded all the same, "I get what you mean. Parker was in love with you and he hated the idea that Harry could've had this with you. Now that we're doing this, I...I don't know what to do. I'm not ashamed to admit that I'm not very romantic. Hell, I wasn't even gonna dress up. Lana had to drag me kicking and screaming to go clothes shopping with her."

"Heh, same." She grinned. Somehow knowing she hadn't been the only one was comforting, "It's not the dress or your outfit, I just...I don't want to worry too much about following an instruction guide mom got from a magazine that's probably older than she is."

"Yeah..." He laughed, "Lana gave me the third degree before I left: Don't talk about the Dark Spider, make sure not to hold her hand first unless she gives you a sign, always ask her what she wants to do first. She said I had to be a gentleman on the first date; after that's when I can be, to quote her, 'your usual assholish self'. ...Oh, and she gave me a patdown to make sure I didn't bring anything with me that'd get me arrested."

"Ha!" She used her free hand to cover her mouth and stifle her laughter, "No wonder you were acting so stiff. I thought something crawled up your ass."

"Me? You're one to talk! What was that about looking forward to the roller coaster? You looked like you were watching paint dry!

"Hey, it's not my fault it was freaking boring!" she shot back, feeling a weight lift from her shoulders. This was more like it; joking around without having to worry about what she 'should' do for a date because she was worried about fucking up, "Look, can we both agree that my mom and Lana are terrible wingwomen and we shouldn't have taken their advice?'

"Agreed...though, I can't say it was all bad." His eyes trailed down briefly before he quickly met her gaze again, "You look great, Gwen...I probably should've said that earlier."

"You clean up nicely yourself, Mr. Parker." She stood and tugged him up as well, a smile on her face, "Alright, so let's start over: what do you want to do?"

"Carnival games?" He pointed to the tents with his left hand, "Rides here aren't going to do much for either of us, but we can still have some fun."

The first thing they went to was the ball toss. It was simple enough: 5 milk bottles stacked up in a pyramid while she had three chances to knock them over. She didn't usually enter physical competitions anymore - it was hard not to feel scummy when she could make cartwheels in her sleep and lift cars one-handed - but here she didn't feel too guilty. She knew for a fact that carnie games were rigged and she was planning to win.

Or at least she would have, if the last bottle hadn't stubbornly refused to fall.

 _'Are you fucking kidding me?!'_ She glared at the last bottle hatefully and tried to ignore the carnival employee's canned line about how sorry he was that she lost, "These games are rigged!" she whispered to Peter, who just gave her a look of exaggerated sympathy in response, "I can fight off a bear, there's no fucking way that thing stayed put, even if I was holding back!"

"...It's just a game, Gwen." The amused smile on his face just made her cheeks redden more in frustration.

"Yeah, a game where no one ever wins because the carnival cheats." She pulled out another dollar from jacket and slammed it down on the counter, "I'm fucking winning this game now. They just made it personal."

"Do remember to hold back, darling," he teased.

Gwen almost tripped over herself at the sudden nickname. Peter didn't do sweet talk, "You worry too much, _honey_." She shot back, rolling her eyes as she picked up the next stack of balls.

5 minutes and 3 games later she still hadn't won. Gwen prepared another dollar before Peter grabbed her shoulder and all but dragged her away from the stand, "You're not gonna win. My guess is they glued the damn thing to the board, so if you did knock it off we're gonna have to answer a lot of uncomfortable questions."

"It would've been worth it." Gwen pouted and turned away from the vendor sarcastically asking her to try her luck again, "...Fine, let's go on another one. I need to wash the taste of defeat off my tongue."

"Always so dramatic," Peter laughed softly, "Well, alright, how about that?" He jerked his thumb to the shooting range, "Hit enough targets and you get a prize. Games haven't changed much since the 30's."

"You do it. I wanna see if you have better luck." She crossed her arms in a 'have at it' gesture.

She hated to admit it, but he did way better than she did. She didn't know if it was his powers, the fact that the game wasn't rigged, or both, but 15 bullseyes later Peter set the gun down and flashed her a smug grin, "Guess my luck isn't all bad, huh?"

"Oh, shut up and take your prize."

Said prize ended up being a large stack of tsum tsum toys, which they were only allowed to pick one of. That in and of itself wouldn't have been anything noteworthy...if not for the fact that all of the toys in question were all based on based on various Superheroes. Gwen didn't know whether to laugh or cry when she saw a doll of Spider-Woman lying haphazardly next to two more dolls that were definitely molded after Moon Knight and Felicia.

There was even one of Castle, which was just...disturbing.

"...Lana's gonna freak when she finds out." Peter picked up the Striker tsum tsum and took a quick picture of it with his phone before putting it back, "...You want one, Gwen? I'm not really into dolls."

"Nah, I'm..." she trailed off when she caught sight of it: a Spider-Man doll, sitting all by its lonesome on a corner like it was judging the rest of the dolls in the pile for daring to be clumped together. Peter followed her gaze and she immediately wished she had enough presence of mind to pull out her phone to catch his completely flabbergasted expression.

"...I'm getting it." Her mouth split open in a large grin.

"No, you're not." He scowled at her, though the effect was ruined by the blush he sported.

"Oh, I totally am!" She grabbed the doll before he could reach for it and held it close to her protectively, "No takebacks, dear. I want this."

"But...c'mon!" He rummaged through the pile and quickly pulled out a Ladybug doll, "What about this?" He shoved the spotted hero toy to her face, "I heard she's popular in France or something, so just put that...abomination back and-"

"Nope," she said, making sure to make the pop the 'p', before she walked away with, whistling jauntily all the while. Peter stared after after her for a bit before he eventually followed, glaring at the little tsum tsum she held in her right hand.

She refrained from telling him it made him look more cute than menacing.

They played a few more games - some of them fair, most of them rigged - before her stomach whined and they stopped at a nearby outdoors place. Gwen looked down at the menu before ordering at least one of everything from the first two pages along with a large chocolate dessert. Her mom's magazine list would've cried at how 'unladylike' she was, but screw it. She was pretty sure the Stacy matriarch didn't follow it either.

"Feeling better?" Peter asked as soon as they took their seats.

"More or less." She set the doll down on the chair next to her and leaned forward, arms propped up on the table and a soft smile on her face, "...Hey, I didn't say it before, but thanks for asking me out. I just...I _needed_ a break, and if you didn't do this I'd be out there swinging around and running myself ragged." A part of her still wanted to, but it was steadily growing shorter.

"I think we both do." He smiled at her in turn, "...You know, it's funny. The kid...me...this was all he wanted. To be special, to be able to tell you how he felt...sometimes I wonder..."

"Wonder what?"

"...It's nothing." He let out a muted breath and leaned back on the chair.

"Hey, you can tell me." She reached out and tentatively held both his hands, "No more pretending, hm?"

"That night at prom," he started slowly, "Every time I remember it I just feel...disgusted. The kid nearly killed people in that auditorium and the only reason he didn't was because you were there to stop him. You took responsibility for that for three years, but..."

"But...?"

"If that didn't happen, would I be here now?" He shut his eyes, "If the kid didn't die then the Spider-God wouldn't have had a corpse to try and make his new puppet...and you would've never been treated like a monster-"

He never got to finish. Before he could go any farther Gwen leaned forward and took his lips in a gentle kiss. This time his hesitation lasted for only two seconds before he leaned forward and deepened the contact.

She was tempted to go deeper before she remembered they weren't exactly alone. Gwen (reluctantly) pulled back and grinned goofily at the traces of lip gloss on his mouth, "...We can't change the past, Peter. All we can do is try to fix it going forward. You were the one who told me I blamed myself too much, so maybe try taking your own advice. I know we don't agree all the time, but you helped save this city."

"Yeah, and I didn't even have to wear tights." The joke was weak. She still laughed, "...You're right, I'm done worrying. I heard there's a haunted house around here and I'm curious on what people here think is scary."

"Mmm, ghosts, goblins, zombies, all the usual stuff. Why, what do you think is scary?"

"Poverty, racism, corruption, selfishness...though I guess it's a bit hard to make the employees dress like lawyers and politicians and convince people that's scary." Thoughts of Murderdock came before she quickly shook them off, "I also heard there was a food eating contest later. You wanna join?"

"Yeah...I don't think seeing your girlfriend stuff her face is anyone's idea of romantic."

"Who's 'anyone'? Cause I don't see anything wrong with it." He shrugged, "We're not normal, Gwen, so I don't see any point in pretending flowers and walks on the beach are what make us happy."

It was only hours later that she realized he didn't contradict her when she called herself his girlfriend.

The haunted house was disappointing, though that was hardly a surprise. After Moon's mad science lab and the other assorted nasties they ran into the past year a bunch of underpaid employees in cheap masks and latex barely even registered as surprising. Gwen still played it up and clung to Peter right arm like a distress damsel, though she had a feeling he knew she was just, as her British brothers and sisters would say, taking the piss.

The all you can eat buffet was embarassingly easy. Gwen still felt kinda bad considering she had an unfair advantage, but she was pacified by the fact that it was all in good fun. There were no professional competitors and the trophy was covered in aluminium wrapping that was already chipping off by the time she finished her plate of hotdogs and won the contest, so it wasn't like she took anything major.

The look of disbelief on the announcer's face when she strolled up on stage for her (misspelled) prize was definitely something she'd remember for a while. Gwen raised the trophy in the air and grinned down at Peter. The other Spider's eyes were closed and he laughed, clapping along with the rest of the crowd. A feeling of warmth spread across her chest at the sight of him so carefree.

It was past 9 pm by the time they finally left the place. The carnival would stay open for a few more hours, but they'd both agreed they'd had their fill. Gwen popped a handful of mints into her mouth and matched Peter's pace, her left hand holding onto his in a firm grip. She had no idea where they were going, but that hardly mattered. All she knew was she didn't want the day to end just yet.

And that was when fate decided to take a literal piss on them.

She barely felt the soft tingle of her spider-sense before the first raindrop hit against her cheek. It started off slow before suddenly shifting to a veritable downpour that left her wishing her jacket had a hood.

"Shit!" She was almost tempted to have the suit cover her until she remembered that this was hardly the place for it.

"Yeah, you're telling me!" Peter tugged her hand along and pointed to a nearby building, "There's a hotel there, we can take cover inside."

The two of them stumbled past the fancy entrance and shivered as the air-conditioning hit their soaked skin. Gwen pulled her soggy hair out of her eyes and cringed at the sight of the employees looking at them distastefully. This place was way fancier than what she was used to; a couple of rain-soaked teenagers was probably the last thing they wanted to see.

"I'll pay." Peter pulled out the wallet from his khakis and grimaced at the soaked bills inside, "How much you think one night costs?"

"Fuck if I know. Honestly I'm tempted to take my chances in the rain."

"Yeah, you and me both."

"We'll split it." She took out her own set of bills from her jacket and eyed the listing above the counter. A few hundred bucks at least, though at least it came with a hot shower and a mini-fridge, "Look, let's just stay over till the rain tides over. I can swing us back when it's done."

"Sounds like a plan."

* * *

Peter threw off the shoes as soon as they were inside and quickly got to work taking off his turtleneck and pants. Gwen stared at him for a few seconds before she quickly made her way to the bathroom. He'd agreed that she would go first, though he couldn't deny it wasn't without some regrets, "Christ... He tossed the sweater and pants into a nearby hamper, leaving him in just his boxers.

Just practically naked with Gwen in the shower...

The sound of running water jolted him out of his thoughts, "Get a grip, Parker..." It wasn't like she hadn't seen it before. He grabbed the towel off the rack and wiped himself dry. The cold was nothing compared to the chill he had to deal with every time he disappeared and already he felt himself growing steadily warmer.

He threw the wet towel away and sat at the edge of the bed. The entire day went better than he thought it would, despite their rough start. After last night he had his doubts that continuing their outing would be a good idea: a Supervillain could've attacked, Matthew might've sent his ninjas out of spite, or maybe the city just decided it had enough and suddenly blew up. Knowing their luck he could see all three happening.

The water stopped. Peter looked back and did his best to keep his expression blank as Gwen walked out, a trail of steam following after her. The baggy shirt covered her decently enough, but it did little to stop his eyes from flickering to the exposed flecks of still-wet skin.

"Shower's open." Her gaze drifted down to his chest without a hint of shame, "...If you want, I mean."

"...Yeah."

He didn't get that far. As soon as Peter got close enough the temptation became too much and he pushed Gwen against the wall, lips crashing against her roughly. She didn't even show a hint of surprise at the sudden push and wrapped her arms around his neck to tug him close. Peter heard her suck in strained breaths in between their kisses and he felt a rising stiffness between his legs.

Neither of them said a word. Peter's lips trailed down to her neck to her collar before eventually stopping on her chest. He pulled her shirt up in a rush and continued kissing the skin of her breasts, rougher and more desperate than before. Gwen bit her lip and to try and stifle her moans and grabbed the back of his head with both hands, though whether she wanted to pull him away or keep him in place he had no idea.

"Peter..."

"You don't have to be quiet." His hands traveled along the length of her body and a soft moan escaped before she stopped herself. He wanted to hear it again, "It's just the two of us, it's alright." He stopped right between her legs and bit down gently.

Gwen screamed.

Peter woke up hours later. His eyelids parted open slowly and he groaned, trying to ignore the slight soreness across his body. They'd definitely gotten better at it - and Gwen's control over the suit was getting better - but it wasn't always easy to hold back her strength in the middle of the act. He was just glad they didn't have to use webs this time; he had no idea how they'd explain it to the staff.

His clock told him it was a quarter past 4 in the morning. Peter looked back at Gwen and smiled softly at the sight of her sleeping calmly, her breaths soft and easy, "Ha..." He extracted himself from her loose hug and sat up slowly to avoid disturbing her. His pants were still uncomfortably moist, but he put it on along with his boxers nonetheless. Better than running around naked.

He needed some air.

The wind outside was cold, though Peter paid it no mind. He extracted the soggy box of cigarettes and took one of the few dry coffin nails before quickly lighting it. Even now, with his spider-sense completely silent, he expected something to go wrong.

An instinct that was proven all too right when his phone rang.

"...What do you want, Matt?"

"Impressive. I even made sure to call from a blocked number." He could practically see the blind bastard's smile on the other end, "I take it you had a fun day?"

"Get to the point. I'm not in the mood for games."

"Just thought you should know that your attempts to interrogate my ninja and crooked politicians about information on me are futile. By all means keep trying if you wish, but if you wish to win this war then I suggest you stop playing games with Ms. Stacy and actually take this seriously."

"Fuck off."

Peter cut the call and looked down at the street below with a scowl. Much as he hated to admit it, a part of him agreed with the son of a bitch. Was it right for him to play at the loving couple with Gwen when his continued existence placed her mother's life at risk? When he didn't know if he'd even live past the next week before Matt or Jack or any other masked psychopath killed him?

He didn't get a chance to think on it further before his phone rang again and Mary's name flashed on the screen.

"Mary? What's-"

"Tiger? Get over here now!" she whispered, obviously desperate, "Get Gwen if you can, she's not picking up her phone and-"

"Mary, slow down. What's wrong?"

A shuddering breath came and went before she said, "Captain America...she's here."

"What?" He looked back and found Gwen still sleeping on the bed, "Wait, does she-"

"I-I dunno, I just saw her talking with mom downstairs and...oh, God, what other reason could she be here for?" A few more frantic breaths passed, "Peter, I don't want to get...cut up in some fucking lab!"

"You're not! Just stay there. We're not gonna let anything happen to you."

* * *

 **Yeah...like I said, not as much romance as I promised. The phonecalls with MJ and Matt at the end were something I was torn on adding, but I couldn't help adding a little cliffhanger so this chapter wouldn't end on a flaccid (hehe...sorry) note of Peter and Gwen having a fade to black with some poorly written lead up/foreplay.**

 **Anyway, next chapter is either Gwen and Noir rushing to the Watson household to try and head off Cap or the Cindy focus chapter with the talkshow and development for both Harry and Cindy herself. Once again I'll probably just flip a coin since one's not much better than the other.**

 **Questions:**

 **1\. Following up on the above, do you guys mind the male-female ratio? I asked a similar question before with most of the guys being anti-heroes while the gals were ideal heroes - which had some weird implications according to some readers - but now I'm taking about the ratio in general. I generally don't mind myself, especially since the female slant is canon to Earth-65, but I wonder if other readers are bugged.**

 **2\. So after reading this chapter do you guys still think the pairing is viable or not? I did have the characters wonder about this aloud in the chapter itself, but once again they never really tackle it fully and just use kissing/sex to try and put-off the problem. I've already accepted writing the pair, but I wonder if it still holds up for people now that it's actually a thing.**

 **3\. Anyone want more Laura/Shadowcat/Spider-Man segments or did you guys have your fill with the last chapter? I won't be surprised if people refuse given that they feel disjointed even by this story's loose standards of continuity and plot.**

 **Review Answers:**

 **Roxasdualwielder - Shadowcat and Spider-Man would be terribad parents...**

 **Jormundgardner - Yep, and that means Laura nearly killed Chloe Price. Thankfully(?) Spider-Man stopped her. Anyway, hope you enjoyed the date chapter, though I personally didn't much like writing it.**

 **NeverendingZero - Rorschach was pegged by the author as seeking death even before that, so maybe.**

 **Nerdman300 - Black Widow does exist, yes. Not sure if I had her say it, but Cindy already mentioned Bobby Morse (male Mockingbird) and Kate definitely mentioned Clint Barton (Ultimate Hawkeye, so basically Bullseye on the side of good, which is sadly redundant here). Given this, and the presence of Quake/Daisy Johnson, Black Widow would definitely be present in the world.**

 **hatswa - You can read some good Laura family fics on archiveofourown. I recommend 'Grumpy Old Mutants' and 'Decanso'.**

 **Review 1118 - Laura's more of a daughter figure, if you wanna stretch it.**

 **Henchmen213 - Yes, clearly you're above all that :P**

 **Yohart Meltz - Er...do you mean _Shadow_ cat? Cause Black Cat never met Original Noir. As for the 'little pumpkin' in question, something tells me both of them would be horrible parents. Shadowcat is clearly apathetic and Spider-Man's leaving soon enough.**

 **Esquire-Man - Problem being Shadowcat has a life and has no interest in going to a time period where she'll be discriminated due to her gender and nationality. As for Noir, his current goal is to stop Murdock, which is hardly distraction material.**

 **Dr. Sugarcakes - Unless Noir takes some levels in John Constantine, there's no way he's negotiating with the Beast without getting screwed over. I suppose he could make a deal with Mephisto or something, but that's just replacing one evil for an even greater one.**

 **Guest - Please don't use my review section to debate movies/comics, thanks.**

 **Krolikson - Yeah, but that has limits; some ideas are terrible no matter how you slice it.**

 **Cyclopz - Honestly? No clue. I'm writing by the seat of my pants a lot of the time. Anyway, Laura's probably gonna be a character on Spider-Man's side of the story. I needed to vary it up anyway since Shadowcat as his sole interaction character was getting stale.**

 **AnUnorthodoxDecision - What about when Noir told Matt to shoot him? My friend pointed that out as a definite head-turner. It'd be one thing if he kept quiet to avoid begging, but him actively telling Matt to kill him caused her to think was something up. Not sure I agree, but there it is.**


	108. Little Red

**Late update. Work's been...not so good. Tomorrow might either provide some much needed relief or make me crash and burn harder, so let's get this update out of the way first. This might seem rusty due to lack of proofreading, but I'm really lacking the time to read through it now. Maybe next time.**

 **This is another Mary Jane segment, so this chapter's gonna be hit or miss for some people given that Earth-65 MJ is pretty damn different from 616 MJ. That and she angsts a lot in this chapter, though that's at least sensible considering what she's been through so far.**

 **Anyway, Volume 2's a thing now, if I haven't said before. This does mean that plot points like Hobgoblin, Donald Roxxon and the like will take place later on. It helps unclog parts of the story, at least.**

 **On a side note, I might or might not drop the talkshow and Cindy focus segment given the events and narrative so far. We'll see.**

* * *

"This can't be happening..."

Mary Jane knelt on the floor of her bedroom, hands grasping her hair tightly and her breaths coming out in panicked bursts, _'Calm down. You have to calm down.'_ She shut her eyes tightly and bit her tongue to keep from screaming in a panic. The last thing she wanted now was to draw attention to herself.

If wasn't so scared she might have laughed at the irony of Mary Jane Watson not wanting attention.

She'd called Peter a few minutes ago and he promised he'd arrive with Gwen as soon as he could. She had to trust them. _But what if they don't get here on time_ , a part of her asked bitterly, _what will you do then? Let yourself get captured? Caged like an animal?_

Mary Jane did her utter damnedest to ignore it.

Right now everything was screaming at her to run, to jump out her window and escape, but she stayed rooted on the spot. _They're expecting you to run_ , the rational part of her mind argued, _and you can't just leave Gayle and mom here alone._

That last warning stuck out to her more than anything else. The idea of _Captain freaking America_ hurting her mom and sister seemed silly, but from what she heard about Peter she was perfectly willing to keep the S.H.I.E.L.D's involvement with creating the monster secret for the 'greater good'. For all Mary Jane knew they'd put her in a dark hole filled with needles and file it as a 'necessary evil'.

Another minute of silence passed before eventually her heartbeat calmed down to something manageable. She stood and made her way to her desk, grasping at the wood weakly to try and keep her balance. She couldn't run, not after all this. She just had to trust that Gwen and Peter would get here on time, and until then she had to keep her cool.

"Yeah...easier said than done," she muttered bitterly.

Taking a deep breath, Mary Jane put on her flip flops and opened the door slowly. She could hide out in her room, she supposed, but somehow she doubted her ten year old lock could keep Captain America (and God only knew who else she brought with her) from kicking the door down. It was better that she face the music with her head held high. Maybe it wouldn't be so bad.

Any feeling of optimism she had was quickly swept away when she saw the scene that awaited her in the living room. The sight of Captain America being served tea almost seemed charming, especially since she seemed content to ignore the Avengers Harem visual novel that was paused on Gayle's laptop, but the All-American superhero wasn't alone.

The woman sitting to her right on the couch was the opposite of friendly. The leather jacket she wore did a piss poor job of hiding her S.H.I.E.L.D uniform and her face was marred in a deep scowl. As soon as Mary Jane entered the room the short haired woman's gaze turned to her and she felt an immediate desire to run back to her room, hide under the blankets and pray for the monster to go away.

Captain America was calm as ever, "Thank you for the tea, Mrs. Watson." She took another sip and smiled at the older(?) woman, setting the cup down as she did. From her place tucked into the corner Gayle looked at the head of the Avengers with a wide-eyed gape, looking torn between asking for an autograph and fainting from sheer hero overload. Hard to tell with her sometimes.

"Yes, yes," the other woman started impatiently, her own cup of tea untouched, "Enough with the pleasantries, Wilson. We both know what we're here for."

"I'm no so sure, Maria," It was subtle, but Mary Jane definitely saw a quick pass of annoyance pass through the soldier's eyes before it suddenly disappeared, "I told you I wanted to do this alone."

"Given your previous track record of coddling vigilantes who aid and abet fugitives, you can understand my hesitation with that idea," 'Maria' said coolly, "You know what's at stake here, don't you?"

"Of course I do, but beating Mrs. Watson and dragging her by force isn't-"

"What's going on?" her mom interrupted, eyes steely. It was a look she'd rarely seen on the older redhead, "What do you want with my daughter?"

"Mrs. Watson, we merely wish to talk to your daughter about-"

"You here about the monster, aren't you?" Mary Jane interrupted. Before Captain America could say anything else she raised her right hand and let the barest traces of red flash up her exposed forearm.

The atmosphere in the room went from awkward to painfully tense. The S.H.I.E.L.D's agent's eyes narrowed even further and her hand not-so-subtly inched towards the pocket of her jacket. Meanwhile, Captain America's lips pursed in that barely noticeable manner she always carried herself in (which was ironic for someone dressed like a walking American flag) and clenched her hands together, eyes darting between Mary Jane and the agent.

Still, it was nothing compared to the look of hesitation and _fear_ that she saw on her mom and little sister. They knew about her 'condition', assured her that it didn't matter and that they could work through this (and Gayle still seemed to think the hero thing was worth a shot), but this was way out of their league. When the incident hit they were safe at home in the suburbs, not in the thick of it like Gwen and Peter were.

"...Yes," Captain America said eventually, "From what we understand you're currently in possession of the symbiote that was bonded to Cletus Kasady a few weeks prior. Is this true?"

"Yeah." She didn't see the point in denying it; she doubted they'd send Captain America over for a routine check-in. Mary Jane crossed her arms stiffly and pressed her lips into a thin line in an attempt to appear calmer than she really was, "...How did you know?"

It was the agent that answered, "A report came from a Philip Watson a few days ago about being attacked by what he described as a 'red, bladed monstrosity'. S.H.I.E.L.D has disregarded most of these reports as being the result of PTSD, paranoia or a cry for attention, but not long after we received confirmation on the information from an anonymous source."

An anonymous source? Great, that was what she needed...

"Wait, was that about dad?" Gayle asked, finally speaking up.

"I...I attacked dad, Gayle." Mary Jane looked away to avoid their looks of utter shock. There was no love lost between her dad and little sister, but her mom was another issue entirely. A part of her still thought that asshole could 'redeem' himself, "I had to save Gw- Spider-Woman so I let that monster take control for a bit, and after that..." She shook her head, "I didn't kill dad," she added, more for herself than them.

"His wounds were numerous but ultimately superficial. He should make a full recovery soon enough," Captain America said, though whether she was trying to comfort her Mary Jane didn't know, "And I suppose we have you to thank for saving Spider-Woman from S.I.L.K."

"Yeah, you're welcome..." she replied bitterly.

"That still doesn't explain what you want with my daughter," her mom spoke up again, "I...from what she's told me she's already gotten help from that...Wasp teammate you have."

"Janet, yes." Captain America nodded, "She knows about the symbiote, certainly, but I'm afraid her knowledge on this one is lacking." _Yeah, because she wasn't the one who fucking made it,_ Mary Jane thought bitterly, "S.H.I.E.L.D is better equipped to handle the situation and we came here to ask Mary Jane to come with us for testing so we can be certain that there aren't any more incidents." Mary Jane winced at the last word.

"Tests?" her mother asked worriedly, "What...What kind of tests?"

"We're not at liberty to reveal that to civilians, Mrs. Watson." The agent said, completely ignoring the muted scowl the hero gave her.

"To hell with that!" her mom suddenly screamed, making Gayle jump up in her seat, "You come into my house to take my daughter away and...and you just expect me to be satisfied with 'I'm not telling you why'?!"

"Calm down, Mrs. Watson-"

"No, I won't calm down! Not until you either explain what you're going to do to my daughter or you leave right now!"

Mary Jane didn't think it was possible, but somehow the agent's scowl worsened. She didn't say a word, but the already tense atmosphere in the room became outright chilling. Before Mary Jane could do or say anything else the door crashed open. The redhead turned to the source of the noise and felt her heart sink into her stomach when four armed S.H.I.E.L.D agents stomped in, each of them brandishing a rifle that she'd definitely never seen before.

Captain America was the first to react, "God damn it, Hill! I told you-"

"You know the consequences, Wilson! You've seen it yourself!" the agent shouted back, "We don't have time to play diplomats! The new host is coming with us or-"

She never got to finish. A white blur jumped through the front door and before they knew it two of the agents found themselves webbed to the floor while Gwen stood over them, her normally cheerful demeanor replaced by a chilling glare.

The fact that she was wearing a soggy dress did little to stop the simultaneous relief and unease Mary Jane felt.

The remaining two agents took aim at her until they suddenly found their guns yanked out of their hands. They looked down in confusion briefly before a large wisp of smoke came and Peter suddenly appeared in front of them. Neither of the two got the chance to mutter anything more than a surprised curse before the (unmasked) vigilante smacked the butt of their rifles against their guts hard enough to make them kneel, which was quickly followed up by a painful hit to each of their heads.

Again, the turtleneck and lack of a mask did little to change her feelings on seeing him again.

Mary Jane didn't get a chance to say anything before Gwen suddenly grabbed her arm and pulled her behind her, "Back the fuck off," Gwen snarled, standing in front of her protectively. From the side of her vision Mary Jane saw Peter glaring daggers at the agent, who met his gaze without a hint of hesitation.

"Gwen-"

"No, not this time, Cap." Gwen interrupted, glaring up at the taller woman, "I kept S.H.I.E.L.D'S secret before, but I'm not playing along this time. _Stay away_ from MJ."

"Do you think Dyne can help her pacify it forever?" The agent scoffed, "She doesn't have the data and the facilities that we have. What do you think will happen next when your friend eventually loses control? Are you prepared for another repeat of Kasady's massacre!"

"That's rich coming from group that made it." Peter laughed wryly, "Bet you just want to make sure no one finds out you led the project, huh?"

"I had no idea of the symbiote's existence till after the fact; I'm simply trying to salvage the best result I can of a horrible situation." Peter's eyes narrowed, "I don't care if you believe me, Mr. Parker, but I am speaking the truth. You yourself are gifted with immunity and yet how close have you come to succumbing to the serum? Ms. Watson doesn't share your antibodies and she's already left corpses in her wake."

"We're fixing it," Gwen said.

"No, Gwen, I'm afraid your not." Captain America let out a slow breath, "Janet might be an expert in her field, but without our research data and facilities she can create a stopgap solution at best. I can only assume that her current solution is using drugs to suppress the symbiote?"

Mary Jane's eyes widened, "How do you..."

"An educated guess, though I wish you told me I was wrong," she said, "Drugs may work, even for a long time, but how feasible do you think it is? Janet's not going to live forever and Ms. Watson likely needs a constant supply. You're only putting off the problem, not fixing it."

"And what do you suggest? That we just hand her over to S.H.I.E.L.D?" Gwen asked back, her glare softening by just the tiniest amount, "I...I want to trust you, Cap, but you know how this looks. I can't trust S.H.I.E.L.D, not after what they kept hidden."

"The scientists responsible - those survived, that is - have already been punished for their involvement in the symbiote's creation," the agent said, "I don't know what Wilson's intentions are, but I simply want a guarantee that there's not going to be another repeat of Cletus Kasady's rampage."

Something inside Mary Jane snapped and she let out a growl before she could stop herself, "I'm not like him!" Mary Jane yelled, startling everyone in the room, "You think I wanted this?! That I wouldn't toss this monster in a fucking fire if I could?! I _can't!_ Wasp told me that it's permanent and now I have to live with it!"

"MJ-"

"It's bad enough that I get a damn serial killer in my head, but now I have to deal with you assholes thinking I'm going to go nuts?!"

"Mary-"

"You know what, fuck the both of you! You two helped make this thing and kept it a secret when it fucked up! And now I have to pay the price for it! So you can shove that 'she could be the next Kasady' argument up your fucking ass because I _refuse_ to be treated like Goddamn monster by the people who created this monster in the first place!"

An all-encompassing silence settled over the living room, broken only by Mary Jane's panting. It felt...good to say it all out loud. A part of her knew they were right to be wary, especially after what she nearly did to her did, but she was sick of it, sick of being treated like the future Kasady 2.0 because of something she didn't ask for and she'd done her hardest to fix.

The quiet lasted for a few more tense seconds before Captain America eventually spoke up, "Alright, a compromise then. In a few days time we want Ms. Watson to get to a S.H.I.E.L.D facility for testing. You and Mr. Parker can both accompany her to ensure nothing bad happens. If the test results are fruitful then we'll give all of our data to Janet and she'll lead up any attempt at a permanent solution. Is this acceptable?"

"I..." Gwen looked back at Mary Jane and waited for her to nod before replying, "Alright...but only if we're there."

"Of course. Ms. Watson won't come to harm with us."

"Right, and how do we know you won't just inject something in her that'll let you control her?" Peter asked.

"If we had something like that then she wouldn't be our first target, Spider-Man," the agent replied, "Speaking of, you haven't kept up to your end of the bargain. We agreed that you come for testing on the serum."

"Last I checked that was voluntary."

"Yes, and we didn't have to give Agent Crest his freedom, if you recall. We've rectified that."

"...What did you do to him?" He practically snarled.

"He's in a S.H.I.E.L.D holding facility, has been for the past couple of days."

"Let him go or-"

"Or what? You'll make threats you can't follow through on? Fail to follow the terms of a deal that you voluntarily agreed to?" She scoffed, "No, Mr. Parker, you have no leverage here, and after we found him stealing suppressants I'm well within my rights to revoke any sort of deal we made. You want him freed? Then follow the terms of the arrangement and come for testing."

"Fine, I'll go..."

Their 'discussion' ended on that awkward note. Gwen helped pry the webbed agents off the floor and soon enough they were off, leaving only the five of them in her gunked up living room.

Her mom was the first to react, practically collapsing on one of the vacated chairs like a deflating balloon. Mary Jane looked at her in worry and almost rushed over before Gayle's exclamation suddenly pierced the air, "Y-You're...!" She pointed a shaky finger at Gwen, mouth hanging agape in shock. Gwen actually looked confused for a few seconds before she suddenly seemed to realize how she looked, "You're Spi-"

"Hey, hey! Shh!" Gwen interrupted, throwing a frantic glance at the closed front door. She doubted anyone could hear them, though she knew from experience that Gwen could be paranoid as all hell about her (badly kept) secret identity, "None of that! I-"

"You're Spider-Woman!" Gayle screamed. It was loud enough that Gwen actually winced, "Holy crap, holy crap, holy crap! Spider-Woman! Here! You're-"

"We heard you the first time, Watson," Peter interrupted.

"And you're..." Gayle looked at his face dead-on and gulped audibly, "Wow...I guess the stuff Spider-Woman said on the interview about you being 18 was right. I thought she was just bullshitting."

"Wait...what?" He threw Gwen a sudden glare, "You told people I'm a teenager?"

"Uh...it just slipped out?" She said, giving him a lopsided smile that did nothing to stifle his look of disapproval, "Look, the host kept needling me about what it was like to date a manther through the entire show and I just...got pissed off. It wasn't intentional."

"Great, because the one thing I need right now is every criminal in this city knowing I'm not old enough to drink." He pinched the bridge of his nose and let out a frustrated breath, "Thanks a lot."

"Hey, it was an accident-"

"Could we get back on track, please?" Mary Jane cut in, "Look, Gwen, I appreciate the save, but...why the hell did you two charge in here dressed like...that?" She gestured to their outfits. It shouldn't have looked out of place, but the fact of it was the last time she'd seen Gwen in a dress was years ago and Peter...well, the first thing that came to mind when he and 'dressed up' were in the same sentence was an image of knives and masks.

"We didn't have our costumes on hand, Mary," Peter replied, "...Well, Gwen does, but I doubt it was on her mind considering how panicked you were. You made it sound like they were battering down your door."

"They were when you got here-"

"Hey, I'm still freaking out over here!" Gayle said, drawing their attention back to her, "How the fu- Gwen Stacy's Spider-Woman? Really?!"

"Yeah...surprise?" Gwen gave her the same lopsided smile she gave Peter.

"I mean, you were one of the people theorized, but after people figured Spider-Woman was- uh, I mean, _you_ were in bed with Captain Stacy-"

"They thought what?!" Gwen screamed, a look of utter disgust on her face, "Ugh, what the fuck?! Why does everything on the net about who's sleeping with who?!"

"Hey, I didn't say I believed it! I figured you just convinced him you were on the side of good!" Gayle said, "But...holy shit, I can't believe this! I've been living across the street from Spider-Woman for years! This is like a weird dream or something!"

"It's not the only thing that's a fantasy," Peter muttered. Before Gayle could shoot something back he gestured to the laptop on the corner table, "That one of those 'interactive' novels I heard about?"

Gayle's attention snapped back to the screen and her face flushed scarlet. The CG of (a bustier and long haired) Spider-Woman swinging through the city with her imaginary lover seemed innocent enough, but the fact that said Superhero was in the room with them removed any sort of innocence the image could have considering the kind of game it.

That and Mary Jane knew that she was a few clicks away from a really raunchy scene, mostly because she had the misfortune of being there when Gayle triggered it. The 69 position with added wall crawling and webbing just looked...disturbing, even if Gayle kept talking her ear off on how great the descriptions were.

To her credit Gwen only seemed mildly disturbed by the fact that her friend's sister was trying to have an imaginary romance with her. Gayle immediately rushed to the laptop and slammed it shut, "Th-That was..." She hugged the laptop close to her chest and looked at Gwen defensively, "It's just...it's a game, right? It doesn't really mean anything!"

"Y-Yeah, totally..." It was clear from Gwen's voice that she didn't believe her, "Um...right, so could I ask you and Mrs. Watson to keep our identities secret? There are risks to loved ones, Avengers policies and all that jazz. I don't have to explain, right?"

"N-No, I totally get it! Hero code! Secret's safe with me!" Gayle said in a rush.

"Considering the stuff Lana's said about you I have my doubts, but we can't exactly change things now," Peter muttered. He turned to her mom, "You alright, Mrs. Watson? You haven't said word since we showed up."

"I...I'm still just trying to process this, is all." Her mom put both hands on her face and took a deep breath, "I won't pretend I understand all this...madness, but I do know we owe you both. Thank you."

"MJ's our friend, it's no biggie." Gwen waved her hand lightly. Gayle's blush somehow worsened at that, "We'll make sure that nothing happens to her during the check-up, so don't worry about that."

"Yes. MJ's already mentioned how Spider-Woman and Spider-Man helped her before." She gave the two of them a small smile, "Haha, I never realized when she said that Spider-Woman was a friend she meant it so literally. I thought you two were just in the same band."

"Yeah, well, insanity seems to follow us." Gwen said, a slight bitterness to her tone.

"Hmm..." Her mom turned to Peter now, "You look...familiar. Have I seen you somewhere before?"

"I just have one of those faces." Peter shrugged, "Come on, Gwen, we should probably go before we give Mary's sister a heart attack."

"W-Wait!" Gayle said, practically running up to them, "C-Could I have your number?" she asked Gwen.

"Um...sure, I guess, but why?"

"Just...I mean, in case something happens to MJ and I need to call." Mary Jane resisted the urge to roll her eyes at the blatant lie. Her sister had the subtlety of a honey badger in heat, "And just...you know, stuff."

"She's flirting with you, Gwen," Peter said bluntly. Gayle gave him a look that was a cross between anger and embarrassment, though he paid it no mind, "Just thought you needed a heads up considering how clueless you were about Hawkeye."

"God, will you let that go?" Gwen rolled her eyes, "Look, Gayle, I'll give you my number, but I want you to promise that there isn't gonna be any stupid crap or anything when you message me, alright? I get enough of that checking out the forums."

"What? Stupid crap? Me? Of course not." Yeah...Mary Jane gave her sister three days before the love letters started.

"...It's getting late, we should get some sleep," her mom said, "MJ...we need to talk about what happened with your father. Tomorrow, okay?"

"Yeah...tomorrow." Damn it, that was a conversation she was really hoping to avoid, "I'll walk Tiger and Gwen out. Least I can do."

Her mom gave her the affirmative and soon enough the three of them were walking down the short length of her driveway. Mary Jane could practically feel Gayle looking at them through the window, but she did her best to ignore it. She was gonna get an earful later about keeping this secret.

Mary Jane watched the two of them silently. They were bickering about Gwen revealing his age on the talkshow, but it was clear to see there was no actual venom in it. Hell, Peter was even smiling, and she could count the amount of times she'd seen that expression on him with one hand.

They were nearly at the end of the driveway before Gwen suddenly stopped, "Wait..." She tapped the sides of her dress briefly before she frowned, "Shit, I left the tsum tsum back at the hotel!"

"Oh...gee, what a tragedy," Peter couldn't have sounded more fake if he tried, which Gwen figured given the way she scowled at him, "And after I worked so hard to get it. Oh well, we move on."

"Yeah...no, we're getting it back."

"But-"

"No buts, not unless it's yours on that bike." She jerked her thumb to the fancy sportsbike parked close by, "We gotta take it back anyway, since I'm pretty damn sure grand theft auto is still a crime, so two birds and one stone."

"...I'm never gonna get rid of that thing, am I?"

"Absolutely not." The shit-eating grin on Gwen's face was classic Stacy, "Come on, sweetie, mount up."

"See you," Mary Jane said, though she didn't know if they even heard her. The redhead stuffed her hands into the pockets of her pajama bottoms and watched the motorcycle zip past. She should've been happy for them, she knew that, but for some reason the sight of Gwen clinging to Peter's back caused an annoying stab of heat at her chest.

 ** _'Jealous, are you?'_**

Mary Jane's eyes widened and she groped for a syringe on instinct before she quickly remembered that she wasn't taking the suppressants anymore. The next dosage was at her room, "What...? How the fuck are you-"

 ** _'Talking? Alive? Miracle of life.'_** It chuckled, ** _'That...poison you put in yourself caged me. Your body, a fleshy, meaty prison. I can't get out. Can't control.'_**

"Huh, there's some good news, at least." Her lips quirked up in a nasty smile, "Why don't you kill yourself? Better than being trapped, right?"

 _ **'Baiting me? You're becoming more like my Cletus every day.'**_ Her expression morphed into a scowl, **_'Can't do anything. Feel like I'm chained. Weighed down. Can only talk.'_**

"Wish that drug came with a gag..."

 ** _'I don't mind. This won't last forever.'_**

"Oh? What makes you so damn sure?"

 _ **'You need me. Power. You can't have it while I'm chained. Best you can do is that embarrassment a few nights ago, Scarlet Spider.'**_

"Keep dreaming..." She made her way up to her room, ignoring her sister's questions as she passed.

 ** _'I don't have to. I can feel your anger. Your jealousy.'_** She could practically see it licking its tongue over its sharp teeth, _**'You want them both. The murderer and her boytoy. Just like you wanted the journalist. Always obsessed with things you can't have."**_

"Shut up..." She slammed the door open and began searching for the medicine.

 ** _'I can see into your mind, little red, see all the nasty things you think about. And they are_ very _disgusting. The thief wasn't enough. She was easy. You want the two of them now, at the same time-"_**

She grabbed the syringe and stabbed it into her right arm. All at once the monster's chatter stopped and she was left kneeling on the floor, sweat rushing down her face in rivulets. She didn't know if the drug would really gag the thing, but she had to try.

Sadly, it did little to help. Mary Jane stood and let out a soft moan at the feeling of heat that settled on her stomach, "Shit..." She locked the door in a hurry and tried to count to a 100. That thing was wrong. She had thoughts about them, so fucking what? It wasn't like it was wrong or anything. Both of them helped her out and both of them were her friends, it wasn't like she didn't have good reason to be attracted.

"God..." The heat wasn't dying down. Biting her lower lip, she laid down on the bed and pulled down her pants and underwear. She couldn't do anything in real life, but her mind **_was sa_** fe for her to im ** _agi_** ne.

* * *

The S.H.I.E.L.D facility was actually somewhat disappointing, if Mary Jane had to be honest. She'd seen the news reports on the helicarrers, giant floating ships that cost enough money that Tony Stark would blush, and she had to admit that, despite the circumstances, she'd actually been looking forward to seeing it. If nothing else a few pictures of the view would've made some good souvenirs for Gayle.

The abandoned warehouse with a secret base underneath it was kinda disappointing by comparison.

Mary Jane stuffed her hands into the pockets of her yoga pants and kept her head down as they walked down the sterile blue hallways. Something about the place put her on edge, even if she was pretty sure she was as safe as could be. Ever since they'd met up Peter went on full-blown bodyguard mode while Gwen was never far from her side. Mary Jane was pretty sure Gwen would've been smothering her in a bear hug if she thought she could get away with it.

Though, the last thing Mary Jane wanted to think about right now was Gwen and her pressed together...

A few of the agents milling around gave them a few sideways glances, but for the most part they were ignored. Captain America advised the two of them to avoid going in masks to remove any unwanted attention. _It's not like you'd be the first non-S.H.I.E.L.D personnel to come in_ , she'd said.

The 'waiting room' they arrived at was (un)surprisingly crowded. Mary Jane recognized Cindy and Harry taking up two of the seats easily enough, but the trio sitting across from them were total strangers.

The Japanese teenager was the first to look up at their arrival, her expression quickly going from an easy smile to a sour frown as soon as her eyes landed on Gwen. By contrast, the severe looking older man wearing a tattered trenchcoat sitting next to her just shared a silent look with Peter followed by a curt nod, which he responded to with a nod of his own. She definitely felt some sort of tension there.

The last occupant of the room was a little girl who looked maybe eight or nine years old. Unlike her babysitters(?) she was content to ignore the stare-offs and continue nibbling on the oversized pretzel in her hands. Mary Jane didn't even want to think about what a kid was doing in a place like this.

"...Great, princess is here," the Japanese teen said, "Why're you here, hero? Waiting for another medal for the trash pick-up?"

"None of your fucking business," Gwen spat back, surprisingly hostile.

Mary Jane gave her a worried look and made to speak up before Cindy suddenly cut in, "Guessing you three are why we were called here."

"Yeah..." Peter looked at Harry with narrowed eyes, "...What are you doing here with him?"

Harry was the one who answered, "Same reason you are, Peter. A cure for the serum. I volunteered to be a subject for the antibodies they're extracting from you."

"A cure? From you? That's like expecting an arsonist to put out a fire," Peter said, laughing wryly.

"Oh, that's _rich_ coming from you," Harry countered, voice filled with venom, "Last I checked the serum being made at all was all your fault. Or are you going to pretend that's not you when the guy you're copying is in the same Goddamn room." Mary Jane's brows furrowed. What did he mean by that?

"You son of a-"

"Woah, alright, cool it!" Gwen said quickly, "Peter, Harry, I know you two have issues, but could we please all just try to get along?"

"Do as I say, not as I do, huh?" The Japanese teen cut in again, the frown being replaced by a slightly amused grin at Gwen's look of displeasure, "Didn't answer my question from before, Spider-Girlie. Whatcha ya'll doing here?"

"Piss o-"

"We're here to get a friend of ours treated," Peter said, cutting off Gwen's rebuttal, "What about you two? I thought you had to leave town for a bit?"

"We did and now we're back," The older man said.

"Guessing it has something with the kid?" Peter asked.

"Yup." The Japanese teen grinned openly and patted the top of the girl's head. The little girl gave her a sideways glare and pushed the hand off, "Me and Petey here went on a little honeymoon and now we've got a little bundle of joy to call our own. We figured S.H.I.E.L.D would give us a baby shower."

"Wait...what?" Gwen looked at her blankly, "You seriously expect us to believe that's your kid?"

"Yeah. My powers let me heal fast, so pregnancy takes like a day or two to get finished. Can't you see the resemblance?"

"No."

"Ah, you're just blind."

"Alright, as funny as this is, that's not actually their kid," Cindy said, "We were actually talking about that before you guys walked in. Apparently and she Spi- er, her partner went out to find some real scumbags who turn little kids into mindless assassins. The kid - Laura - was one of the test subjects."

As if to emphasize her point, the little girl picked up the next wrapped pretzel and ejected two claws from her knuckles, using them to cut through the top of the thin paper with a small growl. Gwen's eyes widened at the sight and Mary Jane would've been lying if she said the sight of it didn't freak her out. The fact that everyone else in the room seemed to find no issue with it just weirded her out even more.

"...Guess we know what you were doing now." Peter pinched the bridge of his nose and sighed, "What I don't get is why you're involved, 'brother'. I thought you didn't get distracted?"

"I wasn't. I already know where Octavius is so it wasn't like I was wasting time helping Kat out with this." There was something almost condescending in the older man's tone, though Mary Jane might've just been imagining it, "I know how to get my priorities straight, Parker."

"Okay, I'm lost." Mary Jane said, finally speaking up, "Tiger, who is that? And why'd you call him 'brother'?"

As soon as the words were out of her mouth an awkward silence settled over the room. Peter, Gwen and the guy in the trenchcoat looked away with varying degrees of discomfort on their face. Even Harry and Cindy seemed put-off by the question, which only made her want to suddenly apologize, even if she didn't know exactly why.

'Kat', on the other hand, seemed to find the entire thing funny, if the grin on her face was any indication, "I'll never understand why people always get awkward around clones. Is being born in a test tube that much different from coming out of a woman's vagina while she screams her head off?"

"Ugh, there's an image..." Cindy made a gagging noise.

"Wait, clones?" Mary Jane looked to Kat questioningly, "Say what now?"

"That Spider-Man's a clone." She pointed to Peter, who still stubbornly looked away, "Not the same way me and the kid are, but he came back from the dead and he got all his memories from Petey here." She slapped the older man's back, "So original and copy are in the same room, which always ends up being fucking awkward for some reason. I really don't get it."

"Wait, wait, wait." Mary Jane took a deep breath, "What do you mean original? I thought you were..."

"He's our Peter through and through, no matter how much he wants to pretend otherwise," Harry said, "It's like Shadowcat said. He died because of the Lizard serum and then... _something_ happened, and now he's running around pretending to be some guy from the 30's."

"Least I'm not running around pretending to be a hero, Osborn."

"You-"

"It smells like sex. I need a handkerchief."

Whatever argument was about to happen was abruptly stopped in its tracks at those four words. MJ looked around briefly for the source of the comment before she quickly realized it came from the little girl. Even with everyone staring at her she seemed completely fine with continuing to eat her food and pressing the handkerchief that the other Spider-Man lent her against her nose.

The silence last for a few more tense seconds before Shadowcat finally said, "Right, probably should've said something. Laura here has a nose like a bloodhound and pretty much no brain-to-mouth filter, so don't be surprised if she says she can smell the blood on your hands or the pee that went down your leg. We're hoping Peggy can help with that so she can learn to control it like I can. "

"As if this day wasn't awkward enough," Gwen muttered, "I don't get what she means by 'smelling like sex', though..."

"Probably the same thing it was like for me when we were in that elevator," Peter said. Mary Jane raised a brow; that sounded pretty weird, "I've gotten better at it, but back then I heard every noise and practically gagged when I went down the subway. Imagine everything amplified by a magnifying glass 24/7."

"Huh, sure you're not one of the old man's bastards? Cause Petey here never had to deal with that problem."

"Look, I have enough identity issues; I don't need more." Peter rolled his eyes, "I'm just hoping she doesn't start blurting out anything else. It's bad enough that we're being all forced to wait here."

The conversation ended on that awkward note. Mary Jane sat at one of the corner seats and sighed, covering her face with both hands. It was barely noon and she already felt exhausted. She heard movement at her side and when she lowered her hands she found Gwen giving her a look of worry, _'Always worrying about someone else, huh, Gwencent?'_ She smiled, the gesture slightly bitter. How could someone spend so much time worrying about other people? She just didn't get it.

"You okay? I know this might seem scary, but it'll be alright. We'll be there with you all the way."

"It's not that..." She shook her head, "Well, not all of it, at least. It's..." She gestured to the others in the room, "It's just shocking, you know? I thought you and Tiger were the exception, but everyone here...I'm pretty sure the only here who's older than 25 is the...um, other Spider-Man, I guess? I don't really know what to call him. Speaking of which, Tiger's a clone now?"

"No, he's just...it's complicated." Gwen shook her head, "I don't know if he's Peter, Spider-Man, both or neither. We're just trying to do what we can and keep going. That's all we can do, right?"

"Yeah..." Mary Jane looked down at the nasty wound on her right wrist. Despite all the things she'd survived the ugly scar remained, as if taunting her about what happened that night.

"You're wrong about one thing, though. If the math adds up then Peter's 'brother' is 23. Cindy's actually 28, if you can believe it, so you're half-right."

"...That just makes it sadder." She laughed softly. What the hell had she gotten mixed up in? "God, I knew you and Peter and Harry back in high school. I still remember watching your D and D games and thinking about how anyone could find that fun. Hell, I thought you played along just because of Peter. What was what character you had? An elf warrior or something else stupid?

"Hey, don't diss my Elf Barbarian! Pyrrha worked really hard to get those stats!" Gwen chided playfully.

"Hah, I forgot how much of a nerd you were." Mary Jane smiled, though it was only brief, "Still, that just proves my point, doesn't it? Five years ago you guys were playing D&D and both Tiger and Harry pined after you like lovesick puppies. Now you're _the_ Spider-Woman, the two of them are vigilantes and I'm..." A freak. A monster. An unlucky victim of circumstance. Depended on how you looked at it.

"...Yeah, I'll admit these past five years were a real roller-coaster, especially since Peter showed up again." She turned to his direction and gave him a smile, though he was too busy talking (read: arguing) with Harry about something to notice her, "Sometimes I think back on if I could change things, you know? Maybe talk to Peter before that night at prom or even just move ahead in line so I didn't get bitten."

"Not surprised." She still had no idea how Gwen dealt with it all for five years. Five years of people calling her a murderer, a freak in a mask who killed an innocent teenager despite all the proof to the contrary, and hunted down by her own Goddamned dad for most of them.

Five years with no one to turn to.

Mary Jane only had this _thing_ on her for a few weeks and she had all the support in the world, and even then she was just about ready to call it quits. If she hadn't called Peter and the others in time...well, she didn't want to think about how she would've ended up.

The comfortable silence lasted for only a few moments before both Harry and Peter pulled out their phones, "...Looks like we're up, Osborn." Peter sighed and turned to Gwen, "Do me a favor, make sure they don't do anything with Mary before we finish up. The tests they do on me don't last that long."

"Good luck, you two. I'll be here when you both get back," Cindy said.

"Wait, you're not coming?" Harry asked, brows furrowing worriedly.

"I wouldn't be able to do anything there. Why? You want me to hold your hand, Gobby?" Mary Jane couldn't tell if Cindy was trying to be teasing or just outright mocking.

"I...guess not," Harry mumbled. Peter looked at him through narrowed eyes and said nothing, "Right, well...guess we'll be back in about half an hour."

"Hey, you two ask em if Peggy's around. We really gotta drop this little tyke off before she chews through all of her food," Shadowcat said.

Mary Jane watched the two of them leave briefly before she turned her attention to the remaining guy in the room. Another Spider-Man, another Peter Parker, but she could barely see any resemblance between the two. Then again she didn't really know how this alternation dimension clusterfuck went.

It didn't take long for him to realize that she was watching and he raised his head to meet her gaze, expression shifting to something more somber when their eyes made contact. Mary Jane gulped and immediately looked away, trying to ignore the nervousness that settled at the pit of her stomach. Peter talked about the Mary Jane that came from 'his' dimension before. Did the other Spider-Man see her when he looked at her?

"...I'm going to the bathroom," she whispered to Gwen.

"I'll come with-"

"Nah, I just...need to be alone for a few," Mary Jane said quickly, "I'll be back in ten minutes tops, okay? Besides, I doubt they're gonna jump me here now that both you and Tiger are close."

"I guess..."

The bathroom was a far enough distance that Mary Jane felt somewhat wary, but she held it in. She looked around the space for a brief moment before she opened the faucet and let the cool water calm her. Being inside that room felt suffocating, though she had no idea why. None of them paid any attention to her except Gwen and Pete. Harry didn't even act like she existed, though that was par for the course with him. He was really only Gwen's friend, just like Peter was back then.

"Shit..." She splashed her face and sucked in a tired breath. This wasn't for her. She'd dreamed of being famous before, always wished that she could do the things no one else could like Gwen or She-Hulk or Dazzler, but this wasn't what she had in mind. Now all she wanted to do was go back to working crap gigs and arguing with Glory about the band name.

Her hands gripped the edge of the sleek sink tightly and she shuddered, tears escaping despite her best efforts. When would this end? Even if the rest of the test went as perfectly as could be could she go back to the way things were? Go back to her plans for college and singing after she'd already killed people? After she'd nearly murdered her dad and had to deal with this this thing always being in her head for the rest of her life?

Whatever her answer would have been, it was cut off by the sudden, blaring alarm that reached her ears. Mary Jane looked up and bit back a scream of panic when she heard screams and crashes coming from outside. Something told her that this wasn't a training exercise.

A gut feeling that was proven all too right when the door slammed open and a masked goon came charging in with a gun. He screamed something at her, but she couldn't even hear it. All her attention was focused on the gun aimed right at her chest and how much it reminded her of that disaster a few nights ago. She'd frozen back then. Would've gotten herself shot if it wasn't for Felicia spying on her.

She wasn't gonna make the same mistake.

Shelving back any hesitation, Mary Jane charged the guard and tackled him through the door and into the opposing wall as hard as she could. She could've sworn she heard something crack even through the loud din of alarm bells, but that could've just been her imagination.

Mary Jane stumbled back and watched the gunman's still form warily. Dead? She couldn't tell from here. A part of her was honestly tempted to check his pulse before she squashed it down. The guy just pointed a gun at her, she wasn't going to feel sorry for him.

She turned to go back to where Gwen and the others were before she heard a yell, "Hey, redhead, look out behind you!"

Mary Jane's entire body snapped back just in time to see two more masked gunman fall into into the ground face-first, pools of blood seeping from their heads. She didn't get a chance to do more than gape before the sound of more footsteps coming towards her jolted her out of her shock.

"You need to pay more attention." The bald man grinned. The red jumpsuit and broken handcuffs on his hands screamed 'escaped convict', but she didn't let that deter her now. He did just save her life, after all, "You don't look like an agent."

"Neither do you." She gestured to his (bloodstained, though it was hard to tell) get-up.

"Ah, there were already letting me go; I just rushed the process a bit," he replied nonchalantly, "Actually I was supposed to meet up with an old friend here, but the base goes on lockdown every time someone breaks in. You'd they'd figure out that it's not really doing either of them any good."

"Yeah..." Something about him creeped her out, and it wasn't just the fact that he was smiling like shark despite the situation, "Look, thanks for the help, but I gotta go. Gw- Spider-Woman and Spider-Man are here and I need to meet them?"

"Spider-Man, huh? Looks like we're going the same way," he laughed, "Name's Bullseye. You don't gotta gimme your name, but I saw the way you put the hurt on that clown earlier. Whaddya say, wanna team up?"

"...You're way too calm about this." Mary Jane winced. She'd heard that name before from both Peter and Gwen. Their opinions were mixed and contradicting at times, but there was one thing they definitely agreed on: the guy was apparently a damn psychopath. Under better circumstances she would've just ran away without a second look back.

But...

"Fine, until we meet up with the others."

It wasn't like her hands were clean now, either...

* * *

 **It's been a while since we've had any actual Superheroing in this Superhero fic, huh? Granted I'm pretty sure I'm not gonna do so hot considering my lack of finesse when it comes to the dreaded fight scenes, but the group assembled here should provide interesting possibilities for team-ups and partnerships. That and we have S.I.L.K finally doing something after all this time, so that's a plus.**

 **Anyway, we have our setup so far: Shadowcat, Laura, Spider-Man, Spider-Gwen and Silk (any and all might split off); Harry and Noir; and of course Mary Jane and Bullseye. Should be...fun to write, especially if/when all nine of them regroup after running through the maze that SHIELD's bases tend to be. One can only hope the groups/partners don't kill each other before SILK does...**

 **Questions:**

 **1.** **I tried making a rough outline on the future chapters and one thing was pointed out to me: despite the story being (primarily, at least) about Spider-Gwen and Noir they don't actually work together to tackle their respective antagonists. Noir and the Defenders fight Murdock while Gwen and a few of her allies deal with 65-Cindy with very little overlap between the two.**

 **This might seem odd for some readers, especially given that Noir and Gwen are stuck together at this point and yet, apart from Paper Doll and some filler arcs, Noir probably fights more in tandem with Lana given that she's a primary character for the Hand arc while Kate gets more action pair moments with Gwen during the conflict with SILK.**

 **Should I change this up? Thematically it makes sense given that one's full on magic and the other is comics sci-fi, but it might seem odd given that Noir and Gwen are a technical battle couple/action duo and yet somehow do nothing to significantly help the other despite the threat levels posed. I planned to justify it as the two 'wars' taking place and ending simultaneously, but I'm not sure if that's a good enough reason.**

 **The fact that Shadowcat and Spider-Man fight together for just about all their action and story segments makes this more glaring, at least according to my tentative editor.**

 **2\. More of a joke question, but do people mind that Gwen and/or Noir tend to get their identities found out a lot? While it does fit with Spider-Gwen canon (please don't move to 616...) and the likes of Ultimate Spider-Man, I wonder if readers mind that fans like Gayle Watson find out simply because the two are careless.**

 **Review Answers:**

 **RedHood001 - Well, I'm glad one of us didn't puke...**

 **Guest - Not really. Wolverine can heal broken bones faster, but his bones also break faster compared to Spider-Man or Collossus. Same deal here: Gwen's more durable and can tank more hits but if she does get injured her wounds heal slower. By contrast Noir gets injured easier but he can heal from third degree burns in one night.**

 **titan616 - For me angsting and talking _is_ the easy way out :P Anyway, we might see the Wolverine (and one Spider) family in action next chapter.**

 **Jormundardner - Yes, she is :) Anyway, Bullseye shows up in the next chapter and he's Noir's beginning partner in the Jack arc. Punisher's a harder sell since the Kraven the Hunter arc was cut and, in-universe, the two don't really get along. Iron Fist also shows up later in the Hand war with a more highlighted role depending on reader choices.**

 **Dunno what Homie the Clown is, though, so I guess we'll see.**

 **That Geeky Guy - Sadly Frog-Man's greatness is unable to be seen by most in the story :( As for Laura? ...Actually, kinda, yeah. As you can tell by the absolutely _bloated_ cast I have a problem with adding characters, something Marvel makes too damn easy. Laura's just another one.**

 **Dr. Sugarcakes - Not the main point, but something people noticed. As for deals with the devil? Devil tempts human to sin and then punishes him for it, win-win. I use different rules for it, which will be expounded on later.**

 **Cyclopz - Unless I suddenly develop a love for X-Men (read: unlikely) Cyclops and others getting a decent role is very unlikely. That and I just plain don't like Cyclops and Emma Frost.**

 **Esquire-Man - Problem is this is a street level hero fic with the occasional crossover with city wide level events, meaning that even if I did do all that you wouldn't be able to see it. Characters do refer to the wider world, but it's not a main focus point: Bullseye and Teresa heavily factor Latveria into their backstory, Wasp visited Wakanda at one point, Tony Stark's PMC is fighting A.I.M etc etc. It just doesn't matter to the characters whose POV we're seeing.**

 **DunkDaddy77 - New reader :) Anyway, you're not the first one to ship the two. Looking forward to your next review.**


	109. Extra 3: Another Strand in the Great Web

**I was browsing through old fanarts and I came upon one of a Noirized Spider-Gwen. A few months ago the concept intrigued me, but ultimately I did nothing with it. Since I had some free time I thought, 'why not'? It wasn't like the main story was ending any time soon and people are probably getting bored of it.**

 **So yeah, Spider-Gwen raisied in the 30' was a bit hard to write since transplanting Spider-Gwen to the 30's setting with her personality intact wouldn't work given the time period's values and differences in how she was raised. So I did my best to make a compromise where she shows definite traits of being like the more well-known Spider-Gwen while also showing the effects of being raised in a, let's face it, pretty damn sexist time period.**

 **Hopefully it's good :)**

 **Side Note - Apparently the canon Spider-Gwen might be ending, which isn't helped by the fact that issue 32 has her exposing her identity and issue 33 has her standing trial. Hopefully it's not the end, but if it is...well, hopefully she comes back at some point with more plot focus and less dimension hopping. And yes, I know that's ironic coming from me who made LG the way it is, but hey.**

 **Also, I'm playing through FF XV on Windows and for some reason I now imagine either the four male Defenders or any of the three partnerships (Gwen/Noir, Spider-Man/Shadowcat, Silk/Harry) fighting like a JRPG party...yeah, I'm just gonna ignore that.**

* * *

Gwen Stacy didn't believe in fate.

It might have sounded disingenuous, especially coming from someone who was born to good fortune, but it was the truth. Her dad always told her that things happened for a reason, that there were no coincidences and everything went according to some grand plan.

She never believed it.

As far as she was concerned things just happened and whether it was good or bad came down to a coinflip. No grand plan, no meticulous blueprint for where their life ended up.

That was what she told herself to explain why she, of all people, got these new gifts.

It all started that night a few months ago. The 17th of December, just a few days before Christmas two months after she'd turned 19. The snow was at a full-blown blizzard and her father was out late, working a rally that might or might not have been a powderkeg. She'd been home alone and plagued with worry. It was just a routine case, her dad said, but ever since her mom passed on Gwen never stopped worrying. They were all the other really had left.

So she went. It wasn't too far off and she had a passing familiarity with the area. Mary Jane, one of her friends from ballet, often talked about the gatherings with a certain glow in her eyes, but Gwen couldn't share her enthusiasm. She sympathized with what they wanted, but she'd heard far too many stories of rallies turning into bloody street brawls. The thought of her dad getting his head smashed into the pavement for the sake of 'equality and fairness' sickened her.

Gwen still remembered the cold chill that covered her as soon as she was out the door. She was going to go there, watch over her dad, then leave before he was any the wiser. She knew there was nothing she could do, but if anything did happen then she wanted to be there. It was better than waiting at home like a 'proper daughter' would and letting the anxiety kill her.

Her father was nowhere to be found by the time she arrived. Down the line she would find out that the now-former police chief was corrupt and sent him and the rest of his squad on a goose chase, but back then she didn't have the slightest idea. All she knew then was that her father still hadn't arrived.

So, like an idiot, she waited, mixing in with the crowds listening to the old woman who screamed from her soapbox.

She recognized the woman who stood over everyone. May Parker, wife of the late Ben Parker and a known rabblerouser (in)famous across the city. Gwen had mixed feelings on her. She couldn't deny that their protests closed down some exploitative businesses, but at the same time all her talk of the proletariat rising up sounded much more like a declaration of war to her liking.

The young man next to her was so quiet that she almost hadn't seen him. Peter Parker, she recalled vaguely; just another junior from school that she didn't know much about, though the rumors about him were varied. Apparently he had a habit of getting into brawls on the street like some common thug, though some more sympathetic schoolmates attributed it to anger at his uncle's early passing.

Everything had gone to hell not long after. Three thugs - Norman Osborn's enforcers, as she'd find out later - put a stop to May's rallying and beat Peter down when he attempted to stand up for his aunt. Gwen wasn't ashamed to say that she'd been frozen with fear. She'd heard scattered tales from her dad before, but seeing such violence up close was something else entirely. They probably would've done worse if that reporter, Ben Urich, hadn't come to their rescue.

The sight of Peter Parker staring at the thugs' retreating backs with absolute hatred was something she remembered for a while after that.

Her part that night ended when the one in the purple suit shoved her aside. It wasn't painful, but it was enough to jolt her out of whatever shock she might have had and force her back home.

Back then she didn't see the spider that jumped into the pocket of her coat. Didn't realize that was the start of it all.

Her dad still wasn't home by the time she arrived. Gwen tossed her coat aside haphazardly and collapsed atop the bed, not even bothering to change into her sleepwear. Her heartbeat finally calmed down to something resembling normal and she closed her eyes. Why hadn't her dad been there, she thought. Those thugs wouldn't have been so brave if they saw someone in a uniform.

She couldn't believe she'd ever been so naive.

It hadn't taken long for the exhaustion to finally hit and she soon fell asleep, unaware of the spider that scurried out of the coat of her pocket and made its way way to her hand. She continued to slumber peacefully until the arachnid finally bit down.

She'd been sick with fever for days after that. Her father hired a nursemaid to look out for her, much to her embarrassment, though she could understand his worry. Illness took her mother and he would've been damned if he let it take his daughter too.

Gwen didn't want to tell him that the fevers were nothing compared to the dreams. Being cocooned in a web like a fly while dozens, hundreds, _thousands_ of spiders crawled around her, ignoring her screams of fear and protest. She remembered waking up covered in sweat quickly followed by the urge to vomit out whatever food she'd managed to force down.

The dreams always ended the same way, with the same declaration from the monster at the center of the web.

 _"Why do you tremble, little woman? My bite brings death only to those of evil intent. I will bestow upon you a greater torment...the curse of **power**."_

She found out exactly what it meant the next time she awoke to herself falling off her bedroom window.

Her first instinct at the time was to scream or shout out a curse or a prayer, but it wasn't what she did. Instead her body moved on instinct, grabbing at the cold railings of the fire escape so she could slow her descent. Before her mind could even comprehend what she'd just done her body twisted again and she jumped, flipping over the open dumpster till she landed bare feet first into the snowy alleyway.

It was only then that Gwen finally screamed.

It didn't take her long to figure out that something happened, that the spider she'd killed in a panic when she woke from that bite had done something to her that night. Gwen didn't know if it was magic or some sort of miracle from on high, but the proof was there. She had abilities that only the most creative of minds could even dream of, given power that some dream monster labeled a curse.

She had no idea how accurate that was.

* * *

Months passed and winter made way for summer. Gwen stared at her reflection on the mirror and smiled faintly. Ballet was a hobby she'd gotten into only at her mom's prodding and she refused to give up on it solely out of respect for her. She never enjoyed the pain that came from trying to twist her arms and legs into unnatural positions, even if her dad found her performances amazing.

It was a different story now.

"Very good, Gwendolyne!" Anna Watson, their ballet instructor, said, clapping her hands vigorously at her latest performance. The rest of the students either clapped along with her or looked away in annoyance at the 'show-off', "You've improved a lot these past couple of months! What's your secret?"

"No secret, Ms. Watson. Just lots of exercise." Gwen smiled proudly. She'd practiced with her new gifts for weeks to gain a sense of familiarity. She was stronger now, easily capable of lifting things that grown men twice her weight would've found impossible, and far more agile besides. The dance routines that she could barely follow through before were child's play now.

She never told her dad. It wouldn't do to worry him. Still, Gwen couldn't deny that it made her feel giddy, knowing how easy certain things were now.

Classes ended soon after and Gwen found herself walking with Mary Jane back to her home. Given the state of the economy most of the women who could afford ballet lessons either had money to spare or they had connections. Mary Jane and Gwen were definitely the latter, which made it easy for them to become fast friends.

Anna Watson was Mary Jane's aunt and, as far as Gwen remembered, an old friend friend of her dad. Nowadays generosity wasn't exactly a priority, so Gwen respected the woman for making an exception, even if it was for family and friends. She knew more than a few people where blood didn't matter in the slightest.

"...Gwen, could we go somewhere else?" Mary Jane said suddenly. Gwen looked back and gave her a questioning look, "It's just a quick detour."

"I don't mind, but where?"

"The Bowery Welfare Center. I wanted to check in on May." There was something in Mary Jane's voice when she said the name. Something told Gwen that it wasn't May Parker her friend was worried about.

"...Alright, lead the way."

Gwen tried to ignore the churning feeling in her stomach when she first saw the lines of homeless at the entrance. She hadn't been here in months, though that was hardly a surprise. Her dad was relatively well-off and his recent promotion to police chief after the former one was convicted of corruption only exacerbated that fact. Her unplanned visit back then was just another secret she kept from him.

"Mary Jane, so good to see you again!" May Parker gave the redhead a warm smile and gestured for her to come closer, "Back from ballet?"

"Yes, Mrs. Parker." Mary Jane smiled in turn. Gwen couldn't help but notice the gold ring that still remained on the elderly woman's hand, "Just wanted to check in, see how you were doing."

"That's kind of you, dear, but there's nothing to worry about. Same as usual." She laughed softly and turned her gaze to Gwen, "I don't recognize your friend."

"Oh, this is Gwen. She's a friend from ballet," Mary Jane said quickly, "Um...is Peter around?"

"He's in the kitchen, burying himself in work, as always." May sighed fodnly, "I'll tell him you're here."

Peter Parker didn't look much different from when she saw him last, at least not physically. With her new gifts it was impossible for Gwen to miss the way he shuffled around, like it was an effort to even put one foot over the other, or the lines of worry on his forehead. As soon as he saw Mary Jane he immediately forced a smile on his face and waved jovially, which was more than a little unnerving.

"Mary Jane! It's been a while!" he said.

"Yeah, it was." She hugged him and quickly separated before he could even return the gesture, "Just wanted to see how you were both doing."

"Doing fine. Same old bums looking for a free meal." He jerked his thumb to the thick line outside and smiled wryly, "Keeps me busy, at least. You?"

"Same. Ballet's having a recital soon, actually. I was wondering if you wanted to come?"

There was something so obviously hopeful in the redhead's question that Gwen almost felt guilty for having it so easy with her new gifts. Peter seemed to share her sentiments to an extent given the flash of guilt that ran across his features, "Ah...maybe. My job at the Bugle keeps me busy, you know?" he said softly. Before Mary Jane could press him on it he suddenly gestured to Gwen, "So who's your friend?"

Gwen spoke up first this time, "Gwen Stacy." She stuck her hand out for a handshake, which he took reluctantly.

"Stacy, huh?" He pulled his hand back, "Any relation to Captain Stacy?"

"He's my dad." She couldn't stop herself from sounding proud at that, and who could blame her? There were far too many cops with major or minor faults in their records that were dug up ever since the big corruption leak a few months ago. Her dad was probably one of the few people in the station that didn't have anything on him, which she took no small amount of pride in.

"Huh...well, I heard he's a good man. Let's hope he doesn't end up like his last boss."

"That's never gonna happen."

* * *

She should've kept her mouth shut.

The day started off well enough: another ballet class, an interview with Martin Li about a possible secretary position and some time spent with Mary Jane in a cafe. All in all it was just another normal day.

Until she saw her dad's 'guest'.

If there was one person she didn't expect to see sitting at her living room, it was Wilson Fisk. As far as the public was aware he was a model citizen and a businessman with a good head for leading, but Gwen knew better. If he really was what the public believed then there would've been no reason for her dad to come home drunk while ranting about how the law should've been equal and not at the convenience of those with a big enough bank account.

Fisk spoke first, "Ah, you must be George's daughter." He smiled pleasantly, though Gwen only felt a ferocious pounding at the back of her skull. It was the same feeling she got whenever she crossed the street at the wrong time or she saw Mary Jane's worthless excuse for a father.

 ** _Danger._**

"Um-"

"Gwen, uh, could you please leave for a bit? I'm discussing business with Mr. Fisk," her dad said suddenly.

She knew her dad well enough to know that there was something wrong, but she bit her lip and nodded. Gwen closed the front door behind her and let out a soft breath. As far as her dad was concerned she was still his little girl; someone he had to shield from the harsh realities of the world.

In a way he was right. The events a few months ago suddenly came back. She was nothing more than a spectator back then and yet she was so afraid that she froze on the spot, unable to even look away as those thugs beat up a defenseless old woman and her nephew. If she feared some goons so much back then what could she do against someone who even her dad walked on eggshells around?

"...It's different now," Gwen muttered. She was stronger now. She wasn't some helpless victim who could only watch, not anymore.

Gwen ran into the alley and looked up the fire-escape that led to her room. Making her way up was practically second instinct by now and soon enough she opened her window and slipped inside, throwing off her heels as she did. She had to be quiet for this.

She opened the door a crack and concentrated, letting her new gifts do the work.

"What are you asking from me, Fisk?" her dad's voice was faint but unmistakable.

"Simply that we come to an arrangement instead of conflict," Fisk's tone was cool and collected, but she didn't miss the menacing undertone in the words, "I understand that your predecessor overreached himself, and this in turn led to his exposure. I'm not like that. I simply ask that during certain events you turn a blind eye and in exchange you'll receive compensation. A fair enough deal, wouldn't you say?"

Fisk was trying to bribe her dad. Gwen grit her teeth and clenched her hands into tight fists. This wasn't fair. Her dad was a good man, and now some... _leech_ was trying to drag him down into the mud.

"I'm not like Hardesty, Fisk. I won't be... _bought_ like a dog." Gwen couldn't stop herself from smiling. She knew he would say that.

"If the carrot doesn't appeal to you then the stick might." Fisk's voice took on a harsher tone, "You're not an idiot, George; you know what happens to those who get in my way. And even if you're not afraid to die are you ready to leave your daughter behind?"

"Leave Gwen out of this!"

"Why should I? This concerns her as well. I heard she lost her mom at a young age. Do you really want her to lose her father on top of that?"

It took all Gwen had not to stomp down the stairs and throw the waste of skin out the front door, secrets be damned. Instead she bit her tongue to keep from crying out when her dad eventually said that they could 'talk terms' in a few days. She knew why he did it, but the absolute defeat in his words caused a painful stab in her chest. Her dad was protecting her again, just like he always did.

She had to do something.

* * *

"This is insane..."

Gwen looked at her reflection in the full body mirror. The figure that greeted her was practically a stranger. Instead of her normal coat and heels she wore a dark, padded vest and a pair of thick pants that masked her figure, along with a pair of slightly muddy boots. Underneath the vest was a leather jacket with a hood crudely sewn onto the collar. It wasn't her best work, but it was the best she could do with the time she had.

"I could turn back now..." she mumbled aloud, putting on the leather gloves as she did. Staring at her reflection one last time, she sighed deeply and put on the crude mask and goggles before pulling her hood up, leaving only a few strings of blonde hair to spill out through the gaps. Apart from the few strips of pink on the goggles and the sleeves of the jacket she was completely covered in black.

Gwen didn't even recognize herself, and with any luck no one else would either, "Right..." She patted her upper body and nodded. The entire costume suffocating, but if it meant no one could tell her gender then it was a price she was willing to pay. The less people that could connect...whatever her name would be to Gwen Stacy, the better. She was still trying to convince herself that she wasn't insane for doing this.

"Come on, you can do this. Don't let that bastard treat your dad like a fink..." She opened the attic window and looked down at the adjacent roof. It was now or never.

Gwen jumped. The rush of air was brief and soon enough she rolled atop the hard surface and continued into a run, her form barely illuminated through the cloudy night sky. She had no idea what she was doing. What was she going to do, assault Wilson Fisk and threaten him to stay away from Captain Stacy? Beating him down like a common thug wouldn't do anything.

In the end she made do with keeping watch over her dad. Gwen crouched on the edge of a nearby roof and watched him say his goodbyes to his coworkers. He almost always walked home, which made it easy for her to keep track of him. Fisk said that 'his messenger' would come soon enough, and once he did she'd...well, she'd cross that bridge when it came down to it.

What would he say, she wondered, if he realized his daughter had powers and dressed like a man to play at being his bodyguard? Would he be proud at her for taking a stand or aghast at the idea that she was putting herself in danger?

In the end nothing happened. Her dad came home without any issues and went for his customary nightcap. She told him earlier that she'd turn in early and not to disturb her, so she was safe on that front. Gwen sat at the edge of the roof and watched him through the windows with a frown. Seeing her dad look so... _defeated_ was wrong. He put on a strong front for Gwen when her mom died and now he looked ready to pass on himself.

Gwen stayed on the roof even after her dad finally went to bed. What was she doing? She had powers, yes, but did that mean she wouldn't hesitate in a fight or freeze up at the sight of a gun? It took more than new tricks and a stuffy costume to do accomplish what she needed.

Sighing, Gwen stood and made to go back to the attic before she felt the pounding at the back of her skull again, "Agh..." She leaned against the closet wall and groaned. Not danger, at least not to her. Gwen felt herself being tugged along somewhere and she didn't resist.

She found the source of the warning soon enough. Gwen looked over the edge of the roof and gasped when she saw two men in suits beating down a stranger in the middle of an alley, "Where are the files?!" the one on the left screamed, which was quickly followed by the sound of a fist hitting flesh, "We know you have files on our boss! Where the hell are they?!"

Their victim muttered something she couldn't make out and spat on his face, which earned him another punch in the gut. Gwen cringed and held onto the low barrier tightly. This was none of her business, the rational part of her mind argued. She'd only put on a costume because she wanted to protect her dad, nothing else.

Besides, she had no idea what the situation was. For all she knew it was...

"You're pissing off the wrong people, kid!" The triggerman on the right shoved him face-first into the ground and aimed a pistol at his head. Gwen's heart beat faster at the sight of the weapon, "Who do you think you're fucking with, huh?! You think we won't feed to the fishes, you little shit?!"

Enough was enough. Whatever the situation was, it was damn clear the two guys in the suits weren't in the right. Shelving any hesitation, Gwen placed one foot over the low barrier and jumped.

The landing wasn't as graceful as she would've liked. Gwen landed on the rightmost thug's back feet first and forced him to the ground with a painful crash, almost tripping over herself as she did.

His scream of surprise and pain was brief and quickly drowned out by his partner's cry, "What the fuck?!" His partner fumbled for the gun at his holster. Gwen's body moved on instinct and she aimed her left hand at him, pulling back her middle and ring finger as she did. The feeling of draining air engulfed her wrist before a sudden net of dark webbing covered the gunman and pinned him to the wall.

Well...that was new.

Gwen ran and punched him in the face. Hard. His head snapped back at the impact and his eyes closed, his breaths coming out slowly. Taking a breath to calm herself, she looked down at the unconscious thug on the ground before spraying another net of the dark webbing. Whatever that stuff was she hoped it could hold them for a while. The last thing she wanted was a couple of ticked off triggermen chasing after her.

Her attention was quickly drawn back to the bleeding man who propped himself against the wall. Gwen knelt down and grabbed his shoulders gently to make him face her, "Hmm?" He looked up to meet her gaze and she couldn't stop herself from gasping when she saw his face in full, "...Peter?" she asked, completely forgetting to mask her voice as she did. He blinked up at her in confusion, "Uh...are you okay?" she said, dropping her voice to something rougher and less distinguishable.

"...Yeah." He wiped away some blood on the sleeve of his dress shirt and winced, "Actually...no. I'm kinda hurting here."

"Hm..." A sudden pulse from her sixth sense caused her to look around in a panic, "Where...?" There was no one there except the two of them and the knocked out gunmen, but she could've sworn... "Let's get out of here." She offered him a hand, which he quickly took, "Where's your place? I'll take you." This wasn't how she thought her night would go, but beggars couldn't be choosers.

Gwen waited for him to mutter the directions before she nodded and jumped to the fire escape with him in tow, unaware of the redheaded man who watched her across a distant rooftop, his mouth split into an amused grin.

* * *

Peter's place, oddly enough, wasn't even close to the Bowery Welfare center. Instead he led her to an apartment in Harlem; a part of town that she normally wouldn't have felt comfortable stepping foot in, "Here..." He fished the key out of his pocket and pressed it against her hand.

The inside of the place was uncomfortably small, and apart from a bed, a desk and a few chairs it was almost completely barren. Gwen led him to the bed and set him down as gently as she could. She only saw him get punched in the gut, but it was clear form his injuries that it was more severe than that. ' _How long were they beating him?'_ She looked down at his injuries with a frown. It was sick.

"...Thanks for saving me." He smiled for a brief moment before his face contorted in pain again, "If you're looking for a reward, though, you're gonna be disappointed. I ain't got much, as you can see."

"I didn't do it for that." She didn't know _why_ she did it, actually, "...You need to patch yourself up."

"Ain't exactly got bandages right now. I can get some tomorrow." He stood up shakily and used the bedframe for support, "...I'm going to the john for a bit, clean myself up."

He waved off her offer of help and stumbled into the bathroom. The door closed and soon enough the sound of running water reached her ears. Gwen looked down at her bloodstained gloves and frowned. Peter's blood, and maybe some from that thug she punched. She knew there was a possibility of it getting violent, but she'd hoped a few threats would be enough to make Fisk back off, if it ever came down to it.

Gwen released a tired breath and turned to leave before she saw the scattered papers on the desk. The gunman from earlier mentioned something about files, "Did he mean these...?" She walked towards the desk and picked up the paper before she gasped.

"Fisk..." Gwen set the paper down and looked through the rest of the papers. A list of Fisk's associates, businesses...details that would put most stalkers to shame. Names and dates were either circled or crossed out and the papers were covered in hastily written notes, likely from Peter, "Ties to drug trafficking, smuggling, murder..." How did he get all this?

The sounds of running water stopped and eventually Peter stepped out. His face was still bruised and beaten, but at least the blood was gone, "Hey-"

"Why do you have these?" She turned around and raised one of the files, again forgetting to mask her voice.

"He's a criminal," Peter said, as if it answered her question, "Why? You a fan of his?"

"Hell no," she spat, "I'm just curious why you're getting all these."

"And I'm wondering why a dame's running around in a mask saving strangers in distress." She was almost tempted to shoot back that she wasn't a woman before thinking better of it. She did a poor job of disguising herself, all things considered. He sat down on the bed and groaned, "...Those webs from your hands ain't normal. You one of Osborn's freakshows?"

"No." She frowned. Being called a freak stung, "Just someone with a few extra gifts."

"You saved my keister, so I ain't gonna disagree," he replied, "Why do you wanna know about Fisk?"

"I..." She bit her lip. Could she tell him? From what she could see he and Fisk weren't exactly friends, "He threatened someone I care about. I want to make him stop."

"Yeah, you and half the city." He snorted. Peter grabbed a packet of cigarettes from under the pillow and quickly lit one, "It's funny. You'd think that after what happened to Osborn and the rest of those goombas the scumbags would lie low, but now we got fat fucks like Fisk already trying to eat the whole pie just a few months later."

"Yeah..." She coughed and waved a hand to dispel the smoke. She'd read up on the medicinal effects of nicotine a while ago, but it did little to stop it from smelling unpleasant, "What about you? Why are you chasing Fisk?"

"Favor for a friend, I guess. Someone has to put that bastard in the slammer. " He shrugged, "Right, twenty questions is over. I gotta get some sleep and find a way to explain to my aunt why I looked like I lost a fight with a brick wall."

"Wait..." Gwen looked down and took a deep breath, "You're trying to find something on Fisk, right? You need my help."

"How'd you figure that?"

"How about the fact that I just saved your life?" she countered. He didn't reply, "It makes sense. You want Fisk in the big house and I want him off my d- friend's back. Why not work together?"

"...You got a point, but I find it a bit hard to trust people wearing masks, even if they saved my life." He took a long drag of the cigarette, "I've been burned once and I ain't looking to get played for a fool twice."

Gwen wanted to wring his stubborn neck, but she forced herself to calm, "I need this," she said, her voice growing more desperate, "Right now the person I care about the most is being threatened by that scum and I can't do anything! If I had your help I could..." She took another breath and raised her hands to pull down her hood. This was a risk, but it was better than guarding her dad every night hoping for a change.

Before Peter could say anything else she removed the mask and goggles, finally exposing her face to the cool air. Peter's eyes widened and the cigarette fell between his fingers to the hardwoof floor, "...Shit." He stamped the cigarette out quickly and winced, "Gwen Stacy. Police chief's daughter is turning vigilante, huh?"

"Hardly. I'm just not going to do nothing when someone threatens my dad." She looked down at the mask briefly, "I'll say it again: you need my help. Without me you'd be dead in that alley and without you I don't have any leads."

"You're saying we need each other." He let out a single, wry laugh, "...Fine, I can see you ain't gonna let up on it."

"So you agree?"

"For now, yeah..." He nodded, "I'm getting a lead tomorrow night from a friend. Come or don't, doesn't matter to me."

"I'm going."

"Then take my advice and leave the mask at home. Where we're meeting it's gonna get the wrong kinds of attention."

"Where are we going?" A feeling of relief rushed through her. This was hardly ideal, but at least now she had a starting point. It was better than nothing.

"Ever heard of the Black Cat?" She shook her head, which caused him to smirk, "Then you're gonna be in for a treat. I'm gonna show you where the corrupt bastards call home. Hope you can deal, Stacy."

"I think I'll be fine..." She rolled her eyes. After tonight she doubted anything would surprise her.

* * *

 **Yeah, this just came to me. So what do you guys think, is it worth exploring in a multi-chapter thing or is Looking Glass proper enough that we don't really need Spider-Gwen in the 30's?**

 **This chapter was mostly setup for the partnership. Any possible future chapters would delve more into 30's stuff that's only briefly touched upon here like sexism, racism and all that other 'fun'. Gwen and Peter also have personal issues with the other since one's the socialist adopted son of a couple of rabblerousers while Gwen's the daughter of a well-to-do police chief. As expected this causes some friction due to contradictory viewpoints.**

 **Anyway, to clarify some things: Peter has no powers in this story but the events of the first Noir miniseries still happened, albeit modified. Osborn and all his connections still got exposed and Urich still died, for example, but Osborn wasn't killed (no Spider-Man to kill him) and Vulture was shot by a non-powered Peter to save his aunt, which changes the context of the scene heavily.**

 **Gwen's personality is also a bit of a mix. Like her 616 counterpart she's close to her dad and raised in a well-off environment, but like Spider-Gwen she has a (burgeoning) sense of justice and is very much a do first, plan later kind of person. Her character also changes on any future chapters.**

 **Review Answers:**

 **Guest 1 - Lemon? Probably not. I cross-post this elsewhere and they have rules against it.**

 **Guest 2 - He needs to get to Octavius first, and that's in the upcoming Madripoor arc. Why, tired of him already?**

 **Cyclopz - I guess, but nowadays people can take a picture of an unknown face and put it through an internet/database search if they're obsessed enough. Peter's safe since he's meant to be dead, but if Gwen gets pictured by someone obsessed enough it's end of days.**


	110. A Day on Silk Shoes

**Cindy chapter :D I know some of you might be bummed, but I thought it was a nice break fro Noir and Gwen's angst fests and cringey romance. Speaking of the romance, in the latest Spider-Gwen issue Gwen sees a past version of 616 Gwen and Peter being a couple and _outright says,_** **"It's weird to see you two like that. I never thought about my Peter that way."**

 **Yeah...that makes the carnival date and all their romantic moments hella awkward in hindsight, though I suppose you could argue that Noir isn't really like 'her Peter' anyway and thus it doesn't count. Still, I do like feeling vindicated in that argument I made dozens of chapters ago where I said Gwen likely wouldn't reciprocate her Peter's feelings if she knew he loved her.**

 **Speaking of awkward, I read Trouble and guess what? Young Aunt May and Peter's mom look fucking _identical t_ o Mary Jane and Gwen Stacy, respectively! Gee, this doesn't make Peter look like he has an Oedipus complex or anything, what with both his two great loves looking identical to both his birth and surrogate moms. I guess it's non-canon so it's cool, but God damn it I cannot unsee and unthink Aunt May saying 'Face it Tiger, you just hit the jackpot!'**

 **On another bright side, turns out I was right about another thing: the future Gwen in the Amazing 8 (utopia) universe remained bonded to, and gained control of, Venom permanently, so I guess it's a good thing I didn't go with the remove the suit plotline. That and 65-Cindy here is amping up to compensate so Gwen is no longer overpowered.**

* * *

Cindy had no idea what she was doing here.

"Thank you, thank you! Once again we'd like to take the time to thank these two for taking time from their busy schedules to come visit us. Give these two ladies a hand!"

Okay, scratch that, she knew exactly _what_ she was doing, she just didn't get _why_.

Cindy adjusted her seat on the fancy couch and did her best to keep her face neutral. Gwen didn't seem to share her anxiety, judging by the casual way she crossed her legs, "Well you know it's our pleasure, Josh," Gwen said, her voice carrying no hint of hesitation, "Me and Spinerette thought it'd be a good chance to clear the air and all. We know people have a lot of questions about the Avengers."

 _'The Avengers? Yeah, right...'_ She had to stop herself from rolling her eyes at that. This guy didn't give a crap about the Avengers. She was never one for celebrity gossip even back in her dimension (still felt weird calling it that), but even she could tell this entire thing was a hazing. Both she and Gwen were hounded for months to give even a single interview and this was their trial by fire.

Well, _Cindy's_ trial by fire. Apparently Gwen already went on a few impromptu interviews in her own time, both as Spider-Woman and as the drummer of the Mary Janes.

"Yeah, but don't try asking us about the membership benefits and stuff. That's still being worked out," Cindy said.

They laughed at that, though she had no clue why. It wasn't like it was really funny or anything, "Don't worry, ladies. I'm a talkshow host, not a HYDRA spy. We'll keep our questions safe for work." Cindy would've actually preferred if he was a Hydra spy; would've made it less awkward compared to sitting here playing twenty questions, "I want you to know that you can refuse to answer the questions any time you want."

Translation: answer the questions or you look bad on live television. She-Hulk gave both her and Gwen a crash course on celeb interview etiquette before they got here. It was long and complicated, but the final gist of it was that even the most pleasant host would tear them down given half a chance. Refuse a question? You look suspicious. Give the wrong answer? Reputation takes a hit. Honestly she was surprised Gwen even agree to do the damn thing.

"So we've got a bunch of questions sent in by your biggest fans. The majority of them are hoping for an identity reveal, but I get the feeling that's not what we're going for here." There was something prodding in the host's voice.

"Nope, sorry." Gwen shook her head, "I get that police officers don't hide their identity and neither do Cap, Wasp or She-Hulk, but I just don't want to put the people I love at risk like that. If it was just me I had to watch out for then it'd be good, but I have family and friends I care about. If that makes me a coward then I guess I'm a coward."

"Yeah, what she said." Cindy shrugged, ignoring the fact that their circumstances weren't at all similar. Her 'family' wasn't really hers and both her counterpart's parents didn't give a single thought about her.

Though, would they be more forgiving if they thought 'she' cut off contact because of her secret identity?

"Of course." The host's smile was tight as he adjusted his place on the couch. Probably disappointed this show wouldn't be one for the history books, "Well, we do have other questions. Let's get the big one out of the way first: how did you two get your powers?"

Cindy and Gwen looked at one another, their uncertainty clear even under their disguises. She-Hulk warned them that it was something that would come up, though Cindy thought the host would lead up to it rather than suddenly springing it like a pie to the face.

It wasn't like she didn't get why. Everyone knew how the older Avengers got their abilities and Kate made do with a bow and some fancy arrows, so her and Gwen were the only two mysteries left. Right now the theories ranged from being bitten by a mutant spider (scarily accurate) to being the two sole survivors from the planet Spidron like Superman (hahahaha- no).

Gwen started first, "Okay, first of all we'd like to inform everyone: we'll tell you how we got our powers, but I want it on record that neither me or Spinerette are encouraging you to imitate it and we're not responsible for anyone that gets hurt trying. The only reason we're telling everyone now is because people are already doing it and we want people to be informed."

"Already doing it?" the host asked.

"Yeah..." Cindy said, "Before we start I just want to clarify that I am _not_ Spider-Woman's clone, sister, cousin or anything else people think of. We're friends and we have the same powers, that's it."

"You know, that always confused me," Gwen said, "Personally I don't see the resemblance everyone says we have."

"I know, right?"

"Ahem, ladies, back to the powers?" the host said, his smile twitching slightly.

"Oh, right." Gwen laughed under her breath, "Okay...well, you're probably not gonna believe us, but we both got bitten by a radioactive spider."

Almost immediately Cindy heard the audience whispering to one another, their voices so soft she probably wouldn't have heard them without her enhanced senses. It was close enough to the mutant spider theory, but hearing it confirmed was a shock for even the most obsessed fan. In their place she probably wouldn't have believed them. Sometimes she still didn't accept that her life got this fucked up because of one goddamn spider.

Thankfully they didn't have to worry about some obsessed fan or H.Y.D.R.A reverse engineering it. From what she got from her evil twin every attempt she made to replicate her success with Gwen ended up a colossal failure. Ezekiel told her long ago that the spider itself was 'but a vessel of Anansi's will', which essentially translated to 'you get powers only if some extradimensional giant spider wants you to'. Gwen knew about it too, which was probably the only reason she was willing to talk about it now.

"A...radioactive spider?" the host asked.

"Yup," Gwen said casually, "I know it sounds stupid and all, but I don't think there's any kind of rational explanation for this, right?" She pulled her ring and middle finger back and made a *thwip* noise, "I know there are people out there already using irradiated spiders and ended up in the hospital for it, so I'm warning you all right now that it's not safe to continue. I mean I'd appreciate more Spider heroes representing, but not if you risk getting super cancer."

"That's...very interesting." It didn't take a genius to figure out that Bernstein was disappointed. He probably wanted something more exciting than 'we got powers outside of our control like She-Hulk did', "So this spider...any idea where it is?"

"I stepped on it," Cindy said, a little too quickly for her liking "Me and Spider-Woman were bitten by the same spider and when it chomped on my ankle I panicked and started stomping. Didn't realize it gave me powers till way later." It wasn't the exact truth - especially considering the alternate dimension thing - but She-Hulk told them to mix in a few white lies in-between all the honesty. _Keeps them on their toes_ , she said.

At least it felt less scummy than lying about S.H.I.E.L.D's involvement in the Carnage incident.

"Hmm..." The host picked at the stack of cards next to him before his smile returned, "Alright, well...here's another heavy question. One of our viewers is curious on why you two decided to get into the Superhero business; especially you, Spider-Woman. It's no secret that the past few years haven't been very good for you."

Yeah, that was an understatement. She hadn't witnessed it herself, but the scattered newspapers and old vlogs painted a clear enough picture. She thought the Spider-Man back in her dimension had it rough. At least back home Jameson stuck to just smearing him on the paper instead of spending hundreds of thousands of dollars on an anti-Spidey task force to hunt him down 24/7.

Cindy tried her best not to think of the fact that Peter was taking up Gwen's slack in that department.

"I just...wanted to do good, I guess," Gwen answered slowly, "Everyone blamed me for Peter Parker's death and I didn't want to just walk away, even if it would've been so easy. I had these powers and I could... _do_ something, so why shouldn't I? I don't think I can save the world - no single person can, really - but I can do my part and chip in here and there."

"Even after people cussed you out and Mayor Jameson treated you like a menace?" Cindy's eyes narrowed. He was trying to make Gwen lose her cool, "Didn't you ever think that it wasn't worth it?"

"I don't do this because I want to people to like me," she shot back, "I mean I'm not complaining that people say thank you instead of eff you nowadays, but that was never the point. Everyone hated me, but there were real bas- jerks like Mysterio and Hippo and God only knew who else who needed to be stopped. People saying I was freak didn't change that."

 _'Wow...'_ Cindy blinked. It was probably the most determined she'd ever heard the other Spider sound, "More or less," She added, even if she was pretty damn sure no one cared what Spinerette thought, "I've had these powers for a while now and I never did anything with them." Though that was more Ezekiel's fault than hers, "When I helped someone for the first time...it was like Spider-Woman said: if you can do something, why don't you?"

The interview died down to something more casual after that. What kinds of guys they liked (Cindy personally preferred older men), how old they were (Gwen lied and said she was 21 and no one believed Cindy when she said she was 28), political beliefs (didn't really care for both of them), which way did they, pun fully intended, swing (Gwen probably made a few of her fans cream themselves when she admitted to walking both streets), hobbies (she was partial to a good anime and video game herself) and so on and so forth.

All in all it was almost relaxing, even if the host kept insinuating that Gwen was into men with gray hair...up until the landmine hit.

"Alright, well, here's another question from a new viewer - 'Just what the heck is the deal with you and the Dark Spider? The dude's a Supervillain, isn't that against your code or something?" Cindy wanted to web the smile off the host's face, "You know, that is a good question. What exactly is going on between you two? A little Romoe and Juliet or Beauty and the Beast?"

The silence that came afterwards was brief, but Cindy could practically see the annoyance seeping out of Gwen in those 5 seconds of quiet. She-Hulk told them it'd come up eventually and the only advice she gave was that Gwen pass on the question. People would question and doubt, certainly, but sometimes that was unavoidable. Better to take some hits here and there than fuck it all up, or so she said.

So of course the Gwen did the exact opposite.

"My relationship with Spider-Man isn't related to this," Gwen said, obviously annoyed, "But I do want to point out that he's not in fact a Supervillain, or are we just forgetting that he helped save the city?"

So did Frank Castle and the rest of their group, though Cindy doubted that Gwen would call any of them (except maybe that Lana girl) heroes. Thankfully the host didn't seem to catch this hole in her argument and replied with something else, "Ahem, well, yes, but we can't ignore that he does have a record to him. You can't deny that he's committed some questionable acts."

"I'm not denying it." The other Spider's voice was bitter, though she did her best to hide it, "He's done some bad things, but he's also done good. I just...it's annoying when everyone just forgets the good things that others do and focus on the bad. I believe Spider-Man can be a hero and he's proven time and again that he's capable of it. I'm willing to give him that chance."

"So you'd call what you're doing with him a mentorship of sorts?" It was obvious that the guy was skeptical, though if Gwen caught it Cindy had no idea, "Why him specifically, then? Why not Shocker or White Rabbit?"

"Because Shocker and White Rabbit never showed any signs of wanting to do the right thing," she replied, "When I first ran into those two they were robbing banks and every time they got out of prison they kept doing that. When I first met Spider-Man he was saving a teenage boy from getting beaten up in an alley and then he spent days trying to find him after he got kidnapped even though he could barely stand. I can't imagine Shocker or White Rabbit doing the same."

"So it is a mentorship program." Wow...Cindy couldn't tell if he was deaf or just ignoring her, "You know, it's kinda funny that a guy who's old enough to be your dad is the student in your relationship."

"He's not as old as you think..." Gwen's fists shook.

"So what, 49 instead of 50?" The guy probably thought he was being funny. Cindy just wanted to web his mouth shut, "Now, I'm not judging. A little May-December romance never hurt anyone, right?"

"For your information he's-"

Cindy's eyes widened, "Spider-Woman, don't-"

"He's 18!"

The absolute quiet that came after her declaration was so overpowering Cindy could've sworn she heard every blink as loud as a bomb going off. The eyes of Gwen's mask were comically wide, which was matched by the absolutely stunned look the host and most of the audience was sporting.

Cindy mostly just wanted to bang her head against the wall. Sometimes it still amazed her that the woman who spent 10 years in complete isolation had a better read on things than the non-bunkered teenagers.

The host regained his composure first, his mouth curling up in a predatory smile, "Really? That's interesting." He leaned forward on his seat, "A teenager, huh? That's definitely unexpected. I guess it explains the teacher-student dynamic."

"Th-That's-"

"We need to go!" Cindy cut in, waving her (shut-off) phone in the air quickly, "Just got a message from Cap! Big emergency!"

The two of them bolted before the host could so much as thank them for taking the time. The pair of Spiders rushed past the staff milling around the backstage and swung in the air as soon as they were outside. Cindy had no idea where they were going, and neither did Gwen judging by the way she swerved in random directions without any rhyme or reason.

Eventually they both stopped in a high office building. Gwen landed first and tore off her mask in frustration, tossing the 'cloth' away without a care, "Fuck!" she screamed as soon as Cindy landed, "Fucking shit!"

"Yeah, you're telling me." Cindy lowered her scarf and grimaced, "...No offense, Gwen, but you fucked up."

"You think I don't know that?!" Gwen snapped back, "It's just...that guy pissed the hell out of me. Even from the start he was making cracks about my relationship with Peter and then and before that he practically said it was our fault Supervillains exist. I just wanted shut him up."

"We both knew he'd do that." Cindy crossed her arms, "Look, we got out of there without telling anything about our secret identities, so it's not a _total_ loss, but something tells me we should avoid talkshows for now."

"Yeah..." She rubbed at her hair in frustration and sighed, "Hey, thanks for getting us outta there. I really messed this one up."

"Happens to the best of us." She gave the younger woman a wry smile. Peter was gonna freak when he found out, "I say we just forget this ever happened and go back to doing what we do best."

"Being heroes?"

"You know it."

* * *

"Nice interview, Moon."

Cindy sighed and punched the dummy one last time, "What do you want, Woo?" She pulled her sweat-stained hair back clumsily and turned around to meet the older agent's gaze.

Being with S.H.I.E.L.D felt like a mixed blessing most days. She had a few people who accepted her - Director Carter, Bobby, Daisy, Agent Romanoff and a few others she could count on one hand. They didn't treat her differently for the most part. _Our little group will take anyone, powers be damned,_ Daisy said once. It felt like a backhanded compliment at the time, but she took it.

Most of the agents were wary of her, which probably had something to do with the whole 'alternate counterpart to a world-infamous terrorist thing'. It must've felt really damn awkward being told that Cindy Moon was #4 on the Most Wanted list and oh by the way here's Cindy Moon joining S.H.I.E.L.D as a new recruit. The alternate dimension story still sounded like gibberish to a lot of them.

And, much as they wouldn't admit it, there was probably some resentment in there as well. Cindy got it, really: most agents had to study and train their butts off for years to be even considered for S.H.I.E.L.D and yet here she was strolling around the base with a level 3 (tentative agent) clearance. She'd probably be pissed too if someone took her spot on the Hockey team because they got bitten by some mutant freak spider.

So yeah, Cindy got why people were wary and annoyed with her. She didn't like it, but she understood.

"Just wanted to see if you were up for a spar."

But then there were people like Agent Woo.

Agent Woo didn't like her. That was bad enough, but he had to pretend to be nice and friendly; at least Agent Hill had the decency to be honest about it. And hell, if she didn't have her spider-sense (spinerette-sense just didn't have the same ring to it) she probably would've believed him. The damn thing was so sensitive that sometimes she woke up in the middle of the night because a girl was ditched by her date a block down and started crying. Around Woo it practically screamed 'he doesn't like you!' every time he opened his damn mouth.

"You sure that's a good idea?" She pulled her hair into a loose ponytail and frowned up at him. Woo was one of the older agents in S.H.I.E.L.D - old enough to have a few gray hairs, which he took no small amount of pride in. It was a distinction he got through years of service and training, so of course he had a chip on his shoulder about the new upstart with the fancy new powers that made a lot of that training obsolete.

If the guy wasn't such an ass about it she probably would've agreed with him.

"Sure, long as you don't use any of those fancy powers of yours." His smile was practically baiting her, "Come on, Moon. Mano-e-mano, let's go."

"Fine."

Ten minutes later her face met the mat so many times that she was sure the two were planning marriage. Cindy grit her teeth and pulled herself up into a shaky stand, her breaths coming out in short pants. She was covered in a thick blanket of sweat and her tanktop and pants clung to her like a second skin. Woo stood on the other side of the mat, his mouth curled up in a smirk as he bounced on the balls of his feet.

 _'Smug prick. Oh, look at me, a normal guy taking on the Superhero. Am I awesome or what?'_ She resisted the urge to sneer at him. Much as she hated to admit it he was a senior agent and she was still the newbie, so mouthing off would only get her into trouble. There was a soft ban on powers inside the facility, else she would've kicked his ass. One well placed web to the face (or crotch...) and he'd be down and out.

"Come on, itsy bitsy spider, is that the best you have?" he taunted. One of the other non-sparring S.H.I.E.L.D agents laughed at that, though she couldn't tell who it was. Cindy clenched both hands and tried to keep calm. Ezekiel trained her on self-defense years ago, but every since he found out what she _might_ have been that all stopped. She definitely had nothing on someone who had decades of experience like Woo did.

Against her best efforts her thoughts drifted back to Ezekiel. She had mixed feelings on the man, which only worsened with every year she'd spent trapped in the bunker. He told her it was her own choice, that she could stay outside if she wished, but he knew. He knew that once he brought up the possibility of her parents and little brother dying to some kind of extradimensional vampire that she'd take the lesser evil.

It was only later that she found out that the old bastard wasn't even sure. She could have been the Bride, or it could've been one of the dozens, hundreds, _thousands_ of Cindy Moons across the Goddamned multiverse. It was better to be safe than sorry, or so he said.

And after her family died she couldn't even muster up the effort to try and guess the code out of the bunker. Sometimes she thought Ezekiel killed them to make sure there was nothing for her to come back to, but even he wasn't that big of a bastard.

"You just gotta stand there, Moon?"

Her next attempt fared no better. Before she could even attempt to grapple him his knee shot out, aiming a kick right at her mid-section. She barely managed to block the attack before he suddenly grabbed her right arm and twisted it around her back, "Super strength's not working so good, huh?" He pressed her arm up higher and she growled. It didn't hurt as much as it would for anyone else, but it still felt irritating all the same, "You need a hell of a lot more training if you want to survive out there. Rich friends like Osborn won't help you out forever, _Spinerette_."

 _'That's it!'_ Her other arm reached back and, just when she felt her fingertips scratch across the surface of his face, she let loose a small blast of webbing.

Woo immediately released his grip on her and scrambled back, both hands attempting to pry away the thin cover of webbing that covering the upper half of his face; she made sure to avoid clogging his nose. Woo struggled with the webbing for a few more seconds before he managed to pull it away, exposing his reddened face and bloodshot eyes for all to see.

"You bitch!" he screamed, any sense of calm gone, "You fucking freak!"

He looked ready to throttle her then and there before the other agents were suddenly on them both, pulling them apart. Cindy could've knocked the two holding onto her arms easily, but she let them drag her back to the female locker room. She was sure she'd get a call from Bobby later about her poor behavior and the last thing she needed was to make things worse.

The two female agents let go of her as soon as they were inside. Cindy glared at the door leading to the sparring room briefly and trudged her way to the shower, shucking off her clothes as she went.

The warm shower was an instant relief. Cindy brought her hands through her hair and let out a slow breath. She broke the no powers rule, but she couldn't even muster up enough shame to feel too bad about it. It wasn't her fault Woo was an asshole with a chip on his shoulder. She did her best to not let his taunting get to her, but weeks of getting hit with his passive aggressive taunts would drive anyone insane.

She changed into a light uniform and made her way to the firing range. Going out right now would only piss her off more. Thankfully the range was empty, which meant that she had some time alone. Cindy fastened both earbuds on and grabbed one of the pistols and a few spare magazines from the automated counter. ID-locked guns meant that there was pretty much no risk of friendly fire.

The targets popped out as soon as she pressed the button. Cindy took a deep breath and aimed at the heads. Bobby kept telling her to aim for center mass and not the head - it worked better compared to the video games, apparently - but she couldn't stop herself. Ten years of playing the same light gun games over and over meant it was pretty hard not to do it on instinct.

That and it wasn't a problem with her powers. As soon as the first headshot hit its mark more targets popped up, which all met the same end. Cindy reloaded the gun quickly and continued popping off her targets till she finally ran out of ammo, "Haa..." Her score was mediocre, though that was to be expected. Chest shots were worth more than trying to copy Time Crisis.

She was going to be busy for the next few weeks. First she had to take the knowledge test (how the heck was she supposed to know what to do if she got caught spying in a foreign embassy?) and after that she had to 'discreetly' observe some of the candidates for the Initiative. The electric guy in New Orleans was probably a safe bet, but the superhacker vigilante was still on the 'to be watched' list.

Oh, and of course the burgeoning paranormal division, cause apparently some crazy flaming biker was making rounds and causing all sorts of rumors. More mystical bullshit for her to deal with, cause apparently they thought her having powers meant she was some kind of expert on the occult.

Footsteps reached her ears as soon she she took the plugs off. Turning around, Cindy was torn between smiling and cringing when she caught sight of Bobby Morse walking towards her. She still felt awkward ever since he refused her offer to go out. _It wasn't her_ , he said, he just took the fraternization rules very seriously. He was telling the truth, but between him and Patrick she was convinced that her dating life was cursed.

"Still aiming for headshots, huh?" he asked.

"Well, you know me." She smiled softly and set the gun down, "...Guessing you're here about Agent Woo?"

"Yeah, he came into my office screaming that you tried to suffocate him with web." She opened her mouth to protest before he quickly cut her off, "Relax, I know you didn't. Security footage is a thing, you know."

"But..." she prodded.

"But you shouldn't have done that anyway." He sighed, "I get that Woo's an asshole, but we do have rules for a reason. If he doesn't stop giving you shit then talk to me or Daisy and we'll sort him out.

"Yeah, I get it." Cindy clicked her tongue, Great, just what she needed: someone else to fight her battles for her, "So, what's my punishment?"

"Punishment? Well..." He smirked, "Why don't you head home and take tomorrow off? We'll let Woo cool off a bit."

"So my penalty for breaking the rules is a day off?"

"Think of it like being suspended from classes," he clapped her shoulder, "Just make sure not to do it again, hm? I'm going to the Hope County assignment to root out that cult so I won't be here to watch out for you. "

"Yeah, sure..." Despite her words she really wasn't all that happy. Most people would've been happy at a day off from work, but she wasn't one of them. The idea of being alone at home with nothing but her thoughts reminded her far too much of the bunker. The worst part of it was she didn't have much else to do. Her family here was still debating on whether she was worth giving a second chance and she didn't exactly have many friends she could ask to hang out.

Alone at home or alone surrounded by people; either way she wasn't happy about it.

Which was why she had mixed feelings when she saw Harry sitting on her couch. Cindy let out a tired breath and closed the door behind her, "Making yourself at home, Gobby?" he twitched at the nickname. She knew it got under his skin.

"Cindy, we need to talk."

"Sounds serious." She toed of her shoes and threw her jacket on a nearby chair, "Any reason you came over instead of just calling?" She opened the fridge and grabbed for the milk. Just cause he was here didn't mean she couldn't get some eating done.

"You're spying on my dad."

If Harry expected her to be stunned or to try and deny it he was going to be disappointed, "Figured that out all on your own?" She took the milk out of the fridge and grabbed a box of chocolate crisps cereal from the top cupboard.

"That's all you have to say?"

"What, you want me to apologize?" She turned to look at him and rolled her eyes, "Agent Hill told me to do it, the same way she told me to partner up with you. You don't like it? Tough. Go find someone else willing to partner up with you and I'll tell Agent Hill that spying on Norman Osborn's a no-go, but if not then just drop it cause I don't plan on stopping long as I still have to babysit you."

"Unbelievable..." He shook his head and let out a bitter laugh, "I can't fucking believe this."

"What's so hard to believe? It's not like I ever pretended to like you."

"Yeah, but I didn't think it meant you were getting blackmail!" He pinched the bridge of his nose and let out a frustrated breath, "...Why do you hate me so much, anyway? I never did anything to you."

"That's not the point. I hate Red Skull and he never did anything personal to me." She set the milk and cereal down, "I told you before, dozens of people died because you gave my evil twin the serum. You got away with it because your dad pulled some strings, but that doesn't mean I have to like it." The same way she didn't like the fact that she was privy to keeping that 'little' secret about the Carnage incident. The only comfort she had was that everyone directly involved in that either died or got imprisoned in some off-grid blacksite.

"I'm trying to make up for that!"

"No, you're not! You're playing hero instead of fixing your mistakes!" She scoffed, "Look, I'm not talking about this with you. You want a shoulder to cry on? Go talk to Gwen, cause you and I aren't friends. Now if you don't have anything else worthwhile get the hell out."

* * *

Ten minutes later Harry was railing her against the wall.

Harry grabbed onto her thighs tightly and raised her legs up higher, pressing her harder against the hard surface. He could've just left, the sane part of his mind told him, but instead he was here, fucking a woman who flat out admitted to hating him. He didn't want to run, didn't want to slink away with his tail between his legs after coming here expecting some kind of large confrontation. In the end she was right. He didn't have anyone else he could count on except Gwen; and he wasn't enough of an idiot to think that she'd pick him over Peter.

There was no soft build-up or romance between to it. They fucked fast and hard, pushing and grabbing at one another in a frenzy, "Faster..." Cindy let out a heady breath breath and held onto his shoulders with both hands. She didn't moan or cry or beg. The most he got out of her were a few frantic breaths, a few demands (not requests) to go faster or harder every time she got closer to release.

He complied, which earned him another bit lip. They never kissed, never called each other's names or hugged as they arrived at release. In fact they barely looked at one another, which was probably deliberate on her part. At this point he didn't even remember who initiated their initial exchange first - in the end it didn't really matter. They fucked, they used each other, and then they never talked about it afterwards.

At the back of his mind he knew this was wrong, but what else could he do? The person he loved (and was slowly moving on from) looked at him as just a friend and the last relationship he had failed when he called her Gwen in the middle of fucking. It was a bit hard to keep going out afterwards...

His only signal of the coming climax was when Cindy pressed her head against his shoulder and her breathing slowed. Harry grit his teeth and raised his hands to her waist to steady them both as release finally came.

They didn't talk afterwards. Cindy gestured to the couch and Harry barely managed to throw away the condom and put his pants back on before he practically collapsed on top of it.

When he woke up again he was greeted by the early morning sun and a feeling of muted shame, "Fuck..." He sat up and rubbed at his eyes to wipe away the drowsiness he felt. This...wasn't how he thought this would go. He came here hoping to convince her to stop spying on him, which he could confidently say was a colossal failure unless he counted her ultimatum.

"...Cindy?" He looked around. The living room was empty and the door to her room was slightly ajar, which allowed the sounds of low-quality music to slip through. Shaking his head, he pulled himself up with a groan and stood. He could just leave now - he doubted she'd care about him not staying for breakfast - but curiosity drew him towards the room.

He had to admit, seeing Cindy sitting on the ground in pajamas and playing a game older than she was wasn't the first thing he expected to see.

Cindy didn't look up at his entrance, content with playing through a game he recognized as Auxilaria VI on an old SNES. He used her lack of attention to look around the room more and blinked. He'd never seen the inside of her room before, and the sight of half a dozen old consoles strewn around the corner in a messy pile was a definite surprise. The walls were covered in Beast Balls and Magical Girl posters and she had a few figurines dotted around her desk.

He would've said nerd if he didn't still have that old D&D board in his apartment.

After a few seconds Cindy finally noticed his presence and paused the game, "You're still here?" She looked up at him, "If you're expecting breakfast then you're out luck."

"No, not..." He gave the room another once over, "You have a lot of old stuff."

"Really? I didn't notice." She snorted and paused the game, "You just here to talk shit about my decorations, Gobby?"

"That's not..." Harry sighed. He'd long since given up trying to convince her not to call him that, but it was still annoying, "Look, I get that you don't like me, but that doesn't mean everything I say is just to insult you, okay?"

"...I guess." She shut the console off and stood up.

"So, what's with the old consoles? With what S.H.I.E.L.D's paying you you can easily buy the latest stuff."

"Not really into it." She crossed her arms and shrugged, "Spent 10 years playing with my dad's old gaming systems and I got attached. Final Fantasy - or First Reality, as you guys call it here - kept me sane for months. Besides, all the new games are just Superhero simulators, over the top shooters and Michael Bay explosion fests. No thanks."

"Michael Bay? That guy's one of the most chill directors around here."

"Yeah, cause this place is topsy turvy. At least Uwe Boll still sucks, so some things never change," she smiled faintly, "But like I said, new games aren't very interesting. If I wanna be a Superhero and shoot people I can just go to work."

"I guess..." He looked back at the posters, "So...you like Beast Balls?"

"You mean alternate dimension Pokemon? I guess." She shrugged again, "Still trying to get used to things around here. I thought catching all the Pokemon back home was bad, but it's ten times worse here."

"Wasn't there someone who took a pic of you swinging through the air playing Beast Balls Go?"

"I found a rare Pokemon, so sue me." Her next smile was genuine, which stunned him. The last time he saw her smile like that was when they all went to the cafe, "So is that it? You just came in here to talk shop about games?"

"No, it's..." He took a deep breath and clenched his hands tightly, "What you said before, about me not really making up for what I did. Could you explain that?"

"This again?"

"Yeah, this again." He looked her in the eye, "What did you mean by that?"

"Exactly what I said. You say you're doing this vigilante stuff because you wanna make up for what you did, but you're not: you're running away. I don't expect you to bring those dead innocents back, but you owe it to the people who're still here to make up for what you did."

"How do I do that?" he asked, voice soft.

"For starters? Apologize. Curt Connors is in prison at a S.H.I.E.L.D holding cell and at least 5 other agents are under 24 hour house arrest because they got infected by you and my evil twin. Start with them."

"...They're never gonna forgive me." He looked away and grimaced.

"That's not the point." She frowned, "Atoning for something doesn't mean you only do it because they accept the apology. If you really want to try and make up for what you did then you'll get on your hands and knees and say you're sorry even if they tell you to go fuck yourself. Do that and maybe I'll start thinking you're serious about this, but if not then let's just forget this conversation ever happened."

"...I'll do it." He looked her in the eyes again, "But...could you come with me? I don't think going alone's a good idea."

"I can't believe you just asked me that," she laughed incredulously, "...Fine, guess it beats working for that jerk Lady British."

Connors was the first stop. Harry couldn't help but feel exposed as he walked along the halls of the facility, even with Cindy at his side. A few of the agents recognized him and gave him dirty looks, though he did his best to pay them no mind. There was only so much he could take in a day.

Connors wasn't happy to see him.

"Oh, no..." The portly scientist covered his face with both hands and muttered something under his breath. The brief glimpse he had on his features made it clear the former teacher hadn't been sleeping well, "As if my stay here wasn't bad enough."

"Dr. Connors-"

"No longer a doctor, Mr. Osborn, as you well know." He set his hands down and Harry recoiled at the unbridled anger and hate in his eyes, "Did you come here to mock me? It wasn't enough that you retained your freedom after everything you did, had to rub my face in it?"

"No, I'm here to..." He looked to Cindy, who only shrugged in response. He couldn't expect any help from her, "I...came here to apologize."

There was silence, and then Connors started laughing. The laughter lasted for half a minute, long enough for Harry to be worried, before he suddenly slammed his hands on the table, "Is this some kind of joke!?" He scowled up at him, "My wife is dead, murdered by my own hands, and my son is traumatized for life! I'll likely never see the light of day again and you came her to _apologize!?_ You, who's running around freely despite all that you've done?"

"...I'm sorry." Harry knew it wouldn't mean anything to him, but he still had to say it.

"Can you give me my wife back? Can you make it so my son doesn't look at me and see a monster?" Harry didn't answer, "No, I didn't think so. I don't accept your apology, Mr. Osborn, and frankly I want you to burn in hell. Now leave, before I decide killing you is worth exacerbating my sentence."

Harry didn't - _couldn't_ \- say anything else. He trudged out of the facility and didn't stop walking till he could no longer see the building. Cindy trailed after him silently, the only sound being the muted clacks of her boots hitting against the pavement, "...That went horriblly," he said eventually.

"What did you expect? You ruined that guy's life. You're lucky he didn't throttle you," she replied, "See? That's what trying to make up feels like. If I killed a guy I don't fix it by donating to charity."

"You heard him, he hates me!"

"So are you just going to stop because of it?" she countered, "Or are you still going to try?"

"I..." He looked down at the sidewalk, "I don't know how I can do anything."

"...I think I have an idea," she said eventually, "A couple of weeks ago Peter was being treated by Alistair to see if they could extract some antibodies from him. He stopped after the Incident, but I'm sure he'll be back eventually."

"I don't follow."

"When they finally get those antibodies they're going to need someone to test it on. Connors and those 5 agents are options, but so are you since you're still infected," she said, "I'm not saying there's no risk in it, but you're already running around playing vigilante, so why not?."

"I guess..." It still boggled him sometimes that no one considered Peter at least partially responsible for serum considering he made the damn thing. Then again, apart from the Parkers and Gwen he doubted anyone really thought he was 'Peter' anymore, least of all Cindy, "Right, I'll do it."

"Good." She clapped him on the arm, "Now come on, we have five agents for you to meet."

God, this was going to be a _long_ day...

* * *

 **Cindy chapter done. I apologize for those who wanted more funny stuff from the talk show, but I couldn't write it very well. Hopefully what we have here is satisfactory. Anyway, yeah, a day in the life of Cindy Moon with a little bit of Harry Osborn thrown in. Cindy wasn't very cheerful in this chapter, but considering how her day went I don't think she has a lot to be happy about.**

 **So yeah, Harry's trying to make up for his role in the Lizard incident to...mixed results. Whether he's sincere or not is up to you guys, though I do think that he's trying in his own way.**

 **Questions:**

 **1\. Pretty sure I asked this before, but screw it. I've gotten reviews stating that they sometimes gloss over Gwen's parts, but never really the opposite where they say they skip over Noir's segments. Is there a reason for this? Did I write her poorly or something? On the one hand I find it complimentary since I think I write anti-heroes better, but I did want both leads to be viable to the readers despite their opposing natures.**

 **2\. A story question, but do you guys consider Noir at fault for the serum and the fallout therein? It's still pretty ambiguous how much of him is which so I'm curious if you guys think he 'inherits' the sins of 65-Peter or he's essentially a new entity and can't be held responsible.**

 **3\. Next chapter's either a continuation of the main story, another chapter in the Noirized Spider-Gwen Extra or that Lana (maybe romance, maybe not) omake I talked about a few months ago. Take your pick.**

 **Review Answers:**

 **Jormundgardner - Just type in 'Spider-Gwen Noir' on Google images and you should find it easily enough.**

 **Esquire-Man - Volume 2 doesn't really get global either. The biggest thing is the gang war arc and Spider-Island, which is city-wide at best. The characters just aren't built for the big leagues. As for Peter and MJ...probably not. We've never seen Peter show any signs of attraction to her and Mary Jane is so messed up I doubt she'd seriously consider it. Though I don't get why you want Lana there.**

 **Sparta49 - YUSSS, long review :D To answer your questions: Road Back's a maybe, though you have Spider-Man and Laura here to get that fix; Matt wasn't originally meant to be TEH DEVIL!, but I needed an excuse to explain why Noir and the others don't just kill him so possession it was; and Marvel has proven you can beat demons with either magical artifacts like the Judas bullets or mystical fuckery like Chi such as with Iron Fist.**

 **As for the Inhumans? Unlikely. I don't like the Inhumans very much, aside from individuals like Kamala, Lockjaw and Inferno, and I don't like the X-Men either: mostly because they feel like they're written in a bubble and don't mesh well with the rest of the universe. Remember powers in Earth-65 are meant to be rare and coveted, so an entire race built on 'everyone has a unique power' kinda ruins it.**

 **And yeah, readers are convinced that the pairing will work no matter what they do to one another. Though in fairness I don't think Gwen would hate Peter for that. Yes she'd be hurt, but the alternative is letting Murdock run free and Peter getting constantly mindraped by an obsessed demon. Losing her mom sucks, but it's still the lesser evil.**


	111. Nothing Goes Well

**I've gotten comments indicating that Gwen's less interesting for certain readers because she's lacking in drama and struggle compared to Peter. I'll try to change that in the upcoming chapters, but if that's not good enough then I should probably inform everyone that V2 is more Gwen's story, as far as the overarching plot goes. That's not to say Noir's not involved or important anymore, but Hobgoblin is more her villain than Peter's. We also deal with Gwen's family and her life as a whole more in this volume.**

 **Anyway, the amount of votes for main story v. the Lana omake was actually pretty close, which was a bit surprising. I definitely never expected Lana to appeal to the audience as much as she did when I first introduced her.**

 **So I gave the chapter to my friend again and she made two funny comments: first she commented that Cindy's probably the most fucked up character in the story given her behavior and issues that she refuses to acknowledge. By contrast she stated that Shadowcat is one of the least fucked up by virtue of her not having angst or issues about who she is.**

 **She also likened the story to the Isekai (taken to another world to be a badass) genre that's saturated anime nowadays. Though she did state that it was only a thin connection: Noir isn't the biggest badass (he's pretty low on the Super totem pole), he doesn't have a harem (the only ones who consider a relationship are Gwen and Lana), he doesn't win effortlessly (just check the Jack arc and his rivalry with Matt) and being 'trapped' in Earth-65 has arguably made his situation far worse (the entire story...).**

 **Side Note - Currently watching Jessica Jones S2 and the themes of addiction and desire to be special are very appealing to me. That and showing how society reacts to the Powered living among them. While I can't do much with it now, I can definitely explore those themes in V2, especially given that the year long time skip between the volumes allows the status quo to change around a bit.**

* * *

"What the hell's going between you and Cindy?"

There were better places to be having this conversation than on the opposite sides of reinforced glass, but Peter was never one for good timing. Osborn's head snapped up at the sudden question, doing his damnedest to keep his expression unreadable.

It didn't work. He could practically see the shock across his face.

"Wh-What?" he said. Despite the inches of clear glass between them his voice carried through without any muffling. Peter was just glad they weren't put in the same cell. It was bad enough something from him was going inside Osborn, he didn't want to be in the same confined space while it was happening, "I just...that's random. What do you mean by that?"

"You know what I'm talking about." Peter's mouth twitched. The bastard was stalling, "The way you were acting around her...something's going on."

"Is this really the time for this conversation?"

"Only reason you'd hesitate is if you had something to hide." Peter scoffed, "Out with with, Osborn. I can find out from you or from Cin, and something tells me that her version's not gonna be so flattering for you."

"You're a real piece of work, you know that?" Peter didn't bother to respond to that. He was well aware of how he was, thank you very much, "Why the hell are you even asking?"

"Because I don't trust you and I care about Cin." He knew she could take care of herself, but he couldn't let it go. Despite everything she trusted too much and risked her life for people who didn't deserve her help. Just like Gwen, "So give me an answer, before I stop being so polite."

"Christ, you're such an asshole." A soft, bitter laugh escaped the former soldier, "...We're sleeping together."

"I figured that out as soon as Spider-Man's kid opened her trap," he replied, "That's not it. Why'd you want her to come with us?" Anyone else would've called him paranoid, but he'd learned to trust his gut instinct; and right now it was screaming at him.

"Maybe I just don't like the idea of being stuck in the same room alone with you?" Osborn asked back sarcastically.

"Then why not call on Gwen? God knows she's the only one in that room that cares about you."

"So you love to remind me." Osborn crossed his arms and looked away, turning his back to Peter and masking his face from view. A silence settled over them briefly before Osborn finally spoke again, "...I like her."

"...Great." Peter pinched the bridge of his nose and sucked in a frustrated breath. He wasn't so naive to think that Osborn meant to add 'as a friend' to the end of that declaration, "Does she know?"

"Hell if I know." He shrugged, "I didn't exactly tell her. She kinda hates me, you know?" He tilted his head back to look at him, mouth curled up in a sardonic smile, "Just my luck, huh? The first girl I fall in love with I tried to kill and the second hates my guts and is using me to blackmail my dad for favors."

"Why do you like her?" It was a bizarre sight, talking about their fucked up 'love lives' while they were stuck in isolation cells, but considering their life it felt par for the course, "She's made it no secret she's not fond of you."

"Yeah, don't I know it?" he replied, "It's just...well, it's hard to explain. The past ten years were complete shit for her: trapped in a bunker, tortured by the Cindy Moon of this place, forced to work for S.H.I.E.L.D...you name it. But despite all that she still puts on a costume and helps people, still gives a crap about strangers when she could just leave them and care only about herself."

"...She reminds you of Gwen."

"Ha, maybe, but I don't think so. At least not completely." He sighed, "Gwen...I tried to kill her because I wanted - _needed_ \- someone to blame for not speaking up when you and her fought that night at prom. If I hadn't frozen, hadn't just watched like a damn idiot, maybe you wouldn't have died. So I blamed Spider-Woman for it." He laughed, "At least that's what I told myself. Like you said, I wanted to feel important."

"The kid was dead the second he injected himself." Was he trying to comfort him or just stating a fact? Peter had no idea.

"Yeah, guess so." He frowned, "Gwen forgave me. After everything I did, everything I blamed her for, she still looks at me like I'm the same guy who she made friends with that day at lunch. It made my feelings for her worse, but a part me...I wanted her to hate me. If she did then I could make myself feel important - feel like the victim - again. Instead she never once brings it up, not even when I'm at my worst."

"How does this go back to Cindy?"

"She's not like Gwen. She reminds me of what I did and tells me that I'm a coward because I let my dad solve my problems for me." He pursed his lips, "If it was just that then maybe I'd hate her, but she...pushes me. She'll complain and tell me that she doesn't really care, but the only reason I even started trying to make real amends is because she pushed me to."

"You're using her as a crutch, Osborn..."

"Always seeing the worst in me, huh?" He clicked his tongue, "Maybe you have a point, but it's none of your business. I don't plan to hurt Cindy and I doubt I could even if I wanted to. I'm just glad she's helping me with this. She doesn't have to, and it'e be better for her if I never shaped up. More blackmail material for my dad."

"Do you honestly think she'll ever reciprocate?"

"I doubt it, but hey, look at you and Gwen." Even without seeing his face Peter could practically feel the smirk that came afterwards, "I maybe be worse than you, but we're both killers with blood on our hands and neither of us are going to be clean any time soon. Despite that Gwen refuses to give up on you and somehow the two of you are together. I figure anything's possible."

"You really are insane..." Peter laughed and pressed his back against the wall, sliding down to sit as he did. He had a point there, much as Peter hated to admit it, "Fine, keep pining after her. I know she's not stupid enough to do anything about it."

Osborn sat down opposite him and tapped the clear glass between them, "...We never liked each other, did we?"

"You and the kid? Probably not," Peter replied, "When he first saw you he thought of you as just another weirdo in a school full of em. In fact he was relieved. Another loser to take the attention of him so maybe they'd bully you instead of him." God, that kid - he - was a real piece of shit, "When Gwen suggested they make friends with you he had mixed feelings. Guy was a possessive little bastard."

"It wasn't all bad. I remember our sleepovers, playing games and devising D&D campaigns till midnight. Or did you or him or both of you just pretend to have fun then?"

"It wasn't pretend, at least not completely. He was happy that he found someone he could share all that with besides Gwen, but..." He took a deep breath, "He resented the fact that you weren't scared and withdrawn like him. You liked all the same stuff he did and he hated that you didn't try to hide it, that you didn't even pretend to be ashamed like he was. He wanted to drag you down through the mud to his level, and after you told him you liked Gwen...well, the rest is history."

"Hmm..." They were quiet for a few seconds, "Gwen wants us to be friends again...you think we can ever give her that?"

"No." There was no hesitation in the answer, "Maybe you do want to make up, and maybe someday God or whoever else is out there will consider you redeemed, but I still remember. I remember Connors turning into a monster, I remember him _gutting_ his wife while his kid watched. Him and everyone else this serum has touched, all those lives ruined...I can never forget that. Maybe you think I made it, but you were the one who dug it up after they buried it with me. This is your fault."

"Yeah..." His next breath was shaky. Peter didn't have to look at him to know that he was holding back tesrs, "Hah, well...guess she's going to be disappointed."

"Guess so..." A soft, self-loathing part of himself already whispered in his ear. What right did he have to judge? Him, who considered murderers and sadists his friends and defended them purely because they'd helped him? "...I'll play nice when Gwen's around, but we're not friends."

"Right..." Osborn coughed and straightened himself up, "So...why was Mary Jane there earlier? I wanted to ask, but..."

"The symbiote that Kasady bastard had. It's on her now."

"Wait, what? What do you mean?"

"Exactly what I said."

"No...how's that possible? Gwen killed that guy, she-"

"Kasady's dead, the symbiote - or at least a part of it - survived. Considering what we've seen Gwen to be capable of it honestly doesn't surprise me." Osborn made to ask another question before Peter's spider-sense suddenly blared. Something was wrong, "Get up, Osborn. We're gonna have company."

"What-"

His question was cut off when the fluorescents overhead suddenly dimmed, quickly being replaced by a dim red light that would've made it difficult for a normal man to see, "Someone cut the power." Osborn stood up in a rush and made his way to the door and opened it with far too much ease, "Cells are open too. Think this is a prison break?"

"I doubt it..."

As soon as Peter spoke the door opened with a loud crash and two goons carrying guns charged in, _'Those aren't the spooks...'_ Before Osborn could say anything Peter disappeared in a wisp of smoke. He didn't know if the two saw him, but either way their attention wasn't something he had to worry about it. Both of them practically rushed Osborn, shouting for him to get back in the cell.

They didn't much farther than 'hands behind your head!' before he re-appeared behind them. Peter grabbed the one on the left and slammed him into the ground with a painful crack. The one on the right tried to raise his lightshow gun to fire before a quick spray of webbing had him pinned to the clear wall of the containment cell.

His spider-sense blared again. Osborn moved first, grabbing the discarded gun and taking aim for the door. As soon the first hint of body armor appeared he fired thrice, hitting the next three goons that tried to come through the door. The smell of burning flesh was pungent, "...They're dead." Peter looked down at the still bodies and kicked at one of their sides. Whatever was in those guns packed a wallop.

"Shit..." Osborn looked down at the gun and let out a frustrated breath, "Damn it, those were S.I.L.K agents!"

"I figured that much out." He turned over one of the bodies and inspected the points of impact, "Cut clean through their armor..." Which meant he didn't want to try his luck getting hit by one of those things, gifts or no gifts, "We gotta get out of here." He picked up one of the compact guns in the shape of a pistol and stood, "We need to regroup with the others. I don't like our chances alone."

"Yeah...lead the way."

* * *

This was more familiar.

Laura jumped at one of the attackers and slashed through his right arm, letting her training guide her. Take out the hand holding the weapon first and then their mobility. The attacker barely had time to register that his arm was no longer connected to the rest of his body before she slashed his leg and forced him into the ground, cutting his throat with a quick flick of her wrist. They were trained like the machine men, but far more fragile.

"Get the weapon!" More attackers to her left. Laura snarled at the two gunmen and charged at the closest one. The space was confined, not like the forests where she used to train, but she'd been trained to adapt to her surroundings. She could survive this.

The first one fell when she stabbed both hands through his chest. Laura pulled her arms back from the fresh wounds and turned to face the remaining attacker. The masked man immediately raised his weapon and fired. She tried to jump to the side to avoid the laser, but she wasn't fast enough. The ray of heated energy cut through the left side of her stomach and the pain forced her to the ground, a growl of pain escaping her.

The attacker shifted the barrel of the weapon to her face. Before she could scramble away to recover a thin biocable attached itself to his side and pulled him back roughly, "Back off!" The hooded spider punched him in the face and webbed him to the floor. Not dead, not like the other two.

"Shit..." She knelt by Laura's side and inspected the wound, "It's...It's gonna be okay-"

"You can stop pissing yourself, girly. She's fine." Shadowcat pulled her back, "She's like me. We heal fast."

Laura groaned softly and the hooded spider watched as the burnt flesh healed itself, leaving no trace of the wound. Peter stood at her side and pulled her up into a shaky stand, "I'm fine..." She pushed him off and sheathed her claws. It was still an odd feeling, having someone who offered her a hand without expecting obedience in return.

"No need to play tough, kid. Just cause you heal fast doesn't mean it don't hurt," Peter said.

"God, stop babying her." Shadowcat rolled her eyes, "Come on, let's finish this guy up and get going."

"Wait, what do you mean by that?" the hooded spider asked, the mask of her eyes narrowed.

"What do you think?" Shadowcat willed her claws into existence and walked towards the prone figure. Laura smelled the fear emanating from him, "We finish what we start. 'Sides, it'll save space when S.H.I.E.L.D does clean up."

Shadowcat raised her right hand and prepared to stab down. The hooded spider breathed hard and caught her arm with a biocable, "He's disabled, we don't need to kill him!"

"Says who?" Shadowcat scoffed, "You don't wanna see it then look away. I ain't letting him get up later to shoot us in the back." She willed the claws on her left hand and again the hooded spider snagged it with a line of biocable. Shadowcat's smile finally dissipated in favor of a a light scowl, "You're a real pain in the ass, Spider-Girly, and I'm losing my patience."

"So am I." She pulled her back, "We're leaving him. Let's go."

Shadowcat didn't say anything at first, but Laura sensed her irritation. The stalemate didn't last long before the older weapon phased her hands through the webbing and, before the hooded spider could recover, manifested a claw on her right foot and stabbed the prone attacker through his jaw, "...Oops?" She gave the hooded spider a guiltless smirk, "My foot slipped."

Laura had sensed rage before, but this was something different. Her eyes narrowed and she watched as the hooded spider's suit moved and shifted in a chaotic wave and her eyes sharpened, "You son of a bitch."

"What, you think I'm scared of you?" Shadowcat asked, "Trust me, that monster suit you have? I've dealt with worse. But if you wanna try your luck then-"

"Alright, enough!" The other female spider interrupted, "We don't have time for this! You two wanna argue? Do it later!"

"Cindy, she just-"

"I saw! But right now we have more problems to deal with!"

Four more gunmen came charging down the hall. Before Laura could so much as raise a hand the spider with the scarf unholstered a pistol and shot four times, catching three of the attackers through the head while the remaining one was shot through his left knee. Peter immediately webbed him to the ground before he could reach for his weapon and kicked him in the head, knocking him out.

"God..." The hooded spider gasped.

"Nice." Shadowcat whistled, her smirk widening, "Least one of you knows how to clean up after themselves."

"Can it." The scarfed spider ejected the magazine and counted the remaining bullets, "Look, you two don't get along, I get it. Here's a compromise: any of us kill it's in self-defense, no freaking executions." She gave Shadowcat a pointed look. The other weapon threw up her hands flippantly in response, "I mean it. We have to work together if we wanna make it outta here."

"Tch...whatever you say, Spinny."

"Play nice, Kat," Peter said. He turned to look at the hooded spider, "I know you wanna go off on your own, but that ain't a good idea."

"Yeah, why not?" the hooded spider snapped back, "MJ, Peter and Harry are out there. I need to find them."

"You wanna try getting through the damn blockades S.H.I.E.L.D set up? Go ahead. But you should probably know they made it to keep powered people in and out, so that suit of yours ain't gonna do much good. Even my phasing's gonna be slowed down if I have to take all five of you."

"She has a point, Gwen," the scarfed spider said, "With the power out the best option we have is to try and turn it back on. We can disable the barricades afterwards and find Mary Jane and the others."

"...Fine."

The scarfed spider led the way. Laura kept her posture low and her claws unsheathed, wary of any possible attackers. Not that she had to: as soon as any new attackers showed themselves one of the others took them down. Peter always made sure that she was behind him, which both confused and irritated her. She could help, and her young age was only ever meant to deflect suspicion rather than cause hesitation among those who used her.

"Here." The scarfed spider tapped a hard to see door and pulled back a panel, "Should be able to open it up from here. Good news is we're gonna be able to move around easier once the barriers are down. Bad news is that means so can they."

"Trust me, that's more bad for them than it is for us." Shadowcat laughed. She enjoyed violence, that was something the facility didn't program into her; or at least that was what Laura assumed. She herself didn't enjoy violence, at least, "And hey, once the barriers are down Spider-Girlie can go be a big hero."

"Shut the hell up..."

It didn't take long. The four of them kept watch on the doorway while the scarfed spider used the computer. Laura split her attention between keeping guard on the perimeter and observing the others. Peter had his gun drawn and stood at the ready, the exact opposite of Shadowcat and the hooded spider. The former was leaning against the wall seemingly without a care while the latter spent more time glaring at Shadowcat than anything else.

"...I got it!"

The lights returned. Laura blocked her eyes briefly and let them adjust to the light, "Thank fuck..." the hooded the spider said, relief washing over in droves, "Alright, now we gotta find the others."

"You wanna do that? Fine. Me? I'm heading for the exit. S.H.I.E.L.D ain't paying me to be a bodyguard."

"Fine, I didn't ask for your help."

"No one's going anywhere," Peter said, "Kat, we need to make sure the others are alright. Help us."

"Why do you care so much, Petey? Getting attached to your clone?" Peter's eyes narrowed and he didn't answer. Shadowcat looked at him for a moment and threw her hands up in irritation, "Alright, fine! God, you're such a bleeding heart."

"I'll take that as a compliment." He smiled at that, albeit faintly.

They didn't get far before three more agents came to intercept them. Laura sniffed the air and narrowed her eyes, "Something is wrong..." she said softly, getting a nod from Peter in return. The agents looked different from the last ones. They didn't carry guns and their movements were rigid, like the machine men after their bodies finally began to reject their implants.

"Look out!" the scarfed spider screamed. Peter grabbed Laura with both arms and pushed her to the ground just before she saw a blast of something dark shoot overhead. They looked at one another for a fleeting moment before he pulled out his revolver and shot one of the agents through the head.

The agent stepped back slightly at the impact and remained standing, the wound at his forehead immediately closing. The hooded spider jumped to try and close the distance, managing to smack one of them to the ground before another blast of energy knocked her back, "Shit!" Her suit peeled back to expose skin before quickly reforming, "I know what this is!"

"Save it for later!" Shadowcat phased through the next attack and slashed at their legs. Again they remained standing until the scarfed spider kicked two of them into the ground, "These fuckers heal fast!"

"We have to restrain them!" the hooded spider screamed.

"Easier said than done, Stacy!" Peter shot another coming towards them and webbed him to the ground, which lasted all of two seconds before the attacker ripped away the webbing with ease. Laura jumped towards him and slashed his throat before she was knocked back by a sudden punch. Peter was at her side immediately, blocking her from the attacker's view, "This is insane..."

"Attacking them won't work!" The hooded spider jumped over a blast of energy and webbed the first agent to the wall, "We have to knock them out!" She punched him across the face, hard enough that Laura heard something crack even amidst the fighting.

"What do you think we're trying to do, Spider-Girlie?!"

Shadowcat impaled one of them through the eyes and twisted her hand around. Next to her the scarfed spider shot the third agent through his kneecaps and wrapped her arms around his neck in powerful grip to try and choke him into unconsciousness, "This...isn't working!" the agent moved back to slam her against the wall and she jumped, webbing him to the surface as she did.

"I've got an idea..."

Peter ran to the closest agent and webbed his mouth and nose shut. Laura immediately sensed his fear and she ran, impaling both of his arms into the floor. His struggles immediately worsened, though it didn't take long for him to weaken. She was too young for it, but she'd been taught the basics of suffocation already. All it took was ten seconds on average for the subjects to weaken and fall unconscious.

"They still need to breath!" Shadowcat said, "Clog their throats!"

The scarfed spider followed her advice and released four thick strings of webbing into the second agent's mouth. The hooded spider hesitated and Laura heard her heart beat faster. She was scared.

Shadowcat did it for her. The other weapon grabbed a handful of webbing from the wall and stuffed it down the struggling agent's throat before covering his mouth with both hands. He tried to attack, tried to push her back, but all of his attacks phased through her. Partial intangibility; only her hands were solid now, though Laura doubted the agent realized that in his panicking state.

Eventually his struggled ceased and he lied still, remaining upright only due to the webs keeping him pinned to the wall. Shadowcat stepped back and gave the hooded spider an unamused glare, "God, you're fucking useless, aren't you? Tell you what, next time you wanna commit suicide could you do it when there aren't people relying on you?"

"Fuck off.."

"What's done is done," the scarfed spider said, "Come on, we gotta find the others before these guys do."

"Yeah..." The hooded spider nodded, "Let's go..."

* * *

This was fucked.

They'd been lucky enough so far, only running into unaware gunmen that she managed to tackle into unconsciousness, but their luck had finally run out. Mary Jane saw one of the intruders aiming his gun at a S.H.I.E.L.D agent flat on the ground, his hands and legs cuffed together. She couldn't stop herself from crying out in shock, which immediately drew his attention.

Mary Jane ducked behind the wall and barely avoided the laser blast that soared over her head, "Fuck..." Her breaths came out in rapid gasps and her heart beat wildly, "Shit, shit, shit!" She pressed herself harder against the surface of the metal. This was too much. A few days ago she froze when she saw a fucking pistol and now she was being shot at with lasers that could melt through steel!

Not to mention her current 'partner'.

He - Bullseye, he called himself - _laughed,_ "Is that the best you got?" He pulled out a paperclip from his pocket and threw it against the wall. Mary Jane was about to ask him what the hell he was doing before the attacker's gun suddenly clicked ineffectually, "Aww, having problems, buddy?" Another paperclip was thrown; this time through his eye, somehow. The agent fell back and screamed, clutching at his injured eye with both hands.

"How did..." Mary Jane said softly.

"Man, the standard for agents has really gone downhill." He unlocked the cuffs and pulled the S.H.I.E.L.D agent up into a shaky stand. _He saved him_ , Mary Jane noted numbly, "Might wanna get out of here, pal. It's gonna be a splatter zone."

"I...okay." The S.H.I.E.L.D agent looked down at the bloodstained prison jumpsuit before turning away, "Thanks."

"Everybody gets one." He waved the operative away cheerily and turned his attention to the whimpering intruder, "Let's get a look at at that face of yours." He pulled the agent's mask away. His right eye was covered in a thick pool of blood and Mary Jane saw tears and mucus mixing in together with every cry of pain he gave, "What do you say, big guy? Wanna go for the other eye?"

It was disgusting, everything rational and sane inside her told her it was. He was dragging out the agent's pain and he enjoyed it. She should've been turning away in disgust. Instead her lips curled up into a smile and she _moaned_.

He didn't hear her, but the shame that washed over her was more than enough to jolt her out of whatever haze she was experiencing, **_'Ha, now there's someone who knows to have fun!'_** The symbiote screeched at the back of her mind, **_'I should've gone for him instead!_**

"Stop doing this..."

 ** _'Doing what? You mean the wetness in your meaty human parts?'_** It laughed, _**'That's not from me, little red! That's all you!'**_

"No!" Bullseye snapped back to look at her with a questioning look. Mary Jane took a deep breath and stood up straight, hands clenched into tight fists at her sides, "He's down. You don't need to torture him."

"Well yeah, I don't _need_ to, but..." He pulled out another paperclip and dangled it in the air in front of the helpless agent. He screamed again and tried to back away, "It's so much fun! You should try it!"

"No." She grabbed his arm and pulled him away, "Knock him out if you want, but not...this." She tried her utter damndest to ignore the part of her that wanted to agree with him, the part that wanted to watch the agent squirm and beg for mercy that she wasn't going to give. She wasn't going to give in to that thing.

"Fine..." He pouted like a kid caught with his hand in the cookie jar. It was fucking bizarre, "What do you wanna do with him? That wound's pretty nasty so knocking him out will probably kill him anyway once he bleeds out. It's why I wanted to have some fun first."

She didn't get to answer. The bleeding agent suddenly screamed, but it wasn't from pain. Mary Jane snapped her head to him and stepped back when she saw his entire body changing color, his skin going from a pale pink to blackish blue. The agent's screams died down to something soft and he stood, his eye quickly healing itself till there was no trace of the wound.

"...Shit," Bullseye said next to her.

The next moment was pure agony. Mary Jane barely had time to raise her hands before the entire hall was engulfed in a wave of dark energy. Her back smacked against the wall painfully and she fell onto the ground, whimpering in pain all the while. Through blurry eyes she caught sight of the agent walking towards the Bullseye's prone form, energy dancing across his palms.

He was going to kill him.

"No..." She reached a hand out feebly. Everything hurt and her body refused to cooperate, "Come on..." She had powers, she could...

 ** _'Do what, little red? Freeze like you did all those nights ago?'_** The monster chuckled, **_'You're going to die here.'_**

"So will you..."

 ** _'There's a chance I can survive, maybe use your corpse like a suit.'_** Despite its words she heard the hesitation; she knew her own voice well enough to tell.

"You're...lying. You don't know for sure..." She clenched her hands, "Help me..."

 ** _'What, now you need my help? After refusing me time and again?'_**

"I need you..." It was painful to admit, after so long of wanting to get rid of it, "I'm begging you...help me so we can survive." They needed each other to live through this. She wasn't strong enough to fight that thing on her own, "Please..."

It didn't answer, but the warmth that spread across her body was enough of a reply. The red flesh covered her entire body and she stood, the pain from her back fading into a dull ache. The agent turned to face her, and his look of surprise was brief before she charged. Her left arm changed into an axe and she sliced his hand clean off, _**"Die!"**_ She impaled him against the wall with her other hand. It was more than enough to kill him.

Which made the next punch come as a surprise. Mary Jane stumbled back at the hit and blocked the next hit, **_"What the..."_** His hand was back. Mary Jane gaped down at the reformed limb in shock until another blast of energy forced her back. She fell on her knees and glared up at the photo-negative agent.

He only managed two steps before a makeshift shiv impaled itself at the back of his head, "Forgetting about me?" Bullseye held onto the wall with both hands, mouth raised in a strained smirk. He was flagging, "Come on, big guy. Let's finish what we started."

The agent turned away from her and she acted. Ignoring any hesitation she reformed her hand into a blade sliced his neck as hard as she could. The fleshy blade cut through half of his neck before it stopped, **_'He's healing.'_ ** The monster said. Mary Jane lost feeling in her limbs and could only watch her arms move on their own. The clawed tips of her remaining hand pushed through the gaps of flesh and _pulled_.

Even without being in control she felt the strain. Seconds of agonized screams passed before more of the flesh ripped away and the head was finally separated from the rest of the body. Mary Jane watched her hands dangle the dismembered head almost playfully before tossing it down the length of the hallway, far away from the now-normal colored body of the agent.

"Huh...damn." Bullseye whistled, obviously impressed, "You're just full of surprises, aren't you, Red?"

Feeling returned to her body quickly and the suit slipped away till she was left with nothing but her bloodstained jacket, yoga pants and sneakers, "Yeah..." She took a shuddering breath and felt torn between the urge to cheer or vomit, "Let's...just get out of here."

* * *

Peter was an idiot.

When he first saw the agents using the same kooky 'gifts' Martin had he'd hesitated, wondered maybe if he'd somehow survived that shot to the heart and come back for revenge. A stupid thought. He watched his body fall into the dirt and he doubted that he'd get unlucky three times and find out Martin came back from the dead. Last he checked he didn't have a god trying to pull his strings.

Fighting them wasn't too difficult. Whatever gifts allowed him to hurt Martin was still there and just being near him caused their powers to weaken. Not enough to make them harmless, but enough that shooting them in the head or gut wasn't just something they could shrug off. And, much as he hated to admit it, Osborn was a damn good shot. Guess that army training went somewhere.

And then he went and messed it all up.

One of the bastards managed to get one last blast off before he finally expired and Osborn was right in the center of it. Peter didn't know what possessed him to push the bastard out of the way and take the hit, but now he had to face the consequences.

Consequences that included his eyes being seared shut and his legs getting blasted with enough force to damn near cripple him.

"Rrgh, damn it!" Peter fell on his knees and covered his eyes with both hands, a scream escaping despite his best efforts. Just barely he heard Osborn popping off two more shots before he was at his side, holding him steady.

"Peter! Fuck, are you-"

"I-I'm fine!" He pushed him off and tried to stand, but he didn't get far before his spider-sense rang and he just barely avoided colliding headfirst into the fall, "Fuck..." He couldn't open his eyes. Taking a deep breath, he tried to force his eyelids apart before the pain made them close again. Not that it mattered; in the brief glimpse he got all he saw was blackness.

He was blind.

"Peter...you're-"

"I know!" Peter grit his teeth. He doubted it was any more permanent than the rest of his injuries, but right now that was of little comfort. Not when they were still in the middle of a damn assault, "Shit..."

"W-We need to get you help."

"Yeah, no shit..." He stepped back and grabbed his gun in a shaky grip. It still hurt, "We...you have to lead the way."

"Fine. Just lean on me, I can-"

"No..." He shook his head, "Spider-sense warns me...I don't need-"

"God, stop being so fucking stubborn!" Osborn grabbed his arm and wrapped his arm around his shoulders, "You can hate me when we're not being shot at, alright? For now just let me help you."

Peter didn't answer, which Osborn took as a cue to start dragging his useless hide along. All Peter could do was listen to his spider-sense and warn Osborn when someone was coming around the corner. At least he still weakened their powers, so he wasn't completely useless.

"We're almost there..." Osborn said, "Just a little more-"

Spider-sense.

"Next corner!" he shouted. Osborn turned to the left and fired the gun, only to be met with a dull click; either jammed or it finally ran out of ammo. Peter didn't even have time to curse before Osborn threw him aside, the smell of burning meat coming soon after. Osborn screamed out a string of obscenities and Peter quickly realized that he must have taken the hit for both of them. He guessed they were both idiots like that.

His spider-sense blared again and he followed, rolling to the side to avoid the next barrage of laser fire. He aimed his wrist to where he heard the muted blast, released a large net of webbing and tugged as hard as he could as soon the web made contact. Peter heard something metallic clatter to the ground and he didn't know whether to laugh or curse that he'd somehow managed to to grab the bastard's _gun_ despite his blindness.

He didn't have time to curse his schizophrenic luck. Peter released another burst of webbing at the agent and jumped for the discarded weapon. It wasn't the most graceful of landings, but the feeling of the gun in his hands was more than worth it. Peter aimed where he heard the bastard struggling before he pulled the trigger, again and again, until whatever the damn thing had for a magazine finally ran out.

The smell of burning flesh was worse now with nothing else to distract him. Peter threw the gun aside and panted, too tired to even make his way to where Osborn lay.

Two pairs of footsteps reached his ears while his spider-sense remained silent, "Peter! Harry!" Mary's voice reached his ears. Before he could say anything back a pair of hands grabbed him by the shoulders and propped him up on the wall. Not Mary's; they were too big and rough, "Hey, be careful with him!"

"Trust me, I'm being as careful as I can!" Bullseye...Peter couldn't stop himself from smiling. It was a relief to hear his voice, as messed up as this entire situation was, "Shit, kid...this ain't exactly the reunion I was hoping for."

"Sorry to disappoint you..." Peter laughed softly. He felt Mary prop up Harry next to him, "Mary, is he alright?'

"There's a nasty burn at his side." He could practically see her scowl, "What do we do?"

"I've had worse..." Osborn said weakly... "Peter-"

"Save it till we get out of here, Osborn."

Thankfully luck seemed to finally go their way for once. More footsteps came and soon enough the rest of their little group found them. Gwen screamed out a curse as soon as she saw them and immediately cupped his face, "Peter..." Her fingertips brushed against his jaw. Next to him Cindy covered up Harry's wound with some web; or at least that's what he assumed she did gvien what he heard, "Peter, you're-"

"Let's just get out of here..." They were close to the exit already, "We can talk later, okay?"

"Alright, just...just stay close to me. I won't let anything happen to you."

* * *

Their good luck continued and soon enough they managed to find themselves in a makeshift S.H.I.E.L.D recovery camp inside another seemingly abandoned building. Peter still remembered the feeling of heated light on his skin and the screams of the agents for them to freeze and put their hands above their heads as soon as they went through the exit. Peter just wondered where the hell they were while they were fighting through that maze of a facility.

Peter listened to the doctor rattle off about proper bandaging without a care. His wounds would heal as soon as he went to sleep, anyway. After promising to take the proper amount of drugs the doctor left to talk to the others who got injured.

He wasn't alone for long. Peter smelled the dried blood in air long before he heard Bullseye's voice, "Hah, you look like hell." He scraped the chair roughly and sat in across from him.

"Speak for yourself." He smiled weakly.

"What, you don't like it? I think prison red's my color." He laughed softly, "...Hey, you alright?"

"I'm blind, Bullseye. Even if it's temporary I'm not exactly feeling my best." He leaned back on the bed and sighed, "What about you? I didn't even realize they took you in."

"Yeah, they just came into my place dragged me to a cell in my pajamas. Thank God I didn't have company that night, huh?"

"So...what are you going to do now?"

"Now? Well, gotta catch up on my schedule. You know there was a guy pimping out underaged girls I was gonna to meet? Planned to feed him his own balls and everything before my old bosses got in the way. It's gonna be a pain in the ass to track him down."

"Could you save that if arresting him isn't an option?"

"Aww, come on, don't be a spoilsport! First you and then that redhead chick!" He paused, "I gotta say, though, she knows how to put the hurt out. You shoulda seen her, kid. She ripped off one of those agent's heads with her bare hands. And I thought you were strong."

"...She did?" That was...worrying.

"Yeah, she did. She felt bad about it, though. Dunno why." He laughed, though Peter only felt a sense of relief. Guilt was good, at least for her, "So, whaddaya say we cut out of here, find a good bar?"

"Tempting, but I'd rather stay put for now." He leaned forward and squeezed his shoulder, "Make sure to call me if you need anything."

"Ditto, kid."

They said their goodbyes and Peter leaned back on the bed till his back touched the wall. They gave him a tent all to his own, but it was little relief right now. He heard them all through the flaps, heard all their footsteps and voices blending into one another into an ungodly cacophony that made him want to bash his brains out. "Shit..." He covered his ears. It was bad here, but he knew it would only be a hundred times worse out there in the open.

Footsteps came to the front of the tent before suddenly stopping. Peter waited for a few seconds before he spoke up, "...I know you're there."

"Sorry." Gwen's voice reached his ears. He could almost see her smiling sheepishly after that, "Didn't know if you were asleep."

"Can't sleep with all the racket."

"Racket? Wait, are your senses acting up again? Is there anything I can do?'

"Just stay here with me..." It was sappy and he knew it. Still, having someone distract him was better than nothing. Gwen hesitated briefly before she sat at his side, close enough for their legs to touch, "...You alright?"

"Yeah, just...pissed off at Shadowcat. You don't need to hear it." She let out a frustrated breath, "She and Spider-Man already left with that kid. Said that none of them were injured so they didn't wanna hang around."

"Huh..." And here he was hoping to talk to his 'brother'. Maybe next time, "...What about Osborn? He took a nasty hit."

"He's asleep now. Cindy's keeping an eye on him." He was suddenly reminded of their earlier conversation, "...What's wrong? You look like you swallowed a sour grape."

"Osborn likes Cindy..."

He didn't see it, but it was obvious that she was gaping, "Um...what? How do you know that?"

"He told me." He had to force it out, but he told him.

"Huh...well, Cindy told me she doesn't trust him."

"He knows that. Guess he's just an idiot." He wasn't the only one. Being this close together with Gwen, it was just another reminder. How long could they keep this up? Pretend to be the happy couple when he killed people behind her back and risked her mother's life every time he resisted Murdock's pulls? Something would give eventually and he didn't like the odds on it not being him.

"I wish you two would get along..."

"It's never gonna happen, Gwen. I'm sorry."

"Yeah, I guess I can't be too surprised. Guess I should just be happy that you two aren't killing each other." She might've meant it as a joke, but the bitterness in her tone was clear as day. Before he could say anything to cheer her up her phone suddenly buzzed, "Huh...it's Gayle."

"What'd she say?" Though he already had a good idea considering what she was like.

"She's asking how the testing went...and she's wondering if I'm interesting in going out to a concert."

Despite everything Peter laughed, "Looks like you've got another admirer, Gwen."

"What, her? No way." Gwen snorted.

"...Seriously? You're just in denial now."

"Not what I meant." She clicked her tongue, "It's just...with Kate she liked 'Gwen Stacy', but Gayle has a celeb crush on Spider-Woman. It's like when a tween gets a crush on Johnny Storm; they're just enamored with the fantasy." Half of this city was, from what he gathered, "She doesn't really know me and pretty soon the paint's gonna chip off. So I'm not really in the mood to humor her."

"Yeah, I don't blame you..."

They sat there in silence after that, just relishing in each other's warmth. Peter let his body relax and faced upwards, allowing himself to calm down for the first time today. They had another brush with death and survived. He could only hope their streak could keep going.

"So...you healthy enough to leave?" Gwen asked, "Cause I wanted to get back home soon."

"What?" He looked in her direction.

"Well, I'm obviously not leaving you alone. You're blind, Peter. You're coming back with me."

"Blind, not helpless," he replied, "...Where's Mary?"

"She went back ahead of us. They checked her for injuries and didn't find anything." She held his hand and squeezed, "Is something wrong?"

"She killed someone earlier. I know it's not her first time, but..." Was it hypocritical for him to worry about it? He'd rebuffed Gwen more times than he could count at this point, and it wasn't like he had much more experience than Mary when he took his first life both here and in his memories.

"Yeah, that's worrying me, too..." He heard her lick her lips, "We'll talk with her later, okay? Right now all I know is that Janet's medicine is working so she's not going to lose control."

"I hope so..."

Gwen's breath slowed and her hand trailed up his arm. Soon enough she cupped his face and pulled him into a gentle kiss, the contact so soft that he could've pulled away at the slightest twitch. They continued like that for a few more seconds before eventually separating, "...What was that for?"

"Guess I just didn't want to end the day on a bad note." She laughed softly, "Come on, let's get outta here."

* * *

"Is something wrong, Helen?"

Helen looked up from her coffee and smiled faintly at her companion, "Nothing's wrong, Cindy," she said, though it was clear by the doubt on the other woman's face that she didn't believe her, "Really, I'm fine. It's just...a lot of things going on, you know?"

"Not really, but who am I to second-guess the woman who stumbled out of the grave?" Helen laughed at the poor joke and took a sip of her coffee. It was honestly a miracle that she'd run into Cindy the way she did that night. Anyone else would've just looked away and pretended it wasn't their problem, but she helped her to the station and even paid for her fare. Helen doubted she would've made it back home on her own.

Home...

She shook her head. It was the house she'd lived in for almost a decade, but was it still her home now? When her daughter was a woman fully grown and her husband finally moved on from the grief of burying her? Jessica urged her to stay, but she couldn't. Not when she had to be reminded of how much she'd missed and all that she could never have again.

She was supposed to be apartment hunting, though she knew it would've been futile. In the end the idea of actually leaving was too hard for her to imagine and she'd be right back home, smiling like nothing was wrong. It didn't help that Ben and May offered to house her while Gwen offered to pay any sort of rent she wanted for the next year (or ten...). They just wanted her to be happy and she didn't have the heart to tell them that it wasn't working.

Which made her run-in with Cindy a relief. She'd caught her at a cafe and the younger woman invited her in for a coffee. _My treat_ , she said, _to celebrate you finding your family._

"Wanna tell me? I'm a good listener." Cindy smiled.

"I..." Helen took a deep breath, "It's complicated."

"What isn't? We live in a complicated world." Yeah, a world where she came back from the dead and her daughter was an honest to God superhero, "Hit me."

"It's..." She licked her lips nervously, "If I told you I came back from the dead, would you believe me?"

"I'm a woman of science, Len." Helen blinked at the sudden nickname, "Logic would dictate that coming back from the dead is impossible, but look at the world we live in. A world where radiation turned a dying woman into an green skinned amazon and an altered spider lets you cling to walls and jump 50 feet into the air. So let's say I'm keeping an open mind to the claim."

"Right, well...hope your mind stays open."

So Helen told her everything, excepting a few details like Gwen's alter ego and little Peter's own brush with death. Helen knew she should've kept her mouth shut, but the ear of a sympathetic stranger was too tempting to pass up. Goerge, Gwen, Ben and May, they wanted to help her, but they were too afraid of hurting her with whatever they said. She didn't need that.

"Sounds complicated." Cindy took a small sip of her cappuccino, "You mentioned your husband finding someone else?"

"Yeah. Jessica Jones..." She pursed her lips. Helen didn't hate her - she couldn't - but she couldn't deny there was a certain resentment that bubbled. Maybe if she never got together with George Helen could've made a go of it again. She knew it was wrong, that George deserved to be happy instead of pining after the memory of a dead woman, but she couldn't help it.

"Well...I can't say I have much advice for you. I mean the only relationships I've had are casual."

"Yeah, you mentioned that Matthew guy." Apparently he was a lawyer, though Cindy didn't explain much.

"That's the one. We're usually too busy with our own thing, though." She checked her time and frowned, "Listen, I gotta go soon. Wanna meet up again in a couple of days? Same time?"

"Sure." She still had to plan for Gwen's surprise birthday party tomorrow, so at least it was something to keep her mind occupied.

Helen waved goodbye and Cindy watched her until she disappeared into the crowd, "God, she's a fucking mess." She finished off her drink and tossed the styrofoam cup into the trash before leaving the cafe altogether. Matt said she was insurance to keep Stacy away from the grudge match he and her boyfriend had going, but it was obvious he just wanted to see both Stacy and Parker squirm. Not that she blamed him for that.

She walked into an alley and flexed her gloved hands, darkforce energy thrumming across her fingers. Experimenting on the priest's body took weeks, but she finally managed some tangible results. It would make it harder for S.H.I.E.L.D to repel her agents' attack, at least, even if it was just a test and a distraction.

Still...

"Jessica Jones, huh?" She heard about her on the news. The superpowered vigilante P.I who had a reputation for being a drunken jackass. No costume either, which made people doubt she was legit. Helen tried to hide it, but there was definitely some resentment there. Cindy held off on taking her before - always something else to do - but now...

Well, anything to help a friend, right?

* * *

 **Yeah...that last bit is totally Helen's fault :P She really should've known better than to rant to strangers about her problems; you never know if they might be recently empowered terrorist leaders who're looking for excuses to experiment on people. So yeah, Peter's (temporarily) blind, MJ let Carnage out to save herself, Gwen's pissed off at Shadowcat, Harry's injured and Jessica's very likely to be kidnapped.**

 **All in all a typical day.**

 **Questions:**

 **1\. So I just realized something. Despite Ben and May being Peter's surrogate parents he gets a hilariously small amount of interactions with them. Should I add more talks and whatnot between the three or do you guys think it's justified due to his awkward relationship and identity issues that they don't really talk to one another?**

 **2\. Following on the discussion above, who do you guys think is the most messed up character among he good guys' side? Conversely, who's the most stable/least fucked up? I'm just curious.**

 **3\. So where do we go next chapter? We either continue the main story (which is the beginning of the Jack arc), do that Lana omake (not 'canon' to the rest of the story) or we take a break and have more Wolverine family shenanigans (I promise not to rip off scenes from Logan this time). As always, pick your poison.**

 **Review Answers:**

 **Gregariouspandaa - Well to be fair Spider-Gwen is a female character written by a guy even in canon, so nothing I can do about that. What makes it obvious for you?**

 **Brave2000 - The romance? Hell if I know. I didn't even want to write it when I started the story. Only reason I did is cause readers kept insisting.**

 **Reviewer1 - I gotta agree with you on Gwen, so hopefully the future chapters and Volume 2 change your mind :) Though as for Gwen being oveprowered? Mixed bag. Among the good guys? Yeah, certainly, though I'd argue Shadowcat can take her without much difficulty. The bad guys? Not so much. Matt, 65-Cindy, Hobgoblin and others are either just as strong or they take advantage of her weaknesses to cripple her, as 65-Cindy shows.**

 **Ultimately, though, it's less about hurting her and more about hurting the people around her. In canon Gwen refuses to beg no matter how much Murdock hurts her, but the second someone else she cares about needs something she caves; something Murdock explicitly mocked her for. 65-Cindy going for Jessica (and her unborn sibling) at the end of the chapter is a good start to this.**

 **Jormundgardner - By 'gloss over' I meant that readers tend to skip over Gwen's segments, presumably because they find it boring/not engaging. As for the image, it's Gwen in a Noirized version of her costume carrying a tommy gun.**

 **Guest - Uh...no offense, but why not just unsubscribe? Granted it's not exactly a good sign for an author when people unsubscribe, but it happens. If you don't want alerts then move on, simple as that.**

 **Sparta49 - The characters treat sex casually because they all live dangerous lives where one bad mistake means getting killed. And unlike soldiers or police they never had proper training, so they cope the way they know how. Also, the pheromone sex was bad, hence why it was dropped when Cindy got a new author. Which is a good thing, cause Robbie Thompson saved her character.**

 **As for the Lutece Twins, I'm gonna have to refuse. I'm not above making easter eggs and references, but cross-media characters as main allies and supporting cast? No thanks.**

 **Titan616 - If he's 'hardly Peter' then who is he? Cause he's not the original Noir.**

 **DWireRaisin - Noir kinda ping pongs on considering 65-Peter his past self and a different person entirely, so KOTOR is kinda hard.**

 **Leonard Church814 - To be honest I don't like her dimensional hopping. I read Spider-Gwen partly because of Earth-65, not to have her jump around dimensions like a demented monkey.**

 **Krolikson - No Lana for this chapter. Maybe next time?**


	112. Extra 4: Bombshell

**So...another extra chapter, this time for Lana. I know I said this before but I gotta say it again: I legitimately didn't expect Lana to make such an impact on the readers that most of the votes went for her. Originally she was going to be a joke character like Frog-Man and Gabriel and when I transitioned her to a near-main character I was skeptical since the 'little sister heroine' trope tends to be something many readers don't like nowadays.**

 **So yeah, I was definitely surprised when Lana seemingly became a fan favorite, especially given her rocky introduction. Hope you guys like this since I don't feel all too confident with it.**

 **Oh, and to have the perfect soundtrack for this chapter I recommend going to youtube and searching for 'I want your cray cray'. It's very fitting.**

* * *

It all starts with an argument.

"I said fuck off! I'm not your brother, Lana! You don't have to pretend you give a shit about me! Just leave!"

Lana doesn't even know why they're yelling at each other. One second she's inviting him for hot chocolate and the next he's getting at her face and treating her like shit. Either way she's not going to sit there and take it, "Pretend?! I nearly got killed saving your fucking ass! I didn't give myself these bruises, asshole! I got them trying to save you!" She glares up at him, mouth open in a snarl. She refuses to look away first.

"I didn't ask you to! I told you to escape with your family so don't put that on me! Your mom's awake! You don't have to be here anymore so just leave me alone!"

"God, fuck- what's wrong with you?!" She steps closer and pushes a finger against his chest "You really want me to leave?! You wanna be alone in this fucking shithole of an apartment with that fucking board you obsess over every day?! Is that really what you want?!"

"I think I made that obvious! Get the hell out!"

It hurts, hearing that from him, but she doesn't let herself cry. _He's just like all the rest,_ a voice at the back of her head says, _He doesn't give a shit about you now that he can pawn you off._ Lana grits her teeth and clenches her shaking hands into tight fists. She wants to punch him in the face, wants to run before he sees the tears she can't keep down any more. Anything but what she does next.

Lana grabs the sides of his face and pulls him into a rough kiss, tears crashing against his cheeks. She likes him; she's known that for a while now. A part of her is screaming, cussing her out for being so stupid and making an even bigger idiot of herself than she already has, but she ignores it. Maybe he doesn't really give a shit about her, maybe the second he gets his bearings he's gonna throw her out the door, but until he does she stands her ground.

He doesn't push her away. Eventually her grip falters and she steps back, trying to regain her breath. Her face still hurts from what that monster did to her and it makes breathing hard, "Tell me you don't give a shit about me," she says eventually, voice soft, "If you tell me that then I'll leave."

Pete doesn't say anything. They stare at each other for what feels like hours before he eventually looks away and trudges his way to the couch. She wants to join him, but her feet refuse to move. He sits and looks down at the floor with a scowl, "...My life's a fucking joke, Lana." She almost laughs at that. It's the exact same thing she hears every day from classmates whose parents ground them, "I don't know who I am."

"...What do you mean?"

He tells her everything. The fight at the warehouse, meeting the 'real' him, how they nearly killed each other...everything. Lana keeps her mouth shut and doesn't say anything, just listens. There's nothing she can say. A few months ago the worst thing she had worry about was getting caught by her mom betting on fight clubs and now she's dodging superpowered zombie bites and getting her face caved in by some deranged serial killer. If anyone has any idea on what to say to fix this shit then it's definitely not her.

She still stays with him. They don't hug and tell each other it'll be alright - they've got enough respect not to lie to one another - but she likes to think her being there helps. Lana gives him the cup of hot chocolate and they keep changing channels till they finally stop seeing news about 'the Incident'. Watching mindless cartoons till midnight...it reminds her of when she was younger, waiting for her mom to come back home during late nights. It helps her forget how shitty the entire day was.

He doesn't ask about the kiss and she doesn't explain. A part of her hopes he'll just forget about it and they could pretend to be normal for a little longer.

 **~.0.~**

Her dad outs her identity a few days later.

Lana knows its coming, but it still hurts to see her name on the morning and evening news, "Here's the newest freak on the block..." She kicks a pebble down the sidewalk and stuffs her hands into the pockets of her capris. She's skipping school, because fuck William if he thinks she's going to parade herself around as his new peter 'Gifted'. She refuses to let that bastard call himself her dad.

She's in front of Peter's apartment building before she knows it. Lana looks up at the practically condemned shithole and lets herself smile. No one will look for her here. Every asshole in this city thought the Supers lived in mansions funded by Tony Stark or some other stupid shit. No one wants to think that the Masks they admired so much are just people who got lucky or were insane enough to start crusades.

Lana doesn't bother knocking. Peter's at the kitchen table drinking his third bottle of whiskey, "Ever heard of knocking?" He takes another swig of the booze and tosses the empty bottle into a nearby bin.

"...William told everyone who I was."

His hand pauses mid-grab for the next bottle for a second before he continues, "...Yeah, I heard." He pops the bottle open and takes a quick drink, "Want me to kill him?"

Lana laughs. She has no idea if it's a joke or a real offer, but she knows Pete well enough that he'll do it if she asks, "Nah, that wouldn't do anything. Everyone already knows who I am." Besides, she doesn't want another murder over his head. He already took the heat for her for that piece of human garbage Dave, "Just need a place to crash. No one'll think William Hollister's pet Freak is over here, right?"

"Heh, point." He gestures to the opposite chair, "Well, my house is your house."

"Such a gentleman." She sits across from him and holds her hand out for the half-empty bottle. Pete hesitates for only a moment before he passes it to her. He knows she's seen enough that a headstart on drinks can't hurt her, "...This tastes like shit." She grimaces and takes another sip before passing the bottle back. Her mom would spank her ass black and blue if she found out she was drinking, "Don't have anything better?"

"'Fraid not, Your Highness." He smirks at her and she feels her face flush hot red. Stupid crush, "Red already? Figured you weren't such a lightweight, Baumgartner."

"Shut up..." Either he can't tell she likes him or he knows and he's playing dumb. She doesn't know which pisses her off more, "Talked to Spider-Woman lately?"

Lana doesn't know why she asks. She knows the two have some kind of thing going on - the gossip rags never stop talking about it. It pisses her off every time she sees it. Just another reminder that she can't catch up to the great and wonderful Spider-Woman.

"It's been...eventful." She's been around her mom enough to know 'eventful' wasn't another word for fucking. It relieves her more than she wants to admit, "Problems as usual. Nothing you need to worry about.

"Mmm..." She takes the bottle back and sips it again. At least it makes the flush on her cheeks less annoying, "...Hey, Pete?"

"Yeah?"

"How much longer do you think I can keep coming back here?" She's not an idiot. Pretty soon she's gonna get stalked by paparazzi who have nothing better to do than take pictures of her to post on their talkshows. It won't happen for a while, not until they burn through pics of Spider-Woman or Spinerette or Hawkeye, but eventually it's gonna be her head on the chopping block.

"...I don't know." He finishes off the bottle and tosses that into the bin to join its brothers, "I never worried about anyone seeing my face. I'm a dead man walking; no one'll ever know who I am."

"Yeah..." She purses her lips, "...I wanna keep coming here."

"Then feel free." He shrugs, like it's no big deal, "I quit the heroics so it's not like anyone'll connect it, and even if they did no one'll believe that Peter Parker came back from the dead. Worst they can say is that I'm your boyfriend, and that's easy enough to disprove."

"Easy, huh...?" Lana isn't bitter about that or anything. Not at all, "But what if people think they can hurt you to get to me? My mom's already skipping town in a couple of days..." Another thing she hates William for. Was it conceited of her to worry about Pete like that? He'd been at the vigilante gig longer than her, fucked up memories or not. Anyone who tried to use him to get to her would get a bullet between the eyes.

"I'd like to see them try." He flashes her a cocky smile. It looks good on him.

They spend the rest of the day drinking whatever's left of his booze, and when she kisses him again the next morning she blames it on the hangover.

 **~.0.~**

Lana's 17 when they finally kill Murdock.

How long did they spend fighting him and his damned ninjas? Castle tells her its only been a few weeks, but it feels much longer than that. It feels like a lifetime: dropping out of school, getting into motorcyle chases on the street, going from safehouse to safehouse to avoid being tracked. She hasn't talked to Lily or her mom or any of her friends ever since she went on the run with the others. The only reason she knows they're safe is because that blind 'sister' of Pete's told her they were, and even then she's spent more sleepless nights than she cares to count.

And now here they were, bloodied, bruised and beaten, but alive. Lana ignores the smell of blood from the dozens of ninja corpses that surround them and watches the demonic(?) lawyer lie on a pool of his own blood. Even with all his men dead and the gaping hole in his stomach the smug bastard still smiles up at them through his broken shades. She wants to blow his head off.

Pete beats her to the punch.

"Peter, no!" Teresa screams.

Before his 'sister' can say anything else Pete takes out his revolver and shoots the bastard right through the forehead. No final words, no promises of revenge or that this was only the beginning. The lawyer's head bursts open from the impact of the high caliber bullet and he dies before he fully hits the ground. Lana doesn't have it in her to feel disgusted at the gory sight, not anymore. Now all she feels is a sense of relief.

Peter lets the gun drop and looks at Teresa, "...It's done."

"No, it isn't." Teresa scowls. It's a first for her, "The Hand is still active, Peter; even if you think they're no longer your problem. And the Beast...we banished it, but it'll be back. It may take a hundred years, or a thousand, perhaps even more than that, but eventually it will return. We could've ended it here if only you'd been more patient, spared future generations from having to suffer under its evil."

"And what? Save the world?" He scoffs, "No, let the next bunch of saps worry about that. All I know is Murdock's dead. That's good enough for me."

"So short-sighted..." Lana can hear the bitterness in her words clear as day, "Fine. You aren't the only one who loses here, brother. I hope you can face Gwen, knowing what you've done."

There are no final goodbyes or lingering looks. The 'Defenders' don't end with a promise to reunite when the next big threat happens. They all just go their separate ways and Lana's sure that she won't see Black Cat, Punisher or Moon Knight ever again. _Good riddance_ , she thinks. If only Bullseye was added to that list, but she knows the psycho's gonna stick around Pete for a while.

She should go back to to her family and friends, tell them it's safe now that Murdock is in a shallow grave, but instead she follows Peter back to his shitty apartment. It's the closest thing that feels like home to her. More than Lily's penthouse does, at least.

Neither of them say a word when they finally get there. Both of them just trudge themselves to the restroom to get the first aid kit. Lana has to stop when she sees her reflection in the mirror. She barely recognizes herself: her pale skin is dotted with cuts, bruises, burns and blood, most of which isn't hers. She puts a hand under the faucet and watches the blood drain down the sink. It feels like she's taking her skin off.

"That gash looks bad," Peter says behind her.

"Says the guy who got his stomach cut open," Lana shoots back. She only hesitates for a moment before she takes off her coat and most of the rest of her clothes, leaving her in only a midriff baring tanktop and a pair of bike shorts. They'd patched each other up enough times over the weeks that embarrassment was redundant. It wasn't like they hadn't already seen each other at their worst.

She waits until Peter's down to his boxers before she gets to work. They sit across one another take turns patching up each other's more serious injuries. Lana grits her teeth as Peter sews through a nasty cut at her waist and wishes that Spider-Pug was here to distract her. They need to get him back from Winters soon.

"...I'm done." Peter says. Lana inspects the work and her lips quirk up in a small smile. The stitching looks professionally done; impressive for someone never had actual training before.

It becomes a routine after that. Creams for burns here and disinfectant and bandages for some cuts there. Lana does it practically on autopilot, just watching her hands move on their own across the length of his body. Any other time she would've tried to enjoy herself, but the the thoughts of that they just did kept coming back to her. They just killed the fucking Kinpgin.

"...So what do we do now?"

"Hm?"

"Now, after this." She wraps a bandage around his stomach tightly, "You just killed the Kingpin. We won...right?"

"Depends on what you mean." His smile is somber, "Murdock's dead, he's not gonna bother us anymore, so we won that round. Anything else? Not really. I'm sure right now someone's fixing to replace him as the new Kingpin. They can have the city; Spider-Woman and the others'll stop em, and if not them then Castle and Moon Knight aren't gonna be far behind."

"It never ends, does it?"

"Life goes on..."

Their injures are all patched up now - she could _stop_. Instead her hand lingers on his chest and she lets her fingers feel the warmth of his skin, "God..." She shuts her eyes and lets the tears come out. It was finally over - no more sleepless nights, no more keeping watch for hours in the dark to make sure that some ninja didn't sneak in and slit their throats. She could go back.

"Kid..."

"Don't call me that." She shakes her head roughly, "I've been with you to help fight that asshole since the beginning. I'm not a kid."

"Yeah...I know." There's something in his tone that makes her hold onto him tighter. Regret, "...I wish I never dragged you into this."

"I wasn't dragged into anything. I chose this; all this fucked up shit." She wipes away her tears in frustration, "Stop looking at me like someone you need to protect. I deserve that much."

She doesn't let him answer the plea. Her hand moves up his chest until it rests on the uninjured side of his face. Peter just watches her, expression blank, and she closes her eyes again. It's the first time she's doing this when they don't have another problem to focus on. No more Kingpin, no more ninjas, no more identity issues. Nothing they could focus on to pretend that her kissing him didn't happen.

It was gentler this time, more uncertain. Both of them still hurt from their injuries and she knows that if they move around too much there's gonna be more blood on the floor. One thing that catches her off guard is the way Peter's hands move. Before they were still at his side, like he was afraid to even touch her. Now they grab hold of her waist in a soft grip and trail down, leaving a burning warmth at her skin.

"Pete..." His thumb traces along her thigh and she gasps, a desperate noise that has her face flushing red even more than it already is, "Pete..." She practically straddles him and hikes a leg up higher. Her heart's beating against her chest desperately and she can barely hear it over the sounds of her needy breaths. This was what she always wanted, right? What she'd hoped their relationship would come to for two years?

Their lips separate and he presses her mouth to her ear, "Run."

Lana runs. She barely manages to remember to put on her clothes before she runs and doesn't look back.

 **~.0.~**

The next time they meet it's at the Punisher's funeral.

She finds out Castle's dead during breakfast with Lily. It was surreal: one minute she was talking about fashion with Lily and the next a news report comes in talking about how they found the Punisher's dead body in an some ass-crack alley of Hell's Kitchen. At first she thinks she'll feel bad, that this is be the moment where she realizes a part of her did care about him, but there's nothing. Only a numb acceptance that this was the only way his life could've ended.

Peter texts her in the afternoon, the first time in months, 'Castle's funeral is at Pine Groves in three days. Come if you want.' She looks at the message over and over again, like she's somehow expecting to find some secret meaning in the words. There's no reason for her to go, not really.

So of course she goes without telling Lily.

The funeral is a lonely thing. The clouds are overcast - but not enough to rain and pretend someone out there was crying for Frank Castle. Peter's there - looking the same except for some rough stubble - and so is Moon Knight, but Black Cat and Bullseye are no-shows. She sees an older blonde woman and two pre-teens she doesn't recognize. Castle's family; the one he abandoned to go on his vigilante crusade.

None of them cry, not even his kids. Lana looks down at the lonely tombstone and grips the fabric of her black dress. Is this how they would all die, she wonders. Shot to death in some alley and then buried while a priest droned on and on about their supposed virtues? She's sure Lily, her mom and her friends would cry for her, at least. Better than what Frank Castle could get.

There aren't any final words of respect. Maria Castle leaves a single flower at his tombstone and leaves, taking her children with her. Peter stands in front of the grave and Lana joins him. Moon Knight keeps his distance, "...How'd he die?" she asks eventually.

"Took too many bullets and bled out. Killed every member of the cartel, though," Peter laughs. It sounds like he's growling instead, "...I'll admit, I thought I Castle would outlive most of us. Crazy bastard was too stubborn to die."

"Guess not." She licks her lips and says the most inappropriate thing she can think of at a funeral, "...I missed you."

She doesn't expect an answer, but Peter actually speaks up, "I missed you too..." He looks up at the gray clouds and frowns, "God, look at us. A teenage vigilante and a dead man living on borrowed time pretending to mourn a killer. I don't even know why I came."

"Yeah, me either." That's a lie; she knows exactly why she's here, "Surprised Moon Knight showed."

"There's a bunch of personalities in that head of his. I guess at least one of them got along with Castle."

They stay in silence for the next few minutes. She doesn't know what she's hoping to get by staying. They still haven't talked about what happened and she doesn't expect she can fix it with just a few words. What can she say? That even after all that she was scared? That she could blow a man's head open like a grape but the idea of losing some blood between her legs scared the crap out of her?

She doesn't say any of that.

"I love you..."

Peter doesn't look at her, doesn't even look like he heard what she just said. Lana can't blame him. Confessing in front of a fucking tombstone? Her mom had shit taste and timing and even she wasn't this horrifically bad at expressing herself. Wherever Castle is - Heaven, Hell or wherever - he's probably rolling around in his fucking grave knowing how much of an ass she was acting at his funeral.

Peter's next words surprise her even more, "I know..." She looks up at him in shock, but he's still facing ahead, "Can't imagine why, though. I ain't exactly a catch. You could do with someone who's not as fucked up."

"Maybe that's why I like you." She shrugs, feeling her confidence return, "Look at me, Pete. I've killed more than people twice my age and I don't even blink anymore seeing assholes die choking on their own blood. I can't imagine myself dating some nice guy who worries over me like a doting boyfriend and wants me to pretend that I'm not a fucked up bitch. It's not fair to them or me."

"If you say so..." He pulls out a cigarette and lights it. Lana's glad the priest is gone; even she knows it's disrespectful to do that, "What do you want to do now?"

She wants an answer besides 'I know', but she doesn't say that, "I want things to go back to the way they were."

"I do, too."

The trip back to his apartment is spent in complete silence and when she finally gets back inside and Spider-Pug greets her she allows herself a smile. She's back home.

 **~.0.~**

It's a few weeks after her 18th birthday when she finally joins the Avengers.

It's not a big deal, not like the first announcement. Captain America called her up and asked her if she was still interested in joining so she said yes. One mission later where she managed to not kill herself or the rest of her teammates and suddenly she's the newest member of the Captain America liberty squad. All she knows is it comes with a paycheck and she's not passing that up.

Her old classmates probably think it's the high life after that, but it was anything but. She never really talked to the older Avengers like Cap, She-Hulk or Wasp and even the younger ones weren't exactly best friend material. Hawkeye was nice enough and so was Spinerette, but she can't talk to them. It's hard to work with people who don't get their jollies shooting kneecaps after the Defenders.

And Spider-Woman...well, less said of her the better. Lana knows there's something up with her and Pete, but she doesn't ask. The tabloids and trash are all over it: a super break-up, trouble in paradise, relationship gone wrong...she doesn't know and at this point even the most desperate of paparazzi gave up for who Johnny Storm's new girlfriend is.

All she knows is that the two of them meet for coffee once a month...and she's 90% sure it's not another word for fucking.

She asks Peter one day.

"What's up with you and Spider-Woman?"

He gives her that look, the same one he gives Bullseye when he's being a pain the ass. Lana looks back at him without caving and he eventually sighs, "It's complicated."

"Try me."

"I killed her mom."

Lana blinks, and then blinks again. A minute of nothing said passes before she finally manages to say, " _What?_ "

"Her mom was dead, and then she came back because of Murdock. When I killed Murdock a year ago Mrs. Spider-Woman went back under." She gapes at him like a fish, "Told you it was complicated."

"Y-Yeah, you sure did..." She scratches at her head, "Does she...hate you?" She never forgave William for what he did to her mom. Was it the same for Spider-Woman?

"Hate's...not the right word." He leans forward on his seat, "She understands why it happened and she knows it's the lesser evil, but..." He shrugs, "I still killed her mom; that's something neither of us can forget. We still meet up once a month to keep in contact, but that's it. It's hard to look at your mom's murderer in the eyes and tell him you don't hate him."

"Huh..."

 **~.0.~**

Lana's 19, just a few weeks shy of 20, when Lily gets married.

She doesn't really know the guy. Some reporter who goes into warzones to talk about how kids are picking up assault rifles. It's admirable, and she's been on the other end enough to know how fucked up it can make a person, but she hates the pitying looks he gives her; like she's just another one of his problem children that people have to be aware of and feel bad for.

Still, she finds herself smiling as Lily walks down the aisle in her wedding dress. She has mixed feelings being given the bridesmaid busywork, especially since William's in the front row seat, but seeing the two of them kiss on the altar makes it all worth it. Her deserves this, deserves a good man who actually has a decent head on his shoulders instead of a chip.

Lily deserves someone good. Lana can't say the same for herself, or even that she wants it.

The afterparty's a blur. A lot of congratulations, a lot of tears and hugs and kisses for the camera crew. William Hollister's daughters, one married and the other a bonafide Avenger. The man himself can't be more proud.

 _Yeah, right..._

Lana sits down at one of the corner tables and nurses her glass of wine. The dress is more low-cut than what she's usually comfortable with and a few of the other attendees definitely notice. She scoffs and sips her wine, ignoring their not-so-subtle looks and 'come hither' eyes. The only reason she's here is because of Lily, no one and nothing else.

A few hours later Lily asks her if there are wedding bells in her future. She doesn't bother answering that; it was pathetic enough that he still hadn't said anything in nearly 2 years.

By the time she can leave without causing a scandal she feels about ready to collapse, "Fucking shit..." She cradles the box full of expensive wine closer to her and cringes at the tight pinching at her feet. There's a reason she doesn't wear heels, "Hey, Pete, open up..." She kicks at the door with her left foot and waits impatiently for him to open. She knows for a fact that he's not sleeping yet.

Lo and behold the door opens, "...Thought you were at a wedding?" Her eyes trail down his bare chest and she swallows nervously. Still, she didn't miss the way his eyes snapped down to her own chest before quickly snapping back up. It was a first time for her and she practically grinned inside.

"I was, now I'm back." She steps inside and tosses the torture devices off her feet into a corner, "Bought some wine, the expensive kind." His expression softens at that. Even if he bought cheap swill he could still appreciate a good vintage, "Come on, I'm not drinking it by myself, Pete."

"Yeah, yeah..."

 **~.0.~**

It's a day after her 21st birthday when he asks.

"Why are you still here?"

Lana looks up from her glass of cider and frowns. Normally 21st birthdays are a time for celebration - old enough to drink, old enough to buy cigarettes, old enough that no old guy can tell you what to do because he had a 'happy little accident'. Lana finds that she doesn't care so much. She's been drinking and doing more than enough things that would get her blacklisted since she was 15; why would being 'allowed' feel special to her?

"That's fucking rude," she sets her cider down, "Want me outta your hair, Pete? I already paid this month's rent."

"That's not what I meant." He sighs, "Lana, you're 21."

"Yeah, I remember my birthday, thanks."

"You know what I mean." He purses his lips. She thinks it makes him look constipated, "You're one of the experienced Avengers, you're in college...you can do better than staying in some rathole apartment with a washed up vigilante."

"Yeah, I could probably go to William and ask for a penthouse full of male strippers; I've made him enough money that he can afford to give me one." She rolls her eyes, "I _can_ do a lot of things, Pete, but I don't really _want_ to." She crosses her legs, "Besides, you really want me gone? Teresa hasn't talked to you since we killed Murdock and you going from once a month to twice a month coffee meetings with Spider-Woman isn't really a big improvement. Especially not after Bullseye left."

"...What about a relationship?" he asks slowly, "You're 21 now, don't you have some guy you want to share all this with?"

"The only person I want is here, and he hasn't said anything about it in 4 years."

Lana doesn't feel nervous admitting it anymore. She understands how pathetic it is waiting years for an answer that might not come, but she doesn't care. Her mom didn't exactly teach her good romance and being nearly killed by some religious serial killer fucks someone up in more ways than one. As far as she's concerned she's in love and she knows it.

"...I was kinda hoping that you'd find someone else." He sets his glass of cider down, "...There's not much I can give you, Lana. We both know that."

"Do you see me asking for the picket fence?" She laughs, bitter, "All I ever wanted was here. You, Spider-Pug, a place to come back to where I don't have to pretend. You're the one who thought I could do better when I never asked for it."

"You're fine with this? Even when you can do better? I can't tell if you're crazy or just desperate."

Lana sets her glass aside and kisses him. She likes to think that answers the question.

 **~.0.~**

It all starts a few months later when her period doesn't come. She doesn't think anything of it at first, maybe just a late cycle because she hasn't been eating as much (Avengers missions tended to do that), but when she wakes up wanting to vomit after being weeks sober she has to face facts.

"Oh, fuck..." Lana stares at the positive sign on the pregnancy test stick and sucks in a deep breath. She and Peter always used protection - the last thing they needed was to bring a kid into their fucked up lives. But now the little red plus sign is staring back at her, "God damn it..." _How_ , she wonders. They were careful, either with protection or pills. This wasn't...

She shakes her head. It doesn't matter; there's no going back now.

Lana sits at the couch and waits for Peter to come back, Spider-Pug sleeping at her lap. He's been busy ever since he started working with that Jessica Jones chick as a P.I. Half an hour passes before the door finally opens and he steps in, "Hey, Lana." He lets out an exhausted breath only stop walking when he sees her, "...Something's wrong." She can't tell if it's his spider-sense or he just knows her that wall. She hopes it's the latter.

She doesn't say anything, just points to the stick at the table. Peter picks it up and his eyes go wide, which makes her heart beat faster. He won't abandon her, he's not like William, but she can't stop herself from being nervous.

He sits next to her without a word and she lets herself relax against him. She's scared, she's not ashamed to admit it. Still, there's one thing that crosser her mind through all the anxiety, "...I'm not terminating it." Peter just hums, "I know what it's like to be a 'happy' accident and I've seen how mom worked her ass off to provide for me. I'm not gonna do something she didn't do to me."

"I didn't say we should..." He brings a hand through her hair and she sighs in relief, "...I just wanna know if you're sure."

"Am I sure? Fuck no." She laughs, "I think we can both agree that neither of us are parent of the year material, Pete. But..." She grabs his free hand and squeezes, "We've survived everything else so far. We can survive this, too."

The first thing they do is move to a different apartment. It feels odd, leaving the place she called home for a over quarter of her life, but they both agree that they could barely fit Spider-Pug, let alone everything a kid needed. Thankfully it's not too hard to find a modest place and soon enough they have a new home that doesn't look like it's gonna collapse any second now.

Her mom's ecstatic when she tells her...though Lana wonders how much of it is because she's becoming a grandmother and how much of it is because Lana waited till she was actually legal age to get knocked up. Lily's similarly excited, already thinking up baby names and planning playdates with her and Tyler (her kid). She doesn't have the heart to tell them it's not a planned pregnancy.

She doesn't tell William and she doubts he gives a fuck.

The next few months pass by in a blur. She tells the Avengers about it, who give her congratulations and talk about check-ups to make sure that the baby doesn't explode out of her stomach or something. The thought of it definitely scares her, though thankfully the tests prove the baby's gonna be normal for the first couple of years; and that's if it gets anything from either of them at all.

"Ben and May are excited," Peter says a lot of months in. Lana doesn't bother responding, mostly because she feels like a bloated walrus, "They never thought they'd ever get grandkids after what happened."

"Yeah, well, they can join the club." She sits up on the bed with a groan, "Mom's already planning for a second kid and Spinerette keeps asking me if I found a Godmother yet. Lily called dibs, by the way."

"Huh, funny, Spider-Woman asked me the same thing." He sits at the side of the bed and squeezes her hand, "Not much longer now..."

Another couple of months pass and eventually the day comes.

"Fucking son of a bitch asshole shit fucking fuck!"

Lana squeezes Peter's hand in a death grip and lets out another curse. Whoever told her about pregnancy being a beautiful thing? They were talking out of their fucking asses! She'd missed Lily's delivery because of an Avengers mission - something she still feels bad about - but her sister told her it 'wasn't so bad'.

When she gets out of here she and her sister are gonna have words!

Nearly an hour passes before it finally ends. Lana's breathing hard and covered in sweat by the time she hears the first cries, "...It's a girl." Peter's voice is soft but she hears it clear as day. The crying gets louder and she sits up slightly on the bed to get a better look.

The tiny thing swaddled up in a blue towel makes her smile despite the pain and fatigue. The doctor mutters something to the nurse before he presses her into her arms, "Hey..." She can't stop the tears that well up. _So much for not crying_ , she thinks, smiling at both Peter and the new addition to their family. Was this how her mom felt all those years ago? She hopes so.

"We think of a name?" Peter asks.

"...Annie. We'll call her Annie."

 **~.0.~**

Both of them wake up to Spider-Pug barking in a panic. Peter gets up first and Lana's not far behind him. Her first thought is an attack, that maybe someone punched through all the security systems and this would be the day they dreaded. "If anyone hurt her..." Her fists lights up and she almost rushes past Peter in her haste to Annie's room.

The scene that meets them is the exact opposite of dread.

The room is splattered with small globs of dark webbing while the lamps, bed and chairs are in disarray. At the center of it all was Annie, who looked up at her parents with a gleeful smile, "Mama, papa, look!" She pulls her fingers back clumsily and ejects a another small net of webbing in Spider-Pug's direction, which he dodges with a panicked yip, "I can do the same thing as daddy."

Lana laughs. She should've known they could never be normal. She takes her little girl in her arms and smiles at Peter, "Guess we know who she takes after." Annie cheers and Peter cracks a smile, "Looks we got our work ahead of us, Pete."

"Was there any doubt?"

"Heh...nope." She tickles her daughter's sides and gets a pleased giggle in response, "Welcome to our world, Annie."

* * *

 **And then the baby suddenly _explodes_...okay, not really, but given genetics and Noir's powers coming from magic it's really not unlikely that the kid could've gotten either only Lana's powers or both of them, in which case you've got an exploding baby that can webswing. You think raising a kid is tough now? Ooh, just wait...**

 **Anyway, yeah, this turned really fucking sappy at the end. Originally I was going to go with either a bittersweet ending (Noir leaves Lana but she eventually moves on without him) or an outright downer one (The Beast possesses Gwen and kills Noir, Lana and their kid). Eventually I changed it to this diabetes inducing one since the next arcs in the main story are depressing enough all on their own.**

 **Even this ending would've been slightly bittersweet since Peter would've made a comment about 'the Spider-God getting another pawn'. I went for a more idealistic 'legacy hero' feel instead ala Spider-Girl.**

 **So I hope you guys enjoyed this. It was kind of hard to write due to experimenting with present tense, but hopefully it's alright. Oh and obviously some things have changed from the main story - Carnage!MJ is never mentioned, Murdock is killed with little fanfare, Lana doesn't leave Noir at the Carnage arc epilogue etc etc. Just think of this as an alternate universe, I guess.**

 **Questions:**

 **1\. Speaking of Lana, something I'm curious about. Do you guys mind her transition in the main story? By that I mean she starts out as someone who can barely kill Dave (pimp who sold her mom out), spares Sin Eater (shotgunned her mom) and falls for an obvious grenade trap that she has to be saved from to someone who can fight on par with the Defenders and fearlessly fights against Carnage thralls, SILK agents and Hand ninjas over the course of a few weeks.**

 **Compare this to Eugene, who from start to finish (so far) is basically still a joke character noob. I get that she has powers and that she grew up in a rough part of town, but I wonder if people find the transition way too abrupt. This can be chalked up to the fact that she wasn't originally intended as part of the Defenders team and was a joke character like the aforementioned Eugene and Gabriel.**

 **2\. Given this omake, I wonder if you guys can see Gwen and Noir settling down with a kid. In Lana's case it kinda works since, as she acknowledges, both her and Peter are equally fucked up. Not so much those two.**

 **3\. I know it's too late to ask, but given comments I've received would you guys have preferred if I had Gwen go through the 'rip off the suit' plotline like canon rather than being permanently Gwenomed like she's (heavily implied) to be in canon? The comments on her being overpowered are frequent enough to make it something to ask, though I compensated by buffing her antagonsits as well.**

 **Review Answers:**

 **Nerdman300 - They probably don't consider it possible. Webster made a willing sacrifice, which Carnage isn't willing to do. That and they do try to lobotomize it with medicine; doesn't work.**

 **Jormundgardner - Yeah, Gwen tends to be jealous :/ Anyway, hope you like this one.**

 **Brave2000 - Where am I going with this? I'm already there, dude. As for the suggestion, I'm pretty sure Gwen would complain if he kept permanently crippling criminals.**

 **Esquire-Man - Laura's acclimatization to 'normalcy' is definitely a focus of her segments. As for talking with the Parkers, they already did that when Teresa was present and explained why Ben always fucking dies. She even blames Gwen for killing Peter, 'member?**

 **Cyclopz - Really? I liked the fact that JJ focused on that stuff :) Anyway, as for Noir's spider-sense the problem wasn't just that he was blind but also that he was so injured that Harry had to drag him; spider-sense ain't worth jack if you can't move. Look at Teresa for an example: blind as a bat and yet can see like she has permanent eagle vision.**

 **Dr. Sugarcakes - Temporary, as Noir indicates. And here, the Lana omake you asked for.**

 **Henchmen213 - What gave you the idea that Laura was cockblocking? As for MJ, she's...surviving. Not great, but could be worse. Though, why are Cap and Carter the 'most fucked up'? Is it cause they hide something for the greater good? Cap at least feels bad about it.**

 **KasugaRomio - Gwen's also no stranger given how often she dimension hops in canon. It's one of the least favorite things I have about her character.**


	113. I want your Cray Cray

**So Spider-Gwen's original run is ending at issue 34 with Gwen outing her identity and dealing with the fallout. The original creative team is leaving, but hopefully the story of Spider-Gwen continues on. I'd be pretty bummed if it got canned like Silk did.**

 **Anyway, I'm looking over my plans again and something is set: Spider-Island is definitely going to be my last arc. Not only are the stakes the highest (world level domination) but it also involves the most characters, the villain is probably one of the strongest ones (excepting Murdock), the Spider theme fits both protagonists, and it's generally a good note to end on. So yeah, if you see Spider-Island you'll know we're at the homestretch :D**

 **Besides that Volume 2 allows me to add some more zany moments, like Noir working with Howard (sadly can't happen due to this volume's current tone) and changing the status quo around with things like the 50 states initiative, the peak of the hero craze etc etc. Also less angsty in general, for those who prefer less drama on that front.**

 **This chapter advances the main story more. Warning: it's pretty angsty, as per my standard. That and it ends on a bit of an...infuriating note, though that depends on your viewpoint, I suppose.**

* * *

As expected, Ben and May didn't take his condition well.

Gwen had barely set him down on the couch before he felt soft, wrinkled hands cupping the sides of his face in a gentle grip, "What happened to you?" May asked, voice soft and coming out in a shocked gasp. He heard heavy footsteps draw closer. Ben; he recognized the slight limp in his step. He had it ever since that bolt smacked him in the knee. He was too nice to sue the guy for it.

He didn't want to come here. Peter knew they'd act badly, seeing the killer with their son's face running around with nasty burns around his eyes, but Gwen insisted. She was always overprotective, that was something she had even before she got bitten by that cursed spider. It was both endearing and frustrating at the worst of times. He was sure the only reason she hadn't escorted Osborn back home too was because Cindy had that covered.

Hopefully Cindy had better luck dealing with him...

"I'm fine..." Peter gently pushed her hands off. He could practically see Gwen looking disapprovingly at him, "Just...took a bit of a hit. Night of rest and I'll be good." And then, because he was an idiot, he had to push, "Gwen's just being overprotective."

The slap at the back of his head didn't hurt, but it was another reminder how annoying the all-encompassing darkness was, "Overprotective my buttocks, Peter." He smiled wryly. Always trying to be 'Gwennie the Pooh' around them, "Look, you don't have to play the tough guy here. 'Sides, I thought you'd appreciate staying someplace that doesn't stink of cheap booze."

"Home's home, Gwenjamin."

"This place is your home too, son," Ben said, all warm laughs and claps on the shoulder. It felt off, "Look, just relax. I'll get some hot chocolate brewing then we can do something to take your mind off that...uh, scrape."

"You don't have to-"

"We want to, Peter." May squeezed his right hand gently, "Just let us do this, okay?"

"...Alright." Peter waited till the two of them made for the kitchen before he turned his head to Gwen's general direction, "What are we going to do about Mary?"

"You mean what am _I_ gonna do." Gwen's voice made it clear she wasn't going to humor any arguments., "You're staying here and getting some TLC from Uncle Ben and Aunt May."

"We said we'd do this together," he said, his voice taking on a harsher edge.

"...How many fingers am I holding up?"

He scowled. Maybe she'd meant it as a joke, but it just felt humiliating, "Five..."

"Nope. Didn't even put my hand up." He was tempted to put one finger up right now... "Look, just relax, would you? One night of taking it easy won't kill you."

"Don't treat me like I'm useless..." He couldn't stop himself from sounding almost petulant at that. He knew why she worried - to anyone else this would've been traumatizing, something you'd spend weeks if not months trying to push through. Still, he thought that if anyone would get his frustration it'd be New York's very own Spider-Woman. Normal went out the window for both of them years ago.

"I'm not, and you need to stop acting like you being _blinded_ isn't a big deal!" she snapped back, "I'll go to her place and check around, see if she's home. If she is then...I guess we're gonna need to have a chat." She sighed, "Christ, this thing's a mess. We go there to get her tested and she ends up having to fight her way out with that psychopath. Evil Cindy's a real bi- piece of work."

"I know that all too well." He looked down with a scowl. Between her and Matthew he couldn't tell who was worse. At least the lawyer was possessed by the devil; what was Moon's excuse? "...Be careful with Mary. The monster hates you more than anyone or anything else."

"Yeah, I know..." There was a bitter edge in her words. Another reminder that Kasady's death still haunted her, undeserving as he was of sympathy, "Peter, you've helped her enough. You can let me take over just this once."

"She's my friend too, Gwen." His friend, not Parker's. The kid didn't even look at her unless he wanted someone to fantasize about without feeling guilty, "...I know what it's like to deal with a voice in your skull yelling at you to kill." The screams, the nightmares...he'd gotten so used to them now that he barely even noticed them anymore. Most quacks would've told him that wasn't a good thing, but he was pretty sure he didn't count as a normal patient.

"Both of you deserve better." She pulled his short bangs back and kissed the top of his forehead briefly, "Just get some rest, okay? I'll come back in a couple of hours." It was 10 pm, or at least it was when they left the makeshift hospital.

"Yeah, well...if you don't make it back before then, I should probably say Happy Birthday." Twenty years old, two years older than him...or this body. Just another reminder of how much time 'he' lost because of that damn serum and deathwish.

"Hah...almost forgot." She laughed softly and brought a hand through his hair. It felt nice, "See you in a few, Pete."

The next ten minutes of waiting were agonizing. If there was one thing he hated it was feeling useless, and right then and there he felt like the most spoiled kid in the neighborhood. Bullseye once poked fun, said he went to see 'Gwen Stacy' because he wanted to feel like the hero while the beautiful damsel patched up his wounds, but it couldn't have been further from the truth. He hated this. Hated feeling helpless and being looked at with pity. It was one of the few things he and the kid had in common.

Maybe it wasn't much healthier, crawling into bed and burning the bloodstained sheets in the morning, but he could live with unhealthy.

Ten minutes later and he had a bowl of chicken soup in his hands while a mug of steaming hot chocolate sat on the living room table. Ben and May were across from him, nursing their own bowls that they made no attempt to eat out of. Even with all the noise - the boiling from the tea kettle, the crickets outside, the tap of their feet on the carpet - the lack of clinking silverware was obvious. They were just watching him.

Ben shuffled in his seat, "You sure you don't-"

"I can eat by myself." His voice came out harsher than he intended. Sighing, he stirred the soup listlessly and tapped the spoon at the side of the ceramic, "...Sorry. I'm not in a good mood. Things haven't exactly been going well lately." Aside from that day at the carnival with Gwen luck was definitely not on his side. It made him wonder if he pissed off a gypsy in some (double) past life.

"What happened to you, Peter?" May said eventually.

"Got careless. Another freak got me and Osborn with some dark energy. I lost my eyes and right leg, and Osborn lost one of his arms, if what Cindy says is true." He didn't feel much pity. One fight didn't make them friends, "It'll heal once I get some shut eye. I've had worse." The aftermath of that mess with Jack came to mind. It was a miracle he hobbled all the way back here in his state.

"You should take care of yourself better, son," Ben chided gently.

"I don't exactly go out looking to get my face caved in." At least not anymore. Retirement was a mixed blessing, but it did wonders for his nightly health, "...Look, can we talk tomorrow? I know you and the Stacys are planning a party for Gwen and I'd rather have my eyes back so I can see it."

"Oh...of course. We can take you back to your room."

"Guest room's fine, Ben..." He pulled himself into a shaky stand and tapped his foot in front of him. He still remembered the house's layout.

"There's no need to put on a tough front." Ben grabbed his wrist gently, "Just lean on me, okay? Trust me, getting back to the old base'll do you some good."

Peter doubted it, but he was done arguing. He let Ben guide him up the stairs and soon enough he found himself alone in 'his' room again. Even if he couldn't see it the image was enough to tick him off. All he could think of when he remembered this place were the experiments, the daydreams of the serum giving the kid superpowers that he could lord over everyone; even the people he called friends. This wasn't a sanctuary for him.

Despite his earlier words to be Ben and May, he couldn't sleep. Peter sat up on the bed and pressed his back against the wall. Gwen still wasn't back - he would've heard her if she was - and he was getting antsy. If it came down to a fight Gwen would win, but the thought of either of them fighting was more than a little worrying. He needed something to keep his mind off it.

It took a lot of fumbling (and he'd called Cindy at least three times, which annoyed her to no end), but eventually he managed to hit the right contact on the touch screen. The phone rang once, twice, three times before he was met with the sound of screaming, "Hey, Kinney Jr! You ripped up my favorite pair of pants! You have any idea how much this costs?!"

" _Wen interessiert das!? Du hast viel Geld!_ "

"That isn't the fucking point! You wanna buy stuff with your own money to rip up? Be my guest! Just because you're staying here doesn't mean you get to live for free!"

" _Ich habe dich nicht gebeten, mich aus der Einrichtung zu holen!_ "

"Oh, you want me to put you back there?! Cause I will, you ungrateful little bi-"

That was as much as he heard before he heard the sound of a door slamming and a sigh soon after, "...You picked a hell of a time to call, brother."

"Trouble in paradise?" Somehow, it was comforting knowing he wasn't the only Spider-Man the universe hated. Misery loved company.

"You could say that. Laura's staying with us since that Peggy Carter broad figures she's safer here instead of a facility." A crash resounded in the background, followed by more strings of rushed German, "Then again she also thought Kat would be a good partner, so it shows what she knows." He sighed, "Why the sudden call? Didn't think we had much to talk about."

"Maybe, but I heard from Gwen that you stayed behind to help search for us. Thanks."

"...Don't mention it." He seemed surprised, though that might have just been Peter's imagination, "...That the only reason you called?"

"It was, but now I'm curious about your family back there." He adjusted his place on the bed till he was facing towards the ceiling, "That kid you were with, I heard her fighting when we were making our way out."

"That's what she was built for, apparently."

"Yeah, well...I think I know you well enough that I can say that ain't exactly how you like it." He heard the phrase 'talking to yourself' before. Didn't think it'd be so literal, "You care about that kid."

"I'm not heartless. What's your point?"

"Maybe do something that doesn't involve being trapped in a house with that psychotic girlfriend of yours?" He grunted in annoyance but kept silent all the same, "...Look, there's gonna be a party over here tomorrow at about 6 pm. Small thing, just a slapdash birthday celebration, but it might be good for her." _And you_ , though he left that part unsaid, "Like you said, you're just waiting for Octavius to be delivered. What do you have to lose?"

"...What's your angle?"

"Makes you think I got one?"

"Cause I know who I am, and there's _always_ an angle." Paranoid, wary, distrustful. All things he was and more.

 _'So why wasn't there an angle now?'_ a voice asked, sounding disturbingly close to Gwen's energetic chirp.

"Things change." Peter laughed softly, "Maybe we're not as alike as I thought, brother." Spider-Man didn't have Gwen (oftentimes literally) hovering over his shoulder for half a year. Peter dreaded to think what it would've been like to have that Shadowcat dame for a partner. She reeked of blood and pheromones, "Look, come or don't come, it's up to you. I'll give you the address tomorrow when I get some light back in here."

Peter shut the one off and closed his eyes. With luck he could greet the new day tomorrow.

* * *

MJ wasn't home. It wasn't as much of a shock as Gwen thought it'd be, which was both a relief and bit of a wake up call. She'd gotten so used to chaos that a part of her never expected things to go right, _'God damn it...'_ She shut the door behind her, cutting Gayle off as she did. Rude, maybe, but she had more important things to worry about than being polite.

At least she knew MJ did come back. According to Gayle she was in her room for about an hour before she suddenly left without a word. She could've been anywhere in the city by now, but Gwen had a feeling her gut that the redhead wasn't too far off. It came with knowing her habits after five years.

She was right.

MJ sat at one of the two unoccupied swings in the abandoned playground. Her head was angled down at the ground, face masked underneath the long tresses of crimson hair, and her hands held onto the chains in a shaky grip. Even with nothing but the dim light of the streetlamps she made out the bloodstains on her shirt and pants - none of them hers.

Gwen didn't say anything, and neither did MJ. The blonde sat next to her on the only other unoccupied swing and scraped her feet against the ground, moving the swing by the barest amount. She wanted to ask, wanted to tell her it'd be alright, but that wasn't what MJ wanted or needed to hear right now. She knew that from experience dealing with Peter along with her own issues after the Incident.

The silence lasted for minutes, broken only by the chirping of the crickets and the faint sounds of suburbia, until eventually MJ spoke, "I killed someone," she said, the same way one would say the sky was blue and that Felicia's songs sucked.

"I know..." Gwen licked her lips, considering her next words, "This isn't new, MJ." She killed to save herself from those rapists, killed to save Gwen from the cemetery, and now she killed to get out of that hellhole alive. Even now Gwen thought about what she could've done to prevent all that. Maybe if she'd kept her close in the facility or didn't understimate Moon MJ wouldn't have had to...

"Maybe, but this thing..." She lowered her left hand and let some of the red, symbiotic flesh rise up from her palm, "I...I enjoyed it, Gwen! When that Bullseye guy stabbed out some poor bastard's eyes, I...I fucking _moaned!_ I was getting off to it!" She shut her eyes tightly to stop the tears from spilling out, "It took everything I had to say no, to pull him away so I wouldn't just wouldn't lose myself then and there."

Gwen tried to reach a hand out to touch her, to pull her close and whisper comforts in her ear, but MJ only flinched away when she tried, "...I'm sorry." She couldn't help her. As much as she disagreed with Peter she could at least understand that killing was a last resort for him and that he took no pleasure in it, "I...you stopped that Bullseye guy in the end. You could've just stood there and did nothing."

"Hah, so because I had a last minute change of heart that makes it okay?" She asked back sarcastically, "I don't even know why I stopped him. I'm sure you'll tell me it's because I'm a good person, but am I really when the first thought I had after stopping him was how I should've just stayed behind to enjoy the show? Cause I'm not really feeling like a hero in training."

"MJ-"

"That thing that's on you. Webster." MJ laughed at that, though Gwen didn't know why, "You told us before that there were times you lost control...was that its fault or yours? When you went apeshit on that joke Shocker did your 'symbiote' drive you insane and it wasn't your fault?" There was obvious pleading in her words. She wanted Gwen to absolve her, to say it wasn't her fault even if she didn't believe it herself.

"I..." The harsh truth or a comforting lie? Which was better? MJ deserved the truth, but... "Not...exactly." She pursed her lips and looked down the dark material of her torn jeans, "Webster told me that it...it brought out the worst parts of me. The anger for those three years of getting hunted and insulted, it didn't disappear, even if I never let it show. It was always buried somewhere deep down and when Webster was scared for us both it let it all out."

"Ha...shit." MJ let the tips of her fingers sharpen into claws, "What does that say about me then, huh? Am I really so fucked up that I enjoy seeing people suffering? Am I just a terrible person or do I put it all on my dad slapping me around when I was a kid? Can you tell me the answer?"

"I can't," Gwen said softly, "Maybe...Maybe Kasady's evil got into that thing and you're just a victim, but we can't know for sure. I got Webster out of a vat, before it bonded with anyone else. I can't say we're the same." She sighed, "But I do trust you, MJ. I know monsters, I can never forget Kasady and what he's done, but you're not him. No matter how much that thing changes you or what it brings out."

"I doubt that. Feels like I'm fighting an uphill battle here, Gwencent."

"MJ, I..."

"It's not your fault," MJ said. Gwen looked up to meet her gaze and found the readhead smiling sardonically through her tears, "I know you, Gwencent. Right now you're probably think it's your fault and that you could've changed things. You're always like that."

"...Not _always_."

"Hah, yeah, right. You'd try to fix world hunger and cancer if you could." Gwen liked to think most people would want to fix that, but she kept her mouth shut, "...I don't get it. Why do all this? Put your neck out there fighting against psychos in costumes? You can't honestly think that these people are your responsibility; not after everything they did to you, what they accused you of being."

"Because...it's the right thing to do-"

"Bullshit." Gwen almost recoiled at the venom in MJ's voice, "It's the right thing to, dad raised me right, with great power there must also come great responsibility." She sneered down at the ground, "I'm not one of your fangirls, Gwen. I'm your friend, and I know for a fucking fact that just because you're a good person doesn't mean that's all you are. You're human, not some kind of angel or messiah."

"What do you want me to say?" she asked back, her voice coming out in a harsh rasp, "That I felt guilty because I thought I killed Peter? That I did it because Jameson and everyone else called me a murderer and I wanted to prove them wrong?" She sucked in a frustrated breath, "I won't deny that's part of it, but I wanted to help people. I was given these powers, and I could treat it like a curse or I could do something with it. I chose to do something."

"Even after your dad hunted you down? When people spit in your face after you risked your life to save theirs? Frank Castle and everyone else only caught up because you didn't just dunk the costume in the river."

"I knew that was going to happen, knew that dad and the rest of the cops would hunt me. That they'd catch up eventually." She shut her eyes, "But I was sick. Sick of feeling like a coward, tired of hiding in the dark. In the shadows where they could pretend that I'm not like them, that I'm just another monster they can be scared of and blame for all their problems - that everything is my fault. I was sick of knowing that the only reason they chased me at all is because they wanted to see me run."

"Ha..." MJ bit her lower lip and wiped away the few tears that remained, "...I don't know what to do, Gwen. It's...I feel like I'm slipping and that no matter how many drugs you guys pump into me we're only slowing this thing down."

"We won't let anything happen to you, MJ." She wasn't going to turn into Kasady; she'd bet her life on it, "...Look, why don't we go back to your place and play some tunes? Didn't you have that new song planned-"

"I can't." Her voice was soft, hollow, "I tried, before you got here. I thought going back to the guitar would keep me distracted, but..." She took a deep, shuddering breath, "When I plugged it into the stereo and started playing it was like...it felt like hearing nails on a chalkboard inside my head. Not enough to hurt, but every time I tried to string a beat together everything inside me screamed to stop."

"That doesn't-"

"So much for making it big, huh?" The smile MJ gave her was strained and close to cracking, "I'm not only a killer, but this thing won't even let me have the band. I don't even know what I'm going to do now. I can't be a hero like you and Tiger, but any chance of a normal life is dead in the fucking water. I'm fucked, Gwen."

"No, you're not." She reached out both hands and took MJ's palms in her own, ignoring the way the sharpened fingertips dug against her skin, "I...I know it's hard, that everything seems impossible, but we _can_ fix this!"

"How? Wasp told me that taking this thing out will either kill me or leave me crippled for life. I'm not exactly feeling confident here, Gwencent." She pulled her hands back and stood, walking a short distance away while Gwen quickly followed, "I nearly killed my dad a week ago. Even if he is a piece of shit, what does that say about me, huh? Jameson treated you like a murderer for years and you never tried to snap _his_ neck."

She'd been tempted to, more times than Gwen wanted to admit. While the thought of killing him was hardly the first in her mind, she couldn't deny that the idea of beating him black and blue or dangling him from the Empire State building wasn't something she'd spent some nights dreaming about. Still, did some errant thoughts really compare to MJ holding her dad's life in her hands?

Ultimately she couldn't say anything before MJ spoke up again, "I wanna visit my dad. See if he's alright."

"I'll come with-"

"That's not a good idea."

Both their heads snapped to the source of the voice and Gwen immediately scowled when she saw Teresa walking towards them, her hands stuffed into the pockets of her red coat. MJ wasn't far behind her in displeasure, her mouth curling down in a frown and stepping back as soon as the blind would-be seer got close enough.

"...I'm sensing some hostility," she said, head tilted 'innocently'.

"I know what you did to MJ." Gwen stepped in front of the redhead protectively, dark veins running up the side of her neck, "Just stay the fuck away from both us and Peter. I know for a fact he doesn't trust you, and neither do I."

"A breakdown of communication." Her words were as cold as ever, but she could've sworn she heard a hint of regret in them. Gwen shook her head; she was just imagining it, "But I'm not here to talk about Peter."

"You...said something about my dad," MJ said. The other host stepped past Gwen hesitantly, both arms clenched into fists at her side, "Why?"

"While I doubt he'd connect you, Philip Watson isn't in the best state emotionally, what with being attacked by his daughter nights prior while she appeared like the Carnage monster," she said coolly, "Don't worry about him. You injured him without a doubt, but the wounds were ultimately superficial and he's using the attack as 'inspiration' for his next attempt at a novel. I don't have to be an oracle to know that it won't pan out."

"Right..." MJ chewed on her lower lip briefly, "So...is that the only reason you came here?"

"No, that's incidental. Philip Watson's life hardly matters and barely anyone will mourn him when he passes," Gwen's eyes narrowed in a glare. Peter told her she viewed life like it was a chess game. She thought he was exaggerating about that, "I came here to warn you, Mary Jane. Your symbiosis has grown deeper. This means certain actions can't be undertaken."

"What are you talking about?"

Teresa didn't say anything at first. She stepped closer to Mary Jane and firm hand on her shoulder. Before MJ could brush her off she smiled and whispered.

"You shouldn't kill yourself."

Gwen gasped and MJ's entire body remained frozen long after Teresa finally let go of her. Gwen's eyes snapped between the two of them before she forced herself to speak, "Wh-What?" she choked out, "MJ, what are you-"

"Sh-She's lying! I wouldn't-"

"Visiting your dad would've led to you jumping," Teresa said nonchalantly, "You would've felt guilty for almost killing him despite all he'd done and, with the symbiote's goading, you would've climbed the nearest building and jumped off."

"Shut up..." Mary Jane muttered.

"It wouldn't work due to your enhanced physiology, so you instead tried to hang yourself," Teresa continued, uncaring of the tear-stained glare MJ threw her way, "The lack of oxygen in your brain eventually did kill you, but it didn't put a stop to the symbiote, which would've taken over your corpse and used it to cause a rampage. Ultimately dozens of innocents die before the Avengers put it down and the grief of killing what she thought was her friend caused Gwen to-"

"I said shut up!" MJ charged forward and tried to punch her. The older woman easily side-stepped the clumsy strike and MJ fell to the ground on her hands and knees, choked sobs escaping her, "...I just want this to be over. Why did I ever fucking leave that apartment? Why..." Gwen felt helpless, just watching her friend sob into the grass while Teresa stood over her. There wasn't someone she could punch to make this all go away.

"Whether by fate or chance, we deal with the cards dealt to us," Teresa murmured, "None of use chose the roles we've been given. Gwen didn't choose to be bitten and hounded as a murderer, Peter didn't choose to get the attention of Matthew, and I didn't choose to be dragged half dead from a pile of corpses to be turned into an oracle. The only thing we can choose is whether we keep going or we end it all."

MJ didn't say anything. Teresa grabbed her arm and pulled her up into a shaky stand, "I've told you all I can, Mary Jane. If the thought of suicide is still tempting for you then there's nothing I can do. The only difference is that you know the consequences."

"Fuck..." MJ shut her eyes and wiped away her tears in frustration, "You can...you said before that you could see the future, so..." She took a deep breath, "Is there...do I ever learn to deal with this thing?"

"...I've seen possibilities," she said eventually, "In some futures you killed yourself, in others you spend the rest of your life worried that everyone you love will be at risk and it ends up destroying you."

"But...?" MJ prodded, her voice hopeful.

"I won't say you'll ever be as close as Gwen was to Klyntar, but not every future is dark, Scarlet Spider." Teresa smiled. Somehow it seemed sincere, "In a week's time Captain America will talk to you after your re-scheduled treatment and make you an offer to join the Avengers so they can train you. It's up to you whether you agree, but my suggestion? It can't hurt."

"...You could've led with _that_ , you know," Gwen said, finally speaking up.

"Telling her that wouldn't have shocked her out of her mindset, Gwendolyne." Teresa let go of MJ and turned to look at her, "Speaking of tribulations, I do hope that you also don't give in to the coming trials. I wish you luck."

"Why? What's happening?"

"Actions have consequences." Gwen scowled. Why was she being so damn obtuse? She opened her mouth to say something (likely a curse) before she suddenly said, "Though, I am curious about one thing. Do you love my brother?"

"Wha?" Gwen almost stumbled over her next words at the sudden question, "I...I love _Peter_. So what?" He didn't consider himself her brother and neither did Gwen. Blood wasn't all that mattered.

"Hmhmhm, then I suggest you hold on tight." Teresa's next smile was somber, "Despite my difficulties in communication, I do hope the two of you remain happy. I see how he is with you, and you with him. Despite all your flaws there's something that binds you both together."

"What are you-"

"Still, I would recommend keeping an eye on that Lana girl," she interrupted, her voice sing-song, "Since you're clueless when it comes to this sort of thing, I think it'd be fair to inform you that she's infatuated with him - a first love." The somber smile was replaced with a sudden, wide grin at Gwen's flabbergasted look, "Granted I doubt it'll be reciprocated, but you never know."

"She...She doesn't like him that way." She was just a teenage girl he'd saved, shared an apartment with, fought alongside with and...

... _Oh_.

"Ha, and I thought I was blind," Teresa said, "Well, good luck. I'll be rooting for you both. Oh, and Happy Birthday, Gwendolyne."

Gwen couldn't say anything and just watched the woman's retreating figure. It was only when she'd finally disappeared that it suddenly occurred to her that the other Spider just completely distracted her, "Fuck, how does she do that?" Gwen pulled her bangs from her eyes and let out a frustrated breath. One day she was going to straight answer out of her, "...You okay, MJ?"

"Yeah, I guess..." MJ laughed, incredulous, "She's...something, isn't she? I mean I still don't trust her, but..."

"Hey, I get it." Before she could think better of it she stepped closer to the other girl and pulled her into a tentative embrace, "Look, you have me and Peter and everyone else. We're not going to abandon you." She brought a hand through MJ's hair and hummed 'Face it Tiger' softly. Hardly lullaby material, but she got the feeling 'twinkle, twinkle little star' wouldn't cut it here.

"Yeah...thanks."

MJ licked her lips and looked down, a slight flush on her cheeks. Suddenly she closed her eyes and puckered her lips, inching their faces closer together. Gwen's eyes widened and she pushed her fellow bandmate away before she could help herself, "MJ, what are you doing?! I...I have a boyfriend, remember? Peter? The guy you call a striped cat for some reason?"

"I...shit." MJ scratched her the top of her head and looked away, ashamed, "...Sorry."

"It's...It's alright." Gwen took a deep breath to try and calm her beating heart, "I mean, I get it. You're stressed, emotions are running high and crap. It happens." She wasn't a stranger to seeking someone to keep her company when the stress got too much. She did it occasionally before her name got cleared. It wasn't healthy or proper, but it was better than crying herself to sleep at night.

"...I like you." Gwen blinked. That...wasn't what she expected to hear. She tried to say something before MJ cut her off, "Both of you. You and Tiger. I dunno if it's this thing just fucking my mind up or whatever, but when I saw you both after your date I just..." She grabbed the hem of her bloodstained shirt and squeezed, "I felt jealous. I mean I slept with Felicia days ago and I didn't give a crap, so it's..."

"Let's...just slow down bit, MJ." No, she wasn't going to comment on the 'slept with Felicia' thing. This was insane enough, "I-I mean I'm flattered, and I'd be lying if I said I didn't think you were hot or that I never thought about it, but I'm a one guy or girl kind of gal. Monogamy's old but it works for me."

"Hey, I'm not asking you and Tiger to squeeze over and make room! I just...wanted to clarify." She crossed her arms and looked away, the flush on her cheeks slowly fading, "I thought you should know, that's all. I don't plan on doing anything. 'Sides, I think you have more to worry about with Tiger's little tagalong. I've seen her on the news, and even if you are Spider-Gwen, I really wouldn't take chances against someone who can blow shit up by pointing at it."

"Ugh, don't remind me." Gwen shook her head. Despite the absurdity of the situation she felt a weight lift off her shoulders, "So...are you okay?"

"Hardly, but it could be worse." MJ shrugged, "...Hey, I wasn't lying when I said didn't plan on offing myself. I'm not nearly brave enough to jump off the edge, you know?"

"Yeah, I know." Though she wouldn't exactly call suicide brave... "So...what are you going to do now?"

"Heh, fuck if I know." She clicked her tongue, "Honestly I wanna get wasted, but considering my check-up got postponed I really don't wanna see what'll happen if I get shitfaced. Guess I'll just wait out the week till I get that Avengers invite."

"Thinking about accepting?"

"Well, either that or I join Tiger's group; and something tells me the Punisher doesn't play nice to newbies." Yeah, that was an understatement. Gwen still had bad memories of being stalked, "Look, I'll be fine. It was really bad for a hot minute there, but we'll deal. After all, I've got the both of you to help, right?"

"Right." Gwen nodded and finally allowed herself to smile, "Oh hey, there's a party tomorrow. Mom and the others think they're surprising me, but it's hard to keep secrets from someone who kept the whole Spider-Woman thing under wraps for five years."

"Very badly, Gwencent. I figured it out and I'm not exactly a detective."

"Shut up." Gwen rolled her eyes and punched the redhead in the shoulder playfully, "Well...night, er morning." Her phone had '12:17' dominating the screen. She was officially twenty years old, "I'll see you tomorrow?"

"Count on it."

Gwen said her goodbyes and trudged all the way back home. She was almost to her front door before she stopped and looked at Peter's old room, its window lit by a dim light. Logic told her that he'd need some space, but... _'I could just check in for a bit.'_ She looked around (pointless, given her spider-sense) to make sure she was alone before she crawled up the wall and quietly opened the window.

He was asleep, which was honestly more shocking than she thought it'd be. She almost expected him to be brooding off in the corner and waxing poetic about the ills of modern society. Gwen smiled and pulled some of the hair stuck to his forehead. It was one of the few times he looked peaceful.

She looked back at the open window and frowned, "...Ah, fuck it." She threw off her shoes and socks and climbed into the bed. Her dad would understand.

* * *

The party was a small affair. Just Gwen's family, Ben, May and a few friends they'd invited. Peter swirled the cup of (far too sweet) soda and looked around the living room. Gwen was chatting with Bishop and Mary about possible costume changes while Cin and Osborn chatted in the corner with Gayle Watson, who was trying to prod them about their secret identities ever since she found out everyone in the party was in on Gwen's identity. Peter rolled his eyes and took a tentative sip of the soft drink. He was just glad his eyesight was back.

The four parents sat at the couch, though he did his best to drown their conversations out. He felt awkward enough being here; the last thing he needed was to listen to them reminisce about the good old days when one pair of parents lost their kid and the one of them lost ten years of her life.

Jones was missing, though. No idea where she went.

Peter sighed. He wished he'd invited Lana, but she was off doing something with her sister...and Gwen seemed annoyed at the idea of it, for whatever reason. She watched him like a hawk when he called her a few hours prior and was definitely more than a little relieved when she found out the other Super couldn't make it. He did his best not to think about it; it was the last thing he needed.

The knock at the door was faint and almost unheard between the chatting guests and the music. Peter stood and smiled faintly when the door opened to Spider-Man and his kid. The former wore a loose black suit, which contrasted heavily with the thick stubble and growing hair atop his head. By contrast his ward wore a green casual dress and a pair of sandals that she looked about ready to tear to shreds, given the expression on her face.

"Glad you could make it, brother."

"Yeah, sorry we took a while. Had to buy some clothes..." The other Spider nudged the girl forward, which earned him an annoyed glare, "He's not gonna bite, kid. You gotta play nice if you want cake."

She sniffed the air and narrowed her eyes at Peter, "He smells like you, but wrong."

"I told you not to smell people..."

"It wasn't an order." She harrumphed and kicked at the ground, a small pout on her face.

Thankfully most of the guests already knew who she was, but there was little he could do to stop the confusion on the parents' faces. George and Helen Stacy threw Gwen a questioning glance, who only shrugged helplessly and gestured back to Peter. His guest, his problem, "Um, Peter...who is that?" May asked. He wasn't surprised she didn't recognize him; they still expected their Peter to be a little boy, not a man fully grown.

"This is...Spider-Man." He gestured to his older counterpart and then to the kid, "And that's...I dunno, the kid he's babysitting, I guess? He knows more than me."

Ben and May's eyes widened and the former looked closer, "You're..."

"Yeah...good to see at least one Ben Parker made it out." He tried to play it off as a joke, but Peter could hear the hurt and regret in his words clear as day. He (both of them...) never really forgave themselves for letting Vulture chow on him, "I get this is really bizarre, but your kid invited me and I thought Laura could use somewhere to relax. A party seemed like a good start."

"Oh, of course." May's expression warmed at the sight of the child hiding behind the tall man's legs. She had no idea the little girl could kill a grown man in seconds, "Um, Laura...would you like some cake? We have some extra in the kitchen."

The (tiny) German girl looked at Spider-Man and waited for him to nod before she took May's offered hand and let herself be taken to the kitchen. Peter was tempted to join them before Helen Stacy asked, "So...you're the Spider-Man little Peter talked about?"

" _Little_ Peter?" Spider-Man gave him a sideways glance.

"Yeah, yeah, laugh it up." Peter scoffed, "This is Helen Stacy and that's George Stacy. She came back from the dead."

"That's...a common thing around here, is it?"

"No, or least not to my knowledge." George Stacy offered his hand, which the younger man took in a firm grip, "Huh...I'll admit I don't really see the resemblance between you two."

"I hope that's not a height joke, 'Captain'." He was getting real tired of being called a midget.

"No, it's not, it's just...ah, nevermind." George Stacy sighed, "So...how old are you, son?"

"Uh...23, but I spent most of that time in a cell." He shook his head, "Sorry, let's not talk about it. I know it's rude to ask, but is there any alcohol around here? I've been dry for the past few days."

"You too, huh? There should be some more back in my place. You're gonna have to help me carry it."

"I'll come with," Ben said.

Peter watched the three go before he made his way to the kitchen and sat across the little girl gorging herself on a large slice of chocolate cake. He was never one for sweets, and neither was the kid, now that he thought about it, "Your dad's out for a bit. He'll be back." She didn't say anything; just nodded and kept eating the cake while May set a large glass of milk down.

"He seemed...nice." May said.

"I guess." Peter shrugged. It hard to him to be unbiased, all things considered.

"Not like previous handlers. Refuses to give orders," the little girl - Laura - chipped in, "Not like Shadowcat. Shadowcat dislikes me, sees me as a reminder of her past traumas. Spider-Man is...odd."

"You can say that again, kid." He laughed at that. Both he and his brother seemed to have a penchant for taking in fucked up kids.

"...Your name is Peter as well?" He nodded, "Odd...Shadowcat called you a clone, but you are not like us. Not made for something."

"What's she talking about?" May asked.

"You don't wanna know, May."

Thankfully he didn't have to explain himself. His spider-sense blared faintly just before he heard the sound of impact coming from the living room. By the time he got there he saw Osborn flat on his back while Gwen stood over him protectively, giving Cindy a look crossed between a glare and sheer incredulity, "Why the fuck did you just punch him?"

"He was drunk and he tried to kiss me; I panicked!" Cindy shot back defensively.

"So your solution is to punch him in the face?" Gwen asked back, flabbergasted.

"He was drunk! I doubt saying 'no thanks!' would've worked!"

Peter pinched the bridge of his nose and sighed. He should've known Osborn would make a tool of himself, "Come on, Cin..." He dragged the older Spider away before he and Gwen could get into an argument proper. He let go of her as soon as they were on the other side of the living room. "Don't worry about it. Gwen's just overprotective with him, that's all."

"Yeah, I know, it's just..." She scratched her head in frustration, "I'm just getting used to not hating the guy, and he kinda ruined it."

"...He likes you." Maybe it was a low blow, but it wasn't like he cared about Osborn all that much.

"Yeah...I knew that." Cindy shrugged, "I mean I've dated before, so I can pick up signals." She sighed, "Well...I don't like him back. I mean I get that he's trying to fix what he did, and I'll help him with that as long as he's being legit, but I can't forget the piles of bodies from the failed serum experiments or that he worked with my evil twin. I just can't. I was hoping if I ignored it he'd maybe take the hint."

"Hm..."

"Well...guess I'm gonna have to rip the band-aid off soon as he's sober. Two of us are going to the movies to make up for it, right?"

"Why? Doubt you'll feel bad about it."

"You never know."

The hours after that passed by in a blur. He had to admit the shindig was fun, odd as it was. It was nearly midnight by the time most of the guests started to leave and Peter found himself sitting in the backyard, a coffin nail between his lips. Technically he was still too young for it, but they'd long since stopped complaining about his bad habits. It was probably healthier than doing 'vigilante bullshit', as Jones called it.

He wasn't alone for long. The backdoor opened and Ben and May took a seat to both sides of him on the bench. He suddenly felt sandwiched, "...Thought you two would've been talking with Helen and the Captain."

"They're making plans with Gwen for a trip out of the city." May said, wringing her hands together nervously. She wanted something, "...Have you ever thought about leaving New York, Peter? It seems like this place has a lot of bad memories. Don't you wanna get away from it, even for a bit?"

"Even just a vacation," Ben cut in, "We always talked about going on that roadtrip. Tour the sights, go fishing...whaddaya say?"

"We've had this conversation before. I told you I can't..." He took a deep breath and closed his eyes. He knew they had good intentions, but it didn't change the fact that they were lying to themselves.

"I thought you...retired from being a vigilante?" May asked. She made it sound like a job.

"Trouble finds me no matter what." He let out a single, wry laugh, "Only difference now is that it's coming to me instead of the other way around." Meaning not much changed in the grand scheme of things. Least he got cussed at less nowadays, "Besides, you know what I'm doing. I can't exactly run away when I have a devil trying to drive me insane."

There was something funny about how casually he said it. A devil was coming for him...a few months ago he would've laughed at the idea; and _he_ came back from the dead, "You...mentioned that before," Ben said slowly, "Is this..."

"Don't got much clue how I can deal with it. I'm surprised I survived this long...and I don't expect my luck will hold out much longer." There was no point in lying to them. They lost their son once; better to give them a chance to brace themselves if the worst came to pass, "...Sorry, I didn't mean to make this about me. You have enough to worry about with what the kid did back then."

"You think we care about that, Peter?" May let out a soft breath, "Maybe...is there a way you can escape this? Tell Gwen and have her Avenger friends help you, maybe? Or the other Spider-Man?"

"And what are they supposed to do with a demon? You can't put it in a jail cell." He frowned, "The only one who could help me was Teresa, but I don't trust her much more than I do Murdock. Both of them have an angle and they don't care who or what they step on to get it." One did it for his own selfish gain and the other for the so-called greater good. Not much difference from where he was standing.

"So, what are you going to do?" Ben asked.

"Like I said, hell if I know." He shrugged, "Maybe God'll take pity and give me a miracle, but considering this..." He gestured to the faint burn scars around his eyes, "I doubt it. Me and him don't really see eye to eye."

"Jesus..." He heard Ben's heart beats spike. Scared, angry...maybe both.

"We all knew it was dangerous, the life we live. Gwen keeps it under control better but it scares her sometimes, even if she doesn't admit it." He looked down and pressed his hands together, "Look, just keep your head down and don't think about it. The last thing I need is both your necks out on the chopping block. Murdock won't hit you as long as the spooks are still watching out for you. It's just me."

"Is that supposed to comfort us, Peter? The fact that only you have to risk your life and we can't do anything but watch?" May asked back harshly.

"It's a fact; that's enough. I already pushed my luck with Matthew." He stood and gave them a placating look, "I had fun tonight, but I can't pretend that I don't have a noose around my neck. Sooner we all get that the sooner we can move on."

He pushed the door open and made his way out the front door. He didn't want to hear what they said; to hear their pleas for their little boy to come back home and not kill himself because of suicidal causes.

Peter wished he could give them what he wanted.

He threw down the spent coffin nail and got another. He was barely on his second inhale before he felt a clap on his shoulder, "...Yeah?" He gave Spider-Man a flat stare. The other Spider was red in the cheek, which he attributed to the no doubt large amount of booze he funneled down his throat. Behind him Laura looked content, holding a box of leftover cake close to her chest.

"Just wanted to thank you for...this." He gestured vaguely in the direction of the house, "It's nice, feeling normal for a bit."

"Glad you liked it." Peter looked away and blew a billow of smoke in the air.

"...Something wrong?"

"I'm a dead man walking; not a lot of things going right," he said, "Look, don't worry about it. Just focus on getting Octavius and going back. That's the difference between the both of us, right?" There was more venom in his voice than he intended, though he couldn't muster enough of a care to feel guilty.

"Sure...see you around, brother."

Peter waved him off and sat the edge of the sidewalk. Ben and May wouldn't chase after him; and if they did then he could disappear in a wisp of smoke before they could say anything. He looked up at the dark sky and frowned. He had no plan, much as he hated to admit it. Kill Murdock? He doubted it'd work. Beg Teresa for help? He wasn't sure that wouldn't lead to him dying anyway. He was rolling a one sided die.

The footsteps that drew close almost made him disappear till he heard Gwen's voice, "Hey there, stranger." She sat at his right side, hands hugging her knees, "Something's wrong." It wasn't a question. She held his right hand and squeezed, "Tell me."

"...I'm scared." He let the cigarette drop and took a shaky breath, "I don't know what to do about Murdock. I'm running blind here, Gwen." He grit his teeth and tightened his hold on her hand.

"Peter..." She cupped the left side of his face with her free hand and turned his head to face her, "I'm not going to let anything happen to you, alright? I lost you once, I'm not losing you again."

"...You can't promise that, Gwen." Her mom would die if she helped him; and he knew that. He should've just kept his mouth shut, "This is-"

His spider-sense blared and he heard screaming coming from inside the house. Before he could think better of it he stood and ran back to the house, one hand immediately going for the pistol hidden in his jacket holster. He heard Gwen scream something behind him, but he was already through the door before he could pay it any mind.

The sight that greeted him was worse than he thought.

He expected an attack of some kind, something he could stop with a well-placed bullet. What greeted him instead were the Parkers and the Stacys huddled around the table. Looking down, his grip on the gun loosened when he saw his phone open and showing off the contents of a recent picture message.

The picture in question being a 'selfie' of Bullseye with a disemboweled Hand ninja next to him. The manic grin on the bald man's face made it abundantly clear what the intent of the message was. He'd received pictures of his handiwork in the past, but it'd never been that bad. Peter made it clear that he didn't appreciate the 'souvenirs'.

Being sprung from prison must've made him more confident.

"...What the hell is this?" George Stacy looked him and Peter recoiled at the look of absolute rage on his face. It was no secret that the two of them weren't exactly best friends - especially given his relationship with Gwen - but the disgust on the older man's face was something he'd never seen before. Gwen or May or Ben always kept the former police chief from thinking the absolute worst of him.

Now there was nothing they could say.

"George-"

"Don't, Ben!" he snapped, "I...I knew he'd been working together with that psychopath Frank Castle, even despite knowing what he did to Ben, but this..." He looked down at the phone with disgust, "What the hell is this? This is the kind of people you're friends with? Someone who disembowels a man and then _smiles_ while sending you a picture? How could you be okay with this?"

"Dad, it's not-"

"Gwen, did you know about this?" Gwen didn't - _couldn't_ \- say anything, "How could you be okay with this...this madness? You told me that you trusted Peter, that despite everything he had good intentions. Is this part of it?"

"It's not..." Gwen looked away, looking seconds away from breaking down into tears. Peter clenched his hands, fists shaking. It wasn't her fault. She always wanted to see the good in people - even if it meant trusting those who didn't deserve it, "Dad, please..."

"What about you?" He turned to Peter now, "You knew about this and yet you called this man your friend. How could you...how can you say you love my daughter when these are the kind of people you put your trust in."

"I don't have a choice..." It was a lie. Moon Knight, Punisher, even Felicia; he'd allied and stuck with them out of necessity and mutual goals. Bullseye was different. He'd called the man a friend, kept him from prison and let him in during those two months when he and Gwen separated, "I can't afford to turn him away even if I wanted to. I can't fight Murdock without him."

"You don't trust Gwen? She's offered time and again to help you!"

Peter should've kept his mouth shut, but the anger and frustration from before made it difficult to stop himself, "If she does then your ex-wife dies! Is that what you want?!"

The silence that came afterwards was more painful than any reproachful glare or shout. All around him they looked with expressions that ranged from shock, to denial to outright pleading. Helen Stacy was the first to find her voice, "What...do you mean by that?" Her legs shook and she grabbed the edge of the couch in a vice-grip to keep herself from falling altogether, "Peter...tell me."

"I..." He looked back at Gwen. Her eyes were wide and pleading, begging him not to say what they all now knew, "The one who brought you back...it was Matt Murdock. If Gwen involves herself...then you die."

* * *

 **Yeah...that last bit is totally Bullseye's fault :P Granted you could argue Peter should've simply kept his mouth shut, but Bullseye definitely started it by sending a freaking gore selfie to Noir's phone when he could be in a public area.**

 **Being a bit more serious, this is why Bullseye and Punisher don't show up a lot. I've gotten complaints that the male Defenders don't have much focus. Well, this is why: the more they hang around Peter the harder it becomes to justify Gwen and him being in a relationship and/or just cooperating in general.**

 **So yeah, for those who wanted more Bullseye? More Bullseye in the next arc...but Peter and Gwen are on the shits again. Equivalent exchange and all that.** **Good news for Bullseye fans, not so much for GwenxNoir fans...which actually overlap a decent amount. A bittersweet feeling ;)**

 **Side Note - There was supposed to be a segment with Jessica and 65-Cindy, but I cut it out due to length. I'll add it in later.**

 **Questions:**

 **1\. So...advance the main story or do we take a break to show off more of Laura's smolness and trying to bond with her new 'family'? Given the phone call preview Noir got one gets the feeling it's not exactly going to be smooth sailing.**

 **2\. Not sure if I asked this before, but hell with it: I've gotten a _lot_ of reviews in the past indicating people either didn't realize or outright _forgot_ that Noir is 18 and actually younger than Gwen due to his behavior. So, why doesn't Gwen have this issue? She deals with traumatizing crap too; she just doesn't angst or philosophize about it as much. Does angst=maturity? Cause one would think not given how connected it is to teenage melodrama.**

 **3\. What do you guys think of Jack and _especially_ Murdock just monologuing at Peter multiple times? Far Cry 5 was frowned upon because your character was constantly kidnapped and subjected to lectures where you couldn't just shoot them in the face in response. So is it a bad plot device that Noir hasn't killed these two yet? Cause if people are fine with it then I might be able to do it for 65-Cindy and Gwen.  
**

 **Review Answers:**

 **Roxasdualwielder - 616 Gwen is not 65-Gwen, the same way 616 Peter isn't Noir; or do you hold 616 selling his marriage to the devil against Noir? Anyway, no LanaxPeter in the main story.**

 **Persin 2 - To be fair Teresa seemed to have an alternate method in mind; Peter just didn't follow her in the omake. Maybe it'll be different here.**

 **Jormundardner - I have a plan for Helen Stacy, but it's not exactly going to be pleasant. As for the omake, think of it like a succession of events which cause a butterfly reaction. Note that Carnage!MJ wasn't mentioned at all, which indicates that MJ didn't get infected in the omake. Alt-verse, basically.**

 **AnUnorthodoxDecision - To be fair Captain America 'stomping' MCU Spidey is basically a retcon: Tony acts like he was useless in Homecoming when in the fight he was pretty clearly holding his own and kicking ass. Anyway, Noir already has adjusted his morals for Gwen, which they both acknowledge. Sadly Bullseye is still a black mark.**

 **Brave2000 - Lana and Noir are meant to be sibling-like, despite Lana's attraction. Same way Noir and Cindy are just friends and never argue - because they're so alike they rarely ever have issues and neither brings up possible romance.**

 **TheOkWriter - Madame Web can see alt universes; she can't travel through them on her own. We'll deal with Spider-Man later.**

 **TralfamadorUndone - Note that in-story Gwen was the one who was most insistent on a relationship with Peter, so I can see her taking a lot of BS. Also, remember that _she_ had no plans for the future, either: she stumbled into the Avengers and sponsored hero membership, and others had to drag her kicking and screaming into it. As long as Peter's a hero I can see her deciding that's fine with her. Still, I do agree that first loves crash and burn often.**

 **Also, no Thanos; I like to pretend Cosmic Marvel doesn't exist. Spider-Island is the big threat here.**

 **Dr. Sugarcakes - I thought you cupcakes fed on sadism and suffering?**

 **LeonardChurch814 - Isn't being a hero because you want to be more heroic/genuine than being forced into it by trauma? Also, why do people assume Noir is gonna be the worst parent? We see that he can be caring to younger people like Gabriel and especially Lana. He won't be gushy, but he can express affection normally to children.**

 **Henchmen213 - No, but it's not like his relationship with Shadowcat is based purely on sex, yeah? Remember he refused to sleep with her in the car so he could ask about her background.**


	114. One Love Ends, Another Begins

**Just finished Infinity War :D No spoilers, but it did encourage me to add more action scenes...before I remembered I suck at writing those. Still, I'll try my best to add more fighting and action to make up for the recent lack of Superheroing in this Superhero fic. .** **Likewise, I guess I'll be ignoring power levels (within reason) to facilitate more action. This means Noir will actually fight villains he could theoretically go invisible and neck snap, if only for the sake of not turning everything into an anti-climax.**

 **Not much reviews last chapter. Can't tell if it's cause the chapter itself was bad or Infinity War was right around the corner, but hopefully this gets more feedback :) The Laura smolness chapter got more votes, but I have to veto it since we kinda have to get the plot going. I'll tie that chapter to the actual plot later.**

 **Anyway, looking V2 and its more Gwen-centric focus, I've started thinking up plots...and so far both of them are pretty zany. The first one is I do a Gwen Reilly and make a male clone of Gwen ala Ultimate Jessica Drew. Not sure where that would go, but I can see some laughs and interactions from that - particularly with Noir, MJ, Cindy and Gwen herself. I'm also tempted to put in the spawning event where Gwenom gives birth to another symbiote, but that's less likely since the last thing we need is another overpowered blob. That and I have no host in mind just yet.**

 **Also read Spider-Gwen's latest issue...and it's pretty meh. The multiversal shenanigans really don't fit the story (and I realize the irony of that considering my own genre), so hopefully the next three issues do the public identity reveal plot well. Though we're getting more and more signs she's transferring to 616...**

 **Side Note - the first half of the chapter is gonna be pretty wangsty. Sorry about that, though thankfully the second half...is also pretty edgy, but at least it's about actual dramatic stuff rather than a couple of teenagers (former, in Gwen's case) talking about love and their relationship issues. Oh, and listen to 'The Haunting - Set if Off'. Feels really fitting to the date in the latter half.**

 **Speaking of relationship, I find it funny how often Spider-Gwen is paired with Peter given the actual canon. In the previous issue she states she never saw 65-Peter romantically, and during Clone Conspiracy 616 Peter makes it clear he doesn't like spending time with Spider-Gwen since he doesn't really consider her the 'real' Gwen, which ends their relationship on a bad note. Gwen likewise avoids 616 due to guilt and trauma. So yeah...pairing material right there.**

* * *

This was a nightmare.

Gwen looked up from her place on the couch, the sound of her heartbeat ringing in her ears. She didn't even know how they'd managed to drag themselves to any of the seats and it took everything she had not scream or cry or vomit at the unfairness of it all. Peter looked like he'd been a hair's breath from running, and he probably would have she hadn't instinctively shut the door.

After all, it wasn't every day you told someone you know how their mom would die...again.

She forced herself to look at everyone else in the room. Ben and May were holding onto each other and crying, each choked sob another stab in her chest. Her dad paced around the room and muttered to himself. He was trying to calm himself, trying to regain control of the ship way after it'd already crashed into the iceberg. He was the same way when he found out who she was behind the mask.

Her attention was drawn most to Peter and her mom. Her mom's face was passive- or at least she tried to be. Her neutral expression twitched every few seconds and the tears she made no attempt to wipe away removed any sense of calm from the older Stacy. Peter managed better, staring down at the floor with the same half-frown he always wore, but his hands shook despite his best efforts. He was scared.

The quiet remained for a while longer before her dad finally spoke, "We need to..." He didn't - _couldn't_ \- finish. Before Gwen could say anything to comfort him (not that she could...) he kicked over a chair, making her jump in her seat. She could count on hand the amount of times her dad had really lost his cool.

"Dad-"

"How did this happen?!" He grabbed Peter by the shoulder and shook him harshly, like it was somehow his fault. Peter raised his eyes to meet his gaze and she shivered at the chilling stare he gave in return, "You...fix this! You have to-"

"You think I haven't tried?!" He threw off her dad's grip and stood up, stumbling back two steps so he could glare at him fully, "I tried! I've been fighting Murdock for months, killing his men, destroying his assets...he doesn't care! All of that - the money, the power, the influence - it doesn't _matter_ to him! All he cares about is seeing us squirm, and if that means bringing her back as peverage then he'll do it!"

"You..." Her dad looked away, an ugly scowl on his face, "This is your fault...if you'd never come back-"

"Dad-"

"George, don't you dare." Ben stood up this time, his expression fierce despite the tears, "This isn't Peter's fault. Ever since he came back he's been saving people. Without him...neither of us would be here right now."

"Saving people? That's what you call beating a gang down with chain? Allying with murderers like Frank Castle or monsters like that madman who send him pictures of the people he's gutted? He provoked Murdock, and because of that Helen is on the crossfire!"

"Alright, fine, it's my fault! God forbid I wasn't psychic and knew that the blind lawyer is the devil!" Peter shouted back, "You know what? There's an easy solution for this." The ringing in Gwen's ears worsened when Peter pulled a gun out of his jacket and set it down on the center table, "As long as I'm alive Murdock's never gonna let up. So go ahead, shoot me. It'll be quicker than whatever he has planned for me."

"...I'm not shooting you-"

"Why not?" Peter laughed sardonically, "I'm a murderer, a thief, I work with Frank Castle and Bullseye. Isn't that good enough, 'Captain'? Or do I have to kill someone in front of you before you can muster up the nerve?"

"Peter, that's enough!" Gwen shouted, desperate, "This is insane! None of this helping-

"Everyone just shut up!"

It was her mom who screamed. Everyone in their room turned to face her and Gwen winced at the fierce eyes that greeted her. Her dad always told her that she got her 'spitfire attitude' from her mom; this was just another reminder, "Just...Just stop screaming at each other! This isn't Peter's fault, George! We heard him talk about that Murdock guy before, so just...just enough!"

"Helen-"

"No, shut up, we're not going to start blaming each other!" She took a deep breath and stood up, "Look, this is..." She wiped away her tears, "I-I'm not gonna say that I know what's happening or I know what to do. But I still think this is something we should talk about! God, George, I know you're worried about Gwen and me, but you can't just start throwing blame around like this. That's...it's not the man I fell in love with."

The look of shame on her dad's face was brief but unmistakable. Gwen coughed to stop herself from sobbing and breaking down. She had to be strong, "...Peter." She met his eyes and resisted the urge to turn away in nervousness, "You...how long did you know this?"

He broke eye contact first and looked back at the ground, "...Murdock told me. The first night your mother came back I asked to meet him. I had a suspicion that he had something to do with it since I doubt either my or Moon Knight's patrons were giving out freebies."

"You knew for weeks...?" Gwen didn't know what to feel. Betrayed? Understanding? Angry? One thought pushed the other out before she could reach out and grab it. It was the same as the time with MJ. A part of her understood why he did it, but another was angry. Twice now he'd kept secrets from her because he thought it was for her own good, because he didn't think she was ready.

 _Then again_ , a voice hissed at the back of her head, _How's that any different from what you did all those months ago?_

Aunt May asked the next question for her, "Why didn't you tell anyone, Peter?"

"What was I supposed to say?" he bit back, "Murdock's holding both my and Helen's collar and it's one or the other? 'Hey, Gwen, do you wanna pick between the one parading around your friend's dead body or the mom you just got back?'" He laughed at that, soft and bitter and almost crying. Gwen never wanted to hear that sound again, "I couldn't do it..."

"I still should've known, Peter..." Gwen muttered.

"...I know, but I know you, Gwen. You start thinking that you had to do something, but you can't...and then the guilt would eat away at you. I...I wasn't exaggerating all the times I said that Murdock could've killed me a dozen times over by now." Gwen clenched her hands on her lap. He knew she wasn't naive enough to think that he was just making fun when he said those things, "Would you really have wanted to find out, knowing you couldn't do anything but watch or choose who dies?"

"That's not how this is going to end!" She wanted to punch him in the face, if only to make him stop, "There's...this- there has to be something! There has to!"

"Oh, there _has_ to? Somehow I don't think God or whoever else is out there is watching out for us. The Spider-God barely let me get out last time..." Her eyes narrowed. When exactly was 'last time'? How many times had Peter seen that bastard without telling anyone? "When I first him all those months ago I should've left well enough alone. Playing hero got the noose around my neck, and now it's on both of us."

"Don't act like this is your fault," her mom said, "Look, I'm not a hero or a police officer or a superpowered P.I, so maybe I'm just being an idiot here, but is there really no way where we can do something? This...I don't fucking know, a priest?"

"This isn't a movie, Helen. Making a few Hail Marys won't save us." He let out a frustrated breath, "...Moon Knight said that if we kill Murdock for good then _maybe_ we can both survive, but honestly? I doubt it's true. It wouldn't be the first time he's lied or withheld information just to get what he wanted. For all I know, the second I put a bullet through his skull you'll just drop dead."

"There has to be another way..." her dad said, "I know Matt Murdock, and despite the infallible front he puts up he's not invincible. He wouldn't dare show all his cards so soon."

"...There is another way, but I..." He growled under his breath and faced them again, "Ever since we've met Murdock's been using me, Castle...anyone he can to do his dirty work for him. A few months ago he offered me a deal a chance to join his cult of braindead ninjas. I told him to go to hell, but he's convinced that he just needs the right switch for me to agree..."

Gwen's blood froze at the dawning realization, "Wait, you're saying...that you both are guaranteed to make it...if you work for him?" The thought made her sick. Murdock made her the same offer more than a year ago, justified himself as the lesser evil and how the world was grayer than her 'childish view', but she'd always resisted. Back then she'd assumed he was just another guy trying to take advantage of the teenager with powers, not... _this_.

"A generous offer, he said." Peter tried for a wry smile, but he only managed it for a couple of seconds before his face fell, "...I don't know what to do. Technically every second I fight against him I risk Helen's life. I've been trying to fight him for weeks now...and yes, 'Captain', that means working with Castle and Bullseye. I'm not exactly swimming in allies right now."

"Peter, this isn't..." Ben paused, considering his next words, "I know you don't wanna hear this, son, but you're just a kid. You shouldn't have to stay in here and wait for this man to - _monster_ \- to do God only knows what?"

"And what's your solution, Ben? Leave the city? Make a new life somewhere else and pretend he doesn't have any hold over me? I might as well pull the trigger on Helen if I do that." He shook his head in frustration, "...I never should've said anything. Now you all know and nothing's changed: Gwen can't get involved without risking her mother's life we're no closer to a solution unless someone uses that gun or I give up to Murdock."

"No one's shooting or serving anyone!" Gwen snapped, "We can fix this, we just have to-"

Peter's head snapped to the door just before the sound of knocking reached her ears. Her first thought was that one of the guests must've forgotten something, but the look of of absolute rage on Peter's face squashed that thought. She barely managed out a "what's wrong?" before the door suddenly opened and-

No.

Murdock was at their doorstep.

Her dad and Peter immediately pulled out pistols and aimed while Uncle Ben hid Aunt May behind him. For her part Gwen made sure her mom was as far away from him as possible, "Well, well, an interesting way to greet a guest." Despite the guns trained at his head he strolled inside and closed the door behind him casually, a lazy smile on his face, "I know I'm late to the party, but this is a bit over the top, don't you think?"

"What the hell are you doing here?" Her dad growled.

"Hell puns? Really? I know I'm a demon, but that's a bit too tasteless, don't you think?" He stepped closer and set the cane down on a nearby cabinet, "Although I do know some really interesting puns about succubi that you might-"

His next step was met with a bullet to the kneecap. He stopped and tilted his head down at the injury, like he wasn't bleeding out of a fresh wound, "Huh...that's very rude." He grinned at Peter, "Honestly, Peter, did you think that was actually going to do anything? You should know by now." Murdock moved, faster than she could react, and picked Peter up by the neck. He raised Peter up with one hand and ignored his struggling, "I can do _whatever_ I want with you."

"Let him go!"

She tried to run for him, but a quick tightening of the grip on Peter's neck forced her to stop, "Oh, Ms. Stacy. It's been months and yet you're still so typical..." He clicked his tongue and titled his head in her dad's direction, "Now, Mr. Stacy, please lower your gun. I came here to talk, so it's hardly proper etiquette. You'd hate to have anything to do with your little girl losing her boyfriend, hm?"

"You son of a..." Her dad's finger lingered on the trigger before he eventually lowered the gun.

"Ah, that's much better." Without any fanfare he dropped Peter on the floor. Gwen was at his side immediately, holding him close as he coughed and struggled to breath, "See, isn't this more pleasant? Not every problem can be solved by shooting guns at one another."

"Why...?" Peter glared up at him, "...Did you come to kill me?"

"Oh, you'd like that, wouldn't you?" He grinned down at Peter and completely ignored the murderous glare Gwen threw back in response, "You think it'd be the end...well, until you go to hell, where I'd see you again very soon. It wouldn't be your first visit." He hummed, "Still, if you're going to be suicidal at least be consistent about it. Going on a date with Ms. Stacy a day after you try to kill yourself says a lot of mixed messages."

"Wh-What?" Her hold on Peter tightened, "What are you talking about?"

"Oh, you didn't know? We had a little dinner date the night before you and him went to that carnival. Talked about a lot of things like our future plans...and then he asked me to shoot him."

"He's lying..." Peter snarled.

"Okay, fine, so I'm skipping ahead a bit, but the asking to be shot part? All true." He turned to look at Ben and May, "I know it's sad to hear given your previous loss. It seems your son is tiptoeing up that stool despite my best efforts. I mean, I put a gun to his head as a joke and he tells me to shoot! Can you believe that?

"Stay away from him." Ben's hands balled into shaky fists.

"Hmm, I'd give you a three out of ten. No curses to spice up the cliche 'helpless dad who still acts tough'? Come on." He clicked his tongue, "Now, as to the purpose of my visit, I'm here to-"

A single, muted shot rang out and Murdock suddenly found himself with a hole at the center of his forehead. Gwen's eyes snapped to the source and was greeted with the sight of Helen Stacy holding onto the gun Peter left at the table. Her hands were shaking and her face was in shock, like she couldn't believe what she'd just done.

Murdock didn't even flinch. He remained standing upright, uncaring of the gaping hole on both sides of his head. She'd heard the stories from Peter before, but seeing it with her own eyes stamped out whatever confidence she had left. All her power, all the strength the bite and Webster gave her, and she could do nothing but try and hold onto Peter as tightly as she could.

"...You know, that's really getting annoying." He wiped away the blood and the skin instantly knitted itself back together, "Now, am I going to actually finish a sentence or do we just keep trying to shoot even though we've established that you might as well be throwing spitballs?" He glanced her mom's way, "Oh, and Mrs. Stacy? If you wish to commit suicide, turn the barrel the other way. I mean I might just bring you back again, but let's not be incompetent."

"Y-You're..."

"Posessed by a demon, as we've well established, and also the one who drove you to this little reunion. You're welcome, by the by." He hummed, "Now, as I was saying before I was so rudely interrupted, I'm here to talk. Now that the metaphorical cat's out of the bag I think we should establish some ground rules. Always best to understand where we all come from, hm?"

"Ground ru- this isn't a fucking game!" Gwen shouted.

"Oh, I beg to differ." He laughed, "Now, Peter has already told you, I'm sure, but I wish to re-affirm that if you involve yourself in our...private affairs, there will be consequences, Ms. Stacy. It won't just be your mother that will pay the price." He looked to her dad, "Now, in exchange for doing absolutely nothing I'm going to leave Mrs. Stacy here and I won't interfere. Isn't that more than fair?"

"You're telling me to..." Gwen hugged Peter closer. Peter would struggle, fight and suffer and all she could do was watch, "There...God damn it, no! Just...I'll work for you, okay?! You want me to be your apprentice? I'll be your fucking apprentice! Just please don't-"

"No." His next smile was sadistic, "I gave you a chance, Ms. Stacy, and you threw it away. Why would that offer be of interest to me now?" He laughed, "Besides, I find you extremely boring. I'd have thought you killing Kasady would spice things up a bit, but no, you're still the same child you were before. Now, deal applies: you stay out of our dealings and you get payback for the lost days with your mommy."

"...Fuck you." The response was pathetic, but it was all she could muster.

"I'm not interested, Ms. Stacy. You should really know when to quit; no one likes a chaser." He walked back and grabbed his cane, "Now, I bid you all adieu. I have another meeting to get to, but I'm really hoping that we'll see each other again, Peter." He paused, "Oh, and Ms. Stacy? Happy Birthday."

And just like that he was gone. For a second she thought she might've been dreaming, that this was all a nightmare and that she'd wake up any second now, but Peter untangling himself from her arms knocked that thought away, "...You heard him." He stood up shakily and grabbed the pistol from her mom's hands, "Nothing's changed, except now you know. I have to..."

"Okay, okay, I can't do this!" Her mom screamed, "Just...Just, Gwen, help him! I can't let this happen!"

"Helen, you'll die!" Her dad said.

"And if Gwen does nothing then Peter dies! Am I supposed to just live with that?" She took a deep breath and looked to Ben and May, "God, I'm so sorry."

"This...This isn't your fault, Helen." May said softly.

"And your self-sacrifice won't do anything." Peter sighed, "You just shot him in the head and it didn't even make him flinch. What do you think Gwen can do? It doesn't matter if she throws him clear on the other side of the city - you can't punch a demon to death." He laughed, bitter, "Look, just...I'll do my best to make sure that we both get through this, but I'm not liking my chances."

"So how does this end?" her dad asked, "Are we just supposed to wait and hope that you and your friends can deal with Murdock?"

"Yes, because none of us have a choice."

He left before she could say anything. Gwen found herself frozen on the spot for seconds before sense eventually returned and she managed to force herself to walk through the door to the street outside, "Peter...!" She quickened her pace to keep up and halted a short distance away when he stopped walking, "What...What are you planning to do? D-Do you even have anything? Cause you said before that you didn't-"

"Fight or give up. Only two endings here, Gwen." He raised the gun slightly and eyed the barrel through half lidded eyes, "Even a bullet to the head won't really save me. He'll just drag me back up here."

"What he said back there, that you told him to shoot you...was that true?" She wanted him to say no, even if it was a lie. She'd thought he'd gotten better, despite his identity and MJ and...everything else.

He didn't say anything. It told her all she needed to know.

"... _Why_?" She grabbed his shoulder and forced him to face her. He averted his eyes, "Tell me why! After everything that's happened, everything we've been through, all the things you've said..." She grabbed his shoulders and pressed her head against chest, letting the tears fall freely, "You said you were staying here, you said that you could live with not really knowing, you said..."

He said that he loved her.

"...I'm a dead man walking, Gwen." He separated from her, "How did we both think this was going to end? I was never going to go on knee with a ring." He laughed wryly, "Your dad was right about one thing. How long could we pretend everything was alright? That the second you weren't looking I killed people and worked together with other killers? You're the hero, Gwen, not me..."

She didn't feel like a hero. Not when she kept S.H.I.E.L.D's involvement with that monster secret.

Not when she couldn't protect the people she loved.

"Peter-"

"How many do I have to kill before you realize this isn't going to end well?" She flinched back as if she'd been struck, "This...all the time we've spent together, we both knew it was going to end." He paused, "...You know, you never answered my question from before. When we were hunting Dali I asked you if you would've accepted the kid if he told you he loved you. Would you have?"

"I..." She looked down at the ground and kicked a pebble, considering her words. She loved him before; he was her best friend. But did she love him that way? The way she did now? "...No." She took a deep breath, "I cared about him like he was family, but if he told me he loved then...I would've said no."

"What does that say about us, then? That you changed your mind and fell in love with a murderer? Or did you say those words even if you didn't really feel them? After all, I'm 'Peter Parker', right?" He said the name like a curse, "So, which is it?"

"...You're not a murderer." It wasn't an answer, but they both knew she couldn't reply.

"Martin would say otherwise." He let out a soft breath, "...Go home, Gwen. Stay with your mom...and just hope that this doesn't end in two more funerals."

She'd lost them both before. Could she really do nothing but watch while they were balanced on Murdock's scale? "I'm not giving up on you..." She wiped away her tears and clenched her hands into tight fists.

"...I know." He smiled. It looked more genuine than anything else.

Her phone suddenly rang. Gwen's head snapped down on instinct, which was long enough for Peter to disappear in a wisp of smoke. She picked up the phone and frowned at Kate's name on the screen, "Kate, this really isn't-"

"Gwen? Get over to Jessica's place!" Kate screamed. Before Gwen could ask what the matter was an explosion rang in the background, "Jessica's in danger and-and I can't save her on my own! Hurry!"

"What? Kate-"

The call ended. Gwen looked down at the screen blankly for a moment before she let out a frustrated scream and let her costume envelop her, uncaring that anyone might see. She needed to get over there, now. Whoever tried to hurt the two of them pissed her off on the wrong night.

* * *

"Damn it..."

Peter sat down at one of the seats on the practically empty train car and groaned. The train was hardly his favorite mode of transport, but he didn't feel comfortable using a bike - chances were he'd crash into the wall the state he was in. Thankfully this car was empty save a couple of sleeping drunks in the corner. He had no idea why the other cars were filled, but he wasn't going to complain.

He put up the hood of his jacket and stared up at the ceiling blankly. Grand Central Station was a few minutes away, which left him with nothing but his thoughts, "You always were a drama queen, Parker..." He sighed. He should've just left, but instead he had to push and prod. And Helen Stacy...she was willing to give up her life for his. He couldn't ignore that, could he?

Peter sighed. He never should've gotten so attached. Now this just made it difficult...

The phone's sudden vibrations knocked him out of his thoughts, "Bullseye..." He frowned and rejected the call before shutting off the phone. He was the last person he wanted to talk to right now.

...Second to last.

He didn't have to turn around at the soft footsteps that came from behind him - his spider-sense told him all he needed, "...Teresa." She stopped, briefly, before she continued and sat at the empty seat opposite his back, "...I recall last time we spoke I said that I'd shoot the second I saw you again."

"Then I guess it's a good thing you haven't turned your head." He could practically see her smile, "...I heard that Murdock visited you."

"Heard or 'saw'?" He frowned and kicked away the empty styrofoam cup by his foot, "...I still don't trust you."

"I know." She sighed, "I know it's hard to believe, but I am sorry. If I'd known that would happen-"

"You still would've done it because it was for the 'greater good'," he interrupted, "Let's not kid ourselves. We may share blood, but we're not family and you don't know me from Adam. And you know what? I'm fine with that. I've done things I'm not proud of, but I don't pretend to be better than I was while I did it. You wanna sacrifice me? Fine, but at least tell me. I'd rather be stabbed in the back than the front."

"...It's not as if I wanted this to happen, brother." He scowled. Why did she always insist on calling him that? "I never chose to be saved over everyone in that pit or to be the modern day Cassandra. Whoever said ignorance is bliss had no idea how right they were. If I could go back and choose between being saved and dying with the rest of my team then I'd pick the latter. Lester would, too."

"You expect me to feel sorry for you?"

"I want you to _understand_ ," she said, voice soft, "My predecessor was a woman named Cassandra; the name was apparently a coincidence, if you can believe that. She was kind to me, treated me as if I could do no wrong and that I was some kind of savior. It was her who convinced me to take up the role, in addition to my own gratitude at the time. I thought I could be a hero."

"There a point to this?"

"...I found out later that the reason she smiled every time we talked was because she saw her death inching closer with every word I spoke. Closer and closer, until she could finally give up the burden. She couldn't wait for it." She laughed. It sounded hollow, "I've only been at this for two years, brother, but...it's becoming harder and harder to relate to people, knowing what the future has in store for them and only being able to watch because fate is a harsh mistress who doesn't like changes in her weave."

"That doesn't excuse you..." Not any more than it excused him.

"I get that. It's why I was so happy to find you." She shifted in her seat, "You were the first one I was ever truly blind to. It was...difficult, going back to the darkness, but it was nice to feel like my every word and action wasn't pre-destined. I know you think I'm using you, and in some ways you're right, but I do care about you and I want things to get better both for you and wherever else I can."

"...Again, there a point to this?" It was hard not to sympathize with her, however slightly.

"Work with me to take down the Hand. I know they seem like an insurmountable task now, but no one is infallible - not even the Beast."

"...Damn it." He still didn't trust her, but what else could he do? He couldn't keep going after crooked politicians and fronts hoping for an improvement, "Just, tell me one thing first: can we save Helen Stacy?"

"That all depends on how much we're willing to give up."

The train stopped. Peter watched the throngs of people for a moment before he stood, Teresa following after him. The two of them remained silent until they passed the turnstiles, "What about Gwen?" he said eventually.

"My previous warning applies: she cannot be involved. Besides, she has her own trials to undertake." Peter's eyes narrowed, "Don't concern yourself with it. She has her own allies and strength to draw from, as you do."

"Tell me."

Teresa sighed, "Ms. Jones is going to be kidnapped and her future child experimented on by this world's Cindy Moon." Her hand lashed out to grab his wrist before he could move, "Gwen's already dealing with it, I made sure of that. Think of it as a...nudge, of sorts." She let go of his arm, "She was supposed to remain unaware, at which point Cindy Moon would've used her as leverage."

"Th...Thought you didn't believe in interference?" He winced. Was it so hard to say 'Thank you'?

"I don't, and I'm certain this will have consequences. Whether Gwen considers it a fair price to pay is up to her."

"What are you-"

His spider-sense blared, stronger than it ever had before. He gripped his head with both hands and doubled over in pain, a muted scream escaping despite his best efforts. Just barely he saw Teresa's head snap towards the exit before the first explosion rang out. It wasn't the first time he was right in front of an explosion, but this time he had no way prepare himself. Teresa barely managed out a warning before another explosion to their rights knocked them off the ground onto the nearby wall.

Peter blacked out. He didn't know how long it was - could've been minutes or just seconds - but eventually he forced his eyes open. The first thing that greeted him was the smoke, quickly followed by the widespread screams. Peter coughed and forced himself up on his hands and knees, every breath coming out in a strangled gasp. Hard to breath, and the ringing pain at the sides of his head made it almost impossible to focus.

He stayed coughing on the ground for almost a minute until a hand fell on his shoulder, "Peter, are you okay?" He looked up to meet Teresa's gaze. Her clothes were torn and her glasses were gone altogether, exposing the clear irises to the fire and smoke around them. Peter coughed in lieu of answering and grabbed the hand she offered. It didn't take a genius to figure out what happened.

"A bomb..." Stronger than most grenades and portable explosives he'd seen. Teresa pulled him up and he winced as the blood that ran down his nose. He felt like death warmed over.

"Yes. I didn't see this." Despite the situation, he rolled his yes. Yeah, no shit she hadn't seen it, "We have to-"

"Wait."

Peter stumbled past her and walked. Every step felt like he was dragging an unbearable weight, but he couldn't stop himself. Every scream was deafening. People begging for help, children crying for their parents or vice-versa. He heard individual heartbeats slowing and fading until there was nothing left. How many? He couldn't count them all - there were more every second.

He found himself drawn to the closest one.

"Please, please! Someone help me!" A man maybe a decade or so older than him. He was wounded - one eye was shut tight in pain and there was a large piece of scalp missing, exposing the bloodied flesh underneath. Despite it all he paid no attention to debilitating injuries and tried in vain to raise up a pillar, "M-My son! My son's trapped! Please, I can't-"

Peter knelt next to him and lifted. His muscles burned from the effort and he was all too painfully reminded that he wasn't like Cindy or Gwen. It took all he he had to raise the stone by a few inches and knock it to the side.

It was pointless.

"No...no, no, no!" The father grabbed his son's limp corpse and let out an anguished scream, begging and pleading for him to open his eyes. Peter could've told him anything - an apology, his sympathies, or even the morbid comfort that he'd at least died quickly judging by the way his skull had caved in. Instead all he could do was watch as the lost parent cried and the blood pooled around them.

 _"Uncle Ben?! No, please, please don't...this can't be happening, please don't-"_

"Son, open your eyes." The man cupped the bloodstained cheek gently, "Please, please, please don't do this...don't-"

"He's dead." Peter didn't know how he forced himself to talk. The man ignored him; too busy grieving. Even now he heard the rest, all of them crying in grief and pain and rage. Lives fading out all because of...

"Peter." Teresa was at his side, a firm grip on his left shoulder keeping him balanced, "We have to go. There's nothing we can do here."

And then he heard it: laughter. Only one at first, and then more and more, "...Stay here and save as many as you can." He shrugged off her hand and grabbed the next one that reached for him, "Do this for me. Please."

Peter didn't wait for her response. He forced his legs to move and pushed past the injured and stumbling victims towards the exit. There were bombs everywhere and it was honestly a miracle that the structure was still standing. He was nearly to the entrance before he leaned against the closest wall vomited out a stream of blood. The taste of copper on his tongue was almost refreshing compared to ash.

He eyed the dead security guard at his feet and took his revolver. He'd picked a bad time to stash his weapons, "God damn it..." His free hand groped inside his jacket and pulled out his mask. The leather was tattered and covered in dust and blood and the goggles were shattered altogether.

Still, he put it on. Spider-Man was needed.

He saw them as soon as he was out of the entrance. A dozen men at least, each of them wearing green jackets and crude Jack-o-Lantern masks. The few people that weren't injured were forced to stay in a crying, shivering crowd at the guns pointed at them, "Ladies and Gentlemen, good evening!" one of them - probably the head - screamed, "Now, I want to thank you all for being participating in tonight's-"

Peter didn't let him finish. The bright side about the damn masks was that they made easy targets. One press of the trigger later and the would-be showman found his brain splattered all over the pavement.

The screams intensified. The crowd panicked while the goons turned to him, raising their guns in a rush. He shot two more through the head and neck before he faded from sight. Every part of his body begged for rest and the chill did him no favors. The goons screamed over one another, half of them yelling at him to come out while the other half tried to keep the crowd corralled.

"He's here, he's here! Boss, he's-" He grabbed the arm holding onto the radio and twisted. Bone and muscle cracked and the man - _garbage_ \- screamed before Peter punched him in the face without restraint. He was dead before he hit the ground.

"Shit! There he is!" Peter dodged the barrage of gunfire and disappeared again, "Where the fuck did he go?! Hey, check-" He reappeared behind the goon and grabbed his neck before twisting. Peter grabbed the knife from the dead bastard's holster and threw it at another one. The blade cut through his eye.

He'd always restrained himself, despite what Gwen might have thought. It would've been easy to kill everyone he fought, to not hold his strength back and let God decide if they lived or died, but some part of him always resisted. Maybe it was whatever scrap of naivete he had left, maybe it was the words his (Spider-Man's) aunt lambasted him with, but he'd always tried to restrain himself even at his worst.

Now he didn't, and there wasn't a single ounce of regret.

Nine more left, and they fell just like the rest. Peter grabbed the the machine gun off the ground and fired. Three pulls of the trigger later and there were only half left. The crowd screamed and tried to run, throwing off both their aims. He had to get close.

Three more fell as soon as he was close enough to web them to the ground. Peter stomped on the closest one's head and the skull shattered, blood and bone crashing to the ground. His spider-sense blared again and he jumped back to avoid the next few shots, most of which hit the two remaining goons still struggling on the ground. They might've hit a few of the civilians, but he didn't have time to make sure.

He tossed the rifle at the closest one's face. The man fell to the ground, blood spurting from his nose, and Peter stomped on his neck. The muted snap was quick and the one of the two thugs winced. Funny, considering what he and his group just did.

He was close enough to yank the gun from the next goon's hand. The man stumbled at the pull and Peter headbutted him, knocking him to the ground, "W-Wait-" Peter aimed the gun at his chest and pulled the trigger till the gun magazine was empty.

One left.

This one didn't even try to fight back. He just looked at his dead and dying friends and threw the gun on the ground, "I-I give up!" He tore the mask off and put his hands up, "I-I give up, okay?! I didn't think-"

He was right about that, at least. Peter punched him square in the jaw and watched as he looked up at him in fear, his jaw hanging uselessly. He couldn't talk even if he wanted to, "...You give up?" He grabbed him by the back of his head and forced his gaze to a pile of dead bodies, "Did they have that choice before you bombed them? Why should you get that chance when they didn't?"

He tried to speak, but all that came out were choked gurgles. Peter smashed his head on the ground, over and over, again and again, till there was nothing left but mashed bone and meat. He'd struggled at first, but the movements eventually slowed and stopped. He could've killed him quickly, snapped his neck like the others, but he didn't. The coward didn't deserve something quick.

His spider-sense blared, and soon enough he heard the sound of a loud exhaust, "Having fun there?" Peter let the corpse go and turned around, blood dripping between his fingers. Jack grinned down at him, the fire from his mask burning bright against the night sky, "Man, I knew you'd get here fast, but you were inside the train station?! Ha, am I lucky or what?! And here I thought I'd have to kill a few more before the night was done-"

He didn't let him finish. He clicked twice on Gwen's webshooter and pulled as soon as the thin white web attached itself to his chest, "...You should've stayed dead." Cindy told him that she and Spider-Man killed him a few weeks ago, but he always had his doubts. He was right, "I'm going to fix that." A knife came for him, which he dodged easily. Peter stomped on his hand until he let go of the blade.

Peter grabbed his chest and headbutted him hard enough to crack the mask. The impact dazed him slightly, but quickly shook it off and glared down at the grinning face that met him, "Aww, you that eager to see me? You know I would've taken it off if you just asked!" Peter punched him in the face and broke his nose. The suit made him stronger, pumped him full of drugs and god only knew what else, but he could die all the same.

He punched him again. Jack just laughed.

His third strike was interrupted by the broom suddenly zooming towards him, spewing flames as it did. Peter jumped back and grimaced at the at the flames that lapped at his jacket and mask, "Why so quiet, huh?" Jack sat up, spitting out blood through the gaping hole between his teeth, "Come on, Spider-Man! I went through all the trouble of recreating our first date! Doesn't this bring back memories?!"

He should've kept calm, but the reminder was too much. Peter screamed and charged towards him. This time Jack was ready and dodged the blow, slashing a knife across Peter's back before he could dodge, "Damn it..." He grit his teeth to keep from screaming. His body was slow and hard to move - a consequence of the wounds and the chilling frost from before.

He tried to use his revolver, but another blare of his spider-sense drew his attention, "I wuv you!"

Those damned dolls again. Peter grimaced and fired the remaining bullets at the swarm before he disappeared again, "Hey, no fair! No going invisible!" Jack cried. The dolls suddenly sped up and charged his position. Peter's spider-sense barely had time to warn him before they all suddenly exploded, heat and shrapnel flying everywhere.

He concentrated and watched them slow down to a crawl. The pain that engulfed his head nearly made him pass out altogether, but again he forced himself to move, ducking through the bits of shrapnel and fire as he rushed Jack. He couldn't last much longer and he knew it. If he was going to die here then he'd make damn sure that Jack's dead body was the last thing he saw.

He took a few shards to his back, but it was worth it to tackle Jack into a car. The impact was hard enough to bend the metal and Peter punched him in the face as soon as they landed. Over and over, again and again, until he heard it.

"... _Peter_!" His hand stopped mid-air. Despite the bruises, blood and wounds on his face the bastard was still smiling, "That's who you are, isn't it? Little baby Parker? Hahaha...a little bird told me. She was right, wasn't she?"

"You-"

His spider-sense blared, but he wasn't fast enough to dodge the broom that came towards him again. The flames hit Peter's arms and he was forced back due to the pain. He fell on his knees and patted down the flames in a rush, which gave Jack a chance to clamber back to his ride. Faintly, Peter heard the sound of incoming sirens. The police were coming.

"Ohh, this iswas so much fun! It was just as magical as the first time! Still, can't have too much of a good thing, you know? Coppers are coming to ruin our fun, so..."

He snapped his fingers, and...nothing. Jack looked at the station's entrance and snapped his fingers again, "Hey, where the hell are you guys?!" he screamed into his gauntlet, "I told you phase B, destroy the building-"

"Your suicide bombers are indisposed. They won't be hurting anyone else." Teresa's voice came from the other end.

"Well...shit." He sighed loudly, "Guess we gotta postpone the finale for another day, huh?"

"Get back here..." He wasn't going to get away. Not again.

"You want the third date so soon? Fine, you just gotta give something up." Jack flew away. For a second Peter thought he was retreating, but it was so much worse than that. Peter's blood froze when he caught him beelining towards a woman with a baby in her arms; one of the crowd still frozen in fear, "Hey, can I borrow this?" He yanked the crying baby from her arms and kicked her to the ground, "You wanna catch me, Spidey? Go ahead!"

He attached a bomb to the baby's arm and threw it, laughing all the while. Peter ran, ignoring the shots of pain and the blood that dripped down, and clicked twice on Gwen's webshooter. The small machine sputtered briefly before ejecting another strand of web, which he used to propel himself up. The baby flew in a wide arc and he grabbed the little thing as soon as he was close enough.

The bomb came loose easily enough, but that was small comfort considering the skidding impact that came soon after. Peter pressed the infant tighter against himself and threw the bomb behind him, covering it with a dark blanket of webbing as soon as it hit the ground. Two seconds later he heard a muted explosion and bent over to keep the baby covered as shrapnel dug into his back.

He didn't know how long he knelt there, just lying in a pool of his own blood with nothing but his own heartbeat for company, but it was long enough for the police to arrive. Peter glared up at the approaching boys in blue through his broken goggles. He should've been happy, but right now all he could feel was anger. Where the hell were they? If they'd been here earlier then maybe they could've stopped...

The first copper surveyed the scene, mouth dropped in horror. Peter scoffed and stood up, cradling the baby as gently as he could. Covered in blood, but none of it theirs, "...Whose baby is this?" He turned around. No one in the crowed moved, "I said whose baby is this!" he screamed, his voice coming out in a harsh rasp. Maybe he should've been sympathetic, but the fact that there were people who stood and watched instead of running left him feeling bitter.

Eventually a woman with a bloody lip stumbled forward, "I..." Peter pressed the baby to her arms and turned to leave before he heard it, "Th-Thank you. You saved his life..."

He didn't say anything. Police officers moved past him entirely and tried to gather the people that remained, which was just fine with him. He only managed two steps before his legs finally gave and he fell, barely managing to hold himself up on shaking arms. It was so tempting to collapse then and there, but he couldn't. For all he knew they'd blame him again like they did before.

A hand appeared in front of him. Peter looked up and scowled at the officer, "...I don't need your help." He swatted the hand away weakly and forced himself to stand. His vision was swimming.

"You need medical attention-"

"So you can take off the mask and blame me? I don't think so." He scoffed, "I've been the scapegoat long enough, thanks."

"Look, you can barely move and if you don't get those wounds checked you're going to die." Peter didn't say anything, "...We saw what you did, that kid you saved and the rest of these people...they owe you everything. Maybe Mayor Jameson thinks this is your fault, but none of us here think that. There's an ambulance coming, just let em patch you up. We won't take off your mask and we won't leave a file, I promise."

...He wasn't lying. Everything inside still screamed screamed at him to refuse, but he found himself nodding, "...Fine."

"Alright..." He offered him a hand, which Peter took reluctantly. The older man looked at his face and frowned, "God...you really are just a kid, huh?"

Most of the right part of his mask had been torn or burnt off, but he wasn't too worried; he doubted anyone would recognize him with the burns and wounds on his face. Still, it was clear for all to see that he wasn't the 50 year old man he paraded himself as.

And Jack knew...

That was the only thing he could think about as the paramedic patched him up. They didn't draw blood and there were no fingerprints, just like the copper promised. Peter waved off the offer of burn cream for his face and put on his tattered shirt again, hissing at the pain that came in response. Still, it was better than walking back home in just his pants and boots.

"Good to see you're well," Teresa's said behind him. He didn't turn around, "I mean, 'well' relatively speaking. I can't exactly see your injuries, but the fact that you're still upright is a good sign."

"Jack knows who I am." The silence that came after was more uncomfortable than he cared to admit, "He called me Peter, said that someone told him. I dunno who that is, and right now it doesn't really matter. Jack knows, and I'm not enough of an idiot to think that he's not gonna use that."

"Peter-"

"I need a favor." He almost laughed at that. Just a few hours ago he never wanted to see her again and now he was asking like the spoiled little brother he wasn't, "Ben and May...keep them safe. Put a bodyguard on em, put em in a safehouse somewhere...whatever. Just make sure that madman can't get them...and maybe the Stacys too; they're friends with Ben and May."

"...You're planning to go after him."

"What else?" He scoffed, "I can't exactly leave this, not after what he's told me and what he's done." Would he go after him if Jack didn't know? He'd given up after Times Square before... "I haven't forgotten about Matt, but right now..."

"...I understand." Teresa let out a soft breath and somehow managed a smile, "I'll admit that madman was never in my vision; just another consequence to being blind. This means I have no idea whether you'll succeed or not." She crossed her arms and looked him in the eye. The milky white irises reminded him of the plea he heard at the end of Matt's dinner, "Good luck. I'll help if I can."

"Just keep them safe. Leave Jack to me." And his friends. Hardy would be a hard sell, but he doubted the rest of the group and Winters would need much convincing, "...Hey, do me a favor and look out for Lana too, would you?"

"Not planning to involve her?"

"No." He didn't explain himself and she didn't ask.

"I understand. Just promise me you won't lose yourself, Peter."

"Can't lose something I haven't found, sis."

* * *

 **And once again Noir spends the entire conversation with Murdock on the floor :/ Now I know what you're thinking, and you're right: I totally stole that train station scene from Mankind Divided. Still, I figured it was a good enough showing of the threat Jack is capable of; though chucking that baby with a bomb attached is icing on the cake. He's a city-wide threat at this point, which also means the Avengers will take part, albeit they don't work together side-by-side with the Defenders for obvious reasons.**

 **Also, before anyone asks: no, it doesn't make much sense that Jack takes a barrage of punches from Noir when he caves people's skulls in beforehand with those same hits. This is just going back to the power levels argument I said above - Jack's a named baddie and it's more dramatic that he doesn't just instantly get killed. If you have to you can chalk it up to Noir weakening by the time he fought Jack, but this is the same world where Frank Castle tanks Gwen's hits in canon despite her insta-knocking out other normals. A name just gives you a degree of plot armor.**

 **Anyway, the next chapter will be Spider-Gwenom vs Ms. Negative Cindy Moon; should be...interesting. At the very least it should be more Superhero-y compared to Noir and Jack, which is just two people beating the shit out of each other and letting the injuries pile up. Think Superhero vs Supervillain rather than Vigilante vs Terrorist.**

 **Questions:**

 **1\. Does anyone finds Noir's age weird? By that I mean an 18 year old seriously fighting against a centuries old demon Hell Lord and, by the rules of the narrative, actually standing a chance of winning. Gwen's not much older, but at least she's fighting a human and much more fallible terrorist leader rather than TEH DEVIL!**

 **2\. If I had to remove one lead and just focus on a singular one, would you guys prefer Noir or Gwen as the only remaining protag?**

 **3\. So what does everyone think of the Jack/Noir pairing? They're still pretty rough, but I think Jack is making a real effort to connect and set the scenes for their dates. I'm rooting for them, but I wonder if you guys prefer the tried and true Noir/Matt pairing.**

 **Review Answers:**

 **AnUnorthodoxDecison - Teresa can't see Noir's futures, so it's likely she's just encouraging Gwen because she thinks Gwen makes him happy. Either that or she's racist and wants two Spiders to end up together. Or she doesn't like Lana in particular. Take your pick.**

 **KasugaRomio - Yes, but as Murdock indicated they're really ineffectual and can't even be considered blips on his radar. Notice that Matt threatens Gwen and Lana, but never the Parkers. They're kinda having a bad go of it, adapting aside.**

 **Dr. Sugarcakes - Less 'like' and more 'can't get it out of my fucking head'.**

 **Cyclopz - Saw it. I'll leave my thoughts secret given spoilers.**


	115. Superheroes and Villains

**This update was faster than I intended, but I'm getting Dad of War soon and I figured now was as good a time as any to post this, especially given that a decent chunk of readers also must've seen Infinity War right now. Still not saying any spoilers, but hopefully it got people hyped towards Marvel again.**

 **Anyway, I had to combine Gwen's chapter with the Laura smolness one, which ended with both halves feeling kinda disjointed from the other. Hopefully the next chapters can tie them in better.**

 **Side Note - I think I gave people the wrong idea last chapter. Just because I asked which lead is preferable doesn't mean I plan to get rid of one for the other. It was curiosity, nothing more.**

* * *

Spider-Man sat up on the shared bed with a groan and covered his face with both hands. He didn't feel tired, but the urge to curl back into the covers and go back to sleep was a tempting one, "...Kat?" He cracked one eye open and had mixed feelings as soon as he saw the empty side of the bed. Before they'd alternated between sleeping together and him sleeping at the guest room, but ever since Laura showed up Kat suggested they share on a more permanent basis. He'd protested at first, but...

 _"What, you wanna spoon with the kid instead of me? Hey, whatever gets you off..."_

He let out a soft breath and made a sound at the back of his throat. Sleeping on the couch was also an option, but after what happened last time with the coffee, springboard and a pair of tripping claws, he wasn't taking chances. Faster healing or not his pecker couldn't take another incident.

That and Kat wasn't the worst company to share a bed with. Least she didn't kick him out soon as he woke up like a certain other cat he knew...

No, he wasn't bitter.

Rubbing the sleep from his eyes, he swung his legs over the edge of the bed and started searching for the closest shirt. He and Kat had agreed to postpone their 'activities' as long as Laura was staying with them. Kat seemed annoyed by the idea at first, but he really wasn't in the mood to traumatize a kid by having her wake up to the sound of a dying giraffe. Which, no, he didn't find particularly attractive despite Kat's teasing.

 _"Great, so we got a kid and the sex stops. All that's missing is the ring and years of unhappy marriage. When's the honeymoon?"_

"Ugh..." She always had the worst sense of humor. Shaking his head, Spider-Man opened to the door and was met with the sight of Logan and Laura siting on the dining room table with Kat nowhere in sight. It was hardly a surprise. There were still some tense feelings between the two, and the older clawed maniac finding out he had another 'daughter' did little to change that.

Laura wasn't that fond of him either, if the fact that she completely ignored him in favor of digging into her half burnt toast was any indication.

"...Morning." The old man looked up and grunted from the paper he was reading while Laura mumbled something in German with her mouth full. He couldn't be bothered to translate, but he figured it was something akin to 'Thank God I'm not alone with the man who smells like days old blood anymore'. Spider-Man started up the stove (Spider-God knew Laura needed a decent meal) and picked up some frozen ham, "...Where's Kat?"

"You just missed her, kid. She went out for jogging," Logan said. He was pretty sure jogging translated to 'gotta go find something to kill to take the edge off' in Kat-speak, which meant some poor rapist or murderer was going to have a really bad day, "Oh, and don't bother cookin' anythin' for me. I'm leavin' soon to meet an old friend."

"I'll make you something for the road. Slugburger good?" Well, with Kat gone at least he only had to cook breakfast for one black hole today instead of two. If he healed as fast as they did back home Aunt May would've bankrupted herself trying to feed him.

"Heh, knew there was a reason Kit Kat liked you." Spider-Man rolled his eyes. The old man was trying to butter him; probably wanted more sauce in the meat, "So I'm curious. What's yer take on her?"

"She's...not the worst person to be partnered up with." Not that it was a particularly high bar. Between her, Daredevil and Castelione he'd take her any day of the week. Least she didn't fall in love with serial killers or get into fights with gender-changed Russians. Granted she was probably crazy and got a thrill out of killing people, but he could deal with that.

"'Not the worst'? Well, that's a real compliment there." It was scary that he couldn't tell if that was sarcasm or not, "So when's the wedding gonna be?"

"Soon as she stops threatening to cut my pecker off."

Logan laughed and returned to his paper. Spider-Man let the pan simmer and grabbed the pitcher of orange juice from the fridge. He had to admit that he really didn't think this would be how his life ended up. There were nights where he spent hours just thinking of what it would be like if he simply pulled the trigger on Octavius. No torture, obviously, but somehow he doubted he'd end up marrying Mary Jane (or, Spider-God forbid, Gwen Stacy) and settling down to put on some fatherhood weight.

Well, least he could do some good if- _when_ he got back.

"...So this thing of yours, is it a friends or 'friends' kind of deal?" Spider-Man asked, mostly to distract himself.

"Eh, a bit of both." Logan grinned at that. Spider-Man never understood it - he preferred when enemies were enemies and friends were friends. Trying to mix them up like Daredevil did with that sociopath Eliza just complicated things, "Tell Kit Kat I'm goin' back to Nevada if she wants to catch up. Should be there for at least a couple more weeks before I take off again."

Laura finished off the last of her toast and sniffed the air. She was like a gerbil sometimes, "You're leaving?" she asked Logan. She didn't sound disappointed or put-off, though that was to be expected. She didn't show much reactions to anything.

"Yeah, playing grandpa's gonna have to wait, munchkin." She narrowed her eyes at the nickname. There were only a few things that got a rise out of her and making fun of her height was one of them. It was the reason she tore up one of Kat's pants last night.

"Could we get through the morning without someone being stabbed?" Preferably him, but he extended that request to everyone in the immediate area. A lot of Kat's paychecks went to replacement furniture ever since they got Laura.

Breakfast was a quiet affair, broken only by the sounds of some cartoon about a psychotic little kid with two genies that granted his every wish. It was boring and mindless, but at least it made Laura seem like a normal kid...well, except for the fact that she insisted on wearing one of the spare oversized flannel shirts Kat had gotten for him. They stopped trying to get her to wear pants in the house - it was enough of a miracle that they got her to wear underwear at all. Eleven years wearing nothing but a patient gown messed up her ideas on appropriate attire.

"...Wanna go to a party?" he said as soon as Logan left. Laura looked up from her sweet ham and tilted her head to the side, "My...brother asked me if I wanted to come to a party for his girlfriend. Might be good to get you out of the house for a bit."

"...Why?"

"Why?" Huh...never gotten that question when he asked someone if they wanted free food and booze, "Well...it might be nice to do something that's not about us facing near-invulnerable spooks." She still looked skeptical. Spider-Man sighed, "...And there's going to be free cake." Her head snapped to attention. Kat banned her from sugar till she 'paid her back for those fucking pants' and she'd already been going into withdrawal.

"...A lot?"

"Sure. And if there isn't we can go out an buy some. Just don't tell your sister, huh?" He never thought about having kids. Back then all he cared about was budgeting his time between being a vigilante, working for the Bugle and helping out at the welfare center. Aunt May always encouraged him to look for prospects, but it was hard after Felicia and the (bizarrely many) prostitutes that considered offers of sex a decent reward for beating down their abusive pimps.

He never accepted, mostly so he could still look at himself in the mirror when the night was done, but it definitely changed his views on purity and the sanctity of marriage.

Still, he wondered if this was what it would be like. Granted Laura wasn't a normal kid (he was pretty sure those didn't come packaged with claws), and he was hardly dad of the year material, but he liked to think he handled it better than Kat and Logan did...though, that wasn't exactly a high bar to jump over even without powers. At least his issues started and ended with too much sweet tooth indulgence rather than threatening to claw her face off and making her watch it heal.

"Hey, take a bath when you're done. Let's go for a walk." He needed out of this place. Last thing he needed was to be here when Kat came back from 'jogging'.

"...Okay."

"And make sure to wear pants."

Spider-Man sighed as he started washing the plates on the sink. Nowadays he didn't have much to do. He'd already gotten the most important notes on who needed a bullet between the eyes both as soon as he got home and then for the next fifty years or so. Now he either drank most of the day away, wandered around aimlessly or just babysat the new addition to their little 'family'. The days to getting Octavius seemed slower and slower.

Before he knew it an hour passed and Laura still hadn't left. Spider-Man looked at the door, taking note of the faint splashing sounds within. She never took baths that long before, "Hey, Laura?" He rapped on the door gently. No response, "Kid, you alive in there? Been in a while." He knocked, and again got no response, "...Please don't tell me you fell down the drain or something."

Not even a snort. That wasn't a good sign.

"...Alright, I'm coming in." He raised a hand to block his eyes...and nearly tripped as soon as he opened the door. 'Bubbles everywhere' were the first words to come to mind, quickly followed by 'there shouldn't be bubbles everywhere', and then finally 'Kat's gonna kill someone'. Lowering his hand, Spider-Man sniffed and the smell of strawberry bubble bath wafted up his nostrils.

At the center of the bubbly catastrophe was Laura...or at least what he could see of her. Through the bubbles and suds her tiny, soaked head poked up through the bubbly blanket, the rest of her body covered in pinkish suds. Her face visibly sagged in relief at the sight of him and he heard the sound of claws retracting. A few feet away on the floor there was an empty bottle of one of Kat's much-valued bath enhancers.

"...Help."

"God damn it."

He couldn't say it was easy, but eventually he managed to pry her out of the tub and let the bubbles drain. Spider-Man let out a frustrated breath and toweled off Laura's hair after he got her back in the old flannel. It was better than leaving her in the nude, "...Sorry. I never used the tub before." Spider-Man ignored her and continued to towel off the locks of brunette hair, "It smelled good," she said again, trying to defend herself.

"It's supposed to," he said eventually, "Kat's going to flip when she gets back and sees this mess." He sighed. This was not what he wanted to wake up to in the morning, "Look, just go get changed while I clean this up. With any luck neither of are going to get stabbed when we come back tonight."

* * *

Central Park was a weird place, Laura mused. In the city the smells and the people all mashed together, making it difficult to tell one person from another unless she focused. The Park reminded her of the facility, of the forests in Oregon where she trained. They weren't fond memories, but the familiarity still calmed her. The smell of trees and dirt were a relief before the scent of machine oil overpowered them.

Still, the Park didn't feel like a true forest. Oregon had towns, but they were on the edges, away from the trees and mountains. Here the city surrounded the greenery, almost like they trapped it inside a concrete cage. It felt wrong, artificial.

Just like her and Shadowcat.

Laura sniffed the air and relished in the scents of wood and dirt. The city smelled too much of smoke and it always gave her headaches. She'd thought the town they hid in for a day was bad, but she would return to it if it meant not having to hear all the trains, buses, shouting people and videos that dominated the entirety of the city. Quiet was always preferable to noise.

The city also had many heroes. Back in the facility the only others like her she knew about were Shadowcat and her gene donor Logan. Here there were more: Human spiders with not enough arms and legs, men with guns and machinery who waged war against the violent, women with symbiotic lifeforms attached to their bodies, and even a boy who dressed up as a frog despite his obvious lack of competence. The Creator never told her about any of them, and Laura wondered if perhaps she wasn't as knowledgeable as she claimed to be.

"Want some ice cream?" Spider-Man asked. This time she didn't hesitate before she nodded, "Chocolate okay?" Another nod, "Alright, come on."

The ice cream vendor was an old man with already white hair that was covered by his thick hat. His wrinkled face smiled when he caught sight of them, "Uh...one vanilla and one chocolate." Spider-Man handed the older man a bill. He was awkward around people. Shadowcat said it was because he came from a different time, but Laura wasn't sure if she believed that. He didn't look over 100 years old and he didn't heal fast like Logan to survive for so long.

"Comin' right up." Laura shifted from foot to foot as the man prepared the treat at a slow pace, "Nice day, huh?" Spider-Man shrugged, "Yeah, days like this are rare with all these new Superguys running around. My daughter's telling me I should move out of the city, but it's my home, you know?"

"Yeah, sure..." Why was the man so chatty? Was it because Spider-Man told him to keep the change or were people in the city always so noisy? "This place is crazy. I know that better than anyone."

"Heh, yeah..." He handed her the chocolate cone and beamed down at her. She sensed no malice in it, "Your daughter doesn't say much, huh?"

"She takes after her mom," Spider-Man said. A lie: she didn't have a mother any more than she had a father. The Creator made it clear she and Logan were gene donors, not parents. Spider-Man called himself her father for the sake of convenience. It was easier to explain their ties as familial relation given that the law enforcement in this city were concerned about pedophilia.

Still, the old man assumptions stung, though she didn't know why.

They sat a nearby bench. The living weapon looked down at the frozen treat and swung her legs idly, kicking off her shoes as she did. Spider-Man frowned on her doing it, claimed it was socially inappropriate, but since there was a woman in skintight clothing making odd poses a fair distance away - yoga, Shadowcat called it - she assumed the Park was a safe area for odd behavior.

She licked the ice cream tentatively before digging in. She'd seen it only once before, when one of the machine men passed by her cell eating one. The smell stuck to her mind immediately - sweet, tempting and enough to make her do anything for a single bite. She didn't let it show, however; the last time she acted out in desire of something they'd upped the voltage of her shocks. She learned to stop, which the creator called Pavlovian.

Soon enough she'd finished. Before she could say anything else he handed her his own untouched cone and stood up, "I'm gonna get some more. Stay here."

It wasn't an order, but this time she stayed. Laura ate the vanilla dessert and looked around the park once more. She saw people jogging, a few others playing chess, and others still eating hotdogs bigger than their heads. Her thoughts almost drifted off to hunting before Spider-Man came back, carrying two more cones of strawberry ice cream.

He handed her the third cone as soon as she finished the second and they ate quietly. She still felt odd being outside without the Creator or one of the machine men to leash her. Spider-Man didn't count: he scolded, gave warnings and cursed to himself, but he never truly ordered like they did. She was getting used to that part of him, though she still considered it odd.

"...You ever been to a park?" he asked quietly.

"No. Forests." She looked down and twisted her socked feet. She wanted to let the claws out, but even in the Park that would be considered odd, "Creator gave me training exercises with the machine men - Reavers."

"Hm..." He looked down at his cone, expression unreadable. He pitied her, but she didn't know why. His life was just as violent and bloody as hers, "Being here, what does it make you feel like? What do you want to do?" She'd been taught how to blend in. The proper answer was to fly a kite or play frisbee with one of the dogs the facility had given her for training before she'd terminated it. There were many appropriate responses.

The answer was out of her mouth before she could choose, "Hunt." He gave her a look. Not disapproval. Surprise? "I had five minutes before training with the machine men. I hunted animals. Squirrels, hares, even a bear, once. Creator knew, but she didn't disapprove. Considered it extra training."

"Well...the obvious question is why?"

"Why does Shadowcat kill? She does not need the money." Neither did she. The Facility raised her to assassinate for profit, not ideology. Perhaps that was why Shadowcat was drawn to such work, "It is...instinctual."

"Yeah, well, if you get any urge to skewer some squirrels, tell me. I promised Kat I'd make some stew." He was joking, she realized. Both him and Shadowcat used humor and sarcasm to deflect their true thoughts. The only jokes she'd ever heard before were the cruel, sexual kind from the machine men. Most of them were about the Creator, but at least a few of them were directed at her.

She had no idea what made her ask her next question, "What was your home like?" His expression fell. Somber and restrained regret, "Shadowcat tells me you came from another time, but not like Logan."

"Yeah..." He finished off the last of his ice cream before continuing, "It's...a bit hard to explain, but me and some bastard by the name of Octavius were taken here. Back then...well, history books would call it the time of the great depression and the second world war."

Reluctantly, she reached a hand out to his, "I do not know much about history. Tell me about it."

"Well...it was home." He let out a single laugh and smiled wryly, "It wasn't a bag of roses, I'll admit it, but at least it made sense, which isn't to say it was nice. Far from it. I..." He took a deep breath, "I've lost friends, and really it was all my damn fault. I'm done sobbing over it and thinking about what could have been. All I know is that I'm gonna do good when I get back."

"If it's not nice, why go back?"

"It's home. It's where my family and friends are...what's left of em, that is." He sighed, "Not sure if coming back from the dead's a good idea for our health, but this is where I'm stuck in. Besides, what's my other option? Stay here?"

Laura was sure Shadowcat would've agreed to it. She was fond of him, much as she didn't admit it. She didn't admit a lot of things.

"...That man from before, he called you my father." His hand twitched and she let go of it. It suddenly felt odd.

"Yeah, well, I guess we look the part." He rubbed the rough stubble on his face and grunted, "Close enough anyway. It's not like Kat can say she's your mom given the way she looks." Laura nodded. Shadowcat's features resembled their male genetic donor more than she did. She herself took more from the Creator, "Why? Does it bug you?"

"No." She shook her head, "...Are you a father? Do you have children?" For some reason she wanted him to say no.

"Nah. There was a woman I liked, but that went nowhere," he said, "After that...well, spent too much time getting tortured by depraved Slants to look for romance. I don't mind too much; I wouldn't have made a good dad, anyway."

Laura disagreed, but she kept quiet. Her next question was interrupted when a woman with a cane suddenly tripped a short distance away. Peter stood up to help while Laura put on her shoes quickly to join him. As soon as she was close enough she sniffed the air and frowned at the smell of something sour in the air. The woman reeked of vinegar, like the spiders that skittered around the walls of her cell.

"Here..." Peter grabbed the cane and set it against her hand. She ignored it and grabbed his wrist tightly, "Wrong thing, lady-"

"Spider-Man, I presume?"

His expression changed immediately. Gone was the reluctant smile and kindness, replaced instead by narrowed eyes and a suspicious frown, "...You've made a mistake-"

"I doubt it." She laughed softly and stood up to her full height. She was tall, easily reaching past Peter's shoulders, "Before you say anything, I don't plan to blackmail you nor do I wish to have you abandon your goal of finding Octavius. Quite the opposite, really."

"...Who are you?"

"Some people call me Madame Web, but I prefer Teresa." She finally let go of his wrist, "I'll get straight to the point. For five years you've been under the care of this world's Cindy Moon; her longest 'patient' so far. You died, and then you came back, just like your counterpart here did. I've gotta assume from all this that you wouldn't be averse to a little payback."

"You're not wrong there." He crossed his arms, "But why should I trust whatever you're offering?'

"Whether you trust me is up to you. This night, a little after midnight, she's going to appear at this address." She handed him a slip of paper, which he accepted reluctantly, "She will attempt to kidnap a woman by the name of Jessica Jones. You can use that chance to try your hand at some good old fashioned payback." She paused, "Jessica's pregnant, if that changes anything."

She walked away without another word. Peter looked down at the slip of paper blankly for a moment before he put it in his pocket, "I hate this madhouse." He smiled down at her and offered her a hand, which she accepted. His smile was strained, "Come on, we gotta get changed. It's party time."

* * *

"Futz, futz, futz!"

Kate had fought a lot of things in her young life. There weren't many people who could say they tangled with vampires, zombies, H.Y.D.R.A agents and drunk, superpowered P.I's (Jessica could be a _mean_ drunk) before they hit drinking age. Kate was one of the select few in that club, which she was...nominally proud of. At least it gave her something to talk about every time a wannabe Superhero tried to explain how cool they were.

Still, a terrorist leader with extradimensional powers? That was _definitely_ new.

Kate fired the zipline arrow down the alley and jumped down from the wrecked office, carrying Jessica with one arm while the other held onto the pulley. Jessica wasn't exactly someone she was comfortable carrying under the the best of circumstances, so doing it while heading for a wall at fifty miles per second made her want to cry. Her muscles strained from the effort, and it only got worse when she had to twist and cushion the unconscious P.I from the impact.

They crashed to the ground and she groaned, "Agh..." Through blurry eyes she saw the terrorist leader looking down at them with a smile on her face. The crazy bitch was enjoying this. Kate shot a shrapnel arrow up and stood, "Come on, Ms. Jones, up..." She grabbed the older woman and slung her over her shoulder. This was hardly the best position to carry a weeks long pregnant woman in, but beggars - or, in this case, kickass archers - couldn't be choosers.

God, how had she gotten into this mess? One second she was at a party celebrating Gwen's still-not-legal-drinking age and the next she was running from one of the women on S.H.I.E.L.D's most wanted list. All she'd wanted to do was check in on Jessica and see if she finished that stalker case; getting attacked by a futzing crazy psycho terrorist was just about the last thing she expected.

"Damn it..." Her lungs burned and she looked back at the road. Apart from a few cars and late night walkers the entire street was abandoned, which was a mixed blessing. It meant less civilians, but it also meant less chances for the police (or maybe the army...) to come and help. She really wished she still had her SHIELD communicator right now or that half the Avengers weren't out of the country on diplomatic meets.

She didn't get much farther before a blur of energy shot over her head and the car a short distance away exploded. Both Kate and Jessica flew through the air, the former smacking bodily against the building of the closest wall while the latter impacted against another car, "...Really, still nothing?" she laughed incredulously at Jessica's unconscious body still lying on the street.

The explosion sent the civilians running, "Come on..." Kate pushed herself up and grabbed for her bow. She'd pinged everyone's Prioricards and called Gwen (she never paid attention to her card) earlier, but so far they were still no-shows. She'd seen the vids of Gwen and Spider-Man's fight with Mr. Negative and it didn't take a genius to figure that he and Ms. Moon shared powers.

And considering Gwen get the crap kicked out of her, Kate didn't much like her chances going at this solo, "Up and at em, Ms. Jones." She grabbed one of of her grapple arrows and attached one end of it to Jessica's chest before firing it up to the wall of a roof opposite them. Jessica's unconscious body was dragged upwards into relative safety.

Now she just had to deal with a superpowered terrorist by herself. No bigge.

Moon walked down the street casually, a large, pleased grin on her face. Kate scowled and nocked an arrow briefly before letting it fly it towards said smug face. Moon didn't even blink and just grabbed the arrow out of the air, snapping it in half in her hand, "...Futz." Kate stepped back and nocked two arrows this time, which Moon caught with both hands.

"Is that the best you can do, Hawkeye?" Moon taunted. Kate looked up at Jessica's unconscious body before she took a deep breath and nocked 5 arrows. She'd always bragged to Clint that she could shoot more than him, but right now that didn't feel like something that would help her.

The five arrows flew. This time Moon didn't even bother to catch any of them: the arrows _broke_ against her skin. Moon giggled, "Wow, this is sad."

She grabbed a nearby car and threw it. Kate's eyes widened and ducked on instinct, letting the automobile fly overhead before it crashed against another car behind her. The sound of twisting metal was almost deafening.

"Rrghh..." Moon was toying with her. Kate grabbed another specialized arrow and pulled on the bowstring. Normally she didn't like to use something like this, but she wasn't enough of an idealist to place ideals over sense.

Kate fired. The arrow attached itself to the car closest to Moon and exploded, sending shrapnel and heat everywhere. Kate covered her eyes and winced at the heat that rushed over her. Clint told her to keep arrows like that in case of emergencies, which she'd quipped as being needless since she didn't see herself fighting rhinos anytime soon.

Right now she wished she brought bigger bomb arrow.

"Damn, damn, damn." She really wasn't dressed for this; she'd been lucky enough to keep her bow and arrows close at hand. Kate shucked off her heels and watched with a grimace as Moon stepped over the fire, the only signs of damage being the slight singes on her coat, "This is way out of my league..." She debated on running before thinking better of it. Least if she stayed she could protect Jessica.

Kate fired two more arrows and ducked behind the closest alley to avoid the next blast of energy. She'd seen the videos of Mr. Negative's fight over Manhattan to know that getting into hitting distance was the last thing she wanted. Taking a deep breath, she got another grapple arrow and pulled herself up to the roof. All she had to do was hold her off till the others (hopefully) got here.

"Come and get me, evil Cindy." She fired another wave of arrows arrow down and cringed when the low wall she was taking cover (read: not hiding) under exploded with a loud boo, pelting her with rocks and dust and forcing her to knees, "Ah, that smarts..." She coughed and groped for her bow...only for her fingers to brush against a boot. Kate cringed and looked up. Evil Cindy looked down at her, lips quirked in the same smug grin as before.

"...Hi?"

Kate winced and prepared herself for the coup de grace that never came. Before Evil Cindy could do more than raise her hand a black and white blur came from the right and kicked her off the rooftop.

Kate gave a grin of her own at the sight of not-Evil Cindy offering her a hand, "...No offense, but it's weird seeing your face right now," Kate mumbled weakly.

"Yeah, I figured." She pulled the younger girl to her feet. Kate grimaced; definitely broke a rib or two there, "I got a message from Teresa to come here. Said that you might need help."

"What? I sent you an SOS on your prioricard! Does no one carry them around?!" Kate groused. And who the hell was Teresa? "You know what, we'll deal with that later. Right now we need to-"

Kate was interrupted by Spinerette suddenly grabbing her and jumping. And none too soon: as soon as they were off the roof it exploded, sending chunks of debris raining down the street. Cindy spun mid-air, keeping her close with one arm while the other swung them down, dodging debris and energy blasts as she went.

"Brace yourself!" The scream was the only warning Kate got before she found herself flung up through the air, barely avoiding the next blast of energy that got Cindy in the shoulder. Logic told her to brace herself and wait for Cindy to catch her again, but everything else told her to start shooting. Kate flipped herself to a better position and shot one, two, three arrows straight at the Supervillains face before Cindy grabbed her just a few feet before impact.

Again, the arrows just broke.

Cindy landed them short distance away and crouched in a battle-ready position, "Really, twinsie? You really wanna do this?" Moon clicked her tongue and stepped closer, "You couldn't take me out when I didn't have powers, now you and Ms. Bishop over there think you can win with just you two?"

"No...but I've got help this time."

Kate's eyes widened when a large, pulsating blade stabbed Moon through her chest. The smirking terrorist leader looked down at the hole through her chest and blinked, "...Huh." She didn't get a chance to say anything else before she was thrown through walls of the leftmost building, the blade retracting into the arm of someone dressed in a poorly imitated version of Gwen's costume.

"She's new," Kate said.

"You can call me Scarlet Spider." The figure in red's 'eyes' narrowed when she looked down at her ribs, "You're injured. You need to get out of here." Kate caught the tremble in her voice. She was scared.

"Yeah...not happening. Doubt I can get far, anyway." Her ribs were shot and her feet were futzed up. She was pretty sure she was running on adrenaline at this point, "Look, stop worrying about me. Just-"

Cindy's head snapped to the recently made hole and Kate found herself being pushed away roughly. She didn't even hit the ground before another blast of energy impacted where they were just standing. Moon stepped out of the rubble, notably lacking the gaping hole in her chest she had just a few seconds ago, "...Ow." Her smug grin was gone, replaced with an annoyed scowl, "You know, you're really starting to piss me off, whoever the hell you are."

Scarlet didn't say anything. She charged at Moon and struck first, slashing at her stomach twice before she was quickly blown away. Cindy (futz, this was confusing) quickly took her place, punching and kicking at whatever part she could reach and leaping away when Moon tried to hit back, "Ah..." Kate sat up and held her bow in a vice-grip. Shooting regular arrows weren't doing squat.

The next shot was a net arrow. She didn't expect it would hold her long, but it was at least enough for Cindy to knee Moon in the face and toss her to Scarlet, who immediately pounced on top of her, punching and clawing as she went. Despite the situation Kate couldn't help but notice how clumsy the strikes and slashes were. She looked more like a panicking civilian than a trained Superhero.

"Get...off!" A shockwave of energy knocked away both Cindy and Scarlet while Kate crashed into a car hard enough to dent it. Moon went for Scarlet first, stomping on her hand and making the young woman scream, "You think a symbiote will save you?" She grabbed Scarlet and lifted her up by the neck, "You're just like Spider-Woman; think a little power means you can do anything. You know what they say about the pride before a fall, right?"

"Let...go of her!" Cindy charged and Moon just grabbed her by the neck, too, and lifted them both easily, completely ignoring their struggling and kicking, "And you. I gave you everything: a way out of the bunker, a chance to make something for yourself, a _home_. And this is how you repay me? You throw it all away because a kid looks at you with tears in his eyes? You're _pathetic_."

Kate couldn't move. Vision swimming, she tried to crawl for her bow, managing only a to grab the weapon in a loose grip before her hands stilled.

"At least you'll be useful for research. You only have yourselves to-"

A metal canister rolled by her feet. Moon looked down at it briefly just before it exploded, sending smoke everywhere. Kate coughed and struggled to keep her eyes open. The shock was enough to make Moon loosen her grip, which a dark figure used as a chance to kick her away and shoot a bullet point blank into her gut. Considering the track record for projectiles she doubted it would do anything.

"Get up!" a rough voice said, pulling both Cindy and Scarlet to their feet.

"Wha...Spider-Man?" Cindy said, "What are you-"

"No time. Just be ready to take her down!"

Shadowcat phased through a nearby building and slashed through Moon's neck. The spurt of blood was brief but it definitely hurt, judging by Moon's scream of pain, "God damn it, where the hell are you all coming from?!" Moon tried to raise her hand right hand, but Spider-Man was faster. He webbed her arm with a spray of dark silk and attached it to the ground, Cindy following his lead immediately after and pinning her other arm to the asphalt while Kate used the last of her strength to fire a net arrow at her feet.

Shadowcat rushed in immediately, screaming and clawing at anything she could reach while the others followed suit. Moon struggled to fight them off, but for everyone she managed to knock away another took their place while they recovered. Kate didn't know if it was even doing anything, but a part of her couldn't help but hope considering the alternative.

And then, just a for second when Moon's eyes fluttered close, Kate thought they'd won. That was before her eyes opened again to show white irises and everything around them exploded.

* * *

When Gwen had arrived the last thing she expected was to see Cindy, Kate and MJ on the ground, and definitely not (the other) Spider-Man or Shadowcat. Kate and MJ were unconscious, but the others seemed to be mostly dazed, which she took as a stroke of good luck.

She almost didn't recognize Moon. Her entire body was photo negative, just like how Peter's friend was, and dark energies swirled with every move. Doing the first thing that came to mind, Gwen grabbed an intact car and chucked it at her as hard as she could.

Moon flinched, but only barely.

"... ** _Heh, there you are_**." The voice that greeted her was distorted, but still easily recognizable, " ** _Thought you'd miss the main event._** "

Gwen struck. No quips, no jokes, nothing. All she could think of was Murdock's smug grin and how useless she felt, _"I can do_ anything _I want with you."_ She punched the Supervillain hard enough to knock her to the ground. She just barely remembered to hold herself back. A kick followed, the impact hard enough to break every bone in a normal person's body.

Again, Moon barely flinched.

Gwen tried to kick again, but Moon grabbed her foot mid-swing and spun her around before tossing her into the closest building. The wall cracked and crumbled, stone brick splintering off around her. Coughing, Gwen stood and grabbed a large chunk of wall, her mouth splitting open to expose a row of sharpened teeth. The thought of splitting her head open was more tempting by the second.

She threw the wall at her. Moon fired a blast of energy and blew the stone into miniature chunks. Before Gwen could charge towards her Shadowcat jumped onto Moon's back, stabbing and slashing in a frenzy, " ** _Six on one? That's real fair!_** " She grabbed Shadowcat by the head and tried to smash her to the ground, only for her to phase through the concrete.

The others were getting better. Gwen punched again, this time hitting the cuts on her chest that still hadn't healed. She wanted Moon to hurt.

Shadowcat phased out of the ground behind Moon. The Supervillain barely had time to look back before she dragged her claws up her side until they reached the side of her head, "I'm trying to keep her brain scrambled! Hurry up and put her down!" Shadowcat jumped and wrapped her legs around Moon's waist, one hand pushing Moon's head head harder against the translucent claws of the other, "Nnngh, she's healing the damage! Hurry the hell up!"

Spider-Man and Cindy were the next to recover. The latter was at MOon's side immediately, covering her counterpart's eyes with a thick cover of webbing before she grabbed a large piece of concrete and bashed her right elbow as hard as she could, twisting the joint with a painful crack, "Spider-Man!" She webbed the hand to the ground again and held it down.

He nodded and did the same to her other hand, covering it in a thick burst of webbing and holding it down, "Spider-Woman, go!" Nodding, she continued her assault, pushing thoughts of restraint out of her head in favor of making sure Moon would spend the next few weeks breathing through a tube. She'd tried to kidnap Jessica and hurt her friends. She could feel feel guilty later.

None of them let go even as white blood pooled around their feet.

The injuries piled up. Gwen punched her head hard enough to knock away a few teeth before her her spider-sense tingled.

The next burst of energy knocked all but her away. Gwen grit her teeth and attached herself to the cracking ground, willing herself to stay upright even as the others fell around her, "Not...done yet..." She raised her arms to block her face until her spider-sense rang again. Looking up, her eyes widened when a large chunk of the closest building cracked and fell. It was big enough to crush all of them.

Gwen grabbed the large chunk before it could make impact. Her muscles strained and she screamed, both from the weight and the dark energy that continued to hit her. A few months ago lifting the thing would've been impossible for her, but she could say the same thing about Moon.

Before Gwen could think better of it, she twisted the misshapen stone in her hands and smashed it down on top of Moon. Once, twice...she probably hit her at least four times before the stone finally crumbled and she found Moon kneeling on the ground, her skin flashing from photo negative to normal.

Gwen tossed aside the stone and tackled her to the ground, punching and hitting everywhere she could. Moon raised her hand up weakly and grabbed her arm. Gwen let out a pained scream as the symbiote retracted, exposing the flesh underneath, " _ **Not...yet**_." Moon raised herself to a weak crouch, her face marred by blood, bruises and an ugly scowl, " ** _I'm not...letting you..._** "

Gwen headbutted her. It was a desperate move, and her vision swam from the impact, but it worked. Moon let go of her arm and Gwen threw her to the air, waiting till she reached a high enough height, before she attached two lines of webbing to her chest and slammed her back down.

The impact was hard enough to break the concrete. Moon's eyes finally closed and her body went back to its normal color. Still alive, but she'd definitely feel that the next morning, "...Fuck." Her arms and legs felt like jelly. Gwen walked to the unconscious terrorist and webbed her down with a literal ton of webbing as soon as she was close enough. She wanted to see her get out of _that_.

Her attention was drawn back to the rest. All of them sans Kate were waking up, "Is...Is it over...?" Cindy pulled herself up by the wall and coughed, "Ugh, I wanna throw up." Her costume was torn and the skin underneath had more than its fair share of bleeding cuts and burns.

"Yeah, well, join the club." MJ tried to stand, but she only managed to fall on her ass. She looked just as bad as Cindy, "...Shit, what'd I miss?"

"All the fun, Red." Shadowcat put her hands on her knees and grinned. She had no injuries, but that was to be expected, "You know, Spidey, if this is your idea of a date no wonder you never got anywhere before."

"You were the one who insisted on coming." Spider-Man's mask was in tatters, but apart from that he seemed far better off than MJ and Cindy, "...Now what?"

"Now we call S.H.I.E.L.D." Gwen said. If anyone could hold her it would've been them.

"Or we could finish it here." Shadowcat willed her claws back and flexed her right hand, "She's out; I can chunk her brains now that she's not conscious enough to heal."

"I gotta agree with her." Spider-Man spat a bloody wad of saliva on the ground, "I've experienced what she can do firsthand. Killing her's the safe bet."

"I..." Gwen looked down at her unconscious body. It was scary how tempting the offer was, "...No, we take her to S.H.I.E.L.D." With Kasady she didn't have a choice, but not this time. They could restrain her, "Spinerette, call S.H.I.E.L.D."

"Got it..." Cindy nodded and pulled out a phone from her web pocket.

"Should've known she'd take the 'high' road." Shadowcat scoffed. Gwen wanted to shoot something back, but she bit her tongue. She'd really helped them out and Gwen wasn't about to be ungrateful, "Come on, partner, let's get out of here before we draw more attention." She gestured up and Gwen cringed at the sight of a few people staring at them through the cracks in the walls...and most of them were recording the entire thing. Priorities, huh?

"Wait, how..." Gwen coughed, "Why are you two here? How did-"

"A broad called Teresa told me to come here if I wanted payback. Guess she was right," Spider-Man said.

"I'm here because of him." Shadowcat shrugged, "Good thing I did. You guys would've gotten killed without me."

"Teresa told us, too..." Cindy put her phone back and gestured to MJ, "Both of us. I wanted to go it alone, but M- Scarlet Spider insisted."

"Yeah, wasn't much help, though..." MJ said softly.

"Huh..." That...was odd. Wasn't she all about not interfering? Well, she wasn't going to complain, "...Look, could you two-" she gestured to Spider-Man and Shadowcat, "-keep an eye on Moon? I gotta check on Hawkeye and Jess." And any more civilians that got hurt. She was pretty sure the chunk of building she used as a hammer didn't have anyone in it, but it wouldn't hurt to make sure.

Spider-Man looked down at Moon with a long, hate filled glare, "...Just make sure she stays locked up. There aren't gonna be second chances next time." His right hand lingered in his revolver. He probably would've killed her if he figured bullets could work.

"S.H.I.E.L.D should be here in a few," Cindy said. Gwen just wanted the night to be over.

* * *

True to her word, S.H.I.E.L.D arrived soon enough and Gwen watched as they loaded Moon to one of their reinforced containment units and dealt with any injured civilians. Gwen carried Jessica gingerly in her arms and swung back to her apartment while Cindy and MJ followed with Kate in tow, the former carrying the unconscious archer with as much as care as she could. A hospital might've been better, but secret identities were still a thing for Kate and Jessica apparently had issues with going to trained medical professionals.

The apartment was thankfully empty. Gwen set Jessica down on the couch while Kate occupied the nearby bed, "...God, I can't believe that just happened." Gwen looked back and watched MJ all but collapse onto a nearby chair, throwing her mask off as she did. Her face was matted with blood, sweat and dirt and her hair clung to her forehead, but none of her wounds were critical.

"Yeah..." Gwen willed the costume away, leaving her in nothing but a tanktop and a pair of shorts. She just wanted to sleep for the next few weeks, "...Why'd you do it?"

"What?"

"Why'd you do it?" Gwen turned to look the redhead in the eye, "You should've known it was dangerous. You nearly-"

"I know!" MJ sighed frustratedly, "I just...I dunno. I mean the last time Tiger's sis told me to go somewhere it didn't end up so well, but I still saved you, so..." She shrugged, "Well, it worked out, didn't it? I didn't help much, but at least we made it all out and Cindy's sister-"

"Not my sister!" Cindy said as she walked back into the room. Unlike MJ she had two nasty cuts on her right cheek, though she paid them no mind, "Look, she's S.H.I.E.L.D's responsibility. I mean her henchmen are still out there, but without her they shouldn't be so hard to deal with, right?"

"Here's hoping..." Gwen brought a hand through her face and took an exhausted breath, "...Where the hell did she get those powers? She didn't have them before." Peter killed his friend because of those powers...

"Beats me, but it doesn't really matter. Point is she has them." Cindy plopped down a beanbag and groaned.

"Yeah..." Gwen turned to MJ, "Look, MJ, I appreciate the help, but could you maybe give me a heads up if you wanna do it again?"

"I didn't plan on making this a habit, Gwencent...least not till I'm sure this thing's fully under control." She closed her eyes and shook her head, "Look, could we drop it? I feel like I fell off a building and everything hurts."

"Yeah, sure..." Gwen grabbed the remote and turned on the television. Maybe some television would calm her-

No.

She expected to see news about the clusterfuck they'd just been in, but was anything but. 'Train Station Bombing' dominated the bottom of the screen in bolded letters and the news reporter talked about something she couldn't focus enough to hear. Instead her attention was drawn only to the graphic images of the scene. Most of the pictures were censored, but it was clear for all to see that something horrific had happened.

"Is that...?" Cindy leaned forward and narrowed her eyes at the next set of pictures. The images were blurry, probably from someone who'd been recording on a portable camera phone in a panic, but Gwen definitely recognized the two figures. The one in green was that bastard Jack and the one attacking him was Peter; she recognized the mask, tattered and broken as it was.

"Right now the amount of causalities is still being tallied, but it's speculated to be at the dozens, at the very least. It was confirmed by eyewitness reports that the vigilante known as Spider-Man was present at the scene, but his current status is unknown."

"What the hell...? That happened not too long ago..." MJ said.

"No...no, no, no!" Gwen stood and called Peter in a panic. The other end rang before diverting her to the answering message, "Come on, Peter, please pick up..." She dialed again, and again was met with no response. He couldn't be...

Cindy's phone rang. Gwen just barely saw Peter's name on the screen before she raised the mobile device and scanned through the message, "...I have to go." She stood and grimaced, favoring her right leg, "Shit, timing's real perfect, Pete..."

"Cindy...what was what?"

"It's...nothing, Gwen-"

"Bullshit!" She moved in front of Cindy, her firsts clenched, "You saw the news! That madman-"

"Escaped." Cindy let out a frustrated breath, "I don't even know how he's still alive considering me and Spider-Man knocked him into a vat full of acid. Still, he's out there right now and Peter asked me for help."

"Then where is he? We'll go together."

"No." The blunt rejection felt like a punch in the face, "He...He said just me, not you, not the Avengers...no one else." She bit her lower lip, "I don't wanna do this, but-"

"Then don't," Gwen interrupted, "Let me come with you."

"And what about Jessica and Kate? You just going to leave them here? I don't think having Mary Jane watch over them on her own is a good idea." She threw the redhead an apologetic glance, "...Look, I know what killing Kasady did to you. After what happened at the station...killing's going to be on the table now, Gwen. He said he called Punisher, that guy Bullseye, Black Cat...you really think you can do this? That you can just watch without trying to stop them?"

"...Can _you_?"

"If I have to, yeah." Cindy nodded, "I don't like killing, Gwen, but I've done it before and I'm gonna be doing it again. And it's not just killing; S.H.I.E.L.D and Ezekiel drilled a lot of things on the 'had to do' list. So I'm asking again, can you stomach it?" Gwen wanted to say something, but her tongue refused to form the words. The other Spider's face fell in a somber frown, "Didn't think so."

"...Don't do this." Gwen looked down at the floor, her hands shaking, "I...things are really bad right now, Cindy. He needs my help." She couldn't help Peter with that monster Murdock, but this...she could do something about this, right? "I...I can make sure that it doesn't have to get so dire. He needs me."

"Not for this."

Cindy jumped out the window before she could say anything else. Gwen rushed out and watched as Cindy swung around the corner out of sight. _Go after her,_ her mind screamed, but her shaking hands refused to budge. She barely felt MJ's comforting hand on her shoulder, "...It's gonna be alright, Gwen. Just another Supervillain, right? They're gonna get through this." She didn't sound like she believed it.

It was okay. Gwen didn't believe her, either.

* * *

 **Let's give a round of applause to 65-Cindy Moon; she had great run as a villain! And I'm sure that with Gwen's track record, and that of the Earth-65 penal system, she will in no way escape prison to menace the the heroes ever again and that she will get exactly what she deserves. So yes, goodbye forever Evil Cindy, I hope the next antagonist will live up to your whopping three appearances!**

 **Still, she did make a pretty good go of it given that they had to fight her 6 on 1 - really 4 on 1 given that Kate and MJ were conked out at the final push - despite the fact that she was on par with Gwen power-level wise. Gwen owes Teresa big for getting everyone involved; she definitely couldn't have taken 65-Cindy out without Spider-Man and Spinerette restraining and Shadowcat acting as a mindfuck inducer.**

 **That and, poorly written as it was, the fight definitely had a more 'Superhero' sense of scale, what with the Darkforce energy and everyone casually chucking multi-ton objects and normally fatal attacks at one another. By contrast Noir just tackles Jack to a car and starts pounding.**

 **Anyway, there was supposed to be a segment in the middle with Shadowcat and Noir, but the word count got too bloated. I might be able to put it into the next chapter since it deals with the cast either preparing for the Jack arc or dealing with their own thing. Definitely advances the relationship between the pair.**

 **Questions:**

 **1\. What do you guys think of Helen Stacy? I haven't shown her much, but some readers seem to have been under the assumption that she was going to be some kind of shrieking harpy and/or get in the way of George and Jessica. I wonder if that opinion has changed as of recent chapters.**

 **2\. Joke question 1: which of the two leads seem more like they'd be prone to jealousy? One would think Gwen given that she's the more emotional of the two and wears her heart on her sleeve, but Noir has at least some of 65-Noir's personality traits, and that guy was clingy and entitled to an extreme.**

 **3\. Joke question 2: ignoring gender for a second, which of the two leads seem like the better catch? I mean you have a choice between a violent, sometimes psychotic vigilante or a moralistic, high horse Superhero who treats bending her morals to compromise like pulling teeth. Anyone would be lucky to have em :P**

 **Incidentally, this does make me wonder if their dynamics would still work if I swapped their genders around. The 'Brooding Boy, Gentle Girl' and 'Savvy Guy, Energetic Girl' tropes aren't that uncommon, but the other way around is pretty rare.**

 **Review Answers:**

 **DragonSkyt - Eh, NoirxAlcohol/Smokes is more a side-pairing than a main one. No matter who he ends up with those two always play the side-dish, though Gwen dislikes Smokes for some reason.**

 **Cyclopz - Guess not :) Anyway, Molten Man isn't really the same league. A better equivalent would be a 16 year old Spider-Man fighting Blackheart, which 616 definitely didn't do at any point in his career. The Beast has the level of power of a Hell Lord, so this is definitely a cut above the likes of Green Goblin and Electro.**

 **NeverendingZero - Not likely for Mysterio, but some arcs like Morbius, Roxxon, (possibly) Jackal and a few others are on the table.**

 **Brave2000 - Noir's relationship with Gwen is on the outs (One Love Ends), but there's a budding romance with Jack (Another Begins).**

 **Yohart Meltz - Hopefully you've watched it by now :)**

 **Titan616 - You shouldn't have muted it: I want your Cray Cray demands to be heard! Anyway, hoping for a longer review next ;) If it's not a bother, of course.**

 **Dr. Sugarcakes - Never read Ultimate Red Skull, so I'll take your word for it. Also, what do you mean removing characters? I just asked which lead one prefers.**

 **Henchman213 - We got some Laura here. That and V2 takes place after a one year timeskip, so I have to assume Spider-Man will be gone by then. Still, what recent Marvel development made you dislike Teresa? Can't be Infinity War since nothing ties to that much here.**


	116. Going Nowhere

**So I finally got a more in-depth look into Jessica Jones S2...and wow, it's like the themes are built for me :) I really like how it explored addiction in 'positive' outlets such as reasonless heroism. Rather than coming across as a badass determinator, Trish instead appears like a pathetic, needy, self-important wannabe who everyone calls out on wanting to be special. It's definitely giving me more ideas to segments like Frog-Man or for other villains, particularly Volume 2 when the Hero craze is at its peak point.**

 **OTOH, it made me kinda cringe at how I wrote Jessica here. In the series killing Killgrave wracked her with guilt and she considers herself a murderer, to the point that taking another life (even if the guy deserved it) breaks her. In the fic she never kills anyone herself, but she's pretty blase about discussing killings and fits firmly on the anti-hero end of the scale. Oops.**

 **Looking back, I also wonder if it would've been better if I stuck to my original plan of Shadowcat being _Harry's_ partner instead. It would tie him to the plot a bit more, though I also can't help but think people wouldn't have sympathized with him as much as Spider-Man due to him screwing over at least six innocent people, which Spider-Man never did.**

 **Oh, and fair warning: Peter's segment is pretty angsty and is also the longest. This'll keep up for the rest of the arc in varying severity.**

 **Side Note - Still not much reviews. Maybe I'm updating too fast? Oh well, Dad of Boi (God of War) should slow me down for now...**

* * *

"We should've killed her."

Shadowcat looked at Spider-Man with a sideways glance and shrugged, stuffing her hands into the pockets of her torn 'skinny jeans' (how anyone could wear the damn things was beyond him). Contrary to his expectations she'd remained quiet the entire trip back, which only unnerved him. Right now she usually would've made about three jokes about which body part they'd take off first.

"...You heard me?"

"Yeah, I heard you." She let out a tired breath and kicked a loose stone along the road, her lips curled in a slight frown, "I mean, what'd you expect? It's Spider-Girlie; she'd probably tell you Hitler got a bad rap and didn't deserve like a million Jews stomping his face to the ground."

"Point." If there was one thing Gwen Stacy was, it was stubborn. Didn't matter if it was blood on her fancy ballet shoes or the life of a madwoman - letting up just wasn't in her vocabulary, "...Hey, what's with you? You've been quiet ever since we left." Ever since he talked to that spook and gave him a message from Carter: just one more week till Madripoor. Octavius was so close he could practically taste home.

"It's...nothin'." Her mouth twitched in a slight frown and his attention was drawn to the black color on her lips. Another thing considered 'punk' nowadays, along with those dark nails of hers, "That chick just weirded the hell outta me."

He didn't need his spider-sense to tell him that was a lie, but he didn't say anything. Kat kept things to herself and so did he.

Laura was waiting for them. The little clawed hellion sat at one end of the table, picking at a slice of half eaten cake sullenly with her fork. As soon as they were in the dining room her head snapped up to greet them, "...I saved you some cake, Peter." She pointed her fork at the other end of the small table towards the (small) slice of chocolate cake that remained. Made by this madhouse's Mary Parker...

"Hey, where's _my_ cake, munchkin?" Kat asked with a grin. It was oddly relieving to see her smiling again.

"Fuck off."

Spider-Man coughed. Laura'd taken to emulating some of their behavior, which sadly included Kat's potty mouth and his taste in whiskey. They - or really just him, since Kat didn't give a shit - managed to stop the latter (last thing they needed was a drunk kid with claws), but sadly Laura's vocabulary was tainted, at least when it came to dealing with Kat. If he got through the day without a single 'fuck you' or 'shithead' coming from the tiny girl it was a miracle.

"Wow...I still recall you being banned from sweets till you ponied up the dough to fix my pants. Where is that, by the way?"

"You're not my mother, bit-"

"Alright, enough!" Spider-Man pinched the bridge of his nose and sighed. He was sore, tired and pretty damn sure he had a mild concussion. Hearting the two 'Weapons' argue was the last thing he needed, "Look, Kat, just leave her alone for now. We've had a long day and I don't have enough energy to play peacekeeper." Another week of this. Was it odd that a part of him would've missed it?

"You know you always take her side." Kat huffed, though the faint smile made it clear there was no hard feelings, "Know what, I'm gonna hit the sack. You two enjoy your little midnight snack."

"Sure...night."

"Don't let the door hit your ass."

Alright...he really needed to do something about- wait, no. He was leaving in a week; there was no way he was going to get her to stop cursing in seven days, "...You finish the rest of the cake?" Stupid question to ask. Kat told him why - the facility's rations were deliberately made tasteless as a form of sensory deprivation and Laura had eleven years of catching up to do. The fact that she even saved a single slice said a lot.

Laura nodded and pointed at the other end of the table again, "Sit."

Spider-Man raised a brow. She was giving the orders now? "Whatever you say, your highness." He ate a piece of cake reluctantly. It wasn't from his aunt, but the idea of eating something made by May Parker was...hard. Back home she worked herself to the bone, feeding the bums that came to the welfare center every day, and yet despite all that she made sure he was never hungry for anything...

He didn't even know if she was still alive.

"...You're crying."

"Damn it..." He wiped away at the sides of his eyes and forced the rest of the cake down his throat in a rush. Homesickness was hardly a new thing (it was probably the most prominent thing he'd felt in those five years besides anger and fear), but he'd always clamped it down. Always keep moving, keep thinking about how to survive to the next day cause the Slant sure as hell hadn't let up.

Of course now that compounded with a feeling of uselessness. He hadn't done much - Stacy and Kat did all the heavy lifting. Best thing he could say was that least he didn't end that fight knocked out on the ground. What was the point of that blind broad goading him for an invite when it was Kat she really needed?

"Do you want to watch TV?" He looked up and blinked at the sudden question, "Watching cartoons makes me feel better."

"...Okay."

Spider-Man sat on one end of the couch and was only slightly surprised when Laura curled up next to him as soon as the television was on. He would've thought that after everything she'd been through, not the least of which included him breaking her nose, that she would've been averse to any kind of physical contact, and yet she seemed to have little issue with him. He couldn't decide if that was a good or bad thing.

"...I like this one." She pointed a small - _too young for all the killing she'd done_ \- finger at the screen. The show was about as DogCat monstrosity. He didn't get it, "They're freaks, like us."

"Yeah..." Some other, more well-adjusted adult would've screamed at him for putting the thought in her head that they were freaks, but he didn't care - that was what they were. Normal people didn't jump around shooting webs from their wrists or claws from their knuckles. Normal people didn't heal cuts in the blink of an eye or have a sixth sense that warned them of danger.

Normal people didn't come back from the dead.

He was asleep before he knew it. Dreams were an odd thing, always something he forgot between the time he opened his eyes and his brain registered that he was fully awake. This time was no different. For just a precious few seconds he dreamt of home, of Aunt May cooking wheatcakes while he and Mary Jane laughed about something mindless. The two of them talked on and on and he didn't even know what it was about, only that didn't want it to end.

He didn't want to think on why Kat replaced her just before the memory faded.

"Mmgh..." He blinked and tried to stand, only to be weighed down by a load at his left side, "...Huh." Laura held onto him, arms wrapped around his even as her eyes were closed. Her grip was tight, "...Alright, I'm not a pillow." He carefully pried his arm loose and set her down on one of the pillows gently before setting a blanket on top of her. Hopefully the mindless noise from the telly kept her napping.

He brought a hand through his face and groaned. He wanted to go back to sleep, but right now all he could think of was what happened. Finally the Slant was behind six feet of metal and the end was in sight. Just a little more struggling and he could go back. It wouldn't be an ending - sneaking to Germany would likely kill him - but at least if he bit it then he'd be buried where he belonged.

"...Need to wash up."

Opening the door to the bathroom, Spider-Man paused when he saw that it was far from empty despite the darkness. The bathtub was filled to the brim with warm water, though unlike the morning incident it was completely clear. Kat lay down at the tub, arms hanging off the side and her head lolled back without a care. Her eyes were closed and the earbuds on her ears played a faint beat of something classical that he couldn't place.

For a brief second he thought that she didn't notice his presence, but before he could turn or say anything her right eye cracked open and she gave him a teasing smirk, nipping of the earbuds ashe did, "Hey, Petey. Wanna join me?"

"Uh..." He coughed and closed the door behind him. This was the last thing Laura needed to see, "I...thought you were asleep."

"Tried to. Couldn't." She shrugged, "Doesn't look like you could either."

"Yeah..." His eyes trailed down from her face to her chest, the flesh and nubs barely covered by the steaming water. Even with nothing but the light of the moon what he saw was enough to make this thoughts wander, "...Bit late for that, isn't it?"

"For a good bath? Never. It's one of the few things that hasn't been spoiled yet." She put her right leg atop her knee and waved her toes at him, "Of course I'd have some actual enhancers if you didn't let little Ms. Kinney over there claw the whole bottle up."

"That wasn't my fault." He sighed and sat down at the edge of the tub, close by her feet. He still remembered looking away when Felicia flashed her cleavage at him, and now he was having a conversation with a naked teenager beside her tub. Aunt May would've been so proud, "...Look, I know you two don't get along, but would it kill either of you to at least try to meet halfway?"

"Where's the fun in that?" She opened her other eye and flashed an amused grin, "We have you to play peacekeeper."

"Till the next week."

There it was. Her grin faded and she lowered herself back down till half her face was covered. Spider-Man looked down at the linoleum and didn't say a word. He had an inkling that the talk with the agent was what set her off; the sudden pouting (though she'd claw his face off if he called it that) was just the final confirmation. He tapped his foot against the material and sighed.

Eventually her head rose up again, "That Nazi doctor you're so obsessed over." She hugged her knees close and looked him in the eyes. It made her look surprisingly vulnerable, "You really think he can get you back?"

"He has to. Brought us here first, he'll know how to turn around." And if he didn't...well, there were some things even he was too scared to think about, "Should be good for you. No more babysitting, no more someone taking up space."

"No more home cooked meals, no one making sure the kid doesn't burn the place down while I'm doing jobs, no one watching my back," she said, "I'll admit, I had my doubts when Peggy foisted you to me back then. Now...well, it hasn't been all bad, has it?"

"It's been...eventful."

"That's a word for it." She placed both arms on the tub's rim and laid her head down, looking up at him through half-lidded eyes, "Hey...you ever think about just staying here? You know, make roots or whatever you call it."

"Stay here?" he laughed at that, though he had no idea why, "And what would I do? Work for the spooks? Play at being your partner?"

"Why not? Been working out so far."

"Yeah, right..." He shook his head, "What's the point? You honestly want me to stay? You don't need me." She didn't need _anyone_ , as she was quick to say, "Like you said, you've done well enough on your own so far and you're gonna keep at it decades from now. I know you might think I'm worth keeping around, but trust me, that feeling's gonna pass. I mean, this is just you getting used to something and marking your territory or whatever, right?"

"No...I think I like you."

He wanted to say something: a joke, a scoff, a noise of disbelief...anything. Instead all he could do was continue to look her in the eye. Her eyes were still half-lidded and most of her face was hidden under her arms, but what little he could see of her smile was sincere. She shifted in place slightly, flashing more skin, and he grit his teeth at the sudden dryness of this tongue and the stiffness between his legs.

"That's...blunt," he said, mostly for lack of anything else _to_ say. He could've played the idiot and pretended that she meant to add 'as a friend' at the end of that sentence, but he hadn't gotten this far playing the fool.

"Don't see the point in mincin' words. That's one good thing the old man taught me." Kat lay back down on the tub and laughed. She knew she had all the cards.

"...Why me?" He smiled sardonically. It was all he could do to ignore the rapid beating of his heart or the annoying flush on his cheeks, "I ain't exactly a prize catch, Kat. The only thing I don't do is punch you in the noggin whenever I get angry." It was an odd experience, waking up to her and Logan practically mutilating each other and then both telling him it was a daily thing they dealt with.

"Yup," she said bluntly, "Why shouldn't that be good enough? By this point anyone else would've turned around and pretended I didn't exist. They see the claws and the smiles and the dead bodies and they think...'Murderer', 'Freak', 'Monster'..." She laughed, bitter, "I mean it hasn't exactly been a barrel of roses for you either, but at least you get me. That's more than what I've had from anyone except the old man and Peggy, and those two have their own issues."

"And I don't?"

"Didn't say that. But..." She shrugged, "We're both fucked up, and that's how I like it. I mean, look at us. One look at me would send most psychologists runnin' for the hills and you're a zombie with a zombie cloney running around. Neither of us are the picture of mental health."

"Great, that's a good reason..." He stood up and made his way to the sink. The cold water between his fingers was a shock, but it was a good one. He needed to take his mind off this...insanity. Because that's what she was: insane. She was violent, got off on killing people, despised the idea of normalcy...and yet she was the only person who he could really trust in this place, fragile as it may have been.

And really, was he that different? A reunion with his broken family and then a trip to Germany to go on a killing spree. He couldn't exactly throw stones.

He didn't hear the sound of displaced water before it was too late. A rush of cold air ran through his body and before he knew it Kat sat at the sink in front of him, her head almost level with his, "Kat..." He looked down on instinct before forcing himself to focus only on her eyes. What little glimpse he saw made it clear she was still bare for all to see, the tan skin moist and dripping with warm water from the tub.

The space between the counter and the sink was barely enough for her to sit and she clamped her - _bare_ \- legs at his sides for stability...or at least that's what he told himself why she did it, "Something wrong, Petey...?" Her voice was soft, teasing. Before he could say anything back both her hands held his face, one settling on his left check while the other danced across the nape of his shivering neck.

He chose silence, not trusting himself to say anything good. The counter was just low enough that if he pushed forward his groin would meet warm, wet flesh, "God..." He tried to turn away, but Kat's hands kept his head still. Her smile still had that smug sense of satisfaction and control, but there was something warm and intimate in the gesture that he couldn't deny.

She pressed her lips at his jaw. A kiss, his mind noted numbly, and then she did it again before he could fully recover, leaving a trail from his jaw to his chin and then his cheek. If she'd still been wearing her lipstick she would've left reminders, but right now all he felt was the slowly drying water from her fresh bath. A part of him almost laughed: she was marking her territory, just like her namesake.

She didn't kiss him on the lips. Everywhere but his lips.

Her hands shifted, fingers grabbing the sides of his head and tugging almost painfully down so their eyes could meet again, " _Peter..._ " There was something desperate, pleading, in her voice. His hands shook and settled on the sides of the counter, just inches away from the skin of her legs. The beating of his heart was so loud he barely heard the sounds of his own ragged breaths.

"We can't..." His mind scrambled for a reason. He wanted to say 'home', but the sight of her red, panting, _pleading_ face pushed that thought away, "I...Laura's here, she can-"

"You think hearing a couple of fucked up freaks going at it is the worst she's been through?" Her lips brushed along the right side of his jaw before stopping at his ear. He practically saw the smile at her next words, "Tell me you want this, that it's not just me. Tell me you want me."

"I..."

* * *

This was going to be so cool.

Todd shifted in place and tried to keep his grin from being too obvious. _Be cool_ , he reminded himself. This wasn't like in high school with Dave and Marty; these guys wouldn't cut him any slack and he didn't expect them to. Not just anyone could join the Lantern gang.

He adjusted the place of the oversized mask on his head and took a deep breath. It took a lot of begging from Mike, but eventually he agreed to let him come to this thing. A Supervillain gang...not something he'd put on his resume, but screw it. Who wanted to deal with all that noise? Going to an office from 9 to 5 like some fucking drone just so some big guy in a chair could make more money? It wasn't for him.

The Masks (or Gifted or Metas or whatever else you wanted to call them) were so lucky. Putting on costumes, fighting crime or doing whatever the fuck they wanted because they could lift cars or fly or blow shit up with their minds. Going to school in Midtown just made it more obvious. It was where Spider-Woman killed the Lizard and where Baumgartner was. Girl could make a guy explode by pointing her finger at him and she acts like an uptight bitch. The fuck was the matter with her?

He shook his head. Tonight wasn't about her; it was about him.

The Lantern gang was making waves, but not in the way you thought. It was subtle at first - a few whispers here and some spraypaint there - but eventually word got around: the guy responsible for the Times Square Massacre was gathering a gang and anyone who wanted in was welcome. Todd wasn't one for massacres or anything, but being a part of the Lantern gang would hold weight. No one would call him a turd or a loser if he had these guys backing him up.

The warehouse they all met up in wasn't in the best shape, but there was a definite 'underground rebel' feel going on there. Todd looked around the rest of the crowd in excitement. He counted dozens of people, all of them wearing the same pumpkin masks and green jackets as him. _New blood_ , one of the older members called them, though considering the gang was only a few weeks old he doubted that meant much. He just hoped the hazing wasn't too brutal.

Suddenly the makeshift stage in front of them lit up and a man stepped up. He wore the same mask and jacket, but in his hands he held a decorated Lantern knife, "Gentlemen, a very good evening!" he cried out, his voice obviously modulated, "Now, I'm not one for speeches, so I'll get to the point: we all know why we're here, don't we?"

"Hell yeah! Let's fuck some shit up!" Todd screamed, though it was lost in the cheers of his fellow Lanterns.

"That's what I like to hear!" He waited for the screaming to die down before continuing, "I don't need to know why any of you are here. Maybe you got a grudge, maybe you just wanna kill as many people as you can; hell, maybe you're just bored! Know what? Doesn't matter! Why does anyone do anything, anyway? Actions speak louder than words, as the bossman might say!"

"Where's the big man?" Someone else in the crowd asked.

"He's busy planning the next move, but trust me, we ain't gonna be sittin' on our asses just waiting!" He sat down at the edge of the stage, one knee raised casually, "For those not in the know, the bossman and a few of the other guys bombed central station a few hours ago. That annoying little shit Spider-Man was there, but the boss sent him packin'! Probably crying to everyone about how much a bitch he is!"

A raucous wave of cheers met the announcement. Todd felt kinda guilty, thinking about all those people, but he shrugged it off. People died every day. Weren't there starving kids in Africa or something? He didn't feel bad about that, so this shouldn't be a problem either.

"But we can't just celebrate, new bloods! We gotta keep up the momentum!" He returned to the stage proper and tapped a small crate, "We got friends in good places, gentlemen, and they're _very_ generous!" He popped open the box and started tossing small pack of something square at random, one of which Todd caught, "Be careful with those; those are timed explosives. Each one can take out a block!"

Todd almost dropped the thing in shock, but he managed to keep his hold on it at the last second.

"Now, I want you to do what the Lanterns do best! Got a girlfriend that broke your heart? Maybe an older brother that pissed you off one time too many? Hell, even a hospital that gave you a shot ya didn't like! Whatever goes!" He laughed, the sound echoing throughout the warehouse, "Cause as much chaos as you please! Cause by the time we're done the city's gonna be-"

The gunshot came as a surprise. One second the host was making a battlecry and the next he had a hold through the forehead of his mask dripping blood. Todd watched, silent, as the guy stood still for a second before he collapsed on the stage, allowing them to see the smoke that materialized behind him and...

"Holy shit!" Todd didn't know if it was him or someone else who screamed, and he didn't care. Spider-Man was at the stage, and even with how fucked up he looked none of them liked their chances in a fight. Todd tossed the explosive behind him and ran, tripping and slowing as the rest of the people in the crowd pushed and pulled at one another in their panic to get to the garage doors first.

The first guys through the door were the unlucky ones. Todd just barely saw the blinking red lights lining the floor before the explosion came. The booms were loud enough to practically deafen him and Todd found himself flying through the air briefly before he slammed back on top of someone. The heat and the smoke made him cough and he tasted blood in his mouth.

"Wha..." He coughed and tried to see through his blurring vision. A few of the others stood back up and tried to escape again, but the few that got past the entrance each got bullets through their heads, "Non-lethal shots if you can, Castle. Remember?" He heard, barely, from behind him, "One of these sacks of shit might know something."

"I doubt it. These guys are just the flunkies." Todd struggled to turn his head to the side and met watched as a grinning guy with a Bullseye on his forehead picked up one of the weakly struggling Lanterns. The knife in his hand didn't promise good things, "How about we carve up their faces to look like their masks? That'll-"

The knife was knocked out of the grinning guy's hand with a bullet, "Shut up and do what I say. If you can't follow instructions then leave."

"Hah...whatever you say, kid." The man's smile became strained.

Todd passed out after that, and by the time he woke up he found himself sitting upright and unable to see. At first he thought that one of those _sick_ assholes blinded him, but eventually he felt the rough cloth around his eyes, "Hey, kid, another one's awake!" The voice of the tattooed man came from behind him. Todd struggled in his bindings and groaned weakly at the tight rope around his wrists.

"L-Let me go you-"

Something hit his jaw and he tasted more blood, "Shut up. Don't talk unless you got something useful to say," Spider-Man whispered. He grabbed Todd by the wrist and forced him up, dragging him a few steps till he suddenly felt cold wind, "Here's how it's going to go. You tell me something and if it's useful I'll make sure your worthless life keeps going. If not-" Todd was pushed forward and he screamed, briefly, as he fell before a sudden grip at his back kept him stable, "-we'll see if you can take a fifty foot drop to your head."

"Y-You don't have to do this!" Todd was distinctly aware of the piss going down his leg, but he didn't care, "C-Come on, man! You don't gotta-"

"Five seconds or you meet your friends downstairs. One."

"I-I don't know nothin!"

"Too bad. Two."

"Wait, wait, wait! Just-"

"Three."

"I just wanted to be cool, okay?! I thought if I joined up-"

"Four."

"H-He just told us to start bombin' shit! Doesn't matter where, we just-"

"Five."

Todd fell. He screamed, crying for his mother or God or anyone to save him before he fell unconscious again. It would've been merciful, to not have to see it coming, but when he woke up again he found himself being dragged up to his feet by a different pair of hands, "Looks like he got some shrapnel in him, but he's fine." A new, female, voice said, "What do you wanna do with em, chief?"

"Cuff these sons of bitches then put em in a prison hospital."

The blindfold was taken from his eyes roughly and he found himself surrounded by cops. It was hard to say if this was better than before, "Wh-What the fuck...?" He coughed and looked at the top copper. He had a cellphone in his right hand and Todd heard the faint sound of the battle cry from before, "Y-You..."

"Shut the hell up. I ain't got time to read you your Miranda rights." The female cop cuffed his hands behind his back and cut away the rope, "You're lucky we got here when we did, kid. You and your little gang would be dead by now if we didn't." Todd looked around again. They were still at the warehouse, and most of the other Lanterns were being cuffed and dragged to the cars alongside him.

"Wait...no! This isn't- Spider-Man tried to fucking kill us! He kicked me off a building!"

"If he did then you wouldn't be breathing." The cop pushed him ahead roughly and Todd stumbled briefly, only managing to keep upright because of the cop's hold, "Just keep quiet and let's get this over with."

"H-Hey, you got no right! I didn't do anything! I was-"

"Holding a bomb that could, to quote your boss, 'each take out a block'." Todd felt his mouth go dry, "The captain has it all on video, and trust me, after Times Square and Central Station, we're not taking any chances. So just save your breath and stories about how you're the victim here for the poor bastards down by the station that have to listen to your bullshit."

 _'This isn't happening...'_ Todd couldn't say anything and just followed along numbly as he was shoved in the back of a police van with the rest of the Lanterns. They couldn't...he didn't do anything! He just made a mistake! So what if he touched that fucking bomb?! He wasn't actually going to do anything! He was just a fucking kid! He couldn't even drink yet!

This wasn't...how it was supposed to end.

The last thing he saw before the van closed was Spider-Man looking down from the opposite roof.

Across the street, Peter watched the proceedings with a frown. It took everything he had not to just gun them down where they stood. _It's what they deserve_ , a voice at the back of his mind said. Castle's mines already killed off a small chunk of them, so why not put the rest out of their misery once they stopped being useful? They would've done - _already did_ \- the same thing.

"They deserve it!" A voice growled. The Lizard was getting stronger now, feeding both from his injuries and anger. It was getting harder to ignore, "You can't fight on your own! Let me out!"

His hand groped inside the pocket of his jacket and he pulled out the syringe. He'd asked Bullseye to get him a sample - he knew for a fact that the former agent took more than just suppressants - and he still had no idea what possessed him to make the request. This was hardly the most desperate he'd been these past few months.

His phone buzzed. Peter pulled it out and frowned when he saw Gwen's name on the screen, "Damn it..." He rejected the call. She and the Parkers had been calling him for hours now, and he always cut them off. The last thing he needed was a talk.

The next call came from DeWolff, "You might wanna skedaddle, friend," she said first. Peter looked down and found her standing a fair distance away from the rest of the cops, her gaze leveled upwards to meet his before she quickly turned away, "You don't wanna get caught."

"Why? Your pals still think this is my fault?"

"I'm sure a few of them do, but that's not the point. Vigilantism and killing are still illegal, if you remember." She sighed, "Look, I appreciate the tip, and like I said I'd give you info if anything comes up, but trust me, you don't wanna get caught up in this. The rest of the cops have pretty itchy trigger fingers right now and you've still got a target on your back."

"Whatever you say, Wraith." He cut the call and stood, walking along the length of the roof to the closest alley. Castle was long gone, but that was to be expected. Him and the cops had a touchier relationship than Peter and them did, which was saying something.

He dropped down the alley and took off his mask. His face was still covered in cuts and bruises barely covered by the fresh strip of bandages. He wasn't too worried about drawing too much attention - people would turn away and pretend they didn't see anything like they always did.

He found Bullseye standing near the middle of the alley. Peter frowned and walked past him without another word, "Hey, I know both your eyes are working, kid." Peter kept walking. Bullseye clicked his tongue and moved to keep pace with him, "Are you still sour about the carving joke? I said I was just kidding! And hey, I was right: none of those guys knew shit."

"That's not it..."

He should've kept quiet. Now Bullseye was curious, "Not it. Then what is it?" Peter didn't say anything and Bullseye grabbed his shoulder, his palm landing on a barely covered cut. Peter bit his tongue to keep himself from hissing in pain, "So what is this, then? You getting into one of your moods again? Cause I gotta tell you, the generic, smoldering angst doesn't do anything for me-"

Peter punched him in the face. It wasn't strong enough to leave a lasting injury, but the impact made him recoil regardless. He never saw it coming, "Those damn pictures of yours..." Peter's hands shook.

"What, my selfies?" He rubbed his jaw and grimaced, "What about em?"

"I told you not to send them to me!" Peter growled in frustration. Talking to the older man was like talking to a child a lot of the time, "My phone was at a table and Spider-Woman's dad..." He looked away with a scowl. He didn't need to finish.

"Ohh, I get it! Little miss goody blue shoes' dad saw it and got all overprotective about his daughter dating a guy with good taste in friends." Peter had to stop himself from punching him in the face again. He was still treating it like it was a damn joke, "What...you expecting an apology or something? Cause you're barking up the wrong tree, kid. I don't do apologies."

"Yeah, I got that from Latveria."

Bullseye's grin faded and his expression turned flat. He didn't know all the details, but he knew enough that it was a sore point for both him and Teresa, "Wow...so that's what I get, huh?" Bullseye laughed, soft and slow, "You know, that's a real good thing to say to the guy who's been here since day one. Pretty great show of gratitude there from you."

"You-"

"Helped bail you out after your girlfriend and Captain Fifty States unmasked you? Remember that?" Bullseye said, mocking, "Ever since we met up I've been helpin' your sour ass and I _never_ asked for anything back. Castle owes you for his family, Moon Knight has his god or fourth voice whispering in his hear, Black Cat thinks you can get her Murdock's head on a plate, and Boomgal owes you for her mom. Me? Nothing."

Peter couldn't say anything. Bullseye was right, much as he hated to admit it.

"I owe you for getting me out of S.H.I.E.L.D, but you know the only reason I got put in there was because of you. First you needed someone to rescue you from one of your girlfriend's baddies and the next was when you needed me to steal from them, even after you knew that if I got caught it was back in the slammer. I didn't complain or anything."

"Bullseye-"

"One thing I did that your girlfriend didn't: I never lied to you." The words felt like a stab in the chest, "From day one you knew what you were getting into, what I was like, but you didn't stop, did you? You asked for help and I gave it. Hell, just look at what we just did. You called for someone to watch your back and Castle and me were the first ones to ping back. Castle just wanted to kill people, and I'll admit I was looking forward to a bit of that myself, but I did want to make sure you were alright."

"...You done?" Peter muttered, mostly for lack of anything else to say. Bullseye sounded like he'd been practicing for this.

"Just wondering where your girlfriend is while we were making sure hospitals weren't getting bombed." Peter winced. He could've called Gwen for help, but a part of him knew he couldn't. Not with what he did. He didn't kill all of them, but with Gwen it was often all or nothing, "You know, cause I'm thinking maybe you just call me over when you need to do something you can't do in front of the great and famous Spider-Woman. Maybe you should stop lying to both of yourselves, Peter."

Hearing his name felt like a slap in the face. Peter's hands clenched in a brief moment of attempted calm before he growled and slammed Bullseye to the closest wall by the neck. He wanted to punch him in his smug fucking face, but his free hand refused to rise. _He's right_ , a traitorous part of his mind whispered, _You just don't want Gwen to see what you're really like._

They stayed that way for a few more seconds before Peter slammed his fist inches from Bullseye's head. The brick cracked and a jolt of pain shot up Peter's arm. He still hadn't healed from his previous injuries, "...Sorry." He released his grip and turned away with a sigh, "You're right. I've been taking you for granted. You didn't have to help me."

"We don't really _have_ to do anything but eat, sleep and shit our days away, kid." Bullseye laughed. He didn't apologize for the picture and Peter didn't expect him to. Guilt wasn't exactly in Bullseye's vocabulary, "So...wanna get a drink?"

"...Sure."

* * *

One hour later and he was carrying a practically unconscious Bullseye through the back rooms of the strip club. The clock told him it was a quarter past four in the morning, though that hardly mattered to a place that was open 24/7. He would've preferred a drink somewhere where he could be alone, but the promise of free drinks was too good to pass up. Being friends with the owner had its perks.

The owner's 'office' was nothing more than a desk, a computer and a couch in the far-off corner. Peter groaned and kicked the sofa bed into a better position before dropping Bullseye on top of it and sitting at the edge. His injuries still hurt, but he couldn't sleep. Not when he knew Jack was out there and the others were searching. He couldn't afford to stop.

Bullseye stirred behind him, "...Hey, you there?"

"Yeah..." He brought a hand through his face and didn't bother turning around.

Bullseye shifted in the bed till he faced the ceiling proper, "...You know, I'm not an idiot." Peter grunted to show he was listening, "The kid and Durand were right, you know? I know people hate me, that my old squadmates would be ashamed if they saw how I was like now." He laughed, the gesture surprisingly somber, "I'm goin' to Hell when I bite it."

"We all are, Bullseye." Matthew's comments cut deeper than he wanted to admit. He didn't remember any lakes of fire or chains, but he knew that he wasn't going somewhere good when all this was said and done.

"Hah, maybe..." He took a deep breath, "...I wanted to die, back there in Latveria."

"You're drunk."

"Guilty as charged." He laughed and trailed off into a hiccup, "But I'm not lyin'. When I saw my squadmates - my _friends_ \- laying on that ditch for the worms to feed on...I almost couldn't crawl outta there. Just close your eyes, I thought, you'll be joinin' em soon enough. You won't feel a thing..." He raised a hand and twisted it to and fro, "Then I remembered that asshole was still out there, eating on the sweet meats while his goons dug shallow graves, and I clawed my way outta there while my guts were hangin' out."

"...Sorry." Stupid thing to say, but it was better than keeping quiet.

"After I killed that guy...shit, that was it. I don't even know how I convinced myself to jump outta the window and run for the border. S.H.I.E.L.D called me a rogue agent, all my friends were dead...hell, wasn't exactly living the high life." He took a deep breath, "You know, I lied. I said you didn't do anything for me, kid, but you did. I would've blown my brains out if I hadn't met you."

"I didn't do anything, Bullseye. You're just desperate." A few scattered meetings and some nights drinking wasn't a life saved. Both him and Lana...they put way too much credit on his shoulders. He was hardly a hero, not like Gwen and Cindy and the rest of Captain Stars-and-Stripes' shiny group.

"If you say so."

Bullseye sat up and grabbed his shoulders, forcing him to turn. Peter's spider-sense was oddly silent as the older man grabbed the back of his head and pulled him close - so close that their mouths nearly crashed against each other. Peter smelled the booze in his breath and looked Bullseye in his bloodshot eyes, wondering if he actually planned to do something or it was just another attempt to unbalance him.

His question was answered when his mouth was pried open and a tongue pushed its way in. He tasted old tequila and various other liquors, though it was mercifully brief. Before he could push him off Bullseye separated and crashed back down on the bed, his eyes closed as he groaned. Either the booze was finally kicking like a mule or he was having a good dream. He hoped it was the former.

"Tch..." Peter wiped his mouth and spat, trying to get the taste out of his mouth. He didn't feel anything from the gesture, and he could only count his blessings that Bullseye wouldn't remember by the time the next day came.

...He needed another drink.

Peter stepped through the almost insides and let out a slow, frustrated breath when he saw Ben and May standing close to the bar like a pair of deer in the headlights, "How the f..." He shook his head; why should he have expected anything else?

Ben saw him first, "Peter!" he cried, though it was thankfully muffled by the loud music of someone asking for a 'cray cray' or something else stupid. Peter sighed and sat on the closest stool. The three of them stuck out - an elderly couple and a teenager with more injuries than sense - but no one turned to look. One advantage of being in a strip club: there were people paid to have the attention all on them.

He did his best to ignore the fact that at least some of them were dressed in barely-clothed facsimiles of Gwen, Bishop, Cindy and God only knew who else. From the kid's memories he knew that less than a decade ago those who liked Superheroes were seen as pathetic losers, but now it was the opposite. Suddenly not liking or hating them made you the freak.

And 'liking' had a lot of different definitions. People wanted a taste, and if it meant watching some sexed up blonde in a black and white bra and hoodie dancing on a pole to fulfill that fantasy then that was what they'd get.

He gestured for another glass of whiskey from the bartender before he turned to them, "Don't suppose you're gonna tell me how you knew I was here?"

"T-Teresa told us," May replied.

"I told her to protect you, not give directions." He took down half the whiskey as soon as he got it. Knowing Teresa, her apprentice was probably on the roof somewhere, "So...what do you two want?" He didn't have to worry about being overheard. The bartender could keep secrets, as Bullseye assured him, and no one else cared what they were talking about.

Besides, Jack already knew. Between him and Murdock he doubted the drunk asshole leering at tits would be any worse.

"What do we want?" Ben asked back incredulously, "We want you to come back home! Peter, we need to-"

"Jack knows who I am." That shut him up. Peter finished off the rest of his drink and slammed the glass on the counter, "Why do you think I asked Teresa to look out for you? Murdock's a devil, but I'll still be alive as long as he finds me funny. Jack isn't the same."

"W-We know, we saw the news." May stepped closer and put a hand on his left shoulder. He didn't shrug her off despite his initial instincts, "All those people dead..."

"Yeah, yeah, and I couldn't save them. Some hero I am, huh?" He smiled bitterly down at the plastic and gestured for another refill, "You know what happened, so why the plea? You want me to just leave this alone? Let that bastard kill again?"

"Why does it have to be you?" May asked, "There are other people who can handle this. Peter, you..." She let go of his shoulder and gasped softly when she saw his left hand, "Is that...duct tape?"

"Yeah...didn't have enough bandages." It wasn't exactly comfortable (or sanitary), but it kept the skin together well enough form him to move around, "Haven't had a chance to sleep yet. You'd be surprised how many idiots follow psychopaths around."

"This is what we're talking about," Ben said, "Why not just leave this to the police?"

"The police? From what I've seen most of the padfoots here couldn't tie their shoes if there wasn't some masked freak helping em." And then they'd shoot said freak for daring to help. He missed 'his' home more and more, "You know what would've happened if they showed up at the station while Jack was there? They would've gotten slaughtered, I'd bet my life on it."

"Then call Gwen!" May said, "She's been trying to call you for hours now, but you haven't answered. Why not her and the rest of the Avengers? They can-"

"I killed someone tonight."

It shouldn't have been a shock to them - they saw the news - but they were still struck dumb at the blunt confession. Peter finished the rest of the drink in one gulp and ignored the heat on his cheeks, "Jack isn't someone you can treat like the rest of the costumed idiots. I know what killing Kasady did to Gwen - she can't do the same thing again."

"So your solution is to just take this all on your own?" Ben asked.

"I'm sure she and her group are gonna be running around saving people, so I'm hardly on my own." Not mention the rest of his little group sans Lana, "Look, I get that you're worried, but this isn't the time. You want my advice? Go home, let Teresa protect you and keep the TV off. There isn't gonna be any good news any time soon."

"...You're killing yourself, son." Peter mouth twitched and he said nothing, "All these...things you're doing, the wounds piling up. You're going to die. Do you get that?"

"Wouldn't be the first time." May gasped at the poor barb, "...What do you want me to say? I've got no clue who I am and I don't exactly have much of a plan for the future. I'm a half-cocked vigilante that's in over his head and the only reason I'm alive is because of luck and Matt deciding it's not funny enough to kill me just yet. I'm a dead man walking...sooner you two get that the easier it'll be."

"Is that why you're doing this? Throwing yourself into this...insanity?" Ben asked.

"Better than pretending." He got a buzz on his Phone. That would've been Winters; time to wake Bullseye up, "Go home, lock every door and window, and don't turn on your television. One way or another this'll end in a few days."

"Peter-"

"Leave."

It was probably best if they didn't see their son die again.

* * *

"For God's sake, George, I'm fine!"

Gwen felt conflicted watching her dad and Kate (who wasn't doing so hot herself) fuss over the couchridden Jessica. Normally she would've found the sight endearing, funny even, but right now all she could think of were her various worries. Was the baby alright? Was Evil Cindy in prison by now?

Was Peter alright?

Jessica said only her head took a beating and she got a call from Cap confirming that Moon was most definitely getting fitted for her jumpsuit, but she still felt paranoid. What if Jessica took a knock somewhere she didn't realize? What if the S.H.I.E.L.D facility suddenly had a breakdown and all the prisoners escaped? It wouldn't have been the shittiest thing that happened just today.

"Fuck..." She stood and made her way to the small kitchen. Her apartment definitely felt crowded with her parents, MJ, Jess and Kate here, but somehow she still had enough room to be alone. Gwen poured herself a cup of day old 'hot' chocolate and sipped it slowly. Peter was still a no-show, though there were some rumors online about a Lantern gang hideout being raided and some of the members being killed.

Somehow the last part barely even registered, even though she knew it should've.

She replayed the shaky video over and over while she waited for Jess to wake up. It'd been in poor quality - mostly because a guy across the station on a roof was the one doing the recording - but she definitely saw Peter take down a dozen of those...murderers. There was nothing else to call them. They enjoyed what they did, laughed as people begged and cried for their lives.

 _Just like Kasady..._

Shaking her head, she took another sip of her drink as her mom stepped into the room. The older Stacy threw her a weak smile and sat across from her, "Hey, kiddo. Got anymore of that?"

"Sure."

Gwen got another cup and offered it to her. Her mom took one sip and coughed, "So...lukewarm chocolate, huh?"

"Yeah. Just another new thing." Gwen shrugged.

"Alright, now I know that's bullshit." She looked down at the cup and tapped the edge of the ceramic, "...You okay?"

"Me? I think I should be asking _you_ that." Gwen frowned, "First you come back after ten years, then there's the thing with Jess and now..." Now her life was in that bastard Murdock's hands. _A devil_ , she reminded herself, "God...this is such a fucking mess, mom. I'm sorr-"

"Don't you dare apologize, Gwnedolyne," her mom said, surprisingly stern, "This isn't your fault, and it isn't Peter's either, despite what your dad said - he was just scared and looking for someone to blame." All of them were, though at least Gwen knew who was pulling the strings. It just made it sting even more that she couldn't do anything about it.

"Yeah..." Gwen lowered her cup and held it with both hands, "...I dunno what to do, mom. When I first put on the mask all I cared about was having fun. I didn't wanna rob banks or anything, but I didn't go out of my way to stop crime either. After Peter died...I just wanted to make up for it and let the guilt do all the thinking. It didn't matter if I was wrecking my life and my friends were getting tired of my excuses; I just wanted to..." To forgive herself.

"I get it. You wanna save everyone at once - you got that from your father." Her next smile was warm. It only made the furrowing knot in Gwen's stomach worse, "Maybe I'm just talking out of my butt here, but...you don't have to carry the weight of the world on your shoulders; even if you do have super strength." Gwen laughed weakly, "Let others carry the load, Gwen. No man is an island and all that jazz."

"Yeah, it's just..." She paused, considering her next words, "I didn't earn these powers. The spider bit me by chance and Webster sacrificed itself for my sake. So I've got all this power I did nothing to get and...what? I feel like I should be doing more. Cap doesn't have powers and she's saving the world, and here I am just swinging around stopping the same people in costume over and over. People keep telling me I can do so much more, and I want to, but I like being near the ground saving people. Is that wrong?"

"Don't forget that you're still _human_. It doesn't matter if you can stick to walls or lift cars, you're still Gwen Stacy, and don't let anyone else tell you what you 'should' do." Her mom reached both hands out and pressed them against the cup, "I told you when you were just a kid to do what you thought was right. When I was younger my parents told me to go to law school, get a good career and marry a set for life family friend. They had it all planned out. Know what I did instead?"

"What?"

"I ran away from home." Gwen wasn't that surprised; it at least explained why the Carmichael side of the family was never present, "I got into a band and we started playing at rallies and protests...and that's where I met up with a dashing cop who was there to keep the peace."

"You two met at a rally?" She'd never actually asked how they met. First dates? Sure. Embarrassing family stories? Definitely. But her mother died when she was too young to care about that and she felt awkward asking her dad after she was gone.

"A peace rally, so it wasn't as exciting as you might think, but yeah." Her mom grinned, "And to think, if I just followed along with what my parents wanted I wouldn't have met George, Gwen Stacy wouldn't have been born, and the world would be deprived of the amazingness of Spider-Woman."

"And you wouldn't be here right now." With that monster playing a game with her and Peter's lives.

"Yeah...but I still think I made the right choice." Her hands squeezed hers, "I won't lie, Gwen: I'm scared. I just came back, but..." She took a deep breath, "If it comes down to me or Peter, I think the choice is obvious."

"Mom-"

"I know it's hard, but..." She shook her head, "I've lived a good life, Gwen. It was cut short, I won't deny that, but I had George and you and the both of you were there for my final days. I died happy. Peter...he's just living his life. I don't know if he's really little Peter or not, but doesn't he deserve a chance for all the things I had? You love each other, and I want you both to be happy. It's what any good parent would."

"I..." Gwen shut her eyes, but it did little to stem the fresh tears, "I don't want to lose either of you. I lost you both once and it was two of the most painful things I've ever had to go through. I don't want to go back to that."

"I know, sweetie, but sometimes we just have to make do." Her mom stood and kissed her on the forehead, "Right now the city needs Spider-Woman. I saw the news - Peter needs your help, even if he doesn't admit it. Me and George'll hold down the fort here, okay? Go do what you do best."

"I...I don't even know where he is."

"I might be able to help with that." Gwen jumped at the new voice. Looking back, she found Kate with her hands raised and an apologetic look on her face, "Sorry about listening in. I was looking for some frozen peas for the bump and, well..."

"I-It's alright." She was done being embarrassed, "What were you saying?"

"Uh, right, well this might be some help." Kate fished through the pockets of her costume and pulled out the Prioricard, "Since I'm pretty sure I'm the only one that actually read through the futzing instruction manual, I'm guessing you have no idea that we can track each other with these. Helps if one of us gets captured or gets lost in the mall or something. MJ told me Spinerette went to go help Spider-Man, so..."

"You think we can track her down?"

"If she still has the card on her? Definitely." She put it back in her pocket, "If we're going, though, then I need some painkillers. And you're going to have to teach MJ how to swing...by the way, thanks for the heads up on the Carnage thing. Real appreciate being kept in the loop." Kate rolled her eyes.

"Uh...neither of you two are coming. You're injured and MJ-"

"Isn't taking no for an answer, Gwencent," MJ interrupted, slipping past Kate on the door. Apparently privacy was now non-existent here, "Look, I know I messed up back there, but I'm not just sitting here...'sides, if the news is accurate then I don't think sitting still's a good idea."

"But-"

"Look, we can sit here arguing or we can skip to the part where you agree and we go fight Spinerette your choice." Gwen closed her mouth, opened it, and then closed it again, "I'll take that as 'skipping the argument'. Just let me change into my costume."

The Prioricard led them to a condemned building on the far edge of town, away from any of the usual traffic and bustle of New York. Cap, Wasp and She-Hulk were already there by the time she arrived, which was both a relief and a cause for worry. Last she checked neither of the two groups got along that well, and somehow she doubted some mad bomber running around the city would change that.

"Good, you're all here." Cap's eyes lingered on Mary Jane for a moment, "Ms. Watson...I wasn't aware you were using the symbiote proactively."

"Yeah, I'm kinda new at this..." Her costume was still torn. Evidently she still hadn't learned how to make new stuff on her own, "Look, I know we haven't done any testing yet, but-"

"You'll be fine, Mary Jane," Wasp said, "So long as you follow the treatment plan then you should be stable."

"So what are we doing here?" She-Hulk asked, "I was just told to come here without much warning."

"Right, well..." Gwen licked her lips. She had to explain this delicately, "So...Spinerette's helping out Spider-Man in stopping that crazy Jack-o-Lantern asshole and we - Kate and me - figured that it would go a bit better if the Avengers were there to...you know, help them avenge?"

She-Hulk's instant scowl wasn't a good sign, "You want us to work with those murderers? They're crazy!"

"We don't have much room for high ground considering we're keeping S.H.I.E.L.D's secrets, Jen." Wasp threw a deliberate glance Cap's way, which the senior Avenger ignored, "I'm fine with the idea. Desperate times call for desperate measures, and we can reduce collateral damage if need be."

"Agreed, so long as we're not public with the cooperation," Cap said, "The Avengers as a group don't have enough clout to break the laws flagrantly."

"I still think this is crazy...but I'll follow, for now," She-Hulk said.

Making their way up and finding the right floor was easy; it was everything else that came afterwards that made it hard. Gwen saw them first: the entire group except Lana huddled around a bunch of crates used as a makeshift table. At the front was Norah, who was tapping a stack of folders and saying something she couldn't make out, and a short distance away was Cindy, dressed in a thin white jacket and a pair of black and red pants, boots and gloves in lieu of her usual costume.

Norah caught them first. Her eyes widened and, before she could say anything, the rest of the group dropped into action, either pointing weapons or lowering themselves into battle positions. The rest of the Avengers followed suit and soon enough they were caught in a staredown until-

"...Spider-Woman." Peter lowered his gun and let out a frustrated breath. He looked terrible, "..What are you all doing here?"

"We...came to offer help."

Cindy was the next to speak, "I told you not to-"

"Spinerette, you have some explaining to do," Cap interrupted. Even from behind her scarf her cringing was clear as day, "But right now we need to focus. A madman's loose out there and we have to stop him."

Castle scowled, "None us asked for your..."

At that point Gwen just tuned the argument out. This was off to a _great_ start...

* * *

 **This chapter was longer than usual. I probably could've cut away Spider-Man and Shadowcat's segment, but I wanted to get it out of the way first for later. Gwen's segment was also supposed to be cut, but I didn't want to leave off with just Peter angsting.**

 **Still, I wonder what Spider-Man's gonna pick, cause I'm sure it's such a hard choice for him -_- All the same, gotta give Shadowcat credit for not dicking around and just flat out telling the guy she likes him - it took Gwen and Peter months to get to this point and even more to get to kissing. This girl knows what she wants.**

 **Anyway, the Avengers are involved now. Don't worry, it's not gonna turn into his giant mosh pit. The arc will still be mainly character focused, especially for Noir and his relationship with Bullseye, Gwen and possibly Cindy as well. On the bonus side we do get to see some of the Avengers and Defenders interacting, which is...not pretty. At least Wasp and Moon Knight get along...**

 **Questions:**

 **1\. Tying back into the previous question, just how badly does it reflect on Peter that he's allies with Bullseye and Punisher? Bullseye himself calls Peter out on it when he tries to act put-off, noting that he never lied about his behavior and yet Peter chose to keep him close.**

 **2\. Does Gwen come across as too clingy or overprotective of Peter? While she does have her reasons, it contradicts her complaints about 616 being overprotective of her in canon. A friend pointed out that it came across as her being overly patronizing since, damsel moments aside, Peter can generally take care of himself competently even against baddies that should be insta-smearing him.**

 **He also said Gwen had some Yandere traits/inclinations, especially with Venom attached to her, but I'm guessing he was kidding about that...I hope.**

 **Review Answers:**

 **Titan616 - Matt likely doesn't care so much as long as Jack doesn't kill Peter. Then he'd be pretty annoyed. Also, Peter breaking up is less his fault and more due to Gwen ragging about his killing people and Matt playing serial cockblocker. That and Gwen would be way too overprotective and prone to micro-managing your morals...**

 **Krolikson - I wrote way to many side characters :/ And I have to disagree on Gwen being the better catch, at least for me. Too much emotion, not enough logic.**

 **KasugaRomio - Noir Wolverine is not a fun guy to be around and he has no daughter. That and Spider-Man doesn't care about being rich. Also, kicking _Gwen_ around? Have you seen Noir's segments? I'm an equal opportunity kicker. **


	117. Slipping on the Edge

**Finished Dad of Boi, and it definitely gave me some Logan/The Last of Us vibes. Another reviewer also made me wonder if I could apply a similar dynamic to Spider-Man and Laura, though that kinda turns on its head given that Laura's more liable to randomly kill people with no remorse than Spider-Man is.**

 **Anyway, I did this chapter over the course of a few hours, so hopefully it's alright. I originally planned for there to be more action, but from what I've gathered people are reading this more for character interactions anyway so I decided to cut out the needless bits. I'm sorry if that disappoints a few people, but I wanna finish up this arc.**

 **With any luck the next chapter will be the last for this arc. Definitely looking forward to it since it has more lasting impact than most other arcs in the story.**

* * *

This really wasn't how Gwen wanted all this to go.

When she saw Castle the first time her first impression of the man was 'obsessed', quickly followed by 'stalker'. The guy figured out her identity and he spent weeks following her, which her spider-sense only decided to vaguely warn her about. When he tried to arrest her after her fight with Vulture she couldn't blame him - wasn't like the rest of the boys in blue gave her a break - but after he decided her dad and home were free rein there was no looking back.

It took all she had not to beat the crap out of him and dump his psychotic butt on the police station when she met up with him again all those months ago. Only Peter's arguments about his family being kidnapped held her off, and even then she felt more sorry for them than for him - the fact that he used his second lease on life to go on nightly killing sprees didn't help. As far as she was concerned he belonged in a padded cell.

The rest of Peter's 'friends' weren't much better. Lana and even Moon Knight she kinda got, even if the latter worshiping the moon weirded the crap out of her, but there was no love lost between her and the last two members. Looking back on it, maybe she wouldn't have stopped Felicia, knowing what she did now, but that Bullseye guy could go straight to hell. He deserved a padded cell right next to Castle.

So yeah...poor first impressions all around, and right now Gwen got the feeling that sentiment was shared by everyone in the group. The Defenders (defending what, exactly?) stood around on one side of the table, all of them in obvious states of fatigue. None of them looked like they'd gotten any sleep since the bombing two nights ago, which she knew was true for at least Peter - he would've healed his wounds if he took a nap.

At the other side was them. The Avengers, though right now it sounded pretentious calling themselves that. Kate and Wasp at least seemed to make an effort to look over the files, but Cap kept one eye on the other group while She-Hulk spent most of her time in glaring matches with Castle and Bullseye, who seemed not at all intimidated by the amazon who could break their bones by flicking them.

And in the center was Norah, MJ and Cindy, who were just trying to ignore the obvious tension in the air.

"Uh...alright." Norah coughed and rearranged the files quickly, "Well, we didn't actually start that much yet, which is a good thing for our new...guests." None of them said a word. Norah coughed again, "Uh, okay, so...from what I managed to gather, there's a new gang in town. They call themselves the Lanterns. Word on the street is they've been gathering members for months, but it really hit off after the Times Square Massacre."

Gwen winced. She hated being reminded of it, "So this Jack-o-Lantern guy, he's still..."

"Alive," Cindy replied, voice clipped, "I still don't get how. That guy was kicked into a vat of acid."

"Some people just cheat death, Cin." Peter muttered. His mask was off - as were the rest of the Defenders' - and his injuries were clear for all to see. The upper right half of his face was covered by a bandage and there was a dried patch of blood on the side of his neck barely covered with cloth and tape. She wanted to drag him to a hospital, "Doesn't matter how he's here now, just that he's running around bombing train stations."

"And not just that." Felicia sighed. There were tears on the leather on her arms and the disheveled hair and bloodshot eyes promised irritation, "There was a hospital that nearly had a grenade thrown in the lobby. I'm surprised S.H.I.E.L.D isn't on this."

"Marching through the streets in formation won't solve this problem, Ms. Hardy," Cap said, "Regardless, the information gathered here is impressive. You took this all in a day?" she asked Norah.

"Yeah, well...never underestimate a journalist." Norah shrugged weakly. It was obvious that she was weirded out being in a room full of so many masks, "And, well, I got some help. Karen Page gave out a lot of stuff."

"Karen Page?" Moon Knight asked. He looked...different than what Gwen expected - more Bruce Wayne than The Shadow. Unlike everyone else he seemed to be fine apart from some light cuts on the sides of his costume, "I am surprised the Angeltouched would aid us in this. It does not coincide with her goals."

"Angeltouched? What does...never mind." Peter sighed in frustration and looked back down at the files, "You were saying, Summers?"

"Right..." She took a deep breath and tapped the five files, "Well, I tried to gather some info on that Jack-o-Lantern guy, but nothing came up. Guy's an enigma - no name, no parents, birthday...don't even know if he's really a guy. All I have are scattered images of him appearing in some countries like Symkaria or Norsvekistan apparently aiding in terror attacks."

"His boss was tied to selling weapons and...'testing' them on the populace," Cindy said, disgusted, "Not surprised there."

"Yeah, well, that's all I got. The rest of his merry crew, however..." Norah took a deep breath, "They're all pieces of work."

"Enough with the suspense already," Kate said.

"Sor- _ry_." Norah rolled her eyes, "Alright, so this Lantern guy has five people on his little band of maniacs; the guys who aren't just there to act as his glorified fanclub. The first one here is a guy named Marcus Lyman, but he calls himself Massacre."

Gwen desperately wanted to make a joke about edgy 14 year olds, but the picture in the file made her mouth dry. The shot wasn't the best quality, but the image of of a guy with a metal plate on the left side of his forehead and guns in his hands surrounded by a dozen dead kids didn't need to be in HD to get the point across, "...Who is this guy?" Gwen asked, her voice coming out in a snarl.

"Marcus Lyman, a former Wall Street banker. He and his wife got caught up in an attack after an irate client decided bombing was the way to go and get revenge. Wife died and Marcus ended up with shrapnel in his brain, meaning he doesn't feel anything," Norah said, "Footage caught him leading a bunch of Lanterns last night in gunning down people at a department store. Twenty dead and even more wounded."

"Shit..." MJ gasped. Gwen regretted letting her on even more.

"Who's the next one?" Peter asked.

"Karla Sofen, alias Moonstone." The woman in the file was an older blond covered in yellow energy wearing a skintight white outfit. Gwen's first thought was Superhero, but that idea was quickly extinguished, "A former psychologist, she was disbarred after people found out she was driving depressed patients into suicide, essentially just for kicks. She has powers including flight and shooting light beams, if you can believe it. Dunno why she's working with these guys, but I'm guessing she doesn't need much reason."

"S.H.I.E.L.D knows who she is. She's made sporadic appearances in and out the country." Cap said.

"Of course they know. Looking for new recruits? Or were you planning to include her in your hitsquad?" Bullseye said.

Whatever neutrality remained in the room was immediately extinguished. Cap looked up and glared at Bullseye, who only continued to grin back in response. She thought for sure Cap would say something, but She-Hulk beat her to the (thankfully not literal) punch, "It's funny, hearing moral outrage from a serial killer." She-Hulk said, her lips pursed in distaste.

"Least I don't pretend, She-Man." Bullseye laughed, "I'm a killer, I admit it. I don't call myself a hero while working with terrorists."

"...He has a point," Wasp muttered, obviously frustrated.

"No, he doesn't," She-Hulk shot back, "We aren't responsible for what S.H.I.E.L.D did and we helped stop that monster from destroying the city."

"Sure aren't in a rush to go to the press about what happened, though," Bullseye said, "I mean maybe it's just me, but that seems real funny considering they blamed someone else for that 'little' hiccup. But hey, anything for the Avengers, right?"

Cap was the next to respond, "What happened was a tragedy, Mr. Crest, but this is-"

"For the greater good, right?" Bullseye said, voice dripping with barely restrained hate, "See, you know what I love about that argument? It's so easy to to use that for anything. I mean Castle kills about a dozen people a night, but hey, all for the greater good, right?"

"That's different," She-Hulk said, "I won't deny that S.H.I.E.L.D has a lot to answer for, but you act like it's an excuse to murder people just because you 'admit it'."

"At least we're doing something." Castle said, much to Gwen's surprise. She expected him to keep quiet throughout the entire meeting, "You go on your shows and denounce all of us as murderers, but do you even know what it's like? You and Spider-Woman, you act like killing is so beneath you, but that's only because you're both freaks who can afford to. Try making that argument when you're staring down the barrel of a gun and the bullet won't just bounce off."

"Oh, I'm getting a lecture on morality from a mass murderer? That's just great." She-Hulk smiled sardonically, "You aren't the victim here, Castle. You go out of your way to find people to kill. The only reason you're staring down the barrel of a gun is because you're goading people to aim."

"So what? You think your way is better? Making a show of yourself on a stage so you can give to charities that change nothing?" Castle scoffed.

"It's better than what you do, shooting kids who can barely hold guns."

"Those 'kids' you're talking about are grown men who'll shoot you without hesitating. I've seen them do it." Castle shook his head, "But I guess I can't expect you to understand from that pedestal of yours."

"Don't act like you're a hero, Castle. You're not; you're just a murderer."

"And you're barely even human, freak."

"You son of a-"

"Alright, enough!" Cindy's scream made her jump. She never heard the other Spider sound so angry, "What the fuck is this? Right now there's a madman out there who's bombing people and you guys can't even stop the pissing match for one minute?" She-Hulk looked like she wanted to say something, but she recoiled at the force of the glare, "I can't fucking believe this! Ever heard of priorities?"

"Spinere-"

"No, don't bother explaining." She threw up her arms in frustration and groaned, "See, this is why I didn't want to bring you guys together - I _knew_ this was going to happen." She looked at all of them quickly, "Look, you guys don't wanna get along? Then get the fuck out. Anyone here who can't get their shit straight and realize what actually _matters_ is just a goddamn liability. Anyone that knows what's important just shut up and let Winters finish."

Well...that shut them all up. Castle, She-Hulk and Bullseye looked like they wanted to say something else, but they all bit their tongues and nodded. Gwen had to agree with her. There was definitely no love lost between them and her, but there was bigger fish to fry.

"Wow, um..." Norah looked down at the files again, "Well, um, alright, well...the next guy is someone calling himself Mandrill." The guy in the picture was grotesque. Skin as black as charcoal with patches of brown fur all across his body and a misshapen face that resembled a monkey, "This guy's a bit of an odd man out. He's not a murderer, but...uh, he's..."

"He's a rapist," Kate finished, "I know this guy, ran into him on a mission in Indonesia. He has pheromones that lets him control women into doing whatever he wants. Good news is that he's not much of a fighter, so taking him down isn't that difficult. Just make sure to wear earplugs."

"Earplugs? Really? This guy sounds like a bad Goosebumps villain." Cindy scoffed.

"But why would he join this madman's gang?" Wasp asked, "If what you say is true then it doesn't fit his M.O."

"Maybe he's just a sick _connard,_ " Felicia said. Gwen wondered idly why she was even involved. From what Peter told her all she cared about was Murdock, "It matters little. If he's here then he's a target."

"Going past baboon man," Norah said, "The next one's a guy by the name of Kain Marko, but in certain circles he's known as the Juggernaut." The guy's picture was definitely intimidating. Seven feet tall easy and muscles bigger than Gwen's head, "Info says he was a former patient in Ravencroft that got away about the same time as that Kasady guy did. Pictures show this guy's strong...and I mean 'pick up a car and throw it to outer space' strong."

"I know this man," Moon Knight said, "He attempted to take the power of Cyttorak for himself. It ended badly and fractured his mind; and now he's nothing more than a simpleton that you can use as an attack dog."

"Cyttorak?" MJ asked, "Is that like H.Y.D.R.A?"

"No, Cyttorak is a god. Inertia and force. Nothing can stop him, at least not normally."

"A...god?" She-Hulk asked, "You're telling me this guy's being powered by a god? That's impossible."

"Says the radioactive woman who's not dying from cancer or radiation poisoning." Peter scoffed and met Gwen's eyes briefly before he quickly looked away, "How do we stop him?"

"If he's as unstoppable as you say, maybe shrinking him down will work?" Wasp said, "Normally shrinking without proper precautions is a risk, but..."

"No. Mass does not matter to Cyttorak." Moon Knight frowned, "The only option I see here is to dispel Cyttorak's enchantments upon Marko. Despite appearances Cyttorak is not evil, no more than inertia or force could actually be. If I can convince him then Marko will be rendered powerless." He looked to She-Hulk and Wasp, "I will need the aid of you both, if possible."

"Is there anyone else?" MJ asked.

"Last one." Norah tapped the next file, "This guy's a piece of work like Lyman. Ebenezer Laughton, calls himself Scarecrow." The guy in the image lived up to his namesake, at least. The green costume, burlap sack and scythe definitely turned heads no matter where you went, "He's a serial killer and he's been spotted all over America from Las Vegas to Cleveland to Wisconsin. His M.O is sewing people together and...well, I'd rather not explain it." She grimaced, "Images shows that he's stronger than normal and the rare survivors mention him...inducing fear of some kind. Maybe pheromones like Mandrill?"

"Another one?" She-Hulk scowled. She'd been doing that a lot lately, "Where are these psychopaths coming from?"

"They've always been here, Greenie." Bullseye grinned, "But I guess it's hard to see the dirt from that fancy penthouse of yours."

"Shut it, Bullseye. This isn't the time." Peter picked up Laughton's file and looked down at it through narrowed eyes, "I doubt this guy knows anything, but him and Lyman are priorities. We need to deal with them ASAP."

"I'll go with-"

"No," Peter said, cutting Gwen off. She was getting irritated by how many times she'd heard that over the past couple of days, "Me and Bullseye will deal with him. You work on Sofen. None of us here can fly, so you're better fit for it."

"Peter-"

"Not now." Even with just one visible eye his look left no room for argument, "...Look, we have a lot to talk about, but this isn't the time or place. Not while Jack's still out there."

"Wow...drama much?" Bullseye cut in. Gwen wanted to throw him off the building, "Right, as interesting as it is to see the sexual tension drip, we do gotta figure out where to meet after this."

"Why not just meet back here?" Kate asked.

"Because this place was supposed to be secure and anonymous, and the Avengers showing up means that neither of those can be counted on anymore," Castle said, a frown on his face, "We need to find another place."

"I'm guessin' one of your safehouses is out?" Peter asked, getting a flat look in response, "Right, nevermind. Just...let's meet up at Bullseye's strip club."

"...You own a strip club?" Norah asked, an eyebrow raised.

"Best there is this side of Hell's Kitchen," Bullseye said proudly. Gwen rolled her eyes; the idea of Peter meeting up with those guys in a strip club was more than a little annoying, though she had too many other things on her mind to think much of it, "Although, something tells me that Commander Fifty States and Big Green showing up is gonna get a lot of attention."

"Right..." Cap pursed her lips, "When we meet up it'll have to be masks off. Most of our identities are public knowledge anyway, and I find it doubtful any of you will go to the press given your status."

"Uh...some of us do have secret identities, Cap," Kate said.

"Not you, Katherine Bishop," Felicia said, her lips curled in a slight smile, "Not since the events of a night prior, at least."

"...Damn, I was hoping no one would catch that. Futz." Kate clicked her tongue, "I'll worry later. Spider-Woman and Spinerette still count, though."

"Assuming a certain terrorist leader's mugshot isn't on public news, you mean," Cindy said glumly, "Look, I don't care if everyone here knows who I am. Could we just set a rendezvous point? We're kinda wasting time here and we should start checking the last known sightings in the intel files."

"Yeah...I'm still kinda hoping to keep my face anonymous." Gwen said softly. Granted, Castle and Felicia already knew...

"Your symbiote should allow you to change your features, as will Scarlet Spider's," Cap said, "Regardless, grab a file and split up. We'll rendezvous at the address within 24 hours time. If you have a spare cellphone then hand out your numbers as well. As Spinerette said, we don't have to get along, but our goals currently align." She paused, "If possible, take them alive. They may have intelligence that could prove useful."

"And, you know, a jail cell." Kate grinned weakly, "But, I thought we shouldn't have public correspondence?"

"We have little choice. In the case of Cain Marko, for one, none of us have any sufficient knowledge of this Cyttorak to counteract him. We'll take a hit in reputation, but the situation is severe enough to warrant it."

"Wow...this is huge." MJ shook her head and let out a shaky breath, "But, um...no offense, but how were the six of you planning to fight these guys without the Avengers? I mean only Tig- um, Spider-Man and Spinerette have powers."

"We don't all need special gifts, Scarlet Spider." There was something teasing in Felicia's expression.

"Yeah...of course."

They separated into their own little groups after that. Peter and Bullseye(ugh...) on one corner with Laughton's file; Moon Knight, Wasp and She-Hulk with the Juggernaut dude; Kate and Felicia with the overgrown chimpanzee; Castle and Cap had the murderer with the edgy 14 year old name; and finally her, Cindy and MJ with the psycho psychologist. She would've preferred leaving MJ out, but that wasn't really an option right now.

"So you're a hero now?" Norah asked as soon as she sat down. MJ jumped up in her seat, the eyes of her costume comically wide. Was she doing that on purpose? "Whatever happened to 'I just wanna control this thing and not have it scream in my head'?"

"Plans change." Yeah, like the long lost sister of your resurrected best friend telling another one of your best friends the future. Gwen put a hand on MJ's shoulder and squeezed, "Look, don't make a big deal out of this, alright? My past two outings weren't so great and I'm hoping that this one ends up better."

"Not make a big deal? I'm a journalist in the same room as both the Defenders and the Avengers and I can't talk about any of this." Norah rolled her eyes, "If anyone at the Bugle or my family realized what I'm doing right now they'd be shitting bricks. Bet it'd shut my mom up about me not doing anything with my career, at least."

"Huh..." Gwen blinked. She had no idea how long Norah had been keeping everything secret, but she appreciated it, "Well...want an interview when this is done?"

"Really? You better not be just screwing with me here, cause that'd be really-"

"Out of topic," Cindy cut in, "Look, we need to deal with this Moonstone chick. Could you narrow down her location a bit more? From what I read up she's a bit more subtle than the rest of these guys. Less mass murder and harem kingdom and more 'use the chaos to commit some actual profitable crimes' kinda thing. Her M.O says that she likes to steal priceless stuff, mostly jewels and paintings. Anything like that come up recently?

"Well...I do know some places." Norah quickly brought up a map on her phone and marked a few locations, "These places fit her M.O. the most." A museum, a jewelry exhibit...cliche, but at least it made it simple.

"So we'll patrol these areas in a route," Gwen said, circling her finger over the map, "But what if she sees us swinging around and bugs out?"

"Hmm, good point..." Cindy furrowed her brows, "Hmm, maybe we try to be more subtle? I guess we can walk around with the crowd, hide in plain sight or whatever. If we see any signs then we can put on our suits and go."

"Should we really be focusing on a thief? Aren't there more things to worry about?"

"This 'thief' is a killer too, MJ," Norah said, "Don't let the lightshow and skintight suit fool you; she's rotten to the core."

Planning passed by quicker than Gwen thought it would. They'd narrowed down the locations to at least four venues, which was hardly ideal, but at least it was something. The others seemed to have the same amount of luck; even Castle and Cap, much to her surprise. Last she checked those two got along like a house on fire, especially since Cap had a bit of a dislike for mercenaries, ex or otherwise.

"Right, me and Norah will transfer some files over," Cindy said, "Hold up a bit, alright?"

Gwen waved them off and looked around the location again. Kate, Felicia, Cap and Castle already left, leaving just three groups in the decrepit building. Her attention was immediately drawn to Peter and Bullseye discussing something she couldn't make out, "...Damn it." She shook her head and turned her attention to the other threesome. She had to focus.

If there was one thing she didn't expect to see, it was seeing both Wasp and Moon Knight smiling at one another in a way that wasn't threatening or sarcastic. She-Hulk still seemed reluctant, but the pair paid him no mind and continued their talk, "Wow...those two get along."

"That's no surprise." She snapped her head back and found Peter standing close behind her, his arms crossed. She hated it when he did that.

"Wh-What do you mean?"

"Apparently Spector - or one of his other voices - is the father of her waspling."

Gwen looked up at him blankly, just waiting for the 'just kidding!' that would never come. Peter wasn't one for jokes, but this seemed... "...What? That just... _what_?" Hope's dad was freaking _Moon Knight_?

"Don't ask me. I don't know much, either." He shrugged and sat at Cindy's vacated seat, "Truth be told I had my doubts, but..." He gestured to the pair, "See for yourself. Least it explains why Lockley's out of his box."

"Where'd that Bullseye guy go?" MJ asked before Gwen could stutter out another response, "He was just here."

"He's setting up." He looked down and sighed, "Laughton's well-known for using his victims to evade the police. Most of the ones he sews together are already dead, but the rest..." He scowled, "Well, breathing isn't lucky for em. I got some info that he's held an entire theatre hostage. I ain't got enough in me to sneak inside, so I'm gonna use myself as bait while Bullseye disables his bombs."

"B-Bait?!" Gwen practically screamed. She wasn't a stranger to being a diversion, but not when it came to insane serial killers, "Are you sure-"

"Not much choice," Peter said, "...Look, I know you don't need to hear this from me, but be careful with Sofen. Supervillains aren't new for you, but..." He paused, considering his next words, "After what happened with Kasady-"

"I'll be fine." She wished she was more confident when she said it, " _You_ be careful, alright? You look like..."

"Absolute hell, I know. Haven't gotten any sleep." Again, the temptation to drag him to a hospital or web him to a bed till he spent the next two days sleeping increased. The duct tape on his hands wasn't doing him any favors.

"Yeah..." A sudden question lit up at the back of her head, "...Wait, you said you 'got some info'. From who? Those files?"

"Not...exactly, but his information's good."

A soft, traitorous voice whispered at the back of her mind, _You know who it is._ "...Who is it?" Peter didn't say anything and looked away. Gwen grabbed his wrist, "Peter...don't tell me it's-"

"It's Matt." He shook her grip off and let out a soft breath, "Look, I know that-"

"Then why are you doing this?!" she hissed, "You know what that... _monster's_ doing, and you're getting information from him?! Why?! How do you know he's not leading you to a trap?!"

"Because he wants me alive. That's the only reason I'm still breathing." He balled his hands into shaky fists, "...Look, just worry about Sofen. Me and Bullseye will be fine and we'll meet up in 24 hours."

"Peter this isn't-"

"Trust me."

He leaned forward and kissed her, soft and quick. It felt odd at first, feeling his lips through the mask, but the symbiote quickly peeled back and let their skins touch. The contact only lasted for two more seconds before he separated and left, leaving her with no one but MJ, who just looked at her awkwardly.

It was only minutes later when she realized he'd completely tricked her.

* * *

The first thing Peter woke up to was the sound of chains.

"Mmghh..." Shaking himself awake, Peter looked around through blurry eyes and found himself suspended in the air by his wrists, "...Great." He shook the chains and winced at the dull ache that spread down his arms. Enhanced strength or not, the wounds were piling up and gravity was a cruel mistress. The taste of blood on his tongue wasn't a good sign either.

Looking down, he saw the old and practically decrepit stage hanging fifteen feet below. Ahead of him were at least twenty men and women, all of them chained to the seats by their wrists with beeping collars on their neck and sacks covering their heads. The reason he couldn't just sneak in - Laughton had the annoying habit of pulling dead man switches. He could only hope Bullseye pulled off that jammer.

Their cries and whimpers just made him want to shove that scythe up Laughton's-

"Oh, it seems our special guest is awake!" He turned his gaze to the source of the voice and grimaced. A few months ago Laughton might've been new, but now all he thought of was Carter and Jack and every other costumed psychopath in this madhouse. He wasn't even that unique - just a petty man who thought he deserved more like that bastard Frost. If there was one thing he could thank Jack for, it was killing that waste of skin.

Peter didn't say anything. No point in indulging the madman.

"Not going to say anything?" Laughton's voice was so raspy that Peter almost laughed. He couldn't tell if the bastard's throat was really shot or he thought sounding like nails on a chalkboard was actually intimidating, "I'm disappointed. Jack-o-Lantern described you in such glowing terms, and yet you fall into such an obvious trap! Where's the challenge? The struggle?"

Again, he didn't say anything.

"I didn't think I'd get a mute." His voice dipped even lower (if that was even possible) and he turned to the audience, "What do you say, folks? Maybe we should get to the main event?"

"...Fine." The one word came out in a barely restrained growl. The Lizard was getting louder. _Kill him, who cared if the people died? This city didn't deserve anything from him_ , "Why the collars? This isn't your usual M.O, Laughton-"

"It's Scarecrow!" Peter glared down at him. He didn't have his mask, but that didn't mean he'd let the bastard pretend he could scare him, "And, honestly, the answer to that question is obvious: the old method had gotten boring." He sighed theatrically, "Do you have any idea how tedious it was to sew all those people together? They struggled and died before I could focus on them. All that work for nothing."

"And this is better?" He just wanted to snap the chains. He knew Laughton was stronger than him, but he'd find a way, "Is that why you joined up with Jack's gang?"

"One reason, yes." He turned his attention to Peter fully. Laughton's profile said he was a narcissist and an attention seeker; at least that was right, "It's rare to find someone who understood the enjoyment. All those...worms who run around killing for the sake of money or ideology, all of them lying to themselves. Why can't anyone ever admit that we all just want to kill?"

"Where'd you get that from?" Peter rolled his eyes. The amazon had a point: he really wanted to know where these depraved shitheads were coming from.

"Just look around you! Look at your reflection! I saw what you did to those men in the station. Killing them, watching the life fade from their eyes, wasn't there a rush?" The collars stopped blinking, "Admit it, Spider-Man: you enjoyed it!"

"You're right about one thing." A surge of heat rushed through him, "I'm going to enjoy this."

The chain snapped with far too much ease and he fell, landing on the stage with a quick roll and charging towards Laughton. His eyes widened from underneath his tattered mask and he tapped the switch in his free hand, only to be met with an ineffectual click, "No one to hide behind now." He punched his gut and Laughton spat up blood. The blow felt stronger than before, "You're gonna die here."

"Y-You-"

He swung he scythe clumsily and Peter ducked under it, slipping to Laughton's back before he wrapped the length of chain around his neck and pulled. He should take him alive, the ration part of his head said, but it was drowned out by everyone else's screams and cries. Laughton tried to push him off, but he only succeeded in putting them both on the ground on their backs.

"W-Wait..." Laughton grabbed the chains, but his grip refused to budge. He could lift cars, he should've been able to fight him off easily... "I-I know things. I can help you."

 **Liar.**

Peter growled and tugged harder on the chains. Laughton's pleas faded away, replaced by the sounds of choked cries and gargles. Choking was one of the things he never did: it was slow and in many way crueler than a bullet between the eyes. Now, as the two of them struggled on the ground and Laughton's kicks weakened, he knew that Laughton deserved worse than this.

Peter waited till his struggles ceased before he snapped his neck, "...Damn it." He pushed himself up, letting the chain fall to the floor with a dull clank. He picked up his mask and stared flatly at Bullseye as he walked down the length of the aisle, whistling a tune to himself like nothing was wrong, "...What the hell took you so long?"

"You think jammers are easy to find?"

"...Whatever." He pulled the mask on. He was tired, but he couldn't stop yet. He walked to the closest civilian and pulled the bag over her head, "You're free." He snapped the handcuffs, "Get out of here."

All twenty of them rushed out as soon as they were able. Peter groaned and sat at one of the now-vacant seats, bringing a hand through his face slowly. Ahead of him Bullseye kicked Laughton's corpse and whistled in approval, "Nice work. Guess this is a sequel to the biker gang beat down, huh?" He picked up the chain and spun it around, "You ever think of adding this to your arsenal? We get some flames you can be like that Ghost Rider guy."

"Shut up..." He looked down and scowled at the ground. The police would be here soon, "...I shouldn't have killed him. He didn't have any information, but-"

"But what? Your girlfriend doesn't like it?" He knelt down in front of him, "So what? If you gotta lie about who you are then is it really worth it? Haven't you ever heard that honesty's the best policy?"

"Is that all I am? A killer?"

"I dunno about you, but that-" He gestured to the rapidly cooling body, "-seems like a pretty big indicator, yeah? Hey, there's no shame in it. You're good at it. So am I and Castle and even Boomgal. Why pretend? Is little miss goody blue shoes really that much of a catch?"

"...I love her." It still hurt to say. He didn't know if it was him or that damned kid's memories warping his view, but it was the truth. It hurt, knowing it couldn't work. He killed people, and even if she accepted that it was more tolerance than anything else. That wasn't even counting the deal with Helen Stacy. Murdock held his leash and he was tugging more and more as the days passed.

Speaking of...

"I know you're there."

Silence at first, then the sound of confident laughter followed by the soft taps of a walking stick. Bullseye raised an eyebrow and grabbed a card before Peter grabbed his wrist, "No." He let go of his hand and stood to meet his gaze.

"Well, that was quite a show." Matt looked down at Laughton's body before his face broke out into a grin, "No hesitation either. I knew there was a reason I picked you over your female counterpart."

"...What do you have for me?"

"Straight to business, hm?" He pulled out a slip of paper and tossed it his way, "This Jack-o-Lantern doesn't create his own tech. The bombs, the phosphorous that destroyed Times Square, these collars...all of them bought from one man. Phineas Mason, though those in the Black Market call him The Tinkerer. An arms dealer who focuses exclusively on providing for the various supervillains that populate this fine city of ours."

"And you just happen to know where he is?" Bullseye asked.

"Information is power, Lester Crest." Bullseye scowled, though Matt paid him no mind, "Taking him down would definitely lower your would-be rival's effectiveness, and it would feed into that primal need for punishment that you seem to have."

"And you don't want him for yourself?"

"Why would I? Last I checked a good gun can be easily bought in any corner store; land of the free and all that." He chuckled, "Mr. Mason's toys are of no interest to me. Impractical gadgets that cost an arm and a leg when something much simpler would suffice. Besides, I stand to benefit as well. Silvermane seems to believe that these toys are the key to supremacy and I'd like to see the look on his face."

"Be pretty hard considering you got no eyes," Bullseye said.

"Blind jokes? I expected you to be more original." Matt clicked his tongue, "I wish you luck, Mr. Parker."

"Wait..." He crumpled the paper and stuffed it into his pocket, "Why do all this? I know you wanna have your fun, but do you really care that much?" He could find somebody else. It wasn't like there was a shortage of suicidal idiots in this city.

"Do you really have to ask?" He tsked and walked closer, "We have a back and forth, Peter, a back and forth that this...pumpkin-headed interloper is interfering in. That annoys me. Also, you should know by now," His hand lashed and he grabbed Peter by the collar, tugging him close enough that their faces were nearly touching, "I can be a _very_ jealous man when the things I like are threatened."

Before Peter could respond Matt suddenly raised his cane and knocked away the playing card aim right at his head, "This is a private conversation, Mr. Crest."

"Yeah? Well-"

His spider-sense blared just before the lights went out. His first thought was that maybe the theatre's power finally ran out, but the continued beating in his skull dispelled that idea, "...Hm, power's out for the next few blocks," Matt muttered. He didn't sound all that surprised, "There was a faint explosion. Probably the closest power plant getting destroyed, though that's just a hunch."

"What happened? Why do this?"

"My guess? Another part of this interloper's terror spree. I wouldn't be surprised if the whole city's out right now, and with the darkness of night outside everyone's going to be blind as bats." Matt placed a hand on his shoulder and whispered, "If I were you, I'd finish this as soon as possible. I'll be waiting."

* * *

"Something wrong, Watson?"

Lana looked at Gayle worriedly. She would've thought that she'd be happy to be getting back home, but instead she just looked bummed, "Uh...yeah." She kicked a pebble along the sidewalk and sighed, "Alright, no, not really."

"What's up?"

"MJ's missing. Again." Gayle's shoulders sagged, "Okay, she's not _missing_ , but she hasn't called at all. I saw her on the news: apparently she was working with Spider-Woman and the rest of her amazing friends to fight some Supervillain over in Hell's Kitchen."

"And...that's a bad thing?" She would've thought Super Fan Watson would be happy about that.

"I...guess?" She hook her head, "I mean I'm glad that she's off doing the hero thing, but I thought she'd be starting with purse snatchers or muggers first, you know? Her fighting some kind of fucked up photo filter chick...it just makes me worry. Mom's tearing her hair out over this whole thing and I really wish I can do something for them both instead of sitting here with my thumbs up my butt."

"Yeah, I know how you feel." Pete was giving her the cold shoulder too. She had no idea why; last she checked she didn't do anything to piss him off, "I mean I get it, but why worry over it? Just trust your sister and Spider-Woman, yeah? She's the big superhero."

"Yeah, maybe..." Gayle licked her lips, "...You know, it's funny. Between you, my sister and Spider-Woman...seems like everyone around me's getting powers. I wonder if I could've been one of you."

"What, a freak?" Lana snorted.

"The proper term is Gifted." Lana rolled her eyes. Political Correctness struck again, "But hey, you complain and everything, but it's not all bad, right? Don't tell me you don't feel excited whenever you put on a costume and fly through the air as Bombshell-"

"It's _Striker_." If she found the guy who spread that name around she was going to blow his nuts off, "Look, it's not fun and games. The bad guys don't just stand there and monologue; they shoot to kill. I've had way too many close calls." Was it a good or bad thing that she didn't even care that much anymore getting guns pointed at her? It wasn't like she was super fast like Pete or could spit the bullet out like She-Hulk, but still...

"Yeah, maybe..."

They went their separate ways as soon as they were at the Watson house. Lana watched Gayle enter the house before she turned and made her way to the Parker home. She hung out there occasionally, though less so recently. Always too busy with something else, "Hey, anyone in here?" She knocked on the door and scanned down the street. The van with the S.H.I.E.L.D agents was gone. Were they taking a smoke break?

"Ben? May?" She knocked on the door again. What was-

She heard a click. It could've just been a rusty lock being twisted, but she knew enough from experience that it was anything but. Following her instincts, she willed the rings of light around her palms and blew the door down.

Listening to her gut paid off. At the other end of the splintered door was a a guy in a green jacket and a pumpkin mask: one of the Lantern gang, "Shit...!" She grabbed him by the collar and raised his fist, "Where the fuck are Ben and May?! Answer me, you piece of-"

Footsteps from the living room. Lana ducked and just barely avoided the shotgun blast aimed right for her skull, "Fuck!" She shot a blast at their feet and winced at screams that met her. She'd blown off their feet, "Come on, come on...!" No time to feel guilty now. Pushing herself up to her feet, she stumbled into the kitchen and was met with the sight of Ben and May gagged and tied to two chairs while her stalker (Anya) was forced on the floor, her nose bloody and a shotgun aimed at the back of her head.

"Take one more step and-"

She blew up his hand. The guy stumbled back and Anya immediately stood and punched him in the face, her fist covered with a weird shell of some kind, "...Crap." Anya wiped the blood from her face and stumbled to where Ben and May were restrained, "I'm sorry, Mr and Mrs Parker. I-"

"What the fuck is going on?" Lana snapped.

"The Lantern gang's after these two." Anya finished untying them both and grimaced, "I was supposed to keep guard over them, but a few of them snuck in when my powers were inactive and if I fought back they would've..." She shook her head, "Look, let's just say we were really lucky you got here when you did. Let's get them out of here before these guys come back."

"Works for me."

They ushered the two of them to the garage and to the sedan older than she was, "Stay in the car with them. I'll make sure it's safe." Anya nodded while Lana grabbed the remote. Why did she get the feeling that she wasn't going to like what was on the side of the door?

The dozen or so Lantern members brandishing guns proved her right.

"Fuck!" Lana blasted everything in front of her and shut the door in a panic, "Alright, new plan! Out the back!"

"We can drive through them!" Anya shouted back.

"Too risky! They're expecting the road!" She wasn't going to risk either of them getting shot at by a bunch of insane assholes. Lana dragged May out and pushed her towards the back, Ben and Anya behind her, "You three sneak through the back. Carry em on your back if you have to, just make sure that they don't have any guns on them. I'll stay here and hold them off."

"Lana-"

"Not arguing, May!" She heard a crash behind her, "They're coming! Go!"

She charged back into the house and took out the first two bastards she saw. The house was cramped and every explosion broke apart more and more of the insides, but she didn't care. She could apologize later, "Come on, you assholes!" She punched the next guy and the explosive impact blew him through the wall. She didn't care enough to check if he was still breathing or not.

Lana managed to take down five more of the pricks before it happened. She didn't know if it was luck or carelessness, but when one of them fired his shotgun she couldn't dodge in time. There was a feeling of numbness at first, which was quickly replaced by white-hot pain, "Rrrgghh, ahhh!" She raised her hand and blasted him into tiny chunks, screaming in both pain and anger as she did.

She forced herself to stand and stumbled to the entrance. How many more of them were there? Didn't matter. She clenched both hands and brought out all she had left. She'd be damned if she let any of these fuckers get past her.

The next explosion almost deafened her. Lana closed her eyes to shut out the overwhelming brightness and when she opened them again she was met with a literal crater filled with bodies, "Holy shit..." She fell on her knees and panted, rivulets of sweat rushing down her forehead. That was the strongest explosion she'd ever done, "Gotta..." She winced and pressed both hands against her side, "Shit, I..."

"Wow, impressive!"

Her head raised weakly to meet the Jack-o-Lantern's gaze. She'd heard about him from Pete and saw blurry videos, but seeing him in the flesh was something else entirely. Her heart beat frantically in fear and she raised her hand to blast him out of the air.

Nothing. She was drained.

"Aww, all out of juice?" He jumped from his broomstick and knelt in front of her. She scowled and refused to let her fear show, "...Huh, you're more like him than I thought." He grabbed her by the throat and raised her up. Lana struggled and kicked, but she could barely move her body and the hits just bounced back ineffectually, "I was hoping for Petey's parents, but you'll do."

"Go...fuck yourself." She spat in his face.

"Feisty, huh? We're gonna have some _fun_!"

* * *

 **I think Jack's going to be a great host, don't you? ;) Anyway, Peter's a real heartbreaker this chapter: first he distracts Gwen by kissing her, Bullseye is not-so-subtly nudging him away from her, and of course Matt's so invested in their relationship that he's giving Peter free information to make sure that he makes it through Jack's wooing. Not bad for Lizard Parker.**

 **Originally Noir was supposed to fight Moonstone and interrogate her rather brutally, but I'll probably have to cut it out since the timeframe in the arc is meant to be short to help explain Noir's flagging state and physical weakness/increasing reliance on the serum. In exchange he does kill Scarecrow in a pretty gruesome manner and Tinkerer's not far behind.**

 **And before anyone asks: No, I'm not going to show Castle/Cap taking down Massacre or She-Hulk/Moon Knight/Wasp depowering Juggernaut. I'm sure it's epic and a better writer can do it justice, so for now just imagine it was a really epic struggle on all sides.**

 **Questions:**

 **1\. Do you guys prefer the relatively more grounded MCU or the balls out zaniness of the comics? In the comics planet cracker omega mutants seem to be extremely common and New York's population is likely 10% vigilantes. By contrast the MCU, while having guys like Thanos, generally nerf them to a more understandable level, so you're not gonna see a guy blow up a planet by punching it...**

 **I ask because I'm wondering what the atmosphere of V2 should be like. Right now powers are rare and the amount of superhumans/heroes tend to be limited, hence why Superhumans like Gwen are such a big deal. Do I keep this theme post time skip ala the MCU or turn NYC into a sardine can of metas like the comics?**

 **2\. So I'm still considering ideas on dimension hopping for Gwen and Noir. Right now I have a bunch of worlds and I want you guys to pick between two opposing choices on which ones appeal to you more:** **616 vs MCU vs Ultimate comics; Spider-Girl vs Renew your Vows; Spider-Man: Reign vs Amazing 8 (utopia where Gwen married Miles and had kids). So yeah, pick a preference from each of the three vs categories and I'll see if I can insert it, either as part of the story or an omake.**

 **3\. So...I know I'm setting myself up for something, but I'm curious. I've been told by others I'm a good writer but they just weren't interested in Spider-Gwen and/or Noir. So...do you guys want me to write any other kind of Spider fic? Not saying I'd do it, but curious all the same.**

 **Review answers:**

 **Roxasdualwielder - I...wasn't taking ideas for her to turn psycho, you know.**

 **Brave2000 - Just cause he has his reasons doesn't mean Bullseye isn't violent and insane. As for your question, don't I have enough Spiders? Spider-Gwenom, two Noirs, Silk, Anya Corazon, Madame Web, Scarlet Spider Mary Jane...at this point if I add any more the story's going to explode.**

 **Yohart Meltz - Why would I make Laura hate him? Anyway, Bullseye wasn't meant to be pitied so much. He's still an asshole, as this chapter proves.**

 **Crimsonknight700 - Never too late to review ;) As for Spider-Man, it's a hard sell. He has family and a goal back in the Noir world; could he really just abandon that because Shadowcat and Laura like him?**

 **titan616 - Caught the easter egg, did you? Yeah, Todd's not going to be Ass-Kicker here. And yeah, Shadowcat got attached, though considering the other men in her life it's really not that shocking...though, brutal, frequently lethal vigilante justice is a calling many people have, not just him. As for Bullseye, he wasn't meant to be too sympathetic. I intended to write him as someone who you can understand but ultimately not excuse. Sadly(?) readers seem to be enamored with the guy.**

 **As for Gwen, hard sell. Peter himself points out she _tolerates_ his killings, she doesn't accept it. The others - even Cindy, who shares a lot with Gwen personality wise - are much more open.**

 **Cyclopz - Yeah, and Miles beating Blackheart is _bullshit_ and Bendis just propping Miles up. Considering Toxin got killed effortlessly _off-screen_ by this guy, Miles would be dead if he fought a decently written Blackheart. Also, I wasn't planning to whack Shadowcat, but now that you suggested it...**

 **Red Rain17 - Yes, I'm sure Moon will never return. Anyway, glad you liked(?) the Lana chapter.**

 **henchman213 - Ray of happiness? You mean the extremely troubled little girl who talks about killing people almost constantly? Also, by family banter do you mean Spider-Man's segment? Cause something tells me Laura and Shadowcat don't much like each other...**


	118. Spider-Man Dies

**Climax chapter :D This one's a bit longer than my usual, but I wanted to end it all on a 'good' and final note since I have a new gaming PC and I wanted to try it out with some games that I can now run on 60 fps.**

 **Anyway, this is the end of the Jack arc. I wanted to do more with it, but the story's dragged on long enough and I wanna avoid bloating things like my Twisted Reflections days where segments between side-characters were put in despite them not really contributing to the story and/or could feasibly happen off-screen to no ill-effect.**

 **Going back a bit, I've been reading up on comics. Apparently I was right about one thing: in the latest Venom run it's heavily implied, if not outright stated, that the symbiote slows down or completely halts the aging process when it's bonded to a host. Granted this contradicts things like Reign Venom or the alternate Spider-Gwenom that aged to death and 44 years old, respectively, but it could be interesting to tackle in Vol 2.**

 **Likewise, it's shown that chi mastery not only massively halts your aging, but also allows you to give it to others: Orson Randall kept himself physically primed for about a century with no signs of aging for the past 50 or so years. Likewise he kept his war buddies halted and they aged to death only when he died, so chi definitely is weird about this like the super soldier serum is.**

 **Side Note - A lot of scenes here will be familiar to certain readers and movie-goers. Hope you don't mind.**

 **Anyway, enough gabbing. Time for angst and drama :D**

* * *

A strip club...sure, why not? It wasn't like she hadn't gone to shittier places these past few years.

Gwen tightened the hood over her head and tried to ignore the overbearing music and the smell of scented body oil that wafted up her nostrils. She wasn't a prude, even if Glory made fun of her having 'sub-zero game', but she just never saw the appeal of places like this. And it wasn't like she was against stripping on principle - anyone could do whatever they wanted with their own bodies - it was just...

Did they have to drag Spider-Woman into it?

Against her better judgement, Gwen's eyes turned to the 'exotic dancer' on the stage and she cringed. The bra-hoodie, booty shorts and boots combo wasn't offensive on its own, but the webbed pattered on the outfit and the spider tattoos on her waist made it pretty damn clear who she was emulating...as was the fact that they'd called her 'The Amazing Spider-Gal' who'd come out after a hard day of crime fighting.

She expected this at an invite only comic-con, not here...

If there was one 'consolation', it was that she wasn't alone - she distinctly remembered someone dressed in a Captain America bikini and someone else who had her entire body spraypainted green to emulate a certain amazon. Well, she couldn't say they weren't dedicated to their craft...

And despite all that, despite the embarassment of seeing men (and some women) get off to the idea of her dancing on a stage, she might've been able to ignore it...if it wasn't for the fact that Kate was blatantly staring without a hint of shame.

"...Do you mind?" Gwen said, annoyed. It was bad enough she had to alter her face to look like a complete stranger - which was more than a little difficult without Webster to guide her through - but now she had to deal with one of her good friends staring at 'Spider-Woman' like she was a piece of meat.

MJ was the first to answer, "Staring's harmless, Gwencent." Gwen threw her a half-hearted glare. Unlike herself, MJ made no attempt to change her face, though she apparently didn't mind. _It's not like it matters if they know_ , she'd said. Gwen very much wanted to protest, but she couldn't actually think up an argument. It wasn't like Castle or anyone else on Peter's merry little band could use it against her, and Felicia already knew, so there was that.

"Then why don't you look at the Hawkeye one, huh?" Gwen bit back.

"Already did. The one they got has way bigger boobs than me." Kate hummed, managing a teasing smile despite the smattering of bandages across her face. According to what she heard from the archer, it was mission accomplished on the babboon guy front and he was safely being processed into a pheromone resistant cell for the foreseeable future. Which was good, cause Gwen really didn't want to see what a guy like that could do.

"So's Gwencent's," MJ said needlessly, "Still, you see her dance? She actually looks like she has powers."

"Yeah, especially that twist-"

"Alright, could we just not?" Gwen let out a frustrated breath and trudged to the back room, "Look, let's just go, okay? Less time we have to spend here the better." She pointedly ignored Kate's exaggerated pout. She was convinced the other girl just did all that to make fun.

The back 'office' was already filled by the time they got there. Looking around the room, she spotted everyone sans Peter and that psycho Bullseye standing and sitting around inside. She almost didn't recognize Cap and She-Hulk without the costume and extra feet or two, respectively, between them. Everyone inside wore varying shades of civilian outfits, but the odd group still stuck out like a sore thumb.

"It's just Spider and Bullseye left, then," Felicia said first. She had to admit, a few months ago she never would've thought she'd see the popstar slumming it up somewhere where there wasn't 5 star service. Then again she didn't think she was some kind of vigilante thief out for revenge either, but hindsight was always 20-20.

"Indeed." Cap - _Samantha Wilson_ , she reminded herself - crossed her leg and sat back on the chair, "I heard that Moonstone has been captured. Good work."

"No new info, though..." Gwen muttered. Apparently the Pumpkin fuck decided to keep his plans close to his chest, "What about you guys? Any luck?"

"Lyman is dead." Cap sighed, "The best result we could've come to, all things considered. We saved his hostages and it's unlikely he would've divulged anything willingly given his unique circumstances, so all in all a success."

"Would've gone faster if you'd let me shoot him first," Castle muttered. He looked the least different from everyone, though the lack of skull on his chest was pretty noticeable. Gwen wondered how he ever got a badge considering he wore said skull even during his police days.

"A chance to surrender is never a waste, Castle," Cap replied coolly.

"'Juggernaut' is also pacified. He's being sent back to another asylum awaiting treatment." Wasp said. Gwen had to admit, it was odd seeing her without either her costume or a labcoat, though she could say the same about Moon Knight's completely white suit or She-Hulk not being green and wearing a t-shirt and a pair of jeans and sneakers that looked a bit oversized for her. She almost looked up to the woman on instinct.

"Anything from him?" Kate asked.

"No. As expected, he barely even understood who he was working for or what their goal was," Moon Knight said. Peter said he had multiple personalities that switched around at random. She wondered who she was talking to now.

"Guy could throw a punch," She-Hulk - Jennifer Walters - said, mouth curled in an annoyed frown. From what she heard the other Super got thrown through a bunch of buildings, though that might have just be exaggeration. Still, the slight bruises along her jawline drew attention. Gwen didn't even think she could get injured anymore, "Head's still ringing. Hope we don't have to run into another one of his kind."

"Worry not. Cyttorak is greedy with his power; I doubt we will have to deal with another avatar within our lifetime," Moon Knight said. Was it weird that Gwen didn't even find that weird anymore?

"I've been trying to call the other Spider-Man and Shadowcat, but no dice so far." Cindy said. Gwen found herself being more wary of the other Spider in recent days. The constant references and immature behavior made it that much harder to see her gun down agents and gang members without blinking, "But hey, we've been hitting the gang where it hurts. They'll be running soon enough."

"Don't count on it. Scum like this always find a way," Castle said.

Gwen sat at one of the vacant chairs and let out a tired breath, her eyes closed. Less than a year ago she was on the run from the cops and the idea of teaming up with anyone was a pipe dream at best. Now she was working with a bunch of heroes and a group of killers who'd sooner shoot her in the back than offer her any help. Life had a 'funny' way of working out sometimes. Stacy luck struck again...

The blissful quiet lasted for only a couple of minutes before she heard it, "...You look familiar." She opened her eyes and found Castle staring at MJ through narrowed eyes, the redhead immediately flinching despite being clear on the other side of the room.

"Yeah, well...we met once." MJ shrugged, trying to keep her stance and voice lax, "You were...stalking one of my friends, followed her to the Dollar Dog and broke that robber's arm."

"...I remember." His mouth curled in a frown and so did Gwen's. She should've just let Castle push her to the ground and play the wounded party, pretend she was just a helpless teenager being harassed by a guy with a record of excessive force. Between her dad's rep and Castle practically frothing at the mouth it would've been an easy sell to convince everyone he was just a psycho who went after the wrong girl.

Instead she punched him through a window. She got the feeling he never stopped holding a grudge after that.

"Yeah, that's all." MJ shrugged again.

"How did you get your abilities? From her?" Castle's eyes flickered to Gwen and she glared back, "I doubt it's a coincidence."

"You'd be surprised..." Mary Jane muttered. Before Gwen could stop her she suddenly blurted out, "I could've used you in that alley all those weeks ago. Then I wouldn't have Kasady's monster on me."

Seconds of silence passed before Gwen practically heard the gears click into place inside Castle's head. His face hardened and his he pulled out a pistol from his waist holster, the barrel aimed right at MJ's head. Gwen moved, and so did Cindy and Cap, but someone else beat them to the punch.

Before Castle could put his hand on the trigger the length of a whip wrapped itself around his wrist and jerked his hand up, "Careful where you aim that thing, Castle," Felica said, a sickly sweet smile on her face. It was chilling, "If I were you, I'd think carefully about what I said next."

"...She has that monster on her."

"So do I," Gwen said, ignoring the alarmed look Cap gave her, "She's trying to control it, Castle, and I swear if you aim a gun at her again I'm shoving it right up your ass and pulling the trigger."

Castle glared at her and untangled his hand from Felicia's whip, "How do you know she won't just lose control again?"

"I dunno, how do I know you won't lose your shit and start gunning down jaywalkers?" Gwen snarked back.

"We've tested her, Mr. Castle. So long as she follows the treatment she will remain stable," Janet said.

Gwen wanted to hug Janet, punch Castle and scream at MJ for being so careless all at once, but before she could think on which one to do the lights suddenly flickered and died. All of them looked up and around warily before the lights turned back on and she heard the sounds of slight whirring, so soft she almost didn't hear it over everything else.

"A generator," Cindy said, "S...Something's wrong. Spider-sense is going nuts."

"That would be because the entire city's falling to the brink."

Gwen turned to the all-too familiar voice and growled when she saw Murdock standing at the entrance, his posture calm and his smile lazy, "Murdock..." The suit covered her fully and the mouth of her mask split open, exposing a row of razor sharp teeth. The rest of them inside the room were much the same, aiming guns, lowering themselves into battle stances or, in the case of She-Hulk, transforming back.

Except for Cap and Moon Knight. Both of them just stared, arms crossed and brows raised..

Gwen was about to throw the first punch - all while ignoring the voice at the back of her head reminding her that it was useless - before Murdock was shoved aside, "I told you not to make a scene," Peter muttered as he stepped past him, Bullseye following soon after. It was clear from the sour look on the psycho's face that he wasn't any happier at the situation than the rest of them were, which was saying something.

"Aww, you never let me have any fun! I always-"

"What the hell is this?!" Felicia screamed, sounding more enraged than she ever did. The only time she came close was that concert all those months ago when Gwen had interfered in her revenge, "Is this your idea of a joke?! You know we-"

"Want to kill me. Yes, yes, we've established that." Murdock clicked his tongue impatiently, "Believe it or not, I came here to offer help. And yes, Mr. Castle, I 'see' the gun you currently have aimed at my forehead. I must say, your restraint is impressive."

Castle didn't say anything and kept the gun trained at him.

"Now, as many of you know, gunning me down does no good, but for those who aren't-"

That was as far as he got before Peter suddenly pulled out a pistol from his jacket and shot the blind bastard right between his eyes. Most of them watched, eyes wide and mouths agape, as the blood almost immediately disappeared and the wound knitted itself back together. Just like before he didn't move so much an inch and his grip on the walking stick never slackened.

"...Now, was that really necessary?" Murdock gave Peter a disapproving look.

"We're out of time." He looked to Felicia and Castle, "He can't be killed. You can shoot or beat on him as much as you want, but we'll only be wasting time. He has information...probably the only way we're going to get out of this without half the city being a crater."

"You've got to be joking!" Felicia hissed, "He will stab us in the back! You can't honestly tell me you trust him to keep his word!"

"This is pragmatism, Ms. Hardy. I'm nothing more than a humble laywer," Gwen wanted to beat the smug smile off his face, "But still, I very well can't do business in a city in chaos. Working with vigilantes and the Avengers is the best way to keep this majestic abode safe." He spread his arms wide, "Isn't that what matters here? Keeping New York safe from the villains who would lay waste to it?"

"You bastard..." Gwen hands shook. After everything he'd done, everything he still planned to do, he still...

"And working with us is an easy way to keep your tracks covered," Cap said, lips pursed, "You have more than enough resources to do this on your own."

"Again, I don't know what you're talking about, unless you're suggesting I send the interns on my firm out to fight armed ruffians."

"...This is a game to you." Moon Knight said. Despite the tension in the room he was calm, almost eerily so, "What I do not understand is your motivation. This madman's plans do not threaten you: your assets can be replaced and no doubt the chaos he causes is enjoyable to a being of your nature. Why involve yourself here and not when the murderer Kasady laid waste to the city?"

"Hmm, well, I won't deny that there's something personal here." He turned to Peter and smiled, and if it were anyone else she would've mistaken the gesture for something affectionate. All she could see now was something predatory, "Incidentally, it's been a while since we've talked, hm? Tell me, is it Spector who holds the reins now or someone else? I always get you all confused."

"Enough." Peter finger itched to the trigger before he took a deep breath and stuffed it back in his pocket. It was hard to notice at first, but he looked worse off than before. There was dried blood on his fists and his eyes were bloodshot, "You said you had information. Tell us or leave."

"My, my, so impatient! You should really fix that; no one likes a man who can't wait." He threw Gwen a knowing glance and she shivered, "Now, as for the information: as you no doubt have noticed the lights went out. That wasn't Mr. Crest forgetting to pay the bills, but rather the last part of this madman's plan. Power plants around the city are being sabotaged by a device created by a certain Phineas Mason and no power will return to the city for the next 48 hours."

"Two days?" Cindy said, "That's..."

"Enough time to cause some severe chaos, especially given the dark of night. The power plant in this district is only the third one in a long list; that madman's gang won't stop until the entire city is pitch black. After that, well..." He shrugged casually, "When the lights are out the monsters come to play, or so the saying goes. You can stop this, of course, with the information I give you. Or you could keep pointing guns at me and try your luck."

"What the futz do we need from you? You already told us what they had planned," Kate said.

"I did say devices, hm? Please pay attention, Ms. Bishop. These aren't things you can just snap away easily. I know from a good source that, if tampered with improperly, the device will detonate the entire plant, taking down everything within a blocks wide radius. And while most plants are isolated enough for this not to be an incident, I don't have to tell you that if the plant explodes then electricity will be lost for more than a couple of days. If you think New York is chaotic now, you haven't seen what it's like when there's no one to shine the lights."

"So how do we disable these devices?" Wasp asked, "It can't be as simple as inputting a combination of codes and buttons."

"A hypothesis that's correct, Ms. Van Dyne." Murdock grinned, "I know where the creator of these devices is hiding out and watching the chaos. If one can reach him and...persuade him to give up the information, then disabling the devices should be perfectly feasible. Of course, you'll be stretched thin trying to accomplish this considering the width of the city, so I offer a proposal that's both aid and the price I ask for."

"You want immunity? Is that it?" Cap asked.

"Immunity? From what? A normal lawyer hardly needs such things." He laughed, "No, I wish to fight alongside you. I might be blind, but I think you'll find my abilities are more than capable of sufficing here."

"...What?" Gwen almost laughed at the absurdity of it, but the bastard just kept smiling that damn smile, "You're asking...for a _team-up_?"

"Why not? I was a real daredevil in my youth, and it's not like I'm out of place in this eclectic group of yours." He turned to Peter, "I must say it again, but you've gathered quite the menagerie, haven't you? Granted they all wish to kill me, but there's a definite sense of loyalty you've inspired among those who follow you. I never expected Ms. Hardy or Frank Castle would risk their lives to save the city. The both of them can't even keep their families safe."

Castle fired, but this time Murdock blocked the bullet with his cane before throwing it at Castle, hitting him painfully in the center of his neck and making him fall to the floor, "You bastard!" Felicia wrapped her whip around his arm and tried to electrocute him, only for him to tilt his head mockingly and pull, yanking the makeshift weapon out of her hands.

She didn't know if it was protectiveness or instinct, but She-Hulk went next. The green amazon barely placed a hand on his shoulder before he picked up the cane and twisted it, exposing the smallest glint of the blade inside, "Hands to yourself, Ms. Walters." It was a flash, barely even seen even to her enhanced senses. One second She-Hulk was holding onto him and the next she was stumbling back and covering the sudden line of cuts around her right wrist, the gashes bleeding green blood to the floor.

"H-How did you-"

"Gamma radiation doesn't make you invulnerable, Ms. Walters. You'd do well to remember that." He tapped the walking stick on the ground and smiled at the rest of them, "Now, I believe I've proven my skills. If we can agree to the price then I'll leave you to split up and go for the different power plants. Peter and I will go after Mr. Mason and give the info as soon as we're able."

"What? No!" She looked to Peter, expecting him to bite back a curse or scream his refusal, but all she saw on his face was tired acceptance, "Do you think I'll let the two of you go by yourself? You're crazy!"

"And you don't have much choice. Not unless you think the life of Mr. Parker is worth more than the rest of this city."

"You son of a-"

"Enough." Peter shook his head, "We don't have a choice...haven't since Jack came back from the dead. We'll give you the information as soon as we can, just make sure that you put it to good use.

"Peter, you can't..."

"...I'm sorry."

"Well, that settles it." Murdock placed a hand around Peter's shoulders, "Oh, this is so exciting! It's like I'm part of the team!"

* * *

This was all wrong.

It was supposed to be a quick ride to Mason's workshop. Twenty minutes by car, and even if the idea of sharing an enclosed space with Matthew wasn't pleasant, he could deal with it. He'd dealt with worse, he told himself. Ever since he woke up in that alley it'd been months of compromises, lesser evils and monsters that gave him nightmares for days to come. He could deal with it.

That was until he saw them again.

Matt said there'd be chaos in the streets, but the molotov cocktail that came right for their front window was still jarring, even with his spider-sense. Peter jumped out of the driver's seat and rolled along the ground, watching as the metal deathtrap stopped and burned in the middle of the street amd two pumks ran for the alleys. Was it too much to hope that his unwanted tagalong died there, too?

"That was surprising." Apparently so. Peter coughed and looked behind him to find Matt standing confidently without a single scratch on him, "Bunch of hooligans deciding to use the chaos to their advantage. So I suppose it's not really surprising, hm?"

Peter scoffed and stood up, ignoring the jolts of pain that ran down his body, "...Jack's gang?"

"Not all of them, no. Some of them are wearing those garish masks, but others...well, just normal people using the chaos as a chance to indulge in their inner desires." He tilted his head to the side, "Woman being raped in an alley, shopkeeper being threatened with a shotgun, and a few gang members kidnapping people in vans for Hell only knows what reason."

Peter didn't say anything; he heard them too.

"What do you want do? Mason's still a fair distance away and the more time we waste the more likely it is that the city will fall to further chaos. Of course, I know you have your instincts, something you share with Ms. Stacy. What do you say? Do you indulge in your base instincts like the rest of these men and women or do we follow the example of the Avengers and fight for the greater good?"

"...You're asking me?"

"Of course. Just treat me as one of your Defenders."

He wanted to tell him to shut up, but the scream from the alley grew louder, "Damn it..." He let his legs carry him to the noise and found a young woman pressed against the wall by a larger man. Peter couldn't focus on anything else; only on the man's self-satisfied smile and how he told her that if she wasn't tight enough then he would make her bleed.

The bastard wasn't so smug when he was pinned against the ground with his face being caved in. The woman didn't say anything, just screamed and ran without looking back. Peter snapped the rapist's arm and punched him in the face, over and over, again and again, till the blood between his fingers made his hand heavy and there was nothing left but a few slow twitches to show he was still breathing.

Matthew just stood back and smiled.

Peter stood up and looked down at his hands. Even with the gloves on the blood managed seep through, coating his palm in sticky copper, "Damn it..." He coughed and leaned against the wall, leaving a trail of blood handprints as he tried to keep himself stable. Everything was going wrong. It was getting harder and harder to focus, to keep the Lizard - _himself_ \- from losing control.

Matt put a hand on his shoulder, "More people need rescue. If you're up for it."

"...Shut up and follow my lead."

The next one was the shopkeeper. Just like the rapist they didn't have any of the Lantern gang's colors - just more pieces of shit trying to take advantage. Peter let himself disappear before he rushed inside and smashed the one with the shotgun through the window. The shopkeeper screamed, curses in a language he couldn't make out, and it was enough to distract the second guy from shooting. Peter grabbed the pistol from his hands and shot him through the kneecaps, webbing his bleeding carcass to the floor afterwards.

They'd survive, assuming anyone cared to help them. He doubted anyone would.

"Here..." He put the gun on the counter and tried to ignore the chill in his bones, "Go to the backroom and lock your door."

"Y-Yeah...thanks."

When he got outside again he was met with the sight of Matt dancing around a dozen thugs. Each of them tried to slash, punch or beat him, but he avoided their hits with a bored tilt in his step, "My, this is boring, isn't it?" He smacked one of them in the throat and stabbed another through his right thigh, making them both fall to the ground, "The value of the average criminal has fallen since I was a young man, hasn't it? No wonder Mr. Castle has such an easy time. "

Peter didn't help him; he didn't have to. Matt treated it like a game, humoring them with the idea that they could actually land a hit before dodging at the last second, causing them to hit one another in increasingly humiliating ways. Despite it all none of them thought to leave, either out of overconfidence or frustration, and soon enough they were all on the ground, coughing and groaning, but still alive.

"My, that was invigorating. It's been a while since I've been in the field!" Matthew was spotless, not single smudge of blood or dirt on him. It was infuriating, "You know, this is definitely one of the best nights I've had recently. There's just something about getting your hands dirty that really gets the blood pumping, you know? It must be why you parade around every night. "

"Shut up..."

"Aww, don't be like that! I'm sure Spider-Woman would be here if she could." It was tempting to shoot him again, if only for catharsis, "Now, the van that's kidnapping people is rounding the corner. If you wish save their victims then I hope you have a plan."

A plan would've been great. There were a lot of things he could've done: shoot the driver, web the wheels, try to hijack the van as it passed; anything except what he actually did. As soon as he saw the van round the corner a deep, animalistic growl escaped him and he grabbed the nearest parked car. Normally it would've been impossible to lift, but right then and there it was all too easy.

The flying automobile smacked against the front of the van, glass and metal shattering while the two masked bastards in front were crushed flat. Immediately his anger dissipated, replaced by a mounting sense of dread when he saw the damage, "Hmm, nice shot," Matt said from behind him, "Though, I would suggest checking on the people in the back. Not everyone can take collisions as well as you can, after all."

Every step felt heavier than the last. Peter raised a shaky hand to the backdoor and gripped the handle in a shaky hold, Matt standing behind him with that implacable smile on his face.

The sight inside gave him no small amount of relief. Half a dozen people, most of them unconscious and dazed, but all still breathing. Peter let out a sigh of relief and ripped off the handcuffs from the closest struggling young woman, "It's alright, you're safe-"

"You could've killed us! God, you're worse than they are!" She pushed him off as soon as she was able and ran down the street without sparing a single glance back.

Peter watched her go briefly before his face morphed into a scowl and he released the only other person who was still conscious, "Don't say a word." He glared up at the older man and shoved him out of the door. She was right, even if he didn't want to admit it. One mistake, one little mishap and he'd have six innocent bodies on his conscience. Some hero he was turning out to be...

"Well, that's gratitude for you," Matt tapped his cane on the asphalt, "I don't know how Miss. Stacy dealt with that all these years. I'm lucky the Hand got me before Stick turned me into another suicidal martyr without a cause."

"Shut up and help me get them down."

"Hmhm, as you wish."

When all was said and done Mason's place wasn't that far off from where they were. The building Matt led him to was small and nondescript, which only made sense to him - not everyone needed an office with a view of the city. Peter traced a hand through the door and frowned. No security system near as he could tell. Hell, the door wasn't even locked. The guy was either really confident or careless.

Turned out he was neither.

They barely managed two steps down into the (surprisingly large) shop before his spider-sense rang. Peter dodged right and and muttered a curse as a blur of metal flew past him, blowing a chunk clear through the wall, "A sentry bot. Not a fan." Matt side-stepped the next bot and threw a knife at its back, making it crash mid-flight down into the ground with a screeching impact.

"Robots? Fuck..." He'd never fought those before.

"Indeed. I myself prefer a flesh and blood human; much easier to control than one that thinks with glitchy lines of code."

Peter was about to tell him to can it before his spider-sense rang again. Following Matt's example, he side-stepped the flying kamikaze bot and grabbed its leg as it passed. The damn thing struggled briefly just before Peter smashed it to the ground with a loud growl, a burst of heat running up his right arm as the metal dented and broke from the booming impact.

Definitely stronger than before.

Before he could stand up properly Matt was at his back, facing the opposite way from him, "Having trouble there, Peter?" Peter growled out something unintelligible, which just made the demon laugh, "Having a repeat of three years ago, are we?"

"Shut up!"

He wanted to turn right around and slash his throat out, but another wave of bots came from all directions. The two of them stood back to back and either dodged or blocked the machines as they came. It hurt him to admit, but the bastard was good. As soon as a bot came that Peter couldn't stop he was on it, slashing it out of the air or kicking it to the wall with a measured hit.

He got careless at the end. One of the damn things flew right when he was grappling with another one and hit him square in the right leg. Peter fell on his knees and braced himself for another hit that never came. Opening his eyes, he found the last bot pinned to the ground with the blade of Murdock's cane while the man(?) himself stood nearby, a slight tear on the right side of his suit.

"You..." Took the hit for him. A blow like that would've meant nothing to him, but...

"The proper response is to add 'thank' before 'you', but I know how expressing affection is difficult for you." He pulled him to his feet and Peter cringed at the pain that shot up his leg. Damn things could pack a wallop, "Come, let's finish this. I suspect Mr. Mason is wetting his pants and I'd hate to miss the show."

Phineas Mason, as it turned out, was nothing more than a short old man with a balding head of white hair. The man - useless piece of shit \- did look a second away from pissing himself when they got down, "St-Stay back!" He raised a high tech laser gun of some kind, but the way his hand shook made it clear he was an amateur. Guy probably never fired a gun in his life, "I'll-I'll shoot-"

Peter took the gun from his hand and crushed it, "Shut up." He grabbed Mason by the front of his shirt and tossed him into a nearby table full of scrap. The old man sputtered out something, though whether it was an excuse or a curse he didn't know - didn't care, either. Peter kicked him across the face and watched as the old man spat out blood and teeth to the floor.

This was all too familiar...

 _That was all he managed before Spider-man grabbed him by his neck and threw him bodily across the chamber, separating from the only 'weapon' he could use. Looking at the twisted wheelchair in distaste, grabbed the arms and tore them from the hinges. No mistakes this time, he wasn't going to escape._

 _"Wh-What are you doing here!?" Octavius sputtered, trying to crawl away from the enraged vigilante._

 _Spider-man tossed him again, throwing him into a pile of discarded prosthesis. Off to the side he could see the portal pulsing, seemingly blinking in and out of existence, but he ignored it. His spider-sense hadn't gone off the entire time he'd been in this room and he could glean from his comments that whatever the hell it was it wasn't working anyway. Whatever he was working could wait till later._

"W-Wait...!" Mason screamed, holding his hands up desperately, "I-I'm just the supplier! Attacking me changes nothing!"

Not his memories, but the anger at the injustice and unfairness of it all remained. The men of science or business or politics who propped themselves up as better just because they didn't personally pull the trigger never changed. Peter's hands clenched briefly and he smashed Mason into another table, causing more of the broken inventions to crash to the ground.

"My, my, you're definitely angry," Murdock hummed, "Don't forget we need his information to stop the devices depowering the city."

"Th-The devices, yes!" The talking rat squealed, "I-I have the blueprints on the table! If you let me go I can help you stop Jack-o-Lantern! What we had was a business transaction, nothing more!"

"...Let you go?" Peter almost laughed at that. After everything he thought he could coast on by, just like Octavius during Ellis Island after he killed Crime Master. DeWolff stopped Spider-Man from snapping that Nazi bastard's neck then and there.

There was no one here to stop him.

Peter jammed his thumbs into coward's eyes. Mason screamed, struggled more desperately than he did before, but it was pointless. The blood poured out of his eyesockets and his screams echoed throughout the confines of the lab like a stuck pig. Peter grip never wavered once and, with almost contemptuous ease, snapped the old man's neck after seconds of struggling.

He let his body fall to the ground and stepped back, watching as crimson pooled out of his skull and stained the floor red. If Spider-Man just did that then all of this could've been avoided.

Murdock's clapping jolted him out of his thoughts, "Wow, I was _not_ disappointed! A show I wanted and a show I got." Murdock grinned. Peter almost snarled something back before he said, "Though, I wonder what Ms. Stacy would say about that? When it comes to you she can forgive a lot, but execution seems above the pale for her, don't you think?"

Hearing Gwen's name was like a cold shower. Peter suddenly felt the warmth in his fingers grow far too hot and wiped his hands on the folds of his jacket, which only succeeded n spreading the crimson across the dark material. He was losing control. Just like with Laughton, just like when he'd stopped that van.

It scared him, not knowing if it was him or the Lizard.

"Don't worry about the blueprint, I already sent it." He walked to Mason's corpse and kicked it with the toe of his boot, "I'm sure that the Avengers and your ragtag team will have no issues fixing the city, so that leaves us with two options. You can stay here and rest, try to recover from your _numerous_ wounds, or you can go out there and play the hero again. I know you can hear them, just like I can."

"Yeah, right...like I'd sleep with you here."

"You act as if it's the first time I watched you sleep." Peter scowled. That wasn't funny, "Besides, as we've established before, if I wanted to kill you I would. If you need rest then I'll keep watch, but if you wish to continue your pointless crusade then I'll follow as well."

"...We're going back." At least if he kept moving he wouldn't have to think, "Come or don't come, doesn't matter to me."

"Didn't I say I would help?" Matt clicked his tongue, "Still, you never did answer my question from before: why bother with all this? There'll always be more crime because human nature _won't allow_ otherwise. If you just got your jollies from killing people like Castle and Crest I wouldn't mind, but you clearly do it for more than that. So what's the reason, Peter? A misplaced belief that you can make the world a better place or a sense of guilt for your actions two years past?"

Peter didn't answer.

"The silent treatment again, hm? Fine, lead the way."

* * *

It was only hours later, when the clock was well past midnight, that Peter finally allowed himself to stop. The exhausted vigilante sat at one of the fans on the roof and groaned, wincing at the pain that shot up his leg an the stinging from the cuts and wounds all across his body. Even a quarter hour nap would've done him some good, but for every crime he stopped a dozen more took their place.

Most of them weren't even from Jack's gang, which just frustrated him more.

He looked down at the tattered mask in his hands blankly, "Tired?" He glared up at Matt and ignoring his smarmy grin. Bastard was having too much fun with this, "The lights are back on all across the city, so things should be winding down soon enough and you can-"

Matt stepped back and just barely avoided the swinging kick Gwen aimed right for his head, "Alright, enough!" Gwen landed in front of him and put her arms up, hands balled into tight fists, "Team-up's fucking over! Stay away from him!"

"Ah, Spider-Woman. Here to interrupt, as always?" Matt tilted his head to the side, "And another visitor? My, you're popular one, aren't you, Peter?"

"How...did you find me?" Peter asked weakly. It was hard to talk; one lucky bastard clocked him in the throat."

"That'd be me, kid." He turned his head to the source of the voice and found Bullseye stepping off the ladder of the fire escape, "S.H.I.E.L.D's got a little tracking device in that phone of yours and I called an old pal to see get a ping. Didn't think I'd have to bring blue shoes over, though; she caught me."

"Of course..." He sighed and contemplated smashing his phone before thinking better of it, "...Spider-Woman, it's fine!"

"No, it's not!" He almost flinched back at the chaotic edges her 'eyes' had, "You know what he's done! What he's going to do! You shouldn't have gone out alone with him! You could've been..."

"Killed? I hardly think you're one to talk considering how his association with you has placed his life in direct danger multiple times," Matt laughed, "But of course, that's not the same thing, is it?"

"Fuck you-"

She couldn't even finish before all the screens plastered on the walls suddenly let out a loud burst of static, all the ads fading away to gray before Jack's mug appeared on the screen. He didn't even wear his mask anymore, which left everyone to see the mangled face underneath. He'd seen more pleasant looking corpses, and the fact that he was still grinning just made it creepier.

"Testing, testing?" His voice was rough and soft without the modulator, "Working? Alright! Well, um...I had this big script all planned out, but I was thinking I'd have 48 hours to get this done, not 4. Ah well, the best laid plans, right?"

"Jack..." Peter stood and almost tripped as another jolt of pain ran up his leg. Gwen was on him immediately, holding him up gently, "He's..."

"Making an announcement," Matt said, "A bold little cretin, isn't he?"

"More like desperate." Bullseye whistled, "He's losing and he knows it. This is his last ditch attempt."

"Now, as I was saying," Jack continued, "We've all been having a good time, haven't we? Yeah, we did! I saw you guys out there! Most of you weren't even part of the gang! Congratulations, you weren't one of those sheep who just locked their doors and pretended this was none of your business! I mean I thought we'd have more time, but it was fun while it lasted."

"That son of a bitch..." Gwen said next to him.

"But like all good things, it had to come to an end." Jack sighed melodramatically, "So, Spidey, you said you wanted another date? Well, you're gonna have it! The old carnival at Barnes avenue. Know it? Well, if you don't you can just giigle it. Anyway, I'll be waiting. Thirty minutes and we can have the time of our lives we always wanted. No interruptions this time, just the two of us."

"He's insane." Gwen shook her head, "I'm gonna call Cap-"

"Oh, did I say just the two of us? My mistake." The camera's view changed and they suddenly found themselves face to face with a bunch of kneeling hostages, all of them gagged with the same beeping collars on their necks, "You see, I wanted some insurance that no one else would cut in. Spider-Woman, Captain America, Punisher...we don't need them, right? Just the two of us!"

"Oh, and before anyone gets any bright ideas." The view turned back to him and he opened his vest, showing off thick lines of wiring, "I've got a dead man's switch. I die and every one of these guy's heads go pop. I see anyone but you in the carnival and everyone's heads go pop. I even think that- well, you get the gist! So come alone if you wanna save em."

"Hmm, clever." Matt whistled.

"Oh, and as a final warning." The next image made his blood freeze in his veins. Lana sitting in a dimly lit room, her mouth gagged and her hands tied behind her back with a pair of handcuffs. Her eyes were half open and glazed over and there were numerous bruises and cuts along her face and what little he could see of her upper body. She was drugged; probably wasn't even aware of what was happening.

"Lana..." He hadn't called her, not since this mess started. He'd kept her away to keep her safe, but...

"I was going to get your aunt and uncle, but she got in the way! Oh well, you still care about her, right? Of course you do!" The view returned to Jack, "Thirty minutes, Spidey. Thirty minutes or the hostages die and little Ms. Baumgartner's going to find out just what exactly happens when you mix cyanide with my own little concoction."

And just like that the screens returned to their usual ads. Peter pushed Gwen away and managed two steps before he fell to his knees again. He was weak; it was already hard to walk, let alone fight. But Lana and those people...they'd die if he wasn't in that damn carnival. His hands balled into fists and he had to bite his tongue to keep himself from screaming in frustration and rage.

"Peter..." Gwen knelt at his side.

"I can save her." His head snapped up to Matt. He smiled down at him, "Ms. Baumgartner, I mean. This interloper wouldn't be dumb enough to keep her nearby, so rescuing her separately shouldn't be a problem."

"Yeah, and how do you plan to do that? You don't even know where she is," Bullseye said.

"I have my ways, Mr. Crest, but if you have your doubts then you can come with me. Don't worry, I don't plan to stab you in the back."

"Yeah, like I'd-"

"Can you really save her?" Peter asked desperately.

"Of course. You have my word." _The word of a demon_ , Peter thought bitterly. And yet he was probably his only option right now. "I just have one price, same as before."

"Peter, don't-"

"What do you want?" Anything to keep her safe.

"Say please." The request was so simple - so petty - that Peter almost expected the bastard to kick him in the face for good measure. Instead he continued to look down at him, brows raised expectantly, "It's just one word."

"...Please," Peter said, so soft that he almost didn't hear it.

"Ah...I'm not feeling the sincerity." Gwen's grip on his shoulders tightened, "Come now, don't you love her? Say it like you mean it!"

"Please..." Peter ducked his head down in a poor man's bow and swallowed all his pride and rage. All those times he'd refused to beg, refused to give him the satisfaction of seeing him break, and now he was here in some rooftop at the ass end of New York pleading while Gwen and Bullseye watched, "Please save her..."

"Hmm...you convinced me." Seeing the bastard's look of absolute satisfaction hurt more than any punch or stab, but it was worth it to know Lana would be safe, "I'll drop her off at the hospital when she's rescued; I'm sure she needs the drugs pumped out of her system." He paused, his head tilted to the side, "Oh, and good luck, Peter. I trust you won't let this intruder put you down. Come, Mr. Crest, lets give them some privacy."

"Kid, this is crazy," Bullseye said, "You can barely stand up and now-"

"We don't have a choice." He'd been saying that a lot ever since this mess started. It was getting less and less tolerable the more he said it, "Just...go with Matt and rescue her. I need someone I can trust to make sure."

"Of course I'm rescuing Boomgal, but that doesn't change the fact that you don't have to do this! You-"

"I'm not just a killer." The denial felt hollow after everything he'd done. Bullseye was stunned silent all the same, "...Just let me do this."

"...Fine. Guess I'm not the only one with a death wish." He sighed and tossed him a bottle of painkillers, which he just barely caught, "A bottle a day keeps the reaper away, right? And this." He tossed a small, thin circle with a button on top, "Another jammer, like the one we used on Laughton. This one's small, though; you gotta get in real close. Should come in handy with those collars. Good luck, kid."

Soon enough the two of them were alone. Peter closed his eyes and resisted the urge to lean closer into Gwen's warm embrace - if he did he wasn't sure he'd wake up again, "Gwen-"

"Please." Gwen cupped his cheeks, desperation fighting against the urge to keep her grip gentle, "Peter, don't-"

"Those people are going to die."

"We'll find another way!" Her mask peeled back and exposed her tearstained face. It was a sobering reminder; behind the masks and powers they were just two scared kids in over their heads, "Peter, you can barely stand...if you do this..."

He could die, "I know..." He raised one hand weakly and gripped her wrist, "...Jack knows who I am. If I don't do this now then this is never going to end. Ben, May...anyone that Peter Parker ever cared about is going to pay. If I can do this then there's a chance we can all make it through." He looked her in the eyes, "I'm sorry. For everything."

"You don't have to apologize-"

"Yeah, I do. We both do." They'd hurt one another in more ways than he wanted to count, "...I love you. I wasn't lying about that."

"I know."

They didn't kiss. Peter pressed his forehead against hers and closed his eyes, letting the warmth comfort him before another shot of pain jolted him back to reality, "...I have to go." He forced himself to stand and swallowed a mouthful of painkillers. The syringe burned in his pocket, but he refused to take it out. Not now, not while he still had control, "Go do what you do best, Spider-Woman. People need your help.

"Stay safe..."

"No promises."

The entrance to the carnival was crowded. Peter hopped of the bike and swallowed another mouthful of painkillers when he saw the police cars and officers that surrounded the gate, all of them carrying enough weapons for a war. DeWolff was the first to see him, though she didn't get to say anything before the rest of the officers caught wind and all of them turned to look.

It was like a fucked up welcoming party. None of them said a word and no one made a move to help or arrest him. Peter limped past them, obviously haggard and flagging, and stopped when he was in front of the closed gate, "...I'm here, Jack!" He spread his arms wide and looked up at the screens on both sides of the metal gate, "Let them go already!"

The screen buzzed to life and Jack's ugly mug looked down at him. There was a moment of silence and then he suddenly burst out laughing, "Oh, man, you look like shit!" He slapped his knee and threw his head back, "I thought with your little group and the Avengers helping you out you were taking it easy! What's wrong, need your girlfriend to make sure you can even shoot properly?"

"Let. Them. Go." He was too far from the hostages to use the jammer. He needed to get closer.

"Ah, ah, ah! It's not that easy!" He pressed a button and the door open with a loud shriek, "You see, there are some games I had planned for our date, and if you want to get these people - who, incidentally, were going on a carnival the day after a terrorist attack, if you can believe it - then you're gonna have to play ball. Not literally, though; didn't have time for the ball game."

"...Fine."

"Great! So, here's some ground rules: no guns, those kinda ruin our fun. Also, no going invisible; I see even a hint of smoke and we all go boom." He shook the detonator mockingly, "Oh, and I get bored easily, so I need you to keep talkin' to me. You wanna keep me entertained, Spidey; things have a habit of exploding when I get bored-"

"Just shut up and let's do this!"

"Woah! Eager, aren't you? Huh, Spider-Woman must've been _really_ bad in the sack if you wanna drop her that bad!" He was going to kill him once he got his hands on him. Mason's death would be merciful by comparison, "Come on inside, then!"

The first 'game', which he was led to by a large trail of clumsily painted arrows on the ground, was a tube with four people trapped inside placed into a wide hole with no obvious ladders or stairs. Peter scowled and jumped the short distance down into the hole that served as a makeshift arena. The people banged their hands against the clear glass and screamed, but no sound came.

"You know, I wonder what it's like to be you." Jack's voice came from the screen behind him, "Those people inside are begging you to save em, but I wonder if they'd do the same for you if the tables were turned. I remember what they did after Times Square. You recognize the guy at front? He was one of the people who threw a brick at your face. Not feeling so smug now, is he?"

"What's the point of this?" Peter snarled.

"Just thought you should know who you'd be rescuing." Jack leaned back on his chair and grinned, his face distorting even more than it already was, "I mean now's your chance for some payback, if you want it. Just turn around and walk away. No one has to get hurt. Except them."

Peter punched the glass, the surface just barely showing traces of cracks from the impact. Jack sighed and snapped his fingers. His spider-sense blared and soon enough he found a bunch of poorly dressed goons jumping down to surround him. Peter threw another punch at the wall and cursed when he saw water pouring from above and the people screaming out silently.

"Time's ticking, Spidey!" He was stopped from throwing another punch when one of the larger goons swung a sledgehammer where he was standing. Peter rolled back and bit back a gasp as a burning pain ran up his side, "Not sure if everyone in there can swim! Though, do you think they'll be safe if you let them out with my boys still in the field!? They've been pretty hungry for some action!"

Normally thugs like these would've been chump change, but his injuries slowed him down. Peter knocked out the thug charging for him and grabbed his sledgehammer, smashing the next one across his kneecaps when he got close enough. The impact was loud and easily heard despite all their screams and taunts.

More thugs came down. Peter knocked out two more before he started webbing clusters of them down, "Hey, that's cheating!" Jack pressed a button and the water flow got faster. Peter let out a frustrated scream and smashed the sledgehammer against the cracked surface. Over and over, again and again, the reinforced surface showed more and more cracks as the water rose up to their face.

The final hit caused the water to cascade out hard enough to almost knock him off his feet. Ignoring the pain, Peter dropped the sledgehammer and rushed to the coughing hostages, the water reaching up to his thighs. A man and a woman a couple of years older than him, a girl who looked about ten years old and a middle aged man in a business suit. None of them looked good, but they were alive.

His spider-sense blared. Following his instinct, he grabbed the first two and tossed them up out of the hole. Before the old man could throw out more than a weak protest he grabbed both him and the kid and jumped.

And none too soon. A surge of electricity shot out as soon as he landed, electrocuting anyone that still remained trapped below, "Hah, quick thinking, Spidey! You were almost a spiderque! Heh, get it?" He glared up at the closest screen, "Bad news for the guys down there, but at least you saved the four stooges! A round of applause!"

"You just killed your own men..."

"They knew the asking price." He tapped a button and the collars stopped beeping, "Well, I'm a man of my word. Those four are free to go. Come on, we have two more games to go; we would've had more, but again, I thought I'd have a couple of days left over."

He turned to the four. All of them were standing, even the kid, "Go. There's police outside, they'll keep you safe.

He left and followed the next trail, though it wasn't long before Jack came back on one of the numerous screens, "So...any of em say thank you?" Peter mumbled something incoherent, which he took as a response, "Not a one, huh? See, that's what happens. It's why I don't get you. After Times Square I thought you shaped up, but here you are again, limping to the rescue."

"Why does it matter to you? Is this really all because I stepped on your project with Carter?"

"That? Oh, that's old history, friend! Barely even remember that guy! No, this is about something a bit more personal: you killed my father."

"...What are you talking-"

"Don't you dare pretend you don't know!" Jack suddenly screamed, his voice rising higher than the soft rasp that he almost didn't recognize it, "There ain't a lot of people I care about, but my daddy was one of em! And you killed him! I was there, you remember? You kicked me into a vat of acid with that other girlfriend of yours? When I got out...he was dead."

"That wasn't me." It was Spider-Man, the one who didn't steal someone's body and life.

"He never hurt anyone! ...Well, there were those guys and gals, but who cared about em? It was in some third world country somewhere; no one in this city cares!" Jack said, completely ignoring what he was just said, "But you see, it woke me up! I've been killing since my daddy found me, but I never really thought it'd be so personal. You? Oh, buddy, this is all personal!"

"...That's it?" Peter sneered, "All this, because you had nothing better to do? Don't kid yourself, Jack. This isn't revenge; you're a psychopath who's been killing before I 'killed your daddy', and you were going to be killing long after that. Don't pretend this is revenge."

"See, what's where you're wrong, Spidey boy! This is revenge; business and pleasure rolled into one." He licked his exposed chops, "Still, you really think you're making it outta here? You saw those cops outside; they'll arrest you soon as they'll arrest me. One freak's as good as another for them."

'Thankfully' he didn't have to listen to more of his rambling. The next 'game' only had one guy trapped in the car of a roller coaster, but he was far from being up high. Instead he was trapped in a tunnel below, the walls high enough that scaling them would be impossible under normal circumstances. Trapped, definitely, but no danger as far as he could see.

And then the Ferris wheel in front of them exploded.

The large wheel fell of its hinges and rolled to the side straight towards the tunnel, "Damn it!" Peter jumped down and yanked the handlebars back before pulling the guy from his seat. The Ferris wheel was almost on them and he did the first thing he could.

He jumped through the interlocked metals, time moving in slow motion. His hands and feet grabbed and pulled up ahead as the wheel continued to turn, some of the metal nearly hitting them both in the head, before he found an opening and jumped through the side. The rush of air was painfully brief and soon enough he landed on his feet, the impact forcing him to the ground while the hostage rolled out of his grip.

Jack's howling voice came from above, "Hot damn, you never cease to surprise." He looked up and found not a screen but a bunch of devil dolls, each of them holding onto a camera, "I'll bet our audience was very impressed with the show!"

"...You're recording this?"

"It's been live since you stepped through the gates! Say hi to your fans!" The dolls danced through the air mockingly, "I wonder if your aunt and uncle are watching. Is Spider-Woman? What about that other girl you like so much? You don't get stage fright, do you? Cause I gotta tell you, ratings are through the roof right now! People just love to see others suffer!"

Hands shaking, Peter grabbed the dizzy man and pulled him up to his feet. His collar had stopped blinking, "Go back where I came from."

Last game.

The the directions led him to a makeshift castle in the center of the carnival and inside was a hall of mirrors. Peter looked at his reflection and paused. He almost didn't recognize himself: his clothes were in tatters, he'd lost half his weight in blood and his mask had torn enough that anyone could see half his face peeking through. He knew it'd been bad, but seeing it in front of him was something else entirely.

"Hey, quit stalling! Final game!" Jack cried.

It took a bit to navigate, but soon enough he found himself in a wide room. On the right side stood at least twenty adults of varying ages, all of them chained down by their hands and feet with blinking collars on their necks. To the left were seven kids similarly chained and collared. All of them were crying, though a few of the adults tried in vain to calm the children down.

"And now, for the final test!" Jack's mug came from the large screen in front of him, "I'm curious, what do you hero types use to decide who deserves to live or die? Let's find out! One side is mostly parents and the other side has kiddies. Pick one to save. There are more adults, but I know you guys like to prioritize kids for some reason. So who get to walk out of here?"

"What the hell is this?" Peter's hand inched towards the jammer. He had once chance at this, "You said if I play along I could save them!"

"I did! I didn't say you could save _all_ of em, though!" He cackled, "Now, pick one! Do the kids get sent to the orphanages, or do the parents gotta start working up the old baby factory? Clock's ticking, Spidey!"

Now.

He pressed the button and rushed to the closest man, breaking the cuffs on his hands and legs, "Get a kid and go!"

"Hey, you're cheating!" Jack tapped his detonator. Nothing happened, "Wha, you son of a-"

He shot the screen, "Shut up." He finished untying the rest of the adults and watched as they started carrying their children, "Follow me. We gotta get out of here before-" An explosion knocked him off his feet. Forcing himself up, he looked back at the hall of mirrors, "Everyone stand up and follow! This whole place is coming down!"

It was shaky, and a few of them lagged behind, but he managed to lead them to the exit. For a fleeting second he though that maybe they could all make it out before he heard it, "No! Mommy!" Peter looked back and found a little boy lying on the ground, his mom crushed under a piece of rubble. Dead; nothing he could do for her now, "Mommy, get up!"

"We gotta go!" He grabbed the struggling kid and rushed to the exit. Some of the crowd stayed to wait for them. Peter was almost past the door before another pile of rubble crashed from above them. He did the only thing he could and threw the kid through the exit before everything around him went dark.

He didn't know how long he'd been out; could've been hours or just seconds. The only thing he knew is that when he woke up he felt an unimaginable weight on his back and he could barely move. Peter coughed and looked around. Rubble and smoke all around him and he could barely breath. Unable to stop himself from panicking, he tried to stand, only for a shock of pain to run down his spine and make him fall back down.

"God..." He pushed, but the rubble refused to budge. As the seconds passed his mind started to realize what happened: the building had fallen on top of him and he was trapped, "No...no, no, no!" He punched at the concrete, but again they refused to budge. The pain was getting worse, it was getting harder and harder to breath and his vision was fading.

He was going to die here.

It was odd. After everything he thought a part of him would be relieved, but instead all he felt was an all-encompassing fear. He didn't want to die, not like this. Not alone under rubble where he could barely even see, "H-Help..." His voice was barely a whimper, "Anyone, help...Gwen, Bullseye, Cindy...help me..." He coughed and cried, unable to stop himself and salvage whatever was left of his dignity.

He didn't want to die here.

"Come on..." He pressed his hands against the ground and tried to push himself up, "Come on..." The pain was unbearable. He could do this. He could-

He fell back down.

Nothing. He couldn't get out. Peter cried, blubbering and pathetic, and begged for salvation. Anything so he could survive for just a few more minutes, even seconds. He'd take anything.

He should've kept his mouth shut. God had a sick sense of humor.

The rubble in front of him pulled back and he saw the first traces of light, "H-Hey, I'm down here...!" He reached his hand out. He didn't care who it was; he'd throw himself at the mercy of the spooks or the coppers if it meant getting out-"

"Hey there, Petey!"

It was Jack. The mass murderer looked down at him, eyes practically bugging out in amusement, "Fancy seeing you here!" He stepped on his outstretched hand and Peter screamed, "Aww, that hurt? See, that's what happens to cheaters!" He knelt down in front of him, "You really thought you could get away with that? I gave you a choice, but you just couldn't stop yourself, could you?"

"...You-"

"Ah, ah, ah! I'm talking now!" He squeezed the sides of Peter's mouth mockingly, "I gotta ask: was it worth it? I mean none of them stayed behind to help you! Didn't even look back! Those are the people you risked all this to save?" He laughed, soft and chilling, "You know what? You're just as insane as I am! Only difference is that I'm honest about it!"

Before Peter could say anything Jack tugged off his mask and sat next to him, "Get ready for your close up!" Half a dozen devil dolls flew close, each of them carrying cameras like the ones before, "Good morning, New York!'

"What are you-"

"I want to inform you that Spider-Man is alive! Although he's a bit worse for wear." Jack clapped his cheek, "Now, seeing as the show has ended, I think it's fair that we give our lead actor his due credit!"

"Stop..."

"Everyone put your hands up for Peter Benjamin Parker!" Jack clapped his hands and made a mocking cheer, "Now, I know what you're all thinking first: 'What, that kid? Didn't Spider-Woman kill him?'. Well, dear viewers, you are right! Peter here died and then he came back! How, you may ask? Well, there are some things we're not meant to know, I suppose, but it's _definitely_ him. I mean, look at his eyes! You can see the Lizard right there!"

"Shut up!" It took all he had just for that one scream.

"Now I know some of you are disappointed. I mean, Spider-Man's just a teenager? Spider-Woman's first Supervillain, no less? I know, viewers, I was disappointed too! The face never lives up to the mask, does it?" He sighed, "Guess we're all just human in the end, huh?"

"If it's the last thing I do, you're going to die, Jack..."

"Aww, someone's being a bit sore!" Jack ruffled his hair, spreading more blood and ash, "Oh, don't worry, Petey! I'm sure everything's going to be gravy from now on!" He forced Peter's head up till their eyes met, "Now there aren't any more secrets. Everyone knows who you are. There's nowhere you can run or hide where the people you pissed off can't find you. Isn't it a relief that everything's out in the open?"

"I'll kill you..."

"That's the spirit! You're gonna need it!" He let his head drop, "I mean, I was told to either kill you or bring you back alive for experiments, but you know what? I'm leaving you right here! Either you die here or you can watch as everyone you ever gave a shit about die _because of you_. Then you'll know how I feel, huh? See you around, Petey."

Jack stood and walked towards his glider. Peter reached a hand out, but he still couldn't budge. Jack was going to escape, "You know what you have to do!" He couldn't reach for his pocket, and even if he did the syringe was already crushed, "You don't need the syringe! Just let me out! Let me out now or he escapes! You don't have a choice!"

He didn't have a choice...

"Fine...take it."

The burning that came afterwards was almost a relief. Peter let out a scream and Jack turned back, slack jawed, as he pushed off the rubble and charged towards him, "Back for more?!" The broomstick rushed towards him, spewing fire as it did. Peter ignored the flames and snapped the damned thing in half as soon as he got his hands on it.

"So the Lizard's come out to play, huh?!" Jack tossed a cluster of bombs his way. Most of them burned, but one got lucky and blew off his arm...for a few seconds. The new limb grew back almost instantly and he grabbed Jack by his neck. This time there weren't any taunts, just a knife to the neck that did nothing to stop him. Peter threw him to the ground and started pounding.

He didn't just limit himself to Jack's face this time. First he stomped both his knees, the legs bending at painful angles that made Jack _scream_. That done he grabbed his arms and twisted, bending till he was sure that there wouldn't be any feeling left in the limbs. Jack still squirmed and groaned, but he couldn't move now.

The first hit broke his nose again and the next caused blood to splatter among the leathery skin. Peter kept him raised by is collar and punched, hitting again and again even as Jack's eyes were swollen shut and he took out what little teeth the bastard had left.

He would've kept going if he hadn't heard it, "Smile...cameras...Petey...!" His fist halted mid-strike and he looked back at the devil dolls. Still recording, still showing everything back to anyone who could see a damn screen. His reflections in the glass was faint, but he saw it clear as day: scales running up the sides of his face and both eyes transformed into yellow slits.

He was the Lizard.

"Come on...do it...!" Jack spat out a mouthful of blood, "Everyone's watching...don't disappoint em...!" Everyone. The entire city, the rest of his team, Matthew, Ben, May-

Gwen. She would see it.

Peter growled, the sound a haunting mix of human and something bestial, and slammed Jack back down on the ground, "He's there! You can kill him now!" He stepped off and fell into a clumsy sitting position. The cops were coming; he could hear them stomping their way over here. Jack would keep breathing, but it wouldn't be a pleasant existence.

Despite it all, the bastard laughed, and his next words stayed with him even as he disappeared into smoke.

"I win, Peter... _I win_."

* * *

 **Whoo, that took a while to write :/ Anyway, that ended about as well as it could: Jack's Maniacs have been routed, the city is safe, Jack is crippled for life and is going to remain in prison and all is well...except for Peter, whose identity is now completely compromised (assuming people believe he came back from the dead) and whose loved ones are now targets for retaliation. But other than that? All good :D**

 **Apologies for the lack of action. I wanted the arc to remain more character focused despite my original intentions. Bullseye was also supposed to be the final ally rather than Matt, but I figured I needed to show these two on a date at some point if I wanted to sell the romance. I mean with Jack imprisoned and Gwen being stuck the new couple needs room.**

 **...Still, on a scale of 1 to Parker Luck, how screwed is Noir now that people know? Cause I can see the amount of in-universe fanfiction increasing given that it's canon that fuckers like early 2000's Venom got a load of fanfics despite them being tentacle murderers. Still, it can only get better from here, right? I mean I can't imagine getting any lower for him than being trapped in rubble and begging for help while crying.**

 **Oh, and Gwen's such a spoilsport, making Peter stop from killing Jack despite not even being physically present. Dude is W-H-I-P-P-E-D. Also, the original ending had Gwen swoop in and decapitate Jack in a full Venomized rage, also on live TV, but I wanted it to be more Jack and Noir's confrontation than hers, even if the fallout of that scenario would have also be interesting to write about.**

 **No questions for now. My friend suggested I let readers review the actual chapter rather than just my musings.**

 **Review Answers:**

 **Dragonskyt - Not a fan of cosmic scale, mostly cause at that point lives just become numbers. I prefer street and city level with the occasional forays into national and world level events.**

 **Spideyfam - What would the story be, though? Kaine angsting about stuff has been done with Noir many times over in this story.**

 **Rivet94 - A Mary Jane/Peter fic of what kind? Romance? Angst? One More Day?**

 **Brave2000 - I did think about a 616 Daredevil crossover before, but I just haven't had the time to write...that and I'm afraid readers will just think of it as a re-tread. As for the Defenders...flawed, yes, but they're also shameless killers who do it for the sake of getting their rocks off, at least for Bullseye and Punisher. Moon Knight, Felicia, Noir and Lana are more nuanced.**

 **That Geeky Guy - Different writers, but 616 all take place in one verse, which makes all the insanity stupid when you realize that almost everything that happened in the 2000's issues happened over the course of two in-universe years.**

 **As for those questions: Ultimate does exist cause Reed repaired the multiverse; MCU would take place before Infinity War; 616 would take place during the Parker Industries run. And yeah, Noir would definitely call out Mayday's Sith absolute logic...though, why not Amazing 8? Not interested in utopias?**

 **NeverendingZero - Problem is most of those Spiders don't stay in the middle: Peter and Miles are adamantly thou shalt not kill no matter what and call others murderers for trying to kill the unrepentant monsters. Miguel's more in the middle, though. As for someone gray...why not Cindy? She's clearly not murderous like the Defenders but not a White Knight like the Avengers.**

 **Speaking of, I can't see the Avengers as White given that they hide Carnage's origins willingly.**

 **crimsonknight700 - Problem is I can't do much with those characters. Lana took Gabriel's role as the younger sibling, Sue Storm's too young to be Mrs. Fantastic, and Ben Grimm is a cop, hence no ties to being the Thing.**

 **AnUnorthodoxDecision - I did make a Spider-Gwen Noir omake where Gwen from Earth-90214 became Spider-Woman instead. Not the exact thing, but close enough. Also, for power ups? Well...not from the Spider-God, but he does need an upgrade if he hopes to fight Matt.**

 **KasugaRomio - Crossover changes can only last so long before things normalize; even Twisted Reflections had this happen.**

 **Dr. Sugarcakes - To be fair, Noir already does possess a different scaled powerset compared to 616 here.**

 **Titan616 - At least one of my readers seem to heavily dislike She-Hulk, so I like that you're taking her side ;) Still, Noir straight up _executed_ Scarecrow, which is far different from killing in self-defense. **

**Leonard Church814 - I doubt MCU!Spidey would ever follow Noir's example, though I can see Gwen being overjoyed with seeing a version of her _very_ troubled childhood friend being positive, happy and heroic. Noir might get a complex about it, though.**

 **Captain Redshirt - Noir would fit into the Ultimate Universe, though :P Anyway, I like ranting reviews, as I said before. Hopefully this chapter gets one of those :D**


	119. Not a Hero

**So as I'm writing this chapter my friend pointed something out to me: Moon Knight is the true hero of this story. Despite being the only one with no focus arc of his own, the guy's basically what Noir would be if he wasn't a massive cock up: he has a reputation as a mythical boogeyman in the underworld, he has a more cohesive relationship with his patron deity, he's already had experience fighting the supernatural, he's defeated demonically possessed crime lords like The Hood, and he's had a successful anti-hero/ideal hero romance with Wasp, which even resulted in a kid.**

 **He's also defeated (off-screen) the likes of Juggernaut with aid from Wasp and She-Hulk and his comments indicate he's successfully won (or at least survived) conflicts with Matt in the past, something no other Defender can boast unless one counts Felicia being knocked out by Gwen as 'surviving'.**

 **I want to say I did this on purpose, but I really didn't; the Wasp and Hood thing especially since I just inserted them in as I was writing past chapters to patch some missing plot threads. Still, it does lead me to think that I should just chunk Noir altogether and turn this into a Moon Knight story :P He'd probably accomplish more and whine less while doing it.**

 **Side Note - She also pointed out there isn't a single sane pairing in this entire story, teased or otherwise. Noir/Spider-Gwen? Jessica Jones/George Stacy? Kate Bishop/Spider-Gwen? 65-Shadowcat/Original Noir? Maybe I should start making some changes...** **  
**

* * *

Gwen would've given anything to change the erase the last few days.

"Damages sustained are still being calculated, but so far the total tally of death is recorded to be over a hundred and even more wounded, with many of the casualties resulting from the initial train station bombing being the most severe. Experts say, however, that it could've been far worse without the quick actions of the Avengers and a few select vigilantes."

Experts? Yeah, she really wanted to see who counted as that. Some guy in a chair talking about statistics anf responses? They weren't out there. They weren't the ones who had crazy assholes with powers trying to kill them and their friends.

"One vigilante in particular has sparked interest. The one known as Spider-Man. Or, according to recent sources, Peter Benjamin Parker." Gwen's hand clenched when they showed an obviously cropped mugshot on the upper left of the screen, "The vigilante was found combating the terrorist Jack-o-Lantern, both at the train station and the carnival. Other sources such as Mayor Jameson, however, claim the two were in collusion and that he's mounted a task force to-"

A chair flew and smashed against the tv, breaking apart the screen with a loud crash and a sea of sparks. Gwen turned away from the wrecked TV and stomped her way to the table, the bottom half of her mask separating to show off sharp teeth and a long tongue. Of course Jameson would fuck things up. Again. She thought, stupidly, that may be the verbal beatdown she gave him those months ago would've caused him to change his mind, even for a bit.

But no, it was Jonah fucking Jameson. He'd rather let everyone around him die than admit he made a mistake.

"...You know, you could've just turned it off. Those things are expensive." He turned and growled at Teresa, the older woman only giving her a raised eyebrow in response, "If you're trying to intimidate me then it's not gonna work. One perk of being blind: I don't get to see the teeth and prehensile tongue that Klyntar gives its host."

"Fuck off." She looked down at the glass table and stared at her reflection. What did it say that seeing herself looking like this didn't even elicit a reaction in her anymore? Months ago she did everything she could to keep Webster from turning her into this. Now all she wanted to do was get her clawed hands on Murdock, Jameson and every other asshole in the city who deserved it. Fair was fair, right?

"Would that I could." Teresa hummed and sat at a nearby chair, her arms crossed. The numerous tattoos stuck out to her, the spiders of varying colors tangling with one another in an intricate web. Her inner D&D player told her that there was a reason for those, "Still, that's the second TV you've broken. Danny owes me favors, but it's only proper manners that you don't break your host's stuff."

"Right..." Gwen sat down at the seat opposite the other Spider and groaned, her head in her hands. It'd been two days. Two days since that Godawful mess, two days since that sick bastard was put away in a S.H.I.E.L.D prison with no chance of parole.

Two days since Peter disappeared.

Gwen grit her teeth and boiled her hands into shaky fists, the sharp teeth and tongue retracting despite the burning anger that ran through her. It wasn't fair. He did everything he could, tore himself apart to save those people from that bastard, and what was his reward? People doubting that he was anything more than some villain with a mask? Jameson using him as another target to try and get his ratings back?

And everyone just watched. She was there, she saw them. Men and women, all of them stopping what they were doing just to watch Peter tear himself apart to save people who needed him. Some of them looked at it like it was a game, placing bets on how long he'd last and even joking around every time he got hit or that twisted bastard changed the rules on him.

She was almost tempted to beat the hell out of them, but last she checked being an asshole wasn't a crime.

Gwen groaned again and let out a tired breath. Two days. Two days since it ended and she was shuffled by Teresa to a safehouse owned by one Daniel Rand. The apartment - more a penthouse, really - was exceedingly fancy and filled to the brim with every comfort or luxury, but right now all she wanted to do was get out there. She should've been out searching for Peter, not...

"I'm going to-"

"Leave? I doubt that's a good idea," Teresa said, not even bothering to look at her, "Both Spider-Woman and Gwen Stacy are prime targets for a lot of people right now, Gwendolyne, as are Ben and May. Peter Parker back from the dead? You're both the hero who 'killed' him and his best friend; you honestly think that you being out there won't just cause even more of a scene?"

"I know that! I just..."

The last thing she expected was for Teresa to hold her hand. Gwen looked up and found the other Spider giving her a comforting smile, "I know." She rubbed a thumb over her knuckles before separating their hands, "It frustrates me as well. For all the power we've been given, for all we've been blessed and cursed with and for all that we can do, it often feels like we can't hold onto the things that matter, doesn't it? Even I don't know if that's fate or chance."

"...You sound like Murdock." All the talk of power and fate...it frustrated her.

"Do I? Apologies, I didn't intend it."

"Hmph..." She took a deep breath and said her next words clearly, "I'm not losing him." Teresa tilted her head to the side slightly, silently urging her to continue, "I lost Peter once before. I didn't see how the bullying was really getting to him, how..." She took a deep breath, "I don't know if he's really 'my' Peter, and god damn it, _I don't care_. Whoever he is now, I'm not going to let him go through this alone."

The question from days ago still lingered in her mind. She didn't love Peter back then, at least not in that way. He was her best friend, the guy she had sleepovers and played D&D with, even though MJ and the others scoffed at her 'nerdy' hobby. She never thought about him as the guy she'd kiss or introduce to her dad so he could do the overprotective 'Uncle Glock and Aunt Background Check' schtick.

So...what _did_ it say about her that she thought about him that way now?

"...I know," Teresa said again, her voice soft, "I know you don't believe me, but I do care for him and if I could see him with my abilities then you'd be the first to know. Sad to say even Lockjaw hasn't had much luck finding him."

"Mmgh..."

"Look, why don't you go check on Ben and May? I gotta go tell Danny we need another TV."

"Put it on my tab." She stood up from the chair with a loud scrape and trudged her way to the bedroom. Ever since the 'dramatic unmasking' Teresa took most of them back to the penthouse. She knew mom, dad and a still-recovering Jess were in a room at the end of the hall and Ben and May were a few doors down. Best to let the attention die down, or so Teresa said. Thankfully Glory, MJ and Betty weren't considered close enough to him that they were considered risks.

She opened to the door to Ben and May's room and resisted the urge to turn around. Ever since that sick asshole's live show May'd been inconsolable, alternating between crying, sleeping and moments of quiet before starting the cycle all over again. Gwen couldn't blame her - seeing their son begging to not die and then seeing him turn into... _that_ , it would've broken any parent. Ben and May had already lost him once...

The sight that greeted her was much of the same as the past couple of days: May with her head pressed tight against Ben's shoulders while she sobbed softly. Ben himself wasn't much better, just barely managing to keep his tears while hugging his wife close. Gwen thought he'd break eventually, but so far he managed to keep a stiff upper lip. She wished she could say the same thing about herself.

On a chair a short distance away sat MJ, the redhead looking at the pair with a pained expression on her face. She spent most of the two days out, helping Cindy and everyone else search for him. Last she checked Cindy, MJ and Kate were helping to find him, along with the entirety of his so-called group. Cap, Wasp and She-Hulk were doing something else, but she didn't enough of a crap about politics to ask.

"Hey, Gwencent..." MJ said. She looked exhausted, it was obvious even with the lack of bags under her eyes. She must've had maybe three hours of sleep the past 48 hours, "Still no luck. He pick up the phone?"

"No..." She'd been heartened by the fact that he hadn't just blocked her number at all (even if the phone was always unavailable), that just maybe he'd respond if she called enough times, but Teresa quickly dashed those hopes. _He can't block anyone's number. S.H.I.E.L.D wouldn't want one of their assets to start cutting off conctact,_ she'd said. Even the tracker wasn't working, meaning he either got rid of his phone or found a way to destroy it and still refused to answer. Gwen didn't like either idea.

"Yeah, well...keep trying. Tiger's bound to pick up at some point." She stood up unsteadily, "Listen, I'm gonna go back out there while we still have some daylight. Can't see so good in the dark." Just a few days ago Gwen would've balked at the idea of MJ being involved in something like this. She still did, but right now she couldn't afford to be picky.

"Sure..." She went to the mini-fridge and picked out an assortment of fruits on a plate, "Ben, May, you both need to eat." She sat down next to them on the bed. Ben just shook his head and May didn't even turn, "...I know it hurts, but starving yourselves isn't going to solve anything. Please eat."

Nothing. Not even a nod.

"...I'm sorry." Gwen looked down at her feet. It felt perverse, sitting here in her costume while they grieved, but she couldn't help herself. When she couldn't solve her problems she put Gwen Stacy away and became Spider-Woman. The people in the city hated her before, treated her worse than a leper, but the mask made it easier to pretend she was strong, that all the insults and bile didn't bother her.

It was much harder when Ben looked at Spider-Woman as her son's murderer.

"...'s not your fault, Gwennie," Ben said finally, "It was that madman. He's responsible for this."

"Still..." Still what? Should she have run there, uncaring that if that piece of shit saw her everyone else on that carnival would've had their heads popped? One life for many others, that was always what Peter said. He believed in it even up to then, "I should've been better, should've been..."

"There was nothing you could do," Ben muttered, "Lord knows I thought about things we could've changed, but there's nothing me or May could've done to make it better." He took a deep breath, "Still, it stings. Seeing your kid suffer while there's nothing you can do...all I can think of to stop it is all the people he saved. Without him they'd all be dead. He saved them."

"Yeah, for all the good it did him..." It was wrong of her to say it, but she couldn't help herself. She'd kept at the hero gig for three years despite everything the city had done to her, but it wasn't wholly selfless. She felt guilty, and in her own way she thought that maybe punishing herself that way would absolve herself of the unintentional blood on her hands. Felicia said she had a messiah complex.

Maybe she was right.

Her phone rang. Gwen didn't even bother looking at the screen. They'd all agreed not to contact one another till they found him, so it was either them or Peter himself, "Peter? Is that you? Are you-"

"Wrong number, Ms. Stacy." Murdock. Gwen's grip on the phone tightened and she stepped out of the room as calmly as she could. Ben and May didn't need to hear this, "So silent? Odd, I expected a curse or a put-down by now-"

"What the fuck do you want?" She growled.

"Ah, there it is! I was worried something was wrong with you." She almost cut the call then and there before he spoke again, "Now before you end the line, I thought you'd want to know where Peter's currently headed."

"What? How do you-"

"Because he's far more predictable than he wants to admit." Murdock hummed and she could practically see the pleased smile on his face, "If you want to see him again then I suggest checking in at Grand Liberty hospital. Last I checked Ms. Baumgartner was still staying there."

"Lana..." The entire city was looking for him, would he really... "You're-"

"Wrong? Then prove me wrong." He laughed, "Grand Liberty hospital, though I'd rush over there, if I were you. Last I checked things aren't going to go so well. Apparently Jameson got an anonymous tip and his task force is on their way there. I hear the mayor himself might make an appearance!"

"You son of a-"

"Best of luck, Ms. Stacy!"

* * *

This was a stupid idea.

Peter leaned against the wall of the alley and grimaced in pain. How much time had passed? He knew it was the afternoon - the setting sun and traffic made it pretty damn obvious - but he'd lost track of the days. Two days? Three? A week? He barely even remembered sleeping (passing out) and if he let hours or just minutes pass between then and waking up.

What he did know was that Lana was still here and he'd stupidly decided to see her.

He checked out of the alley, making sure to keep his hood low enough to block most of his features. The new clothes he'd borrowed (stolen) from some poor bastard's closet were ill-fitting - the jacket alone sagged uncomfortably and the pants had to be looped with a tight belt - but it was better than running around in his torn up clothes. He'd burned the damn things, which he was sure Lana and Bullseye would give him an earful of as soon as they could.

The gaggle of reporters at the front of the hospital made him scowl. Places like these were overflowing with people who needed help and these nosy pricks crowded around because they wanted to be the first pick at getting into Lana's head. Did she knew she was friends with a monster? Was Lizard Parker as much of a brute as the fearmongerers said?

Did he really come back from the dead?

He shouldn't be here. He knew that he was just asking to draw the wrong kind of attention, but he couldn't...he _had_ to see her, to make sure that she was safe after what Jack did to her.

"Let me out! You let me take control! You can't just put me back in!"

The Lizard was deafening now. Peter grimaced, looked down and trudged his way down the alley. Lana's room was in the third floor corner, which (thankfully) had a window on the side alley, "Come on..." He tried fade away before a splitting headache forced him on his knees. Ever since he left the carnival it was hard to use his powers properly. He wasn't even sure if his spider-sense was still there.

He had to make this fast then.

Looking front and back, he made sure that he was alone before jumping between the tight walls till he reached the window. He knew that places like these weren't bankrupt enough to put security cameras on the rooms and that Lana got private room, courtesy of her very well-connected father (or sperm donor, as Lana called him), so he wouldn't risk scaring some poor patient just trying to recover.

He knew all this because these damn reporters broadcasted her location in last night's news. Damned morons.

The window was locked, though a quick pull fixed that issue. Peter stepped inside quietly and cursed as another surge of pain ran up his right arm. Sometimes he wondered if it was better if he never got it back, "...Shit." He closed the window behind him and walked to the only bed in the room, the area around it covered by green drapes that left only her shadow exposed.

Seeing Lana again should've been a relief, but all he felt was the sinking weight of guilt in his chest. The teenage girl's eyes were closed and she breathed softly, her skin pale and clammy. On her left hand was a wire connected to an IV drip and her eyes were sunken, the pale skin making the dark rings stick out even more. What little of her wasn't covered by the blue gown showed obvious signs of injuries from the needle marks in her arms to the faint scarring along her legs and feet.

He should've killed Jack, audience or not...

"Lana..." He reached his right hand out briefly before he pulled back. The few flashes of skin through his sleeve showed off a smattering of green scales, "Damn it..." He shouldn't be here. Jameson wanted his head on a pike and so did half the damn city. Being here just made her more of a target.

Lana stirred. His first instinct was to disappear, but the biting chill never came and he was left standing like a deer in the headlights, "Mmh...Pete?" He wondered, briefly, if she'd seen him already, but her still-closed eyes cut that thought off. A dream or a guess, maybe, "That better be you...asshole." He almost laughed. Even after everything she never lost her bite.

She was still half a awake; he could leave without her knowing. Instead he opened his damn mouth, "Yeah, it's me..." He took a stool and sat, ignoring the rational part of him screaming to leave right that damn minute.

"Good..." Her eyes finally opened and she turned her head right to look at him. Her gaze was unfocused and she was clearly tired, but somehow she didn't appear any weaker for it, "Took you so long?"

"I've been...busy." Passing out and running from anyone trying to search for him. Not that he could call them if he wanted to; his phone got wrecked after Jack dropped that damn castle on his head.

"Heh, that makes two of us." She tried to sit up, but her body refused to cooperate. Lana muttered a curse to herself and coughed, "Shit, head's still ringing. Whatever they'e got in the bag ain't helping much."

"Lana...what did he..."

"Do to me?" she finished. Peter nodded, "It's kind of a blur. He...took me, said he was going to use me as a warning or something, then after that..." She raised her right arm weakly, "Pumped me full of his crap. Wasn't even awake most of the time. I remember...him going on and on about how you killed his daddy, then a few of his gang did some shit. I...don't want to talk about it." Peter's hands clenched. The cuts and bruises on her face said enough.

"...Jack's finished." He doubted he could escape, not with the injuries he left him with. He was nothing more than a torso and head with useless stumps and his gang was in tatters without their fucked up messiah to lead them.

"Heh, good..." She closed her eyes briefly and smiled, her breaths soft. They stayed in silence for a few seconds until she opened her eyes again, "...Hey, why don't you take off your hood? Can barely see you..."

"It's...best if I keep it on." He looked away, a frown on his face. She needed to know, "Lana...it's over. Everyone knows who I am under the mask."

She was quiet for a brief moment before she muttered another curse, "H-How...?" He could tell she wanted to ask more, but either out of patience or fatigue the singular question was all she could muster.

"Jack, he..." He licked his lips, "He had hostages in a carnival and recorded everything I did. I got careless and he took my mask off..." It wasn't nearly enough of an explanation, but it was better that he didn't put any more weight on her shoulders, "Everyone in this city knows who I am now. Peter Parker's back from the dead...assuming they can believe it."

"Shit..." Lana took a deep breath and tried to reach out for him, but again her body refused to cooperate, "I...I've been hearing things, you know? The few times I've been awake...I heard some of the nurses gossiping about how young you were. I thought I was just out of it with the detox shit they gave me, but..." She paused, "Pete...what does this mean?"

"Exacty what it does: Lizard's out of the bag."

"That's not funny..." She sat up a bit more and groaned in pain, "God, that asshole. I hope you made him pay."

"Yeah, I did..." he said, "But...how did he catch you?"

"Stupid thing. I went to visit Ben and May and a bunch of his shitty gang were there with that Anya chick that was stalking me. She was supposed to be guarding them, but I guess they caught her with her panties down. Managed to get all three of em out, but..." She shifted and pointed at her right side, "Took a shotgun to the side and that fucker caught me."

"...I'm sorry."

"For what? I was the one who wanted to visit them." She grinned weakly, trying to comforting him, "'Sides, you saved my ass."

"That wasn't me." Memories of his pleading, _begging_ Murdock to save her came back in full force. If he had to he would've done it again, but it never stopped feeling degrading, "It was Matthew. Jack made an ultimatum and he offered to save you so I could go to the carnival and save the hostages." The fact that she was here now meant he honored that bargain. Hah...

"The fucking Kingpin saved my ass? Great, that's just what I need..." She laughed, soft and wry, "That must be why dad kept me isolated. Asshole came in here shouting that I shouldn't talk to anyone and that I should keep my mouth shut till he writes my script. Tch, fine by me, asshole! He acts like I even want to talk to the damn paparazzi."

"Yeah..." He sighed, "How are you feeling?"

"In two words? Like shit. My side's still healing, my head feels like someone's beating on it with a drum, I feel like I wanna throw my guts up, and according to the doc I was pumped with so much drugs that 'the only reason you survived is due to the advancements in your physiology and the enhanced healing factor therein' or something. Besides that my mom wants to go back to town and me telling her not to while half passed out probably didn't discourage her."

"Thought you'd want to see her again."

"I do, it's just...not like this." Her smile faded, "I don't want her to see me laid up on a bed with a damn IV stuck in me. Trust me, I've been on the other end of this scene and it's not pleasant." Her eyes trailed upwards and her next voice came out in a soft plea, "Pete...take off your hood. Lemme see your face."

"Why...?"

"Just do it. Please."

The refusal was on the tip of his tongue, but he ultimately couldn't vocalize it. Hands shaking, he pulled the hood back and resisted the urge to turn away entirely when Lana gasped. The jacket covered most of it, but the scales that ran up the right side of his neck to his face were clear as day. Lana raised a hand weakly, fingertips just barely reaching his jaw before they fell back on the bed.

"Pete..." She was crying. For him. Even after everything she'd been through, "What..."

"I had to give up something to make Jack pay, Lana. We all pay a price." He'd seen his reflection before. He wasn't nearly as monstrous as he was back in the carnival, but his right eye was still a yellow slit and his canines had lengthened to something more akin to an animal, "...This is why I didn't want to show you. I didn't want you to see that I was a mo-"

"Don't you fucking dare finish that sentence!" She said, her voice rising despite the rasp in her words, "God, what is with you? You just finished telling me you saved a bunch of people and made that asshole pay! How does that make you a monster?!"

"I-"

"No, you know what? I don't give a shit what kind of reason you wanna use; it's wrong!" She coughed and sat up, ignoring the waves of pain that radiated from her side, "When I said you saved me do you think I just meant now? You saved me from that asshole Carter, you saved me from getting my dumb ass killed in his trap, you...you were there for me when no one else was."

"...You saved me too."

"Yeah, once! That's hardly a fair trade..." She looked down at the bed, "...Did you just come here to check on me?"

"...No." A part her of must have known, he realized, "I...I came to say goodbye."

"... _Why_?" He felt like he'd been punched. Her voice was weak and _pleading_ , opposite her usual spit and anger.

"I kept you away because I wanted you to be safe, Lana. We both know how that went." Shot in the side and pumped full of so many drugs it'd be a miracle she wasn't addicted, "Jack wasn't even the most dangerous bastard who wanted my head on a platter. Do you think that Murdock or that rat who calls himself mayor will take it any easier on you?"

"You think I give a shit about that?" She coughed again. Peter wanted to reach out and touch her, but he held himself back, "I...you can't change things by shutting me out, Pete. People already know we're friends, I know where you fucking live, I've been to Ben and May's for dinner...you can't just pretend that none of that happened. I'm not."

"Lana-

She tried to reach for him and she to nearly fell off the bed. Peter grabbed her shoulders to keep her steady and she buried her head in his chest, both hands grasping desperately for the fabric of his shirt.

"Don't leave me...not again."

His spider-sense rang. Peter looked around briefly before an explosion from the front entrance rang out, "Damn it..." He pushed Lana way gently and rushed out to the hall, pulling his hood up as he did. Patients and employees both ran past him without a care and rushed to the window that afford them a view. Peter looked back at Lana one last time before he joined them.

The woman in front was the source. Her skin was pale and the top of her head was a long swathe of electricity in the vague shape of hair. Reporters and paparazzi scrambled back as she fired off blasts of electricity, a manic grin on her face, "That's right, you little ants! Run!" She laughed, long and maniacal, "I know Bombshell is here, you assholes! I'm coming for her!"

"God, that bitch again..." He looked back and found Lana standing a behind him, both hands holding onto the IV stand in a death grip.

"Who is she?"

"Some cunt with a god complex. Thinks just cause she has powers she's the new queen bitch." She scowled, "I took her down a few weeks ago. She should be in prison."

"A lot of them should be." Peter gave a scowl of his own. This was the last thing he needed right now, "We gotta get you out of here."

"What? No way!" She shook her head vehemently, "That bitch is crazy! If she doesn't find me then she's gonna start blasting everyone else! No way am I gonna let that happen!"

"You're injured! You can't fight in your state!"

"Oh, you're one to talk! I heard about what you did at the carnival and train station!" Lana shot back. A few of the patients and nurses turned towards them and he saw the flicker of recognition in their eyes, "Look, we can't just-"

"Fine." He wasn't going to win this argument, "Go back to your room and lay low. I'll take care of her."

"But-"

"Do it!"

He rushed down the stairs without waiting for her reply. This was all too familiar: a Baumgartner in a hospital room and a powered psychopath raining Hell down on them.

Except this time the monster was on his side.

He found her in the lobby. The patients and receptionists cowered in their chairs and desks while the girl - whose name he still didn't know - screamed at one of the employees, "Where the hell is Bombshell?!" she screamed. It was odd: if it wasn't for her hair she would've looked normal, nothing like little miss lightning bolt all those months ago.

Difference was this one knew exactly what she was doing.

"I-I dunno what you're-"

"Don't fucking lie to me! I know she's in this-"

He grabbed her and tossed her to floor at the center, "Get out of here." He shoved the receptionist away and lowered himself into a wary stance. A brawl was an option, but not here, not in a hospital filled to the brim with people.

"Who the fuck are you?" Somehow she seemed less annoyed and more amused at the interruption. She picked herself up from the ground, sparks of electricity dancing across her arms.

"Leave this place. Now."

She blinked at that before she suddenly started laughing. Peter grit his teeth and tried to ignore the Lizard screamining into his ears, "She won't be laughing when she chokes on her own blood! Let me out!" God, it was so tempting to lose control, even just for a moment. He was getting tired of dealing with selfish psychopaths who did whatever they wanted, damn who they stepped on along the way.

"What, you thought you could just come down here and play Superhero? Gimme a fucking break!" she screeched. Her voice felt like nails on a chalkboard, "Do you have any idea what I did to the last asshole who tried to play hero?"

"Yeah...she left you flat on your back with your teeth missing. What's your point?"

She fired off a shot of electricity close to him. Peter flipped over the surge and tackled the patient who panicked and ran in the way of the next blast, "Are you crazy?!" He shoved him to the ground and groaned as his spider-sense blared again. Next blast was coming for him. Moving on instinct, Peter raised his right hand and ejected a large net of webbing in front of it.

The web disintegrated immediately, taking the blast with it, and the smell of burning silk enveloped them. A few of the people around him gasped and the electric psycho blinked, her mouth parting open briefly before she sneered, "Oh, you gotta be fucking kidding me!" She laughed and watched him shove the patient away, "Peter fucking Parker? You're here?"

Hearing her say his name...it felt like someone scratching out his ears. Just another reminder of what happened, "Leave. Last chance." He'd track her later when he didn't risk everyone's life every time she decided to blast him.

"Oh, this is fucking rich!" She laughed again, louder this time, "I get the fucking Lizard instead of that bitch Baumgartner? What, that pumpkin guy didn't kick your ass enough, Parker?"

"That's not me..."

"Oh, so you weren't the one who went all school shooter at prom night? Or did you mean you weren't the one who cried like a little bitch begging for help-"

He charged towards her, caution be damned. She raised both hands to blast him with electricity and he didn't bother to try and avoid the attack. The electricity cut through the cloth on his shoulder and the sickly sweet smell of burning flesh came soon after. He didn't care. It would be worth it if he could shut her up and get her away from everyone else.

Peter tackled her out of the entrance, shards of glass cutting through them both before they rolled along the steps, hitting and blasting one another as they went. Peter punched her in the gut and was forced to let go when she blasted him in the upper right half of his face.

He growled and stumbled into a shaky stand, both hands covering the right half of his face. Not too long ago something like that would've caused him to pass out altogether if he was lucky, but now it just made him angry. Even now he could feel the skin knitting together, the destroyed eye returning good as new, "I gave you a chance..."

"For what? To pussy out? To be a bitch like you?" She grit her tooth, blood passing between her lips, "When I kill you, that bitch Baumgartner is next."

This time he didn't bother with warnings. Peter tackled her to the ground and stomped on both her hands, the sounds of snapping bone drowned out by her piercing screams. The next punch to her jaw made her head snap back to the ground. Peter knelt and hit her two more times, both hits stronger than the last, before he stopped. Sirens...cops were coming.

"She already escaped once! Don't let her do it again!"

It was hard to disagree, but the choice was taken out of his hands. Peter looked up, one hand still raised in a fist while the other held onto the collar of her shirt, and stared at the approaching boys in blue. They weren't two suits in a patrol car - these guys were armored and so was their van. From behind them he made out a limousine with blacked out windows.

"What-"

"It's Parker! Open fire!"

His spider-sense blared too late. He barely managed to let go of her before the first tazer hit his shoulder. Peter screamed, which they only took as encouragement. More tazers hit his sides and back and a few of them came towards him brandishing nightsticks, ready to beat him down. If he wasn't so busy screaming he might've laughed. Right in front them was a crazy dame who planned to incinerate a hospital to get to one girl and they only cared about him. He wished he could say it surprised him, but it was all too expected.

He couldn't move; not without getting hit with another barrage of prods, at least. Peter looked up and glared at the approaching riot officers, their features hidden under their thick armor and helmets. Did they look at him with hate or pity? Or, he thought bitterly, did they not even care?

They were almost on him before another explosion came. Not electricity this time. Peter looked up and watched as the ground around him cracked and broke, the cops stepping back and screaming curses. None of them were hit, he noted blearily. Forcing himself to turn, he saw Lana forcing herself down the stairs, right hand holding onto the handrail to keep herself balanced while the other - which was noticeacbly lacking the IV drip - was raised and aimed right for them.

"Are you fucking kidding me?!" she screamed, her voice just barely carrying, "Spider-Man just saved everyone here, you fucking assholes! Where the fuck were you when that crazy bitch was shooting lightning everywhere?!"

One of the officers stepped forward, "Ma'am, you need to keep away-"

"Fuck off!" The ferocity of her glare made the man step back. If Peter wasn't in so much pain he might've found it funny, "Where the hell do you get off?! You wanna arrest someone then arrest that fucking cunt! Without him we'd all be fucking dead, so don't...don't..."

Lana's eyes closed and she fell. Peter bit his tongue to keep from screaming and stumbled towards her. He could only kneel by her and watch helplessly as her right side became covered in blood, "No...no, no, no." He wrapped his arms around her upper body and held her close. Her stitches broke, the rational part of him said, but he couldn't stop himself from pleading, "Come on...you'll be okay, you'll be okay. Please..."

The cops stopped, some of them looking at one another in confusion. Peter was about to stand and bring her back inside before he heard him, "Don't tell me any of you are buying this?!" He looked up and glared up at Jameson. The bastard was there, no guards or anything. It would've been so simple to reach up and smash his face into the pavement, "What, just because he starts crying you guys forget?! He's a monster!

The bastard actually pulled his hood down. Peter didn't do anything, not with Lana in his arms. Instead he just glared up at him and matched Jameson's scowl point for point. He was sure he looked grotesque right now after what that crazy broad did to him, but he didn't care, "...Lana needs help." Her breaths grew softer and her his hold on her tightened, "I'm not going to let her die because of _you_."

Jameson shouted something, but Peter stopped caring. He stood and glared at the approaching police officers. If they tried to attack him with Lana in his arms then he'd beat them down.

He didn't have to. The head officer barely took more than a few steps before a can bounced off his helmeted head, "Hey, back off!" Someone screamed from behind him. He didn't bother to turn around, "Striker's right! Spider-Man saved us!" He heard more people murmuring and standing, "Man, leave him alone!

More objects and insults were thrown, and this time none of them were for him. The police stepped back and Peter made his way up the steps, handing the unconscious teenager to one of the free nurses, "...Take care of her." She couldn't stay here, not when her idiot of a dad broadcasted her location. He'd need to ask another favor from Teresa...

"What the hell is the matter with all of you?!" Jameson screamed, arms raised to block the torrent of projectiles everyone threw at him, "Did you all forget what he is?! He's the Lizard! He-"

"Saved your son's life!"

He wasn't even surprised to see Gwen swing in. The chain of events was far too odd to be a pure a coincidence, even for this place. Gwen landed in front of the crowd, the eyes of her mask narrowed in a glare towards the would-be mayor of New York. The crowd around them became quiet, all of them eager to see what would happen next. Last time it didn't go so well for the old blowhard.

"You-"

"Your son was on the fucking news, Jameson! He was one of the people at the carnival and he called Spider-Man a hero! Said that if he wasn't there no one would've made it out alive! " She shoved a finger to his chest and made him step back, "And what's the first thing you do?! You send a bunch of guys with tazers and batons to beat him down! That bastard's gang is still running amok and the city's still recovering and you think going after one of the people who saved it is the best thing to do right now?!"

"Listen here, you-"

"What? Menace? Freak? _Murderer_?" Gwen laughed bitterly, "You know...a couple of years ago hearing that hurt, but now? Now I can't even pretend to give a crap. Jameson...you're just a sad, _pathetic_ asshole. You can't do anything but tear things down to make yourself look better. You took advantage of May and Ben Parker's grief and now you're riding the coattails of all this hate because you want everyone to forget how much of a _nothing_ you are."

Jameson didn't - couldn't - say anything else. Without another word Gwen grabbed him and swung away, uncaring of the crowd gawking up at them.

* * *

Seeing Ben and May again hurt more than he wanted to admit. It would've been easy if they hated him, blamed him for ruining their lives and screamed that it would've been better if he never came back. He could deal with that.

Instead they were relieved. May fussed over him like a worried mom while Ben tried to put on a strong front, "Oh, my boy..." May cupped the sides of jaw, fingers tracing along the scales that took up chunks of the skin. Her touch burned, "What did they do to you...?" They...she thought that someone else did this. That it wasn't him who'd given up and let the monster take control.

"Enough..." He gently pushed her hands off and stepped back. He wanted to run, wanted to go back out on the streets when people didn't look at him with pity. He was tired of playing the victim, "You need to stay away from me..."

"Son, we need to-"

"Don't you get it?" Peter snapped, interrupting Ben's no doubt practiced line of comfort, "I ruined everything! Jack led me to a mousetrap and now the entire city knows who I am!" He sat down at a nearby chair and looked down in frustration, "The kid turning into that damn lizard turned you both into pariahs, and now...you can't stay in New York. Not with everyone who wants my head on a pike."

"Peter..." Gwen tried to reach a hand out, but she pulled back at the last second. Gone was the confidence she had earlier, replaced by an uncertainty that just made him feel worse.

"This is all my fault...it would've been better if I never came back-" His spider-sense didn't warn him of the slap that came. His left cheek stung slightly and he looked up, mouth agape, at May's fierce, tearstained look, "May..."

"Don't act like you're nothing but a weight we have to drag." She gripped his shoulders tightly, "We saw you out there. All those people you saved...if you weren't there then they'd all be dead and that madman would've gotten away. So don't say you should never have come back."

"It doesn't change facts..." He shook her hands off, "You and Ben can't stay here anymore. I've put your lives in danger."

"Do you see us scared, son?" Ben asked, "We're your parents, Peter; no matter what happens, it's better than having to bury you in that hole. Nothing could be worse than that..." Still on that. They were convinced he was their son, damn proof to the contrary. He couldn't decide if it was admirable or sad that they clung to the idea so stubbornly despite everything.

"Regardless, Peter has a point. Neither of you two can stay in New York, at least not for the time being," Teresa said, "I received a call from Agent Hill. She's willing to offer you both witness protection: new identities, a place outside New York and, if need be, facial reconstruction to make you harder to recognize. We can also transport you both out of the country."

"Hill? What'd she want in exchange?" Probably more experiments.

"Believe it or not, she's offering this gratis. Perhaps she wants a favor in the future or she felt pity, but there were no terms for exchange offered." Teresa crossed her arms and smiled faintly, "I realize this is hardly ideal, but we have little choice. We can have you both out of town within the end of the week."

"Leave the city..." Ben muttered, "There isn't a way we can stay?"

"Afraid not. Besides, this would've been needed regardless; our fight with Matt Murdock and the Hand will be better if there are no loved ones in the crossfire." Peter winced at the name. He almost forgot about him in all the commotion, "I'm sorry for you both."

"W-We'll be fine, Teresa," May said, "But what about Peter? This..." She grabbed his right hand gently and twisted it, showing the scales, "I refuse to leave the city without knowing my boy won't turn into..." A monster. She didn't want to say it.

"That's...a bit more complicated."

"What do you mean?" Gwen asked, "There are suppressants on S.H.I.E.L.D and he has antibodies or something, right?"

"Yes, it's why he hasn't lost control completely." Teresa knelt in front of him and pulled the sleeve back, "Suppressants would reduce the symptoms, but I can...feel the serum getting stronger." She grabbed his wrist tightly, "The Pariah brought you back, Peter, but it didn't separate you from the serum. Perhaps it saw the Lizard as a beneficial thing to have or, more grimly, it couldn't remove it without ending your life."

"Perfect..." He pulled his arm from her grasp.

"I know of a way to cure you." Gwen's posture turned more rigid at Teresa's words, "I told you before about training with Danny and Colleen, yes? They use an ability called Chi. I won't bore you with the details, but Chi is something all living beings have and those that can use it have used it to destroy or to heal. In your case we could use it to purge the serum from your system."

"Th-That's great!" Gwen said, "We'll go to this place tomorrow-"

"Not so fast, Gwen. It's not that easy." Teresa stood, "The serum is tied to Peter's body in such a way that you can't just separate one from the other. Assuming the Pariah was truly incapable of destroying the serum wholesale, this cure comes with the possibility of killing Peter outright."

Infection or death...perfect. He wanted to say that the latter was preferable, but after what happened in the hall of mirrors he couldn't pretend to be so brave. Not when he begged for life when death was reaching for him.

"I-Isn't there another way?" Ben asked.

"There is." Teresa sighed, "I know of a method to ensure that Peter survives regardless of how the training ends, but..." She chewed on her bottom lip. Seeing her nervous almost scared him, "Peter...I have no idea just how closely tied the serum is to the Pariah and your physiology. Even moving past the risk of you dying, purging the serum from your system could very well deprive you of your abilities."

"You mean..."

"Yes...you'll be normal again. Just Peter Parker."

Just Peter Parker. The thought of it carried him through the hours he spent in the room they'd assigned him. A cure at the cost of his powers. Ben and May were all for it. They just wanted him happy and _safe_ , and if it meant losing his powers then that was just fine with them. Teresa at least seemed to be of the mind that Murdock would leave him alone if he lost his powers, but he had his doubts on that.

A knock at the door jolted him out of his thoughts. Padding to the door, he opened the door and found Gwen standing on the other side. The baggy shirt and shorts made it apparent she hadn't gone patrolling, "Gwen..." He had mixed feelings seeing her again. She hadn't said anything about Teresa's suggestion of losing his powers in exchange for a cure, but he got the feeling she wasn't completely against it.

"Hey, Peter..." She said softly, "Could I...come in?"

"...Sure."

He stepped back to let her pass and closed the door. He was sure Patillio or Watson would think something was going to happen, but he really had his doubts. Captain Stacy was just a couple of doors down, "Bit late, isn't it?" An hour past midnight, actually. He didn't really need to sleep so it didn't bother him, "Something you wanted?"

"No, it's just..." She sat down at the edge of the bed and mussed up her hair with a sigh of frustration, "I was just...I couldn't sleep."

"Not surprised." He sat down a fair distance away, "It's been a hell of a few days, hasn't it?"

"Yeah, that's a fucking understatement." He wondered just how stressful her life was like before he came back. Did Murdock hound her nearly as much as he did him? Did the police try to beat her down while ignoring the criminals she caught?

Her next request caught him off guard.

"Take off your shirt."

"...Is now really the time for that?" The joke was poor, but it was the best he could do.

"Peter..." She gave him a look and he found himself unable to refuse. He blamed that on the kid.

He'd barely tossed the shirt to his side before she gasped, both hands covering her mouth. He didn't blame her. It was a grotesque sight - most of the right side of his chest were covered in scales and veins while a few persistent scars remained, most of them still covered in dried blood. Gwen reached a hand out to touch one of the scars and he winced.

"D-Does it hurt?"

"No." It actually didn't, despite appearances. He could 'thank' the serum for that, "...Why did you wanna see it?"

"It..." She bit her lip and looked down, "Teresa's suggestion...did you think about it?"

"You mean losing my powers?" He laughed, bitter, "What do you think happens if I lose my powers, Gwen? Murdock's just gonna pack up his bags and let it go? I'm dead and so is your mom."

"Are you sure? He stopped chasing after me when he lost interest, so maybe-"

"It's not just that." He clenched his right hand into a shaky fist. He almost couldn't recognize the limb as his, "I...alright, let's pretend Murdock does wash his hands clean of me, what then? The city still knows who I am and I'm a dead man walking. Do I just pretend I can be normal? Just be 'Peter Parker' again even though I have no idea what that even means?"

"We can get through this." She tentatively reached out and held his twisted hand, "Look...I know it's not gonna be easy, but it'll work out. I'll protect you-"

"I don't want to be protected!" He yanked his hand away from hers, "Do you think that's fine with me? Being a burden? Being a liability that you and everyone have to worry over?" He shut his eyes and looked away, "I can't be that, Gwen. I can't. I hate the kid for a lot of things, but I agree with him on that. Going back to being useless after all this..."

"You're not useless!" She grabbed the sides of his face and made him face her, "Peter...I saw what you did, how much you gave up to save people who never gave so much said a fucking thank you. How much do you have to give up before you realize that you don't have to sacrifice your life?"

"That's rich, coming from you..." He tried to laugh. Couldn't, "I'm scared, Gwen. Dying, losing control...but none of it compares to being helpless to stop Murdock or anyone else from hurting the people I care about." Bullshit. He could cloak it as selflessness all he wanted, but he just didn't want them to win, "...I can't. Even being a monster's better than that."

"You're not a monster."

"Gwen-"

"You're not the Lizard." She pressed their foreheads together, their lips almost touching. Again he just relished in the warmth. The last time the kid held her like this was when he died in her arms.

 _"I just wanted...to be special...like you..."_

He wasn't going to turn into him. Not while he was still breathing.

* * *

 **This chapter was longer than intended. Anyway, that was pretty wangsty, huh? Originally the ending was supposed to be Noir having a chat with Helen Stacy about their circumstances, but I shifted it around to Gwen since I found it unlikely she'd put off talking to him considering he's faced with a pretty no-win choice: either he remains infected or he cures himself at the cost of either dying or losing his powers.**

 **Neither option is particularly preferable, though the Lizard infection has given Noir a degree of enhanced powers such as 20 ton strength, a super strong healing factor and a voice in his head that destroys any sense of rationality and turns him into a berserking monster.**

 **Oh, and Jameson gets verbally smacked down. Again. For any Jameson fans (all two of you) out there, I apologize. For people who don't like the guy, have that on me. Still, he does have kind of a point on Peter - dude actually is a killer, unlike Gwen, though that's more or less where his point starts and ends.**

 **That and we get a cheesy scene of people actually defending Noir. Too little too late to go for a 'you mess with one of us you mess with all of us' scene, but it's a necessary evil given how the segment went.**

 **Questions (yes, they're back):**

 **1\. Does Noir care about Lana too much? I'm pretty sure I asked this before, but his connection with her is put into overdrive in the past two chapters given that he destroys his pride to beg Murdock to save her and checks in on her at the hospital despite being wanted and heavily infected. Likewise Lana cares about him to the point that she seems to treat him as family, which might bother some readers given that they've known each other maybe three months by this point.**

 **2.** **I've been thinking. The planned sequence of events I had so far was Madripoor arc followed by a simultanous Hand war and SILK conflict followed by the ending. Would you guys want to shift so that Murdock is dealt with first, then Madripoor and SILK? It would radically change the players involved for the arcs and the character interactions as well - Murdock being dealt with makes Noir less an ass, for example. Stay or shift?**

 **3\. So I've got 2-3 segments planned out next chapter, the first one being Noir dealing with being outed and meeting a possible new ally in the Hand war. The next 1-2 segments? Reader choice:  
**

 **-Lana going back to school and dealing with being recently captured and tortured.  
-Gwen dealing with some media attention due to being 'Parker's best friend' (as Gwen Stacy) and being 'the Lizard's killer' (as Spider-Woman) and having a long overdue chat with Murderdock about their mutual targets of affeciton.  
\- Norah at the Bugle dealing with the media side of things along with hints of the fallout of Lana's public kidnapping and Noir's unmasking leading to demands for possible registration. Also a talk with Karen Page and more hints towards the Hand war and Moon Knight's 'angeltouched' comment.  
\- A POV for Spider-Man detailing how he responded to Shadowcat and preparations for the upcoming Madripoor arc. More Laura smolness and hints to dangling Octavius plot thread. **

**Pick 1-2 out of these 4. Me personally I'm leaning towards the Norah segment, if only because we get a better idea of the fallout on a wider scale from the attack. Though if you guys don't like any of that we could always go for a Frog-Man segment...**

 **Review Answers:**

 **Rivet94 - Gwen stuff? Yeah. Silk and Shadowcat? Not really. I can count the number of fics with just two hands, and that goes double for Spider-Gwen fics, which are a sad rarity.**

 **Red Rain17 - You mean the Pete who died when his identity got fully outed? Jack's dad was Crime Master, who Shadowcat killed, and as for Matt...take a guess. Given his character he could be legit attracted or taking the piss.**

 **Brave2000 - The only reason I'd cross over 616 Matt to Earth-65 is so he can fight an evil version of himself; without it his plot potential is already taken by Noir, especially given that he's stolen a bunch of his antagonists and allies already.**

 **neverendingZero - Well, Mephisto does exist in this verse and he might be tempted to own Noir and Gwen's relationship...yeah, thanks for the idea :) As for Miles and Peter: they shift sides because their own pure morality refuses to let them compromise. If they believe their side is suddenly wrong they won't compromise, they just change their mind. This is not middle ground.**

 **As for Cindy and Noir, they're already shown to be pretty close. While they don't get much focus arcs it's clear that both trust the other and one drops everything to help when the other asks, such as Cindy during the Jack and PGH arc and Noir when helping her with her family.**

 **gesundeiht - Hope you keep reviewing then :)**

 **Dr. Sugarcakes - The rubble scene was from an early Spidey issue, so not particularly. Anyway, Spider-Man is technically dead; the secret identity is shot.**

 **AnUnorthodoxDecision - How is morality not black and white? Jack's such a raging psychopath that he makes everyone else White by comparison of being against him.**

 **Cyclopz - The Venom feeding on Eddie was a retcon; originally the suit was harmless and Peter yanked it away out of paranoia when he found out it was sentient, which was a real dick move. That and Gwen has been fine here so far. As for chi, same thing. Moon Knight is tagged as having chi mastery, for example, and he's far from a training enthusiast.**

 **Titan616 - To be fair there was that time after the train station bombing where the mother thanked him and the police officer/paramedic healed him with no drawbacks. But yeah, comics Marvel citizens are shitbags, as proven by Spider-Gwen's canon comic.**

 **Yohart Meltz - Trust me, I can go bigger. Remember, Murdock is TEH DEVIL! and 65-Cindy has a lot of tricks up her sleeve.**


	120. One More Day

**Fair warning right now, this chapter is...odd, even by the standards of this story. I know I've had religious/mysical moments in the story, but this chapter puts all that into overdrive and seems like something out of Ghost Rider rather than either Noir or Spider-Gwen. Apologies for this. The next chapter will be more a return to form.**

 **Anyway, something else I gotta say: the recent chapters so far have Gwen turning into a side-character in Noir's storyline :( I apologize for this and hopefully V2 being more Gwen focused makes up for those who were expecting each protagonist to be equal throughout the entire storyline. Hopefully I can still fix this.**

 **I also checked out the recent Spider-Gwen #32 previews and, um...okay, there's a page where Glory and MJ are on the same bed _spooning_. There's no mistaking it, that's what they're drawn doing. Now I'm not a shipper on average, but considering these two couldn't stand each other half the time, seeing them spooning is just kinda weird. Between this, MJ blushing when Gwen talks about being Spider-Woman and the hint during Secret Wars that MJ/Spider-Gwen were together in Arcadia it seems like they're pushing something here. **

**Hey, if 65-MJ is canonically bi (she showed a boyfriend in issue 23) then I'm gonna laugh and say I called it.**

* * *

Busy days in the Bugle were a sad rarity. Gone were the times of hard at work newsmen pumping out headlines and dealing with threats from the irate criminals. Nowadays it was mostly typing sewage reports in a cubicle and drinking day old energy drinks to avoid falling asleep. Didn't help that anyone with a Starkphone and a blog could outview them and post that stuff online for free.

Even the recent Mask activity hadn't changed much. Their reputation was shot thanks to Hitlerstache Jameson and so far none of the Avengers were willing to go for any interviews or questions, mostly due to the justified paranoia that Jameson would try to use anything the DB got to try and prop himself up. The stubborn old bastard even had the gall to call Spider-Woman and Captain America's apprenticeship thing as 'a sad lapse in judgement from a once-respected hero'.

Needless to say, their circulation went down faster than the Titanic after that.

Norah had mixed feelings about the current chaos around her. Ever since Ben - calling him Peter was just... _odd_ \- got outed everyone in the office was scrambling. Everyone wanted to be the first to take a picture, an interview, make his life story...she was pretty damn sure they would've gone after the Parkers too if their house wasn't a shot up wreck. Even now there were groups of paparazzi just hanging around the street, as if Ben or May Parker would be stupid enough to come back in the middle of this crapstorm.

She drank down her seventh cup of coffee and groaned. She'd gotten maybe five hours of sleep in three days and she was close to passing out. Everyone was coming and going, waiting for the next sign or sighting of Ben or Spider-Woman or anyone else they could milk for some circulation. She knew for a fact that neither of the two were gonna be out in costume - Ben'd told her as much just last night.

Didn't stop fake sightings, all of which were just Spider-Man wannabes dressing up either as a sign of support or because they wanted in on the new craze. She figured it was mostly the latter, but maybe that was just her being cynical.

"Mmmgh." She licked her dry lips and stood, walking past a the chaotic tumble of employees. All of them spoke over one another, screaming at who should cover what. The Ben search, trying to get a comment from Spider-Woman, reactions from the Parker family and friends, a coverage on the attack at the hospital yesterday. None of them even noticed her.

Then again, why would they? Any time she got a decent scoop you could bet your tush she had to scrap it because it'd just paint a target on some of the new vigilante 'friends' she made. The location of Frank Castle's safehouses? Sure, if she wanted every lowlife with a gun to start shooting. The Black Cat being Felicia Hardy, the rising star? Yeah, if she wanted to ruin the popstars career.

Spider-Man was actually a resurrected Peter Parker? Well...she didn't have to explain that one.

This, of course, had the rather unfortunate side-effect of her coming across as a barrel scraper. Aside from the few scoops Ben and some of the other Defenders gave her she wasn't doing very well. Not enough that she was useless, no, but enough that she couldn't hold a candle to people like Eddie Brock or that sleazeball Nick Katzenberg.

"Norah."

Speak of the devil...

Norah plastered a peppy smile on her face and turned to face Eddie. Guy was built like a brick house and he was single, which led to more than a few whispered talks among some of the other employees. Sadly for them he was the 'married to his work' kind of guy and kind of an uptight wad besides. Norah kept away from him, mostly after she heard him knock out an officer just to get a scoop.

"Yo, Ed." She grinned up at him. He hated nicknames, or at least that's what he said. Probably just a bluff, "What's with the camera? You on stalker duty?"

"If you mean finding Spider-Man, then yeah." He frowned, obviously annoyed. She couldn't blame him. From what she knew of the guy he wasn't much a fan of the Hero beat. He liked the Supers just fine, but he was savvy enough to figure that the chances of actually getting a decent scoop on them was a million to one. She happened to agree with him on that.

Heh...Robbie would've blown his lid if he knew she had the entire Defenders on her contacts list.

"So what's up? You need a date or something? Cause I'm not exactly at my best." She'd barely managed to change her shirt a couple of hours ago. She was sure she looked like shit, though she took some pride in that. Elbow deep in the mud, as they say.

"Nothing like that." He grunted, "Look, I'll get straight to it: do you know something?"

"Do I know 'something'? Huh, see that's a bit of a vague topic-"

"Cut the act," he said, "Everyone around here's scrambling to do something and you're just..."

"Not giving a crap?" she finished, smiling wryly and doing her best to ignore the sweat that slid down her forehead. She really should've seen this coming. Playing dumb in a room full of journalists? Next she was going to lie to a lawyer, "Look, we both know we aren't getting shit, Ed. Spider-Woman hates us and Spider-Man...well, I don't think he's too hot on us either considering Jameson used the DB for his rants."

"So you're not hiding anything? Maybe a source?"

God, the guy was persistent, "No, you're right, I have Spider-Man on speed dial and I have an interview with Spider-Woman tomorrow." She rolled her eyes, "Gimme a break. My story on sewage and the asscracks of Hell's Kitchen might not be glamorous, but at least I can do it. I'm not gonna run around like a headless chicken trying to find one person in a city full of millions of people."

"Hmph..." Eddie grunted again, "Fine...sorry." She raised an eyebrow. An apology? From the guy who said 'anything to get the scoop'? The lack of sleep was making her delirious, "Look, I'm sorry for being so prying, it's just-"

"I get it. We're all stressed and Jameson's on the warpath. Don't worry about it." Two times he'd gotten a verbal smackdown from Spider-Woman and the old dog still refused to budge his stance. It was actually kind of impressive, if she was being honest. That kind delusional certainty was reserved for zealots and crazy people. She wasn't sure which of the two Jameson was.

Then again, his son was part of a pro Spider-Man march, last she heard, so she was expecting a meltdown any minute now. Poor Robbie.

She said her goodbyes to Ed and made her way to the break room. Well, she said break room, but really it was just an oversized storage space that no one knew what to do with. Apart from a couple of tables and a coffee machine in desperate need of repairs there wasn't much there.

There were only two people inside, one of which made her immediately want to turn around. At table was Sally Floyd, one of the older transplants from another company. She mostly did opinion pieces, which got attention of both the positive and negative kind. She liked the woman well enough, though she still didn't get why she was considered part of the 'old guard' with Urich and Sheldon. Norah was pretty sure the woman wasn't even thirty, though the bags under her eyes and the slight gray hairs on the brunette locks might've made people think otherwise.

The other one standing next to her with a smarmy grin on his face was Nick Katzenberg. Every family had the drunk uncle who nobody liked, right? Well, Nick shot that uncle, buried him in a ditch and made everything worse for everyone when he took his place. She still didn't know what ever convinced Robbie to hire the guy, but ever since then Jameson took a liking to him and he was a staple of the family despite his repeated attempts at sexual harassment.

"Come on, Floyd, gimme a bone here," Nick said, leaning over the table in a way that he must've thought looked sexy. Mostly it just made Norah want to puke, "You're going at it with Benny boy, so what's one date?"

"Not even if you were the last man on earth, Katzenberg." Sally scoffed and took a sip of her coffee. Probably had some booze in it - Sally was well-known for being a 'a bit' of an alcoholic. Robbie and Urich knew, though she did her job well enough that they didn't make too much of a fuss on it as long as she kept it on the down low, "Shouldn't you be out taking a picture of scared little girls?"

"Is that old prick that much of a good lay? You-"

"No means no, Nicky." Norah crossed her arms and pursed her lips when he turned to face her.

"What? Jealous, Winters?" She really wanted to shoot him in the crotch with her tazer. Guy was old enough to be her dad and twice her weight and he still thought she'd be interested? Actually, she probably would've given him a shot if he didn't have the charisma of a day old carcass, "You know you just had to ask-"

"I have mace and I'm not afraid to use it." She looked up and glared, "Now unless you wanna get a sexual harassment case on your ass, shove off."

He scowled and muttered something under his breath about 'uptight bitches' (charming) and left. She knew a case wouldn't actually work - guy had blackmail on half the staff around here - but the threat of it was enough to make him back off most times. Sighing, Norah grabbed one of the old cups of coffee and sat across Sally. The two of them weren't friends - Sally 'didn't do the kumbaya shit', in her own words - but Norah liked to think she was at least on the level of being tolerated.

"Thanks for that." The right side of the older woman's mouth curled up in a half-smile. Progress! "I was gonna kick his balls in."

"Kinda why I did it. Don't want you to get in trouble, even if the guy deserved a good crotch kicking." She took a sip of the coffee and immediately grimaced, "Crap, this tastes like cardboard." Actually, that was being generous; cardboard she could at least eat if she was desperate, "How old is this thing?" She set the cup down and stuck her tongue out in obvious distaste.

"Not sure exactly, but I think it was there even before the secret identity rush." Ugh, great, now she had to get her stomach pumped. Well, she always wanted to know what being a celebrity felt like... "Speaking of, you aren't out there?"

"Could ask the same of you, Sal." What was with people asking her that? Did she have a blinking sign on her head saying 'I know something you don't'? "Thought you'd want to make a big opinion piece."

"You want my opinion? Here: Humanity is doomed."

Norah laughed. She didn't know why, but she did. Something about the completely flat way the other woman said it was just funny to her, "You drinking again, Sal?" Stupid question to ask - she never stopped drinking, AA meetings be damned - but it was the only thing she could respond with. She was never really a fan of nihilism and all that stuff teenagers used to explain why they acted like shitheads.

"Me? No, stone cold sober." Norah couldn't tell if she was telling the truth and kept quiet, "I'm right, though. Proof's just out this room."

"Yeah, you're gonna have to explain that one."

"Just look at what happened: just a few days ago a terrorist and his group of madmen instigated terror attacks in the city with dead victims numbering in the hundreds and even more wounded. Members of the so-called Lantern gang are still running amok and even Supervillains from outside New York specifically came here to help him, adding to the already astronomical body count. Now, despite all this what question are people asking?"

"Is this rhetorical question?"

"Who is Spider-Man?" Her mouth opened in a wry grin and Norah suddenly felt small in her seat, "Can you imagine it? There are grieving families and people who have to bury their loved ones in overflowing cemetaries and all this city cares about is one vigilante."

"Well...if he really is Peter Parker, then that means he came back from the dead. Isn't that interesting?" Norah asked softly.

"If most of the people believed that, sure." Sally shrugged, "In my experience there are always three crowds of people: the people who believe, the people who don't, and the people who care more about She-Hulk's latest fling. Take 1/3 each and most of these people don't even give a shit or don't believe that he came back from the dead. All they care about is we finally have a face to the mask - whether he's Peter Parker or not doesn't even matter."

"He did fight that Jack-o-Lantern guy, maybe that's it?"

"That guy's been fighting psychopaths since he showed up; people didn't give much of a fuck back then when he didn't have a face," Sally said, "Look, I'm not saying I don't appreciate what the Masks are doing for us, but this is fucking insane. Spider-Woman stops one mugger and that makes evening news and the front page, but a policeman getting shot by some pissed off young punk? He'll be lucky if he makes it on page 13 as a side note."

"Yeah..." A part of her couldn't help but think that no one would've cared about Sin Eater if Ben wasn't the one to stop him. _He was just killing whores and junkies_ , one of her coworkers said a few months back, _and it wasn't like the guy was still an officer. People like that die every day, who cares?_

Norah patted herself on the back for not screaming her head off at her back then.

"Even that Baumgartner kid's not safe," Sally said, "A fifteen year old gets exploding hands and her dad pimps her out for votes - am I the only one who sees how fucked up that is? If she wasn't wearing a mask then child protective services would've been on our would-be future mayor's ass, but because she has powers suddenly she's an amusement, a circus attraction for people to gawk at. Even her getting tortured in front of a camera doesn't change that."

"She's at the hospital, ain't she?" The hospital that got attacked by a girl calling herself Kaboom just a day ago. Also the same hospital where Ben got tazed by Jameson's goon squad for daring to save that place and the rest of the city. Thank god Spider-Woman was there, "Isn't William Hollister getting some heat for his daughter being put in danger?"

"Yeah, _after_ she got used as a warning for Spider-Man or Parker or whatever. Not before when she was 'just' getting shot at by guys with guns." Sally scoffed, "There are paparazzi around the place even now, and it just got worse when Sue Storm went to visit her. Now everyone's really curious how _that_ ended up happening and not, say, how the kid got shot in the first place."

"Celebrity gossip." Norah shrugged. She was never one for it.

"If only. Word is, guys upstairs don't even care about her specifically. I got a source over in Washington who said that there are rumors about using her as the poster child for registering anyone with powers. 'See what happens when we don't help them', or whatever the fuck they'll use as a slogan. Probably use that to jump into controlling the Avengers and unmasking all the members, especially after they were seen helping out that Guardian group or something."

Defenders, she corrected mentally, "O...kay, you sure you aren't just a little bit drunk?" She could see it, definitely, but there was definitely some signs there of Sally going on a conspiracy theory tangent. It was a noted problem she had.

"...Maybe a little bit." The wry smile returned and she set her styrofoam cup down, "Listen, I'm gonna take off. Got another story I'm working on with Ben."

"Good luck on your date. Say hi to the bossman for me." Norah grinned at the middle finger the other woman gave her. It was rumored around the office that the two were sleeping together, though she happened to know that bossman Urich was happily married. Jury was still out on Sally's feelings, so Norah wasn't wasn't ruling out an unrequited may-december romance.

They said their goodbyes and Norah made her way up to the roof, hands stuffed into the pockets of her jacket. She wanted to go home and catch up on the two days of sleep she missed, but something compelled her to stay. Maybe someone would actually find Ben and she would...well, she didn't know, but she'd take caution over being careless just because of a little thing called sleep deprivation.

The roof was abandoned, as expected. Norah walked to the edge and looked down at the busy streets below. If she were Spider-Woman or Spinerette she could just jump and swing away...all while being gawked at by every amateur with a camera phone. Maybe it was weird of her, but she never saw the appeal of powers. Sure, she could see that it could be fun, but she preferred _writing_ the story to _being_ the story.

The door behind her snapped open and she heard the clicking of heels, "Norah. Odd to see you here." She looked back and found Karen Page smiling at her with the same mysterious smile she always had. Maybe it was just the paranoia talking, but she found something extremely odd about the prosecutor. Call it her journalist's instinct; never steered her wrong so far.

"Oh, Ms. Page-"

"Please, it's Karen," the woman said. Norah suddenly felt very intimidated, "I was just here talking with Joseph." She was tempted to ask who the heck that was before she remembered Robbie was just a nickname, "He hoped I could clarify more on the Lantern gang members that were captured and incarcerated."

"Oh..." Well, that made sense. She didn't think she went here to visit her, "So...you give him anything juicy?"

"Nothing he couldn't get if he went down to the station." Huh, that figured... "He was also interested with what happened to their ringleader, but that's more S.H.I.E.L.D's purview, and they do love to keep their secrets, don't they?"

"Yeah..." She knew, Norah realized. Knew that they were involved in The Incident, knew that they were keeping it a secret and framed some other terrorrist organization.

"You know, I'm curious about something," Karen said, "Why do you put yourself at risk like this? The others I get, they have their reasons, but why you? It's not as if you can report the actions the group undertakes. Do you have another reason, then? Love, perhaps?"

"Love?" Norah laughed. It was funny, hearing that from her, "No, it's just...alright, I'm not saying I agree with everything those guys do - especially Punisher and the creepy bald guy - but they're doing good. Maye they're not going out in spandex like the Avengers, but the things they deal with...I don't think the Avengers could deal with it. I guess I just wanna do my part, that's all."

"An admirable motivation. If only more people were like you."

She probably should've kept her mouth shut and moved along, but curiosity made her ask her next question, "Moon Knight mentioned you."

"He did, did he?" There was a wry amusement in her words, "What did he say? Good things, I hope?"

"He called you...angeltouched."

Her smile twitched, just barely, and in a split second it looked like nothing was wrong. Norah almost didn't see it, "Hmm..I forget how Marc can often be a bit of a blabbermouth." She laughed, soft and gentle, and stood beside her on the edge of the roof, "I suppose you'll want to know what he meant by that."

"Wouldn't hurt..."

"Hmm, a question of my own first, if I may?" Norah nodded, "Do you believe in God?"

"I...no, not really." Norah let out a cold breath, "Most people hear about God from their parents telling them that if they're good they go to the fluffy clouds above and if they don't they go into some sikhole filled with fire."

"Oh, and how did you view it?"

"My grandma's a deeply religious woman. Also schizophrenic, but she never actually tested herself. Said she knew herself well enough over 'some quack with coat'." Ah...she hated the woman, "See, she heard the voice of God out loud. So I grew up thinking of our Lord and Savior less as a Santa Clause who'll reward me for my good deeds and more someone who was always spying on me like a dirty uncle. God, to me, was the boogeyman."

"That still indicates a sense of belief."

"Thing is, most kids outgrow the boogeyman eventually." Norah smiled, though it was forced, "So I don't play pretend. I don't go lobbying some great old man in the sky who, if He does exist, has more to worry about than whether I get to work every day. I don't put stock in fortunes or gremlins or whatever else because, frankly, even if they do exist they don't put any stock in me either."

"Even in the world we live in?" Karen was clearly amused by something, though Norah didn't know what, "A world where established sciences are frequently trumped by the miracles of the Gifted?"

"You mean where people come back from the dead like Christ himself?" Norah clicked her tongue, "I won't pretend I get it, but I also don't claim to know everything. Maybe God does exist, maybe Ben really did come back from the dead and Matt Murdock really is the devil like he said, but from what I've seen it's always good to keep a healthy dose of skepticism."

"Belief isn't a weakness, Norah, but I can't say I disagree with that view." Karen hummed softly, "So, you were curious about what he meant by that? Let me show you."

If there was one thing she expected to happen next, it definitely wasn't Karen pushing her over the edge of the roof to the unforgiving ground below. Shock gripped her for a few precious seconds before she screamed, hoping and pleading for anyone - Spider-Woman, Spinerette, Ben, _anyone_ \- to save her.

Norah closed her eyes before she impacted and...nothing. At first she thought that maybe that her death was quick and painless, but when she opened her eyes again she wasn't met with the sight of her own blood pooling around her or the guys and gals taking pictures on their phones. Instead she found herself standing in...she couldn't properly describe it - a bright cascade of colors that made her shut her eyes again.

When she opened them again the colors had calmed to hues of white and gold and a calming warmth covered her. Norah covered her eyes with one hand and reached ahead, groping and stumbling blindly. She didn't know what she was doing; all she knew was that the heat was like a siren call, pushing her onward no matter how much she tripped and made an ass of herself.

She lowered her hand and, just for a moment, she saw it. It was like she stared right into the heart of a star, but beyond that she saw white and gold figures that made her eyes well up with tears. There was someone there, "D-Dad...?" She saw him. His smile, his hands beckoning her forward. Norah smiled and reached both hands out to take hold of his before she suddenly felt a grip on her shoulders.

"It's not your time yet, dear child."

She was yanked back. Norah screamed, struggling within the intruder's powerful grip before she suddenly found herself standing in front of Karen again, "Wh-What?" She looked around her. They were at the center of the roof now, Karen holding onto her shoulders to keep her balanced. Tears ran down her face and she shoved the other woman away, almost tripping as she stumbled back.

"Wh-What was..."

"Heaven, or the closest approximation a mortal mind could perceive." Karen sighed, "I'm sorry about that. I wanted to explain some other way but Ruth can be...rash at times. She has a difficult time truly understanding humans."

"Ruth..." She remembered... _wings_ , "You're...You're an angel?"

"Not exactly." Karen's smile returned, wistful, "I'm no more an angel any more than Matt's truly the devil. Ruth and I have a...bond, if you can call it that. The presence of the Beast - the being possessing Matt - has existed for a long time, but his recent actions have made certain powers wary. I was...desperate for a way to strike back and Ruth offered me a deal."

"Oh, God..." Literally. Norah sat down and hugged her knees to her chest, her entire body shivering. Heaven was real. _Hell_ was real, "So, um..." She swallowed, "I-If you're an angel or bonded to one or whatever, why is this even a thing? Couldn't you just smite Murdock from on high or something?"

"There are rules, Norah, rules that even I don't understand. I often asked myself the same question." She let out a soft breath, "I'm doing as much as I can, so I encourage you to keep faith and trust that you all can push through this."

And just like that she was gone. Norah sniffed and pressed her tearstained face against the material of her jeans. Seeing her dad and what came after, even for just a moment, it was...hard to let go, "Come on, Norah, pull it together..." She slapped her face lightly and stood. So she just had her entire worldview flipped, big whoop. There was no rest for the wicked.

She just hoped Ben was alright.

* * *

 _"There's no use crying over pinpricks! Don't fight the name if the name fits! You gotta face it tiger, face it tiger! You hit the jackpot-"_

"Turn that shit off."

Peter looked up at his unexpected breakfast mate and frowned, "...It calms me down." He took one of the earphones off, letting the remaining one stream Mary's voice into his ear. The loud blaring of music still gave him a headache, but it kept his mind from wandering. He'd have to apologize to Gwen later for nabbing her Upod, "You don't like it, leave."

"Charming." Shadowcat puckered her lips and made a discontented sound, though she made no move to stand, "You need better taste in music. Can hear that screeching all the way from here."

"Boo hoo, my heart's aching for ya." He'd gone to a diner for a quick breakfast - much to Gwen's annoyance, since she didn't want him out of the safehouse just yet - and as luck would have it he'd ran into his brother's 'partner'. He didn't know how they ended up sharing a table, it wasn't like they were friends or anything, but here they were waiting for their orders.

Something happened between her and Spider-Man, though he didn't know what. Her face darkened when he asked where he was and the way she grit her teeth and the white on her knuckles told him it was still a fresh wound. He didn't ask again; his brother could handle his own problems the same way Peter handled his.

Peter dug into his over easy eggs and watched Shadowcat eat. Every bite was forced and her eyes looked from side to side in a clear sign of agitation. Peter wanted to leave, to escape the stifling quiet between them. Instead he had to open his big, fat mouth, "Where's the kid?" Shadowcat looked up at him, an eyebrow raised, "The kid with the claws. The one that went to the party."

"Kinney's little brat? Hah...fuck if I know." She shrugged, "I'm not her mom or anything. She could've left the city for all I know."

"Right..." Why did that not surprise him? Peter sighed and bit the bullet again, "Look, what happened between you and him? It's obviously bothering you."

"What makes you think I'd tell you, cloney?"

"If you don't wanna tell me then piss off. I didn't ask for company."

Her eyes narrowed and she pursed her lips before she let out a frustrated breath, "Trouble in paradise." It was his turn to raise an eyebrow. He knew the two were sleeping together, but he didn't think it went farther than that, "I acted like a fucking idiot. Told that prick I liked him for more than just his prick and suggested that maybe he should stick around on a more permanent basis."

"And by suggest you mean...?"

"I tried to fuck in the bathroom sink."

"Yeah, that'll do it..." Then again, considering what he and Gwen got up to, could he really judge? "Guessing he didn't take the bait?"

"Hardly. Guy pushed me off and left. Don't even know where is. Carter probably knows, but I'll be damned if I'm gonna go crawling back to him. He can go fuck himself, see if I care." She stabbed the steak with far more force than necessary. Yep, _that_ was someone who didn't care, "I was better off alone anyway. Be even better if Kinney's brat fucked off too."

He didn't need his spider sense's blare to tell him she was spouting a load of crap.

"...I thought the same thing, once." He stirred his eggs and rolled his eyes at the incredulous look she gave him, "Look, I won't pretend I get what the deal is with you two, but we can't help who we like; even if they frustrate the hell out of us sometimes and make us wanna bang our head against the wall." God know he'd concussed himself dealing with Gwen sometimes.

"Oh, getting love advice from the zombie cloney." She laughed, and despite her words there was no malice in the gesture, "Look, the two us ain't like you and your perfect saint of a girlfriend. You can stay here, but him? He's going back."

"So do you really wanna end it on that note? 'Sorry for trying to fuck you in the bathroom sink'?" He shook his head, "God knows I don't know anything about this kind of thing, but my advice? Maybe not let this stew till you explode."

"Heh...things were way simpler when I was alone." Her smile faded and she she let out a soft breath, "This sucks."

"That it does."

It would've been all well and good if they ended it then and there, but his spider-sense's blare told him it was far from over. Footsteps approached his table and when he looked up from his thick hood he found Carl King staring down at him with a smug grin on his face. Most people, when seeing a dangerous vigilante, would've tried to avoid pissing them off.

Carl King wasn't most people.

"Parker!" he said loudly, drawing the attention of most of the other patrons. Peter's brows furrowed in annoyance. Back then he and that cheerleader Avril were the worst things the kid dealt with going back to school. 'Pathetic Parker', they called him. It only got worse after Gwen started defending him. Then he became the kid who needed his 'girlfriend' to fight his battles for him.

"You made a mistake, pal." It would've been so easy to push him off like he and Gwen did those months ago, but he'd already attracted enough attention. That and his cronies were at the bar recording the entire thing. People would risk anything for their time in the limelight... "Shove off, trying to enjoy my breakfast in peace."

"What's wrong, Lizzy? Scared?" He put a hand on the table, his grin growing. Across from him Shadowcat grew more annoyed, "Don't wanna do anything without Stacy here to do all the fightin' for ya?"

"King..." One hit. That would've been okay, right?

"You know, I used to think you were tough shit. The Spider-Man. But now?" He guffawed. A few of the other patrons began recording, just waiting for him to snap, while others wisely decided to leave, "Man, I saw you crying like a little bitch on TV! 'Help me, Gwen! I'm down here! I don't wanna die!' Hilarious!" His hands clenched under the desk scales threatened to run up his neck. Who cared if people were recording; the smug bastard was asking for it.

Shadowcat answered for him, "Hey, buddy, I dunno what cliche you walked out of, but fuck off. Me and him are kinda having a moment here and you're ruining it."

King's eyes turned to her and he blinked, like he just realized she was sharing the table, "Huh...now, what's someone like you doing with someone like him?" Peter almost groaned. Was the son of a bitch actually trying to flirt with her? "Dunno who you are, babe, but you should leave. This guy's a freak, a giant lizard that lays eggs or some shit-"

He was cut off when she suddenly shoved a hand near his crotch and manifested her translucent claws, the tips just barely grazing the fabric, "What part of fuck off don't you understand? Do I gotta cut your dick off to make my point?"

"Y-You-"

Whatever response he was going to stutter out was cut off when someone else suddenly grabbed him by the shoulder and pulled him back, shoving him to the ground (and away from the claws) roughly. Peter eyed the new arrival. The man was older than him, though by how much he couldn't tell. His brown hair and beard was unkempt and the leather jacket, gloves, pants and boots looked like they'd seen better days.

"Leave."

"Hey, what the fuck?!" King sputtered and moved to his feet and grabbed the new guy's right shoulder, "What makes you think you can-"

Peter felt it before he saw it. The new guy let out a soft growl and blue flames engulfed what little flesh he could see. The fire consumed the skin on his head till there was nothing left but a skull wreathed in the blue flames. King stumbled back and tried to mutter an excuse, but the stranger grabbed him by the front of his shirt and pulled him close.

"Look into my eyes."

King screamed.

It was over in an instant. Not two seconds later the flaming skeleton let him go and King ran away, tears and snot running down his face while his lackeys joined him, dropping the phone as they did. The stranger picked up the phone and crushed it, "...Leave." He looked to the rest of the diner and everyone else - customers and employees - rushed out.

Just the three of them now.

"Huh...that's new." Shadowcat whistled, disturbingly nonchalant about their new arrival. Then again her dad was some kind of immortal samurai, if what his brother said was true, so this probably par for the course for her, "Knew your life was weird."

"Look who's talking." Peter scoffed and watched as the flames retreated and the guy looked normal again, "Something tells me he's here for me."

"Yeah...good luck with that." Shadowcat smirked and held up her hands, "I've dealt with enough crazy these past few days. See ya." She phased through the wall and out onto the street. He couldn't blame her; he'd run if he thought he could get away with it.

"...What'd you do to King?" Probably not the best question to ask first, but this wasn't exactly a normal situation.

"I showed him his sins. Not everyone can deal with it." He reached a hand out, "Name's Daniel Ketch."

Peter ignored it, "Yeah...guessing Teresa already told you who I was." Of course it was her. He doubted he did enough on his own to attract flaming skeleton men...though, Matt did make him doubt that.

"In a way. You're her brother, right?" He shrugged. Easier than explaining everything, "It's complicated, I get it. My own family's not exactly picture perfect."

"Good for you." Peter pushed away his plate and stood, "Look, what do you want? Teresa didn't tell me to expect any visitors."

"She didn't know what I was coming. This was an...unplanned visit." Peter crossed his arms and waited for him to continue, "Look, believe it or not you're causing a lot of whispers. I know you think that Murdock and the Beast are just toying with you, but you do have a chance to put an end to this. I know it. Not even Johnny had that."

"That a name I'm supposed to know?"

"Ha, I doubt it. Not unless you're into washed up motorcycle stuntmen." His face shifted, obviously trying to hide something, "He was like me. He tried to stop Murdock, a few years ago. He's stewing in Hell for his trouble."

"...Sorry." It felt like the appropriate thing to say, even if he didn't know the details.

"Don't be. He'll crawl his way out of there soon enough."

"So...what do you want?"

"If you're going to fight the Beast then you need to understand. He's not something you can just fight with your fists." He nudged his head to the entrance, "Come on, I'm gonna take you to where the devils seep through."

He took him to Wall street. Peter was sure Bullseye or Lana would've found it hilarious.

They ended up in a fancy club. Peter looked around at the fancy digs while the fancy waiter out front talked to Ketch, "Table for two, Henry." The waiter nodded and led them inside. Peter felt distinctly out of his place in his hooded jacket and cargo pants, but Ketch paid the other patrons no mind. A few of them turned to look before quickly averting their gaze.

They were afraid.

The small table they sat in only had to other people close by. A Black man in a fancy dark suit and a monocle and an overweight Caucasian woman in a lavander dress and gaudy pearls around her neck. At first glance they wouldn't have drawn much attention, but the closer he looked the more he saw - their skin looked plastic, like a half-shapen mask clumsily draped over the shape of a human.

"You can see it too, can't you?" Ketch asked in a whisper, "Your senses are almost as good as your sister's."

"What are they?" A part of him already knew the answer, but he still wanted to hear it.

"Be better if they answer that."

He walked closer to the table and the woman looked up from her cup of tea, her grotesque, clay-like face moving in a smile, "Daniel, my dear, it's been far too long!" Peter flinched. Her voice was...odd, like two people speaking at once. One sounded like the old woman he expected, but the other was deeper and more distorted, like it came from a broken radio.

"Certainly has, Agnes." He took a seat and beckoned Peter to the seat across from him, "You know why we're here."

"Business, I assume." The monocled man said. He sounded just like the woman, "You never come here for leisure."

Ketch waited till Peter was properly seated before he spoke, "Tell us about the Beast."

"You already know, my dear." The woman, Agnes, said, "I assume this is for the benefit of your delicious new arrival?"

"Go easy on him, Agnes. He's new to this."

"You're demons..." Peter muttered, looking down at the table with a frown. They were surrounded by demons. He knew he should've been afraid, maybe even praying to God for some kind of protection, but all he felt was a numbness in his chest. It didn't surprise him any more.

"The boy picks up quick, doesn't he? My name is Edwin, by the by," The monocled man said, "Yes, my boy, we're all hellspawn, but don't let that scare you. Not all of us are like the Beast. We came here to get a taste of the life mortals have and in doing so we've diminished ourselves. "

"Demons aren't as powerful here as they are in Hell, Peter. Part of the rules," Ketch said.

"There are rules now?" Peter scoffed.

"There are _always_ rules, my boy. It just depends on whether one follows or finds loopholes," Agnes smiled. He'd get nightmares about that later, "Edwin, myself and many others are content to follow the rules. Hell is a dreadfully boring place, you see, and Heaven? Harps and churches for all of eternity is hardly what one would consider a good time either. Earth is much better."

"You expect me to believe you haven't done anything wrong?" Peter asked.

"No more than most humans. I've been guilty of a little insider trading, but from what I've seen that's expected practice around here." Edwin said.

"But you wanted to discuss the Beast, correct?" Agnes said, "We've heard about you. The old boy's become a very chatty sort ever since he's possessed that poor man." Poor man? He was a little past sympathy for the blind bastard, "It seems you've attracted his attention. It's odd, actually. I've never seen him so compelled, not even when that Spider-Woman got his attention. If I didn't know better I'd say they were in love."

"There a point to this?"

"A history lesson." She set the cup down, "Do you have any idea how old the Beast is? No, I suppose you wouldn't. Even among the hellspawn he's ancient, comparable to the likes of Lucifer or Michael. He's been here when your people still walked on their hands and knees and thought fire was a miracle from God. When the Beast first spoke to man he compelled them to kill, to sacrifice and profane what God held dear."

"He's old, so what?"

"It means you need something equally ancient in order to have a chance," Edwin said, "It doesn't have to be as old as four billion years old, but a powerful magic all the same. The deity that gives you protection can't defend you forever."

"He's slowed down in recent years, however, but he's still dangerous. I would watch my back," Agnes said.

"Yeah, I know that." Peter sighed in frustration and stood, "Is that the only reason you brought me here, Ketch? To tell me how hopeless this all is?"

"Ah, the brashness of youth. How I miss it," Agnes laughed. It sounded like someone's death wails, "Daniel, my boy, I hope we'll see you in the coming months. The Covenant's drawing closer and it'll be reassuring to know you're on it."

"Course I will."

Peter left ahead of Ketch and placed a hand on his face, a frustrated breath coming and going. He already he was up to his neck in this; what was the point of telling him the exact details? "You know, if you really wanted me to lose hope you didn't have to drag me all the way here." He turned back to Ketch, "What next? You gonna show just how many people tried to kill Matt and failed?"

"No. Look around you."

His eyes narrowed and he turned to the closest crowd...only to be met with the sight of them frozen in time. Talking on their phones, tripping to the ground, feet raised mid-step...it was like someone took a picture, "What the..." He stepped closer and snapped his fingers in front of a businessman. No reaction, "What the hell did you do?"

"It's not Daniel's doing."

His head snapped to the new arrival. The man looked simultaneously old and young. His hair was long and white, the front sticking forward in uneven spikes, while the lower half near the base of his neck was colored a deep shade of red and black. His skin was paler than any human he'd ever seen, which only served to contrast against the red longcoat he wore.

Somehow, Peter knew his name.

"Mephistopheles..." His first thought was the devil from Faust, but that was different. This one stood in front of him.

"Always good to know when my reputation precedes me. But, please, my friends call me Mephisto." His voice sounded smooth. Normal. Not like the others, "Well, don't just stand there gaping."

"You just had to make a show, didn't you..." Ketch muttered.

"If you can do it then why not?" The man - _demon_ \- laughed, "Besides, I wanted to see how he'd react. Most people faint or assume they've taken some sort of drug, but this one? Oh, he's seen enough to know the truth."

"...I don't need another devil, Mephistopheles." It was a mistake, antagonizing someone who could casually bend reality the way he did, but bravado was better than fear, "Come here for my soul?"

"Oh no, I already have your soul under my care, Mr. Parker. Or at least I did until your patron took you from me. I want you to know I have no hard feelings, however. What's a little soul snatching in this business?"

He went to Hell...it wasn't a surprise, but somehow hearing it so casually uttered by someone outside of Matt was damning all on its own. Why wouldn't the kid - he - have ended up down there, doing what he did? "So...what do you want?" He wasn't here to kill him, but Peter doubted whatever he wanted was pleasant.

"I come with an offer." He put his hands into his pockets and stepped closer to him, "As Dannyboy told you, one of my satisfied customers, Johnny, was sent to my domain after his altercation with the one you know as 'The Beast'. This leaves me lacking a Rider."

"Rider...you mean, the thing Ketch turned into."

"That's correct." He clapped, "You're already in conflict with him and this could prove useful. Certainly it'd be better than the powers your little spider gives you."

"What's the catch?" There was always a price to pay for power, even if people didn't know it.

"Your soul goes to hell when you die," Ketch said, his voice heavy, "The Riders live long, Peter, but don't make a mistake: we always end up in the ground at some point. When that happens Mephisto lays claim to our souls."

"And people agree to that?"

"For the chance to take revenge? To have power? To stay alive? Yes." Mephisto smiled wistfully, "I know you have your doubts, but any bargain I offer I always follow through. You see, any lesser demon can reneg on deal; it's like pulling the wings off an insect. But it takes a special kind to make the insect offer its own wings after being told exactly what the price is."

"This is a game to you..."

"One must find their fun where they can," he said nonchalantly, "I find amusement in the idea that for all the free will He gave you so many of your kind would give it all up for a brief taste of power or riches or what have you. I follow the rules - I never deal with those who aren't wiling to sacrifice themselves or those they hold dear. Any thug can kidnap an innocent virgin, after all. Those are of no interest to me."

"So in exchange for my soul you'll give me what I need to stop Matt?"

"I'm giving you a _chance_ , Mr. Parker. I wish to make that clear. Wouldn't want for there to be misunderstandings. I do hope you know that if you do this then you forfeit any chance of salvation, slim as it may be."

"Ha..." Salvation...he'd considered himself damned ever since he found out the truth in Moon's butcher house. He could deal with that, but now...Gwen, Lana, Ben and May...there were people who thought he could be saved.

He didn't want to spit in their faces. Not anymore.

"No."

The man's casual smile in no way faltered, "Ah, that's a bit disappointing, but I guess that's to be expected. After all, you have that girl chaining you before the brink." He hummed and turned to Ketch, "I suppose we're done here-"

"Wait." Peter looked down and grit his teeth. Couldn't hurt to task, right? "If you can do all this...could you erase-"

"Your unmasking? Make it so that my future resident never took the last defense you had?" Peter nodded. The demon hummed again before replying, "Hmm...I suppose I could. Wouldn't be that difficult, but I'd need something valuable in exchange."

"My soul again?"

"No, that deal's passed. I want something else." He paused briefly before grinning, showing off his white teeth, "Your relationship with that girl you value so much. Agree to give it all up - memories and all - and I'll erase all trace of your identity ever being compromised."

"What...? Why would you-"

"Because it's of value. Like I said, I have no interest in a deals with no sacrifices." He laughed, "Of course, there is an alternative: the memories that don't belong to you, this Spider-Man. Agree to give them up and return to who you truly were and I'll do the same."

"...Can't you just take the kid's memories?" Spider-Man's memories weren't his, but there one of the few things that kept him sane, ironic as that may have sounded. Going back to being the kid...death would've been better

"Now why would I want something so worthless? Resentful kids like you are some of the most common people to contact me. I never respond; they're boring." He waved a hand through the air, "So, do you agree to either price?"

"I..." He looked to Ketch. The man didn't say anything, but he knew what he would've said, "No...I'll deal with the consequences on my own."

"Taking responsibility, hm? Such a rare thing for your kind to do." He chuckled "Well then, I wish you luck, Mr. Parker." He snapped his fingers.

And just like that they were both gone and he was left on the suddenly moving intersection. For a second he wondered if all that just happened, but he shook the thought off. Denial never helped anyone, "Haha..." He laughed, soft and slow. He'd just given up his only chance to end all of this. A part of him screamed for being so sentimental and stupid, for refusing to follow through.

He groped through his pocket and pulled out the phone Gwen lent him. The smiling faces of both of them on the screen greeted him, Gwen with a big gin and her arm wrapped around his shoulders while Peter mustered a weak smile. It was a picture they took all those weeks ago at the cabin. Being there, he'd almost forgotten what his life was like. Ending all of this at the cost of that...

It wasn't worth it.

Smiling, Peter stuck the headphones back in his head and let Mary's singing calm him as he lost himself in the crowd.

* * *

 **So who else is shipping Shadowcat and Noir now? I mean it'd definitely fit given that Noir seems to be a psychopath magnet given Bullseye, Jack etc etc. Sadly(?) he didn't take the get out of relationship free card Mephisto offered him and now he has to commit. I mean it's not like Mephisto's asking him to abort his unborn baby or something...**

 **He also didn't take the 'end this story right now' offer to become Ghost Spider, which came at the low, low cost of damning himself into eternal hellfire and torment and losing any chance of salvation. This guy doesn't know a good deal when he sees it :/**

 **Anyway, two more segments next chapter before we move on: Gwen, Spider-Man or Lana. One of these guys is going to be left in the dust, which is either Lana or Spider-Man given that Gwen got more votes than either of them.**

 **That and we got a new ally for the Hand war: Daniel Ketch, the second stringer Ghost Rider. Sadly Murdock killed Johnny Blaze and Robbie Reyes died according to Gabriel, and with Noir refusing to become Ghost Spider there won't be any Midnight Sons :( The Defenders are getting a bit crowded, though. Maybe I need to do some trimming...**

 **How attached are you guys to Lana? Kidding, kidding...mostly.**

 **Questions:**

 **1\. We're nearing the Madripoor arc, so I have to ask: should Gwen be involved in it? I know it seems like a no-brainer, but in-universe SHIELD and the others would probably refuse to take her to an illegal kidnapping and extraction in a place where crime is literally the law. Gwen's personality is also very likely to make her a liability given that Madripoor is a crime ridden hellhole and she's as Ideal Hero as one can get in this story.**

 **2\. Do you guys think Noir should've taken any of Mephisto's offers? I know most of you are gonna say no, but I'm curious all the same if there are those who think each price might be worth it.**

 **Review Answers:**

 **TheOkWriter - You keep asking that. If you want this story to end then skip to the last chapter when it comes out. Spider-Man goes home when the story says he goes home.**

 **neverendingZero - Mephisto offered in this chapter :D Sadly, Noir didn't accept :( As for Spider-Man, I'll tie him more to the SILK arc later. Someone else already suggested 616-Daredevil crossing over, but Noir already took all his plot beats.**

 **Leonard Church814 - One could say going back to school after Carnage was too far out, but character-wise it's one of the few normal things she has left.**

 **AnUnorthodoxDecision - Laura's become a little Hellion, though. Look at how she's cussing out her mom/sister/whatever she is, Shadowcat.**

 **Crimsonknight700 - Well, hopefully this one interested you.**

 **Xolsis - Heh, new long reviewer :D Anyway, Peter's doubts with the chi route is that it might leave him powerless and dependent on Gwen to protect him, which he refuses because he doesn't want to be a burden. As for reverting to 65-Peter...what made you think he would do that? He makes it very clear in this chapter and others that he likens it to death, like you said. Besides, 65-Peter is in no way heroic...**

 **Hope you review the next chapters as well :)**

 **Man825 - Thanks.**


	121. This is basically a Logan chapter

**So a friend suggested that shorter updates might lend better to drawing and keeping reader interest, so I'm testing it out here. This is the kinda first half of Chapter 115. If the 'experiment' proves successful then I might start updating this way from now on. If not then we go back to before. Simple enough.**

* * *

Spider-Man groaned and picked his head off the counter. Where was...oh, right, a bar, "Ugh..." He adjusted his place on the stool and grimaced, ignoring the tunes that came from the jukebox in the corner. Normally he would've enjoyed the soft jazz, but the pounding headache and the desperate need for more liquor in his system drowned out any appreciation he might have had.

"Gimme another..."

The bartender looked up at him, mouth curled in a frown and her brows furrowed, "Don't you think you've had enough?" The woman was clearly getting on in years, but the callouses in her hands and the scars in her arms showed someone who shouldn't be messed with. Either that or she just ran with scissors a lot. Could've been either knowing this place.

"Didn't come here for a lecture." He rolled his eyes and slapped another wad of bills on the counter, "'Sides, you look like you could use the business." He gestured to the empty chairs and the gaping hole at the wall that led to the street. Apparently the place - Josie's, if he read that broken sign right - was one of the many, many places that got hit when that freak with the red monster suit tried to take over the city. He didn't know why it was open considering the aforementioned hole in the wall, but he wasn't complaining. A watering hole was a watering hole.

She muttered something under her breath and took the crumpled long green before getting another mug of whiskey. He didn't even know what time it was, but it wasn't like it mattered much. Every hour was happy hour for those desperate enough to forget.

 _"Tell me you want this, that it's not just me. Tell me you want me."_

He almost did. It took everything he had to push her away, to remember that he didn't belong here and that he couldn't pretend there wasn't a home waiting for him, "Damn it..." He took the offered whiskey and drank it down in one gulp, ignoring the wave of arousal that rushed through him when he remembered Kat's pleading face, the taste of her lips on his or the droplets of water that trickled between her legs-

The glass shattered when he set it down.

"...You're paying for that." The bartender said, sweeping the glass off the counter without missing a beat.

"Yeah, yeah..."

Hours passed and the sun dipped away, replace by the light of the dim moon. Spider-Man set his last glass down and hiccuped, swaying and almost falling off the seat altogether from his swaying vision. Maybe he really had too much, "Mmh..." He gripped the sides of the counter and swallowed the rising wave of vomit. He never drank so much in his damn life.

And he _still_ remembered.

 _She pressed her lips at his jaw. A kiss, his mind noted numbly, and then she did it again before he could fully recover, leaving a trail from his jaw to his chin and then his cheek. If she'd still been wearing her lipstick she would've left reminders, but right now all he felt was the slowly drying water from her fresh bath. A part of him almost laughed: she was marking her territory, just like her namesake._

 _She didn't kiss him on the lips. Everywhere but his lips._

"God damn it..." Why him? Was she so desperate for affection that she went for the first man that didn't attack her to get a disagreement across? She'd told him about her past and her relationship with Logan. Still, he was hardly enough of a catch that she would...

He needed another drink.

Spider-Man tried to reach for the almost empty bottle before the bartender pulled it away, "Alright, that's enough. You're cut off." He glared up at her, which she met with a glare of her own. Probably helped that he was so sloshed he could barely sit up, "Come back when you're sober."

"Screw you..." He tried to reach for the bottle and only succeeded in plastering himself to the counter. This was how he was gonna die. If the Slant really wanted to keep him from struggling she could've just given him a liquor cabinet, "Fuck..." Why was he even thinking about it? So what if Kat liked him? They'd only gotten together because she was being paid to babysit him.

Nevermind the fact that he went with he to that butcher house in Oregon or that she helped him stop the Slant when she didn't have to...

"Peter."

...Laura.

Peter turned to look at her and Laura looked up with an unblinking gaze. Finding him was difficult in the city, especially since there were so many drunks, but she'd managed to pick up his scent. He had the scent of a spider on him, but more than that Shadowcat had marked him. It made it easier to drown out the scent of alcohol and vinegar that clung to him.

"The hell are you doing here...?" he asked weakly. His breath reeked of alcohol and fatigue. When had he slept last? "How the hell did you find me...?"

She didn't answer. Instead she grabbed his arm and tugged him off the stool, ignoring his weak attempts to push her off. His enhance strength was compromised by the alcohol and his addled state, "Hey...lemme go..." She grunted and wrapped one arm around her shoulders, letting him lean against her. The height difference made it difficult, but the facility bred her genes to the peak of human capability. Carrying and flipping grown men was doable, though she was never expected to do so except in the heat of combat.

"Where are you taking me...?"

"Home." She shifted his posture straighter and hailed a cab, ignoring the bald man with a tattooed Bullseye that walked past her through the hole in the wall. He reeked of blood, "You are drunk, you need-"

"Ain't going back to Kat's place." He tried to push her off again, but her grip remained firm, "...I've been staying at a motel. Let's go there."

"Fine."

The motel ended up not being too far away. Laura looked blankly at the passing streets and waited for the cab to fully stop before she opened the door, "Keep the change." She threw a hundred dollar bill at the man and grabbed Peter, carefully dragging him out of the backseat. Shadowcat didn't like her, but she was generous with funds. Shadowcat didn't really see the true value of money. Neither of them were designed to.

Laura opened the door and dragged Peter out before pulling him into another shaky stand. He was unconscious now. It made carrying him easier when he didn't struggle, "Hmm..." She dragged them both to the front counter and rang the bell. This place reminded her of the motel they stayed at in Arcadia Bay. She only hoped that the man in the counter was similarly apathetic to odd sights.

The young man with the glasses looked down at her. His expression twitched - pity and annoyance in equal measure - and he said, "...Yeah, can I help you?"

"I am taking him to his room." She nudged his head, "Do you know the number?"

His eyes narrowed and he looked at Peter's unconscious face, "Yeah, I know him. Who are you supposed to be?" Suspicion in his voice and his eyes darted to the wall mounted phone. Was she worried for Peter or her? Either way she didn't need the attention.

"He is my father."

His suspicious look faded, replaced by something more obviously sympathetic, "Drunk dad, huh? Sorry about that." She nodded. It was the easiest way to explain. Spider-Man's words, not hers, "Well, his room's in 307. Just go across the parking lot and take two floors up." She handed her the key, "Sorry again."

Not sorry enough to offer to help her. Odd how many people thought words substituted for actions, "Thank you." She shifted Peter's position again and walked across the length of the wet asphalt and the worn stairs. Peter mumbled in his sleep. Something about Mary Jane and Felicia; names she didn't recognize. Friends from his time? He kept saying sorry to a Robbie as well.

Laura unlocked the door and was greeted with a puppy scratching at her oversized jeans. Raising an eyebrow, she eyed the pug for a brief moment before stepping past it towards the bathroom. She didn't know Peter had a dog.

She parted the shower curtains and dumped Peter into the tub, his legs hanging over the edge clumsily. Shadowcat would've found it funny, "Sorry, Robbie...I'm so sorry..." He apologized a lot. Why? What was done was done. She looked at the switch and pulled it back.

Peter screamed as soon as the cold water hit against his skin, "Fuck!" He tried to stand, but his placement made it hard for him to gain leverage. His right hand almost reached the nozzle before she took hold of it.

"No." She pulled his hand back, ignoring the water that drenched the sleeve of her flannel shirt, "You need to wake up."

"I'm..I'm awake...!" He tried to reach for it again before she growled, "That doesn't work on me, kid." He wrenched his hand away from her and shut the water off. Laura stepped back and glared up at him as he stood, his entire body dripping wet. It helped wash the scent of alcohol and sweat, "Christ...you know there are better ways to wake someone up from a hangover."

"This was fast." She shrugged shamelessly.

"Yeah, yeah..." He brought a hand through his face and sighed, "...Look, get out, would you? I need to change."

"Do not run."

"Run? What, from you?"

"You did from Shadowcat."

The side of his mouth twitched, "Out."

She stared at him for a few more seconds before she turned and left. The puppy was on her again, nipping at her heels with its tongue lolling out. Laura tilted her head to the side before she knelt down and reached a hand towards it. The last puppy she'd been given was part of her training. The purpose of the exercise was for her to prove she wouldn't hesitate to follow orders regardless of the situation.

 _"X-23, terminate the test subject."_

Her hand grazed its head. The puppy barked and nuzzled into her palm, licking at the skin affectionately. She hesitated for a moment before she started rubbing its head slowly. The puppy she received back then didn't have a name and she had it for only two days. Enough to establish an emphatic connection and to test if her programming pushed through 'childish instincts', to use the words of her creator.

 _"I...don't want to."_

She'd gotten a nasty shock when she refused. The pug barked happily and laid down on its back, exposing her belly towards her. A sign of affection. She knew this. The last puppy - a young doberman with sleek black fur - did the same a few hours into their correspondence. The creator gave her food, drink and toys. An easy way to earn the affection of an animal, she said.

Laura remembered the doberman being on its back when she plunged the her claws into its stomach. She'd wanted to make it quick, merciful, but she still remembered its soft, pained barks as the blood pooled around them.

She was still shocked for hesitating. It was the first time she resented the Creator. They were going to move onto people - not the Machine Men - before Shadowcat and Peter...saved her.

Laura rubbed the pug's belly and watched as it trashed around the ground lazily, its legs trying to wrap around her hand while its eyes fluttered close. Her lips unconsciously quirked up in a smile and she giggled, the sound soft and alien to her.

"Looks like you found my uninvited guest." Laura looked back and found Peter leaning on the edge of the doorway, arms crossed and dressed in a new set of clothing. The scent of boxes and cotton made it obvious it was recently bought. He left without packing anything.

"I did not know you had a dog." She stopped rubbing its belly briefly and it immediately snapped to attention before she started the motion again. It was funny.

"I don't. Little bastard just waltzed into my room and refused to leave," he said, "Tried kicking him out, but every time I did he just came back. Figured he'd leave when he saw I wasn't feeding him, but no luck."

"Hmm..." She sat down fully and placed the puppy at her lap. It smelled odd, like hers and dirt that didn't belong to the city, "When are we going back?"

"Back where?"

"Home." She looked up at him. He was preparing coffee. The scent of the cocoa beans made her stomach gurgle, "Shadowcat misses you."

"Tch, yeah, right." He believed her. She never understood why he and Shadowcat used humor and sarcasm to deflect. The Creator never taught her that, "She 'misses' me? Probably just pissed off I said no. She's not the type to take no on a lot of things."

"It is not because of pride." She looked down the puppy and began petting it again. It helped keep her calm, "She cares for you. You care for her as well."

"How'd you figure that, huh?" He gave her a wry look and sat down at the small table, hands holding onto the steaming cup of coffee, "We've been together, what, one week? Two? How the hell do you think you know what's going on here?"

"Because it is obvious." She stood and set the puppy down so they could be more level, "Shadowcat cares for you. She finds it difficult to express affection, but she did so that night. You rejected her out of fear."

"Fear...?" He laughed, soft and bitter. Laura almost jumped when he suddenly tossed the coffee cup down and let it shatter, "You think that's what I'm scared of? You ain't got a clue about me, kid. No...what I'm scared of is fighting the freaks and monsters that everyone else in this place seems to think is normal. I'm scared of...not being able to say goodbye and leaving my family and friends to wonder. What I'm scared of is...dying in this madhouse before I can see my home again."

"Home..." Laura looked down. The definition of the term was many, but a question she'd heard before was the difference between house and home. There was a difference, the answer said, between somewhere you lived and somewhere you belonged. She didn't belong to the facility, not anymore, but she also didn't belong with Shadowcat. All the other Weapon saw when she looked at her was the Creator's face.

"Yeah, home..." Peter let out a slow breath, "Look, go back to Kat. She'll take care of you."

"She does not want me there," Laura said softly. Somehow the thought of that hurt, "I only remind her of her...Sarah Kinney." Saying her name still felt odd. Like she would receive a shock for insubordination. She hesitated briefly before she said her next words, "When you leave, take me with you."

"...What?" Peter looked at her as if she were insane, "You...wanna go back with me."

"Yes." Laura nodded, "There is nothing for me here."

"You think there'll be something for you there?" He clicked his tongue, "Look...I only called you my kid because it stopped people from asking questions. What do you think's gonna happen? We go there, put up a picket fence and pretend to be one happy family? You're German to your blood, kid. You think they treat you bad here? You don't even wanna know what they end up doing to krauts after the war."

"I can protect myself."

"That ain't the point." He scowled, "When I get there I'm going to be going around on a killing spree against some wastes of human skin who deserve a bullet between the eyes. I know you're good at killing, I've seen you do it, but that's not a life for a kid. Here you have a chance, even if Kat just gives up for adoption...still better than with me."

"...You're abandoning me." It wasn't what she wanted to say, but she couldn't retract the words.

"Abandoning? Funny..." He scoffed, "Do you even care about me? Or am I just the convenient thing to cling onto compared to Kat and her old man? We haven't known each other that long, is that enough?"

"It is for me, and for Shadowcat."

They just stared at one another after that. Seconds passed, before suddenly he stood and loomed over her, "What the hell do you want from me? I never asked for any of this! I lost five years of my life because I hesitated! My family and friends think I'm dead! What, I'm just gonna stay here, pretend that millions of people aren't going to die and that I can stop it? Drag you with me to warzones or dump you on Aunt May, assuming she's even alive, and just leave you alone?"

"You are running away. Again." Her hands balled into shaky fists. This wasn't a fight, not like she was used to. She couldn't claw the person making her angry.

"Fine. You know what? I'm a coward. I'm _running_." He laughed bitterly and sneered, "Get this through your skull: I'm not your daddy and you're not my daughter."

She knew that. It wasn't supposed to hurt, but... "...Why?" She reached a hand up and traced her fingertips across the sides of her eyes. Wet...these were tears. She was crying? "... _Why_?" she asked, though she didn't know if she was asking herself or him. Why was she crying? Why did her chest hurt? Why couldn't he stay? Why was he leaving them?

Why couldn't she have had a normal life? She'd seen the children in the city and the television screens: little girls enjoyed going to parks and didn't think about hunting the animals with their bare hands; little girls enjoyed parties and cake without thinking about who to kill first if everyone turned against them; little girls who didn't have claws jutting out of their hands.

Little girls who had fathers who didn't abandoned them.

Spider-Man's face shifted. Guilt, maybe? Laura couldn't tell. She shut her eyes cried, trying to hold back her voice and the rushing wave of tears. She didn't want to be here anymore, but her legs refused to move.

Her crying slowed when she felt a warm embrace. Opening her eyes, she found herself standing stock still while Peter knelt and wrapped his arms around her. She almost pushed him off, just to hurt him like he had her, but again her arms refused to move. So she just stayed there, standing like a statue while Peter said nothing to her.

Moments passed and eventually he stepped back, "...Sorry." The apology was brief and unclear, but she nodded regardless. She was still mad, still resentful for what he said, but she didn't say anything, "...Look, this isn't your fault." Peter sighed, "I can't take you back, Laura, but I'll...see what I can do about your stay here. Alright?"

It wasn't alright, but again she nodded. It was better than nothing, and she was tired of _nothing_.

"...Come on, let's go get a midnight snack. There should be a cafe around here." He offered her a hand while the dog nipped at the sides of her legs, "I'll talk to Kat soon, I promise."

"Promise."

Maybe it couldn't last, maybe she'd never get what she wanted, but she could cope. She always did.

* * *

 **Obvious question: do I keep to my usual update length or go for shorter 3-5k ones? I'm fine with either, especially given how long winded I can be with my segments. Thankfully this chapter is pretty out there and has little connection to the main plot, so nothing much was lost here.**

 **Review Answers:**

 **OtaconGamer777 - Ghost Spider might be overpowered, assuming Mephisto was offering Zarathos to Peter rather than one of the generic Rider spirits like Danny Ketch's Noble Kale.**

 **Brave2000 - I dunno, Batman felt real out of place in the Justice League: Dark movie.**

 **Leonard Church814 - What do you mean his 'calling' to it? Cause he's been fighting Murdock for a while now. As for Norah, she's not possessed or anything. She's still normal. Do you mean Karen Page?**

 **crimsonknight700 - Interacting with Murdock? Not likely given the lack of Villain POV's due to reader demand.**

 **Dragonskyt - More harsh than finding out that Noir's just a Clone Saga red herring? :P  
**

 **AnUnorthodoxDecision - Funny? Maybe. Unhealthy? Definitely. She ain't gonna be adjusting to school and civilian life any time soon with these two as her mom and dad.**

 **Titan616 - Why mention Tony Stark? Last I checked he never dealt with demons outside of crisis crossovers. Anyway, this Mephisto is more honorable like the Ultimate version - he always gives you what you want, unlike 616 who always renegs. Ketch was even supposed to note in the chapter that the deal Johnny made (his soul for his dad's life) actually panned out and that Blaze Sr. is still alive, unlike 616.**

 **Xolsis - Noir always had a mystical bend, but this story kinda goes overboard and turns him into Ghost Rider-lite at times. As to your question: just cameos and references. I'm not above showing them if I wanna make a joke, but adding some of the mentioned characters would just destabilize everything. I mean Teresa mentions** _John Constantine_ **later, and if they ever got a hold of him then Murdock would be absolutely screwed. Ditto other gamebreakers mentioned such as the Witchblade.**

 **Though, one thing to comment on: Mephisto never said anything about Peter's soul being more valuable now compared to before. I mean I'm glad if you saw it that way, but it wasn't intended when I wrote it.**


	122. Devil you Know

**This chapter ended up longer than I thought, so it was probably a good thing that I cut off the last chapter at the 3k mark. Damn me and my habit of needlessly prolonging shit. Promise the next chapter will be shorter to fit more.**

 **Anyway, read the latest Spider-Gwen. I'll keep the other plot developments at a minimum, but I was right about one thing: Gwen does eventually gain full symbiosis with/control of Venom. I now feel marginally less guilty about her being considered overpowered for the fic. That and here 65-Cindy boosted to compensate.**

 **Likewise, I played catch-up with all the Daredevil issues I missed and it's very helpful for one reason: the antagonsit for the latest arc is _the Beast itself_. This is a first since up till this point he always appeared either via proxy, possession or only in brief visions. What I've seen so far proves some of my previous theories about him: he's strong enough to drive New York to madness, he feeds on fear and he's an ugly motherfucker. Definitely gonna keep a close eye on this for future arcs.**

 **To finish up, I do suggest readers pick up on the ending questions. It affects the next arc pretty heavily.**

* * *

They all had a plan for her, Gwen thought. Cap wanted her to be the 'best she could be', to get into the big leagues with S.H.I.E.L.D and the Avengers so she could help stop the world from blowing itself up. She-Hulk wanted her to stop patrolling and just focus on the celebrity thing so she could donate to charities and leave the actual crime fighting to the police and everyone else.

Everyone _always_ had a plan. Most of the time she accepted it, but at other times it infuriated her. Sometimes it seemed like they didn't care about what wanted, just how she could be the 'best Spider-Woman she could be', damn what _Gwen Stacy_ said. Even now they had something in mind for her - She-Hulk scheduled an interview and she was working with Cap on a script to best 'mitigate the damage of these recent events'.

Translation being, they wanted her to lie her fucking ass off and throw Peter under the bus. _Again_.

Cap tried to dress it up in pretty words, but that's what it was. _Things are tense right now_ , she'd said, _And showing public support to Spider-Man could prove disastrous. You have to make it clear you had no inclination that it was Peter under the mask._

Meaning she could get away with being the squeaky clean Superhero while Peter took the brunt of their hatred and scorn.

Fuck. That.

"So...are you sure you wanna do this?" Gwen looked up and found Norah staring at her with obvious uncertainty. She'd called her over to make a plan. She-Hulk's interview was supposed to take place an hour from now and Gwen wasn't attending. Instead she was here in some abandoned warehouse with Norah on a classified connection giving her her own private interview, which they planned to stream live on the Bugle's network. No schedule, no nothing.

"Yeah, I'm sure." Gwen nodded. She really wasn't, but she was tired of this, tired of throwing out a bad guy for people to tear apart because they couldn't see a tragedy for what it was. If they couldn't accept that, then tough. She was through trying to make them feel better about buying into Jameson's hate.

"Alright..." Norah made some final adjustments to the camera and took a deep breath, "Once I push this button, there's no going back. We'll be livestreaming everything, so any fuck up or oopsie either of us make can't just be edited. You sure you don't wanna just leak this online?"

"No, I want...I'm tired of editing myself out. I want to tell people what I want."

"Well...you've got bigger _cojones_ than I do, Spider-Woman." The two shared a strained smile as Norah pushed the button and took her place on the crate next to hers. It was hardly the most ideal of interview settings, but at least she could be sure it couldn't be tracked.

Norah waited till the light fully blinked red before she spoke.

"Good morning, ladies and gents." Norah smiled, the very picture of confidence despite the way her hands shook, "We interrupt your regularly scheduled broadcast to bring you a special report. Now I know we were all expecting Spider-Woman to make an official statement in City Hall an hour from now, but she had a change of plans."

"Hey guys." Gwen tried to smile. Couldn't, "I know what you're probably thinking right now: this is a hoax, right? Some hacker in a costume just trying to get attention?" Well..." She ejected a line of webbing up to the roof and hung herself upside down by her hands and feet. She waited a few more seconds before she let go and attached herself to the web only by the balls of her feet, "Hopefully this'll convince you, and if not...well, guess you can just open a new tab, right?"

She released the webbing and landed on the ground with a deft flip, "Look, I know a lot of you are expecting me to be at City Hall to answer questions and everything, but...I can't. If I went up there they would've given me a script to follow and I would've been forced to lie my ass off about what really happened. And I'm tired of doing that. I just want to be honest. The truth will set you free, right?"

"Right." Norah nodded, "So...well, let's get to the big one first. Were you aware of who Spider-Man was under the mask?"

The hard questions first. Both of them agreed dicking around wouldn't get them anywhere. Gwen took a deep breath to compose herself, "Yes, but not at first." Be honest, she reminded herself. Or at least as honest as she could be, "When I first met him I just thought he was another Hero. City needed more of them, right? Way too many Supervillains running around."

"So when did you find out?"

"A few days afterwards. I went to talk with him after what happened with Maxine Dillon." Even now thinking back on it stung. If only she'd been just a bit better then Maxine wouldn't have flown off and killed all those people, "We, um, argued for a bit, and then I found out he was trying to save someone from the criminal Hammerhead. I decided to help him."

"He revealed his identity to you?"

"No. It was, uh, not so willing." Translation: she kicked the back of his head and let Cap handcuff and unmask him, "It wasn't pretty. We got into a fight and when it was over his mask was off. I know that seems hypocritical coming from someone who spent so long keeping her face hidden, but it wasn't my choice." She took a deep breath again, "That was when I found out who he really was. Peter Parker."

"So you're saying it really is Peter Parker under the mask?" Norah asked slowly. They were officially off-script now. Everything was on the table.

"Yes...and no." She clenched her hands and deliberated her next course of action, "I promised myself I'd try to be more honest, so that's what I'm going to do. Baby steps."

And then she took her mask off.

Even with just the two of them in the building, Gwen practically heard the deafening silence of everyone watching. Norah's eyes were wide and her mouth hung open in a shocked gape. If she wasn't so fucking nervous she might've found it funny. Gwen took a deep breath and did her best to keep her expression neutral. Right now thousands (or millions, if She-Hulk had her way) had their eyes on her.

It kinda helped that it wasn't Gwen Stacy's face under the mask.

"Before anyone freaks, this isn't an identity reveal." She focused and felt the hair on her back lengthen, the dark locks shifting to a lighter brunette color tone while the rest of her features aged slightly, "A new trick I picked up and Cap told me to learn. Helps to make sure that I don't get caught by Supervills trying to sneak a peek under the mask."

Silence, again, until Norah finally found enough strength to speak, "So, um..." She adjusted her seat on the crate and coughed, "Why the unmasking? I mean, you said it wasn't a reveal, so..."

"I thought it'd be easier to be honest if you guys could see my face...even if it isn't, well, _my_ face." She'd planned it out before, but it was meant to be a last resort. Plans changed, apparently, "I read up a study on facial tics and eyes I figured a mask would kinda make it hard. I mean I know I'm more or less still wearing a mask, but...um."

What was her point again?

"...Shit, this is hard." She laughed softly, "Look, I'm not saying it's not tempting to reveal my identity, and if it was just me? Fine, cool. But I have people I care about that I don't want to put in danger. And I know some of you are arguing that police officers and soldiers go out with their faces open and that I'm a coward. If you think that then fine, I'm a coward, but I'm not saying I'll be under the mask forever. Maybe one day I can show who I really am."

"Wow, um..." Norah looked down at her notes, "That's, um...back to the question?" she said in a rush.

"Oh, right..." Gwen laughed nervously. Somehow being reminded it wasn't all about her was comforting, "Yes...it really is Peter Parker under the mask, at least physically. His memories...for most of the months I knew him he didn't even remember who he was. That night at prom, being the Lizard...all just hazy images that he couldn't see as his own memories. Whatever brought him back...changed him. He was someone else, and even now he still is."

"So would you say he's Peter Parker in your eyes?"

"I...I don't know." Gwen leaned forward and pressed her hands together, her eyes dipping downwards, "When I first saw the face under the mask I was so convinced it was him. I thought...'this is my second chance'. Peter Parker died because of me, or at least that's what I kept telling myself. It was hard to believe anything else when Jameson went on the news nightly to call me a murderer.

"A second chance?" Norah asked, brows furrowed in both curiosity and worry.

"Peter Parker died in a tragedy. I'm not absolving him of the role he played that night, but he wasn't the monster people desperately wish him to be. He was an angry young man who was bullied and hurt and he tried to hurt people back. I don't condone it, but I'm also not going to pretend it was all his fault." Maybe if she'd done more to help him, been his best friend instead of his Superhero bodyguard, it wouldn't have gone to that point, "Jameson's right about one thing. Peter Parker's death was a needless tragedy, one that could've been prevented."

"That's why you helped him out? Why you teamed up?"

"One reason, yeah." Gwen nodded, "I know what you're all thinking. Does that mean I approve of everything he does? No...God, no." Her next laugh was soft and bitter, "We've had so many arguments about that. We'd hurt each other so many times, and not just with words." A busted lip, the barrel of a gun on her gut...Glory and her dad would've freaked if they realized how dysfunctional they both were.

And yet, here they still were.

"So what do you say about the accusations about him being the Lizard?"

"He's infected, I'm not denying that, but in all the months I've known him he's only been at risk twice: once when a bunch of honest to God ninjas tried to kill him and the second when he had to inject himself to save Ben and May Parker from the Vulture. Both times he reined himsef in. Every other time he's put himself out like that it was to save people. Helping me stop Cletus Kasady, saving those hostages at the carnival and the train station..."

"Do you believe he's a risk because of his infection?"

"No more than I am because I have powers. I don't know everything, but I do know that Peter has a sort of immunity to the serum. He's not going to turn just walking down the street. The fight with Jack-o-Lantern...just look at what happened. He was crushed half to death, he wasn't in the right state of mind." She took a deep breath, "And he still didn't kill him. He had him dead to rights and he left him for the police. The Peter Parker from back then...I'm not sure if he would've done the same."

She wanted to think that Peter wouldn't have actually hurt anyone all those years ago, but if that was the case she doubted her spider-sense would've blared like a fire alarm.

The questions came and went after that. They'd both agreed that they wouldn't make the interview too long - less risk of being traced that way - but they wanted to be thorough. After this one video their hands were tied. So Gwen did everything she could, tried to be as honest as she could while making sure that her words couldn't be taken out of context. It was a hard balance.

"Alright, thank you for your time," Norah set her notes down and smiled, obviously relieved that it was over, "Do you have any final words for our audience?"

"Yes." She looked at the camera dead on, "I'm not asking you to support Spider-Man. Like I said before, we've had our disagreements, arguments that even up to now we still haven't resolved, but I want you to see the good along with the bad. Without him the people in the carnival and the train station would be dead, without him I wouldn't have been able to stop Cletus Kasady from destroying the city...he's done good things. Please see that. And..."

It would've been a good thing to end on, but another part of her screamed out. The final words were so detached, so formal, that many would just write it off as a puff piece some celebrity would make.

Her next words came out before she could stop herself.

"And I love him." She smiled, though it didn't stop the few tears that came out. The rational half of her mind was already gearing up to yell at her, but she didn't care. It wasn't like people hadn't already caught them making out on rooftops, and a show of support said more than a thousand words, "I love him...despite everything, despite all the arguments, I love him."

Norah shut off the camera. The two of them looked at one another briefly before Norah let out an exhausted breath and trudged back to the crate, camera in hand, "Well...that was a thing." The other blonde gave her a wry smile and played with the camera in her hands, "Whatever else they say about you, Spider-Woman, you sure know how to end an interview."

"Too much?" She laughed and wiped away her tears.

"It wasn't related to the previous questions, but I doubt anyone will notice. People are suckers for a good love story." She stretched her arms above her head and grinned, "Hey, who knows, maybe Ben was watching. Nothing better than getting a confession on live camera, right?"

"Yeah..."

Her face shifted and she was Gwen Stacy again. Norah blinked and coughed weakly, "Um...you look familiar-"

"It's me, Norah." The right side of her mouth quirked up in a half smile. It was a risk, but so was this entire interview. Besides, if what she heard from Peter was right then apparently Norah could hold a lot of secrets considering the whole journalist thing, "Figured telling you would be safe considering you helped me out here." Her spider-sense also didn't tingle, though that might not have said much. It was pretty damn finicky.

And then Norah started laughing.

Norah laughed and laughed and laughed, starting from a few soft giggles before eventually transition to full blown guffaws. Gwen blinked and wondered if the journalist's brain had snapped before she suddenly spokev "Are you freaking kidding me?" She was still giggling and wiping tears from her eyes, "First Mary Jane ends up being the Scarlet Spider and now Gwen freaking Stacy is Spider-Woman? What are the fucking chances?"

"Uh...technically I was Spider-Woman first," Gwen said weakly, "Norah, are you...okay?"

"Me? Oh, I'm just peachy! I just found out two of the people I know are making the front page nightly and I had no idea about one of them for months! But you know the best part?" She laughed again, "I don't even care all that much! A few months ago I would've been freaking and begging you to give me an exclusive on your real unmasking, but now? I'm more worried about the fact that apparently the afterlife exists and one of the people helping us against Matt Murdock is possessed by an angel!"

"Um...what?" Gwen blinked, "Wait, an angel?"

"Long story, but apparently Karen Page has some kind of deal going out with an honest to god angel. Lawyers are weird, huh?"

"Yeah..." Gwen licked her lips nervously. An angelic lawyer? That was an oxymoron if she ever heard it, "So if you didn't care why were you laughing like some kind of maniac?"

"Because I don't care!" Norah said, as if it answered all her questions, "I thought I would, but I don't! And that's just fucking hilarious, isn't it?"

"Um...you're kinda coming across as pretty psycho-y there, Norah." Maybe she should've put her mask on first. She had no clue what MJ saw in her, "Am I gonna have to worry about you ranting on rooftops about how it's all connected?"

"What? Don't be silly. I'm quirky, not crazy." Yeah, because _that_ wasn't something a crazy person would say or anything, "Look, it's just...these past few days have been fucking insane, and now it's going to get even crazier for me. I mean you can just go back to being Spider-Woman, especially now that you apparently have some kind of weird shapeshifting thing. Where the hell did you get that anyway?"

"A...friend." God, why did thinking of Webster still hurt? "Same reason I got strong enough to lift a building and I get weird tentacles."

"Wait, you have tentacles?" Norah leaned back, "Uh...could we keep five feet of distance between us at all times starting from now on?"

"Haha, tentacle joke, never heard _that_ before." Gwen rolled her eyes, "But seriously, what did you mean by things becoming crazier for you?"

"Think about how this looks: one second I'm a barrel scraper, the girl making news reports about sewage and insufficient plumber funding, and now? Now I'm the gal who interviewed _Spider-Woman_. It'd be one thing if if was during a scheduled thing, but we pretty much hijacked the Bugle's feed to get this across. Something tells me Robbie and the rest of the people at the DB are going to be mighty curious on how I got to be on the other crate."

"Oh...shit, I didn't think about that." Gwen cringed, "If you want I could-"

"It's fine. We all gotta face the music sometime, right?" Norah shrugged and grinned, "All I have to worry about are some questions from the DB, and I'm pretty sure I can pull of some bs about keeping my sources anonymous or how you just grabbed the first journalist you saw off the street. I'm not famous like you, so as long as we keep any future dates on the down low I'll fade into the shadows like any good journalist should."

"If you say so..." Gwen looked down at her pressed hands, "Hey...thanks for this. I couldn't take the idea of going up on a stage and just spouting some practiced lines again. I did it once already."

"No prob." Norah winked, "Speaking of, we should probably get out of here. Say hi to Ben for me, okay?"

"Sure."

* * *

They went their separate ways, Norah going back to her apartment while Gwen swung into town. She waited till she found a deserted alley and let her costume get replaced by a tanktop, shorts, torn leggings, a hoodie and a pair of chucks. Thank God for instant costume changes, even if she still felt odd about being technically naked. Just another thing she didn't want to think about.

She debated briefly on whether to change her face before she settled on pulling up the hood of her makeshift jacket. A few people thought that Gwen Stacy might've been Spider-Woman after Peter got caught on cam, but she and the others already had plans if it came down to that.

As expected, their little stunt made news. Gwen looked up from the edge of her hood and watched blankly as the newscaster on a nearby bigscreen talked about 'Spider-Woman's shocking, face to face interview'. She laughed wryly to herself and continued down the road aimlessly. Peter was still out on town somewhere and he took her Upod and headphones. Normally she would've found it a good sign that he was interested in music, especially hers, but right now she desperately wanted to drown out the news reports and the people around her re-watching the interview on their phones.

Her phone vibrated. Gwen picked it up and frowned when she saw the unknown number at the screen. That was Cap, "And...busy." She rejected the call and blocked all incoming except for Peter, MJ and a few others. She was sure She-Hulk and Cap were ready to tear her a new one and she'd rather put that off till later. Last thing she needed was a lecture on how immature and short-sighted she'd been.

She ended up at a Starkbucks cafe. Gwen looked at the young barista and pulled out a few crumpled bills, "Gimme a caramel frappucino and a slice of cheesecake," she said. Probably a bad idea to stay here considering the Avengers promotion (thanks, Tony Stark), but she couldn't take walking around any more. Maybe she'd get lucky and a Supervillain would show up or something. That'd take her mind off things.

She took a window seat and frowned, picking at the cheesecake with her fork. Now that it was over the doubts were setting in. Did she make the right choice? Did she make a mistake being honest? She couldn't take pretending Peter had 'tricked' her and that she was just as blindsided as everyone else. Cap told her to use the truth to do good - Gwen wouldn't get to go back on that just because SHIELD or the Avengers told her it didn't apply to _them_.

A sudden chill ran down her spine and when she looked up she was met with Matt Murdock's smile face. How did he...she didn't even notice him, "Murderdock..." She sneered and almost crushed the cup of coffee in her hands, "What the fuck are you doing here?"

"Out for some brunch." He set his cane down next to him and put both hands on the table, "Same as you, I suppose, though I expect an interview would leave anyone famished."

"You saw that, hm?"

"I think everyone saw that, Ms. Stacy. Nice job on the tears, by the by. Really heart tugging stuff." His smile widened into a grin and he leaned back on the seat, right leg crossed over the left, "And it worked. These gullible saps were moved to tears by your heartfelt plea...well, most of them were, at least. Others refused to change their mind while others still are jealous of Peter now."

"Jealous...? Of what?"

"Mmh, I'm unable to read electronic messages, but if what Elektra told me is true then one of them said, and I quote, 'Man, can't believe that scaly fucker gets to bang someone who can turn into Megan fox anytime he wants. Good things always happen to assholes'." Gwen gave him a blank look, which just caused him to laugh, "Or so she told me. She could've been playing a prank, but that's not her usual behavior."

"Right..." This was...bizarre. The monster who'd tried to turn her to his side, made her boyfriend's life a living hell and used her mom as a hostage as sitting across from her and smiling like nothing was wrong, "...Why are you really here, Murdock?"

"So suspicious, Ms. Stacy. I think Peter's rubbing off on you too much." Gwen clenched her hands under the table. 'Peter'...like they were good friends or something, "Though in this case, you're correct. I was hoping to talk to you."

"I got nothing to say to you-"

"One snap of my fingers and the former Mrs. Stacy will stab herself to death." She stood up and glared down at him, mouth parted in a snarl. He didn't care, "What, no table smashing? I'm disappointed." He clicked his tongue, "Now, you can sit down or you can see if you can get back to her before I can snap two of my fingers together. I wouldn't take that bet."

Gwen growled and sat back down, "...What do you want?"

"For you to answer some questions. I'm a curious man." He steepled his fingers together, "Answer me this: why break the script and create your own little personal interview with Ms. Winters? Did you think you could change anything?"

"You just said that people most people believed me."

"Did I? I believe my words were 'these gullible saps were moved to tears'. Not the same thing."

"Oh yeah? Enlighten me."

"You wanted to prove Peter was more than the Lizard, that he was, to use your naive term, a 'Hero'." He shook his head, "If that was your intention then you utterly failed at it. Do you think those people believe anything you said? No, of course not."

"You're wrong."

"Am I? Where was this show of solidarity when he was tearing himself apart to save innocent people and they all just watched like a bunch of enamored children?" He waited for her to answer. She didn't, "The fact of the matter is, Ms. Stacy, that they follow the crowd like a herd of sheep. If you condemned him as a monster they would've followed that with as much zeal as they did your love confession."

"That's..."

"Don't you remember when Captain America shook your hand? You weren't declared innocent by any means, but because someone they admired offered you a hand they followed, the same way they hated you when that pathetic leech Jameson used you as a target. People are sheep, Ms. Stacy. You've just become one of their shepherds."

"Shut the hell up..." Fingers gripped the edge of the table and cracked the surface with their grip, "You're just-"

"A devil? A criminal? Or worst of all, a _lawyer_?" He made a mocking gasp, "I am all those things and more, Ms. Stacy, but I also see more than you ever will; ironic, considering my lack of usable eyes. You see, you're naive. You think people want heroes, that if you just do enough good and plead your inherent goodness that they'll see that goodness triumphs over evil and all those fairy tale things."

"So what?"

"Don't you get it? They don't _want_ heroes. Did you never wonder why they hated you for so long even after it became abundantly clear that you were innocent? Because they _needed_ someone to hate. They're all so petty because they see special people around them and if they're not one of them- well, who wants that? Who wants a constant reminder that they aren't even trying or that any freak accident could render anyone special without effort?"

"What the hell's your point?" Gwen spat.

"They see these special people - the Gifted - who risk their lives selflessly and it makes them feel worse about themselves. It's just another reminder of how petty and insignificant they are, so they lash out like children with spite no matter what you do. They want to do the absolute minimum thing possible and then get a cookie for it at the end of the day - and they want men like me to give it to them. That's why I'll always win."

"And what's your excuse, huh? That the world's a shitty place and we should just let it?" Gwen scowled, "Maybe you're telling the truth, but so what? Heroes aren't who they are because it's convenient."

"Ah, the follies of youth. How I miss it so." He hummed, "Though, you have no place to be saying those things given that your own group has compromised the ideals you fought for purely for the sake of your convenience."

"That's not me..."

"And yet I don't see you rushing to correct that mistake." He chuckled, "Nothing has changed, Ms. Stacy. They love you now, but that love is skin deep and can be so easily bought and turned with a snap of a finger. That love also comes with expectations - they give you adoration so long as you fit into their perfect shape of what Spider-Woman is to them. The second you deviate too far and they refuse to admit their mistakes? Well, you already know."

"What would you know? You're not even human."

"Racism, Ms. Stacy? For shame." He clapped his hands mockingly, "And for your information, I know plenty. For example, I know that your little stunt has trapped your group between a rock and a hard place."

"...What are you talking about?"

"Your little plea? It's gotten the majority of the public on your side, but now the government has a video of you admitting to being aware of a resurrected person's identity for months, apparently without deigning to inform anyone else. Not only that but you showed the capability of altering your identity with a single thought, which makes more than a few people paranoid. How can they control someone when they can never confirm who it truly is behind the mask? Didn't think that one through, did you?"

"...Go fuck yourself." She looked down at her plate of food with a scowl, "...Why are you doing this? Why go after Peter?"

"Instead of you, you mean?" he said, "As I said before, Ms. Stacy, you're boring. I thought I could break you, that you would see the world for what it is, but you're just like She-Hulk and Captain America: too far high up on that pedestal that you don't see the dirt and muck for what it is. Peter's different. Much as you deny it, he's slipping. It's only a matter of time before he ends up crossing beyond that line in the sand you drew."

"You're wrong..." She shook her head, "Peter's not like that. He's a hero, he stopped that Jack-o-Lantern bastard without-"

"Without killing him? Funny, he didn't give the same benefit to Phineas Mason or Ebenezer Laughton." He grinned, "You're naive. He stopped himself from killing that madman because _you_ were watching. When he killed Laughton and Mason he expressed grief only when reminded of how _you_ would react. A good man wouldn't feel guilt simply because his girlfriend would get mad at him otherwise."

"Shut up..."

"You can try to use yourself as an anchor as much as you want, but you can only delay the inevitable. Soon he's going to give up everything he holds dear. And then he'll belong to _me_."

"Shut up!"

She tossed the table aside and grabbed him by the collar, picked him up by the neck and smashed him against the wall. He thought people would scream, that the employees would rush over to try and separate them, but nothing happened. Her eyes suddenly felt heavy and a rush of dizziness overcame her. It took all she had not to let him go.

"He's not slipping. He's not. I'm going to..."

"Kill me? Go ahead. I'd welcome it." She opened her eyes fully and looked up again. Gone was the smug confidence and the expected red irises, replaced instead an expression of resignation and the cloudy eyes of a blind man who looked for all the world to be as helpless as he claimed. Gwen's hands shook and she let him go, causing him to land with surprising unsteadiness.

"...Still can't cross that line, hm? Admirable, but foolish." He sat back down on the seat, "Look around you, by the by. You might be curious on why no one's saying anything."

She did. All of them were frozen, each one trapped in a single moment. Gwen's hands shivered and she looked back at Murdock, "Did you do this?"

"No. Someone even stronger than the Beast did." He chucked, tired and slow, "The Beast will re-assert control soon. He wasn't aware Mephisto was in the city. Couldn't guard himself against this."

"Wait, so you're..."

"Matt Murdock. Or is it Murderdock? Kind of hazy." He chuckled again, "My guess is that Mephistopheles is making a deal with Mr. Parker. That's the only way I can assume you're not frozen like the rest of them. As for me, the Beast's lingering presence means he was simply booted out for the moment. It's doubtful Mephistopheles even noticed."

"I'm not sure I believe this..." She sat back down. Her legs felt like jelly.

"What, that someone could freeze time so casually or that me and the Beast aren't a singular entity? Either way I can understand your doubts." He looked her in the eyes as best he could, "I don't have much time. Maybe you don't believe me, but me and the Beast aren't on the same page. I won't claim to be a good man, but anyone would despise being nothing than a passenger to your own body."

"Does Peter know?"

"Perhaps. I tried to break through once to ask for aid, though even if he is aware I doubt he has much sympathy." He grabbed a piece of paper from the ground and wrote an address down quickly, "Take this and give it to him." He folded and pressed it against her slack palm, "He can hurt the Hand with this, but he has only one chance. I'll ensure the Beast isn't aware I've done this, but he can't expect any more help. Not from me."

Gwen looked down at the folded paper. Was this all a trick? Or was some part of Matt Murdock really trying to fight back? "...What about you?" She'd asked it only out of reflex. Despite his pleas she couldn't care about the man behind the glasses.

"Back to being a prisoner." He smiled, obviously bitter, "You might wish to leave. Mephistopheles will end his deal soon, I'm certain."

"Deal? W-Wait, what deal? And who's this Mephi-whatever guy?"

"A demon even greater than the Beast. He delights in offering contracts with exorbitant prices. My guess? An offer for a cure or a way to stop the Hand in exchange for something dear to him, which likely involves you." He sounded sympathetic, though that could've just been her imagination, "Don't worry. Peter's a stubborn young man, I doubt he'll accept any of his bargains."

"God damn it..." She hated this. What happened to the days of only being worried about the police hunting her down.

"...He was wrong, you know." Gwen looked up and furrowed her brows at him, "The Beast. He said you didn't change anything, but he's wrong. So don't listen to his droning. Things can change." He winced and grit his teeth, "Now run, before time resumes and we cause a scene."

She ran. All around her people were frozen, all completely unaware of the insanity happening around them. Gwen ran until she couldn't anymore and leaned against the wall, staring down at the crumpled piece of paper in her hand. A way to hurt the Hand...what was it? Just an address...just one place that Murdock thought was so important that it was the only thing he gave her?

"Damn it..." She let herself fall on the wall and watched as time suddenly resumed, a barrage of sounds suddenly overwhelming her. All this felt like a dream.

Except no matter what she did she couldn't wake up.

She was close to shutting her eyes and falling asleep then and there on the street before she pulled herself up. No, God damn it, she wasn't going to crash like this, "Pull yourself together, damn it..." She sent out a text message and smiled in relief when she saw a nearby instrument shop. Perfect, "Time to burn through my backpay."

If there was one thing she loved more than being a Superhero, it was being part of the band.

New instruments and sound systems along with some new costumes. Took a bit from her wallet, but not was much as she would've thought, _'Thank you, Tony Stark.'_ She grinned. Dragging the instruments and clothes back to the safehouse was a pain in the ass, but a little spider-strength and some webbing and she was good to go. Though she was sure a few people would be confused as to why Spider-Woman looked like she was about to go backpacking across the country.

Everyone was there by the time she arrived - her mom and dad, Ben and May, Jess, Kate, Harry, Norah, Cindy, MJ, Peter, Glory, Betty and even Teresa, "Hey everyone." She stuffed the large sacks of webs through the back window and almost fell over when Betty suddenly tackled her in a running hug, "Woah, Betts, what's going on?" Stick em powers saved her again.

"We should be asking you that," Glory said, her arms crossed worriedly, "I thought you said you guys had to lay low because of what happened with Parker at the carnival?"

"Thanks for the reminder, Grant." Peter rolled his eyes and leaned back on the couch. Cindy threw him a sympathetic look.

"No fighting, please." Gwen yelped when Betty suddenly pinched her sides, "Hey, Betts, what the hell?"

"Just missed you!" She grinned, "It's been months since we talked!"

"Months? Betty, we just talked a few days ago!"

"Not on-screen!" Betty chirped, smushing her face into her stomach. Gwen was about to ask what the hell _that_ meant before thinking better of it. To question Betty Brant was to stare into the abyss. And the abyss screamed 'Murderface!' back, "So what's with the web bags? You finally laid eggs?" she asked, her voice muffled by the aforementioned stomach smushing.

"Would you drop the egg thing?" She pushed Betty off and unwrapped the web bags, "Alright, I know this is kinda sudden, but I got a hankering for some good old Mary Janes time. So I thought about hitting two birds with one stone and just having a sort of mini concert. Can't be any worse than just sitting here, right?"

They all looked at each other uncertainly. Mary Jane spoke first, "Uh...Gwencent, I told you before that I had an issue with that, right?"

"Yeah, but...you've been doing better." Gwen did her best not to frown. She definitely still remembered, "Look, we'll just try it and see if we can do something. If not we can do something else." She looked down, "...Ben and May are leaving tomorrow and I don't know what's going to happen the next few days. I just want us to have one night to forget our shit. That isn't too much to ask, right?"

Surprisingly enough, it was Teresa who answered first, "...Gwendolyne has a point. The past few days have been stressful and it wouldn't hurt to relax ourselves for a bit. The safehouse is secure enough that we don't have to worry about anyone hearing or looking in."

"I'm all in," her mom said, a reluctant smile on her face, "Always wanted to hear you girls perform."

They all eventually murmured their agreements and Gwen smiled.

Hours passed. MJ was still shaky, and at some point she had to wear headphones (which fucked with their sense of rhythm) to evem keep going, but she still found it fun. It'd been months since they felt like an honest to God band and there was a primal enjoyment she got beating on the drums again. She could tell the others enjoyed just being a band again, too. There was a sense of normalcy none of them could deny.

Their audience also helped. Her dad and the others cheered as best as they could, which was helped by the fully stocked pantry and wine cooler that left everyone except Jessica in varying degrees of sloshed and stupid drunk.

The fact that Jessica was the totally sober person wasn't lost on her, judging by the annoyed scowl on her face.

Gwen finished the latest song and made her way to the kitchen and grabbed one of the unopened cans of beer, laughing softly at the sight of Cindy and Kate trying (and failing) to cook while Harry tried to (poorly) mix some of the drinks together. She was glad to see him again, even if things were still kind of awkward. She hoped Cindy didn't give him too much of a hard time.

She took a sip of the beer and trudged back to the living room. Her mom and Jess were chatting about something, though it was more like her mom was drunkenly rambling while Jess only half paid attention. Not too far away she caught Norah and MJ making fun of something on the television. She didn't see anyone else, but they were probably around elsewhere.

Peter and Teresa were on the balcony. She hesitated only briefly before she opened the door and greeted the cool night wind. Teresa looked in her direction and smiled, "I'll leave you two alone." She clapped Peter on the shoulder and and walked past Gwen, her steps slightly shaky. Not quite drunk but she was getting there.

Peter leaned over the edge of the railing and looked down at the city below, a cigarette between his fingers. Gwen finished off the beer and sat on the railing, legs swinging idly. Her dad would've freaked if he saw her tipsy butt right now, spider powers or no.

"Done singing?" Peter asked, a slight smile on his face.

"Yup!" She threw one arm through the air and laughed, "You looked like you actually enjoyed it, ya know."

"It was decent." He shrugged.

"Decent? Pfft!" She closed her eyes and laughed, letting the warmth of the alcohol rush through her. She actually wasn't that drunk, but she still preferred this to sobriety right now, "Admit it, you liked our songs!"

"Like I said, it was decent." He threw the cigarette over the edge and turned around, his arms crossed, "...It was a good idea to suggest this. The past few days have been hell for most of us...it's nice to forget."

"You don't sound like you're forgetting..." she mumbled.

"I don't get drunk easy. I'll try some of the harder liquors later." He paused, "...I heard what you said in that interview with Winters."

"...Really?" She looked down and wrung her hands together.

"Yeah. So did your parents and Ben and May. They were...pretty surprised, especially when Winters told us you spilled the beans to her." Yeah, the beans she apparently 'didn't even care about', "...You put a lot at risk doing that."

"What else was I supposed to do? Pretend that you tricked me and that I was just an innocent victim in all this?" She scoffed, "I'm tired of lying for their sake, Peter. There are nights where keeping S.H.I.E.L.D's involvement with The Incident secret still gives me nightmares. It's like I'm pissing on the graves of everyone who died, on Webster, every second I don't say anything."

"A necessary evil, or at least that's what they'd tell you." He shrugged, "...Did something happen today? You seem shaken."

"Met up with Murdock." His eyes narrowed protectively, "Nothing happened. It's just..." She took a deep breath, "...You told me before that he was possessed, right? Well...how much do you think that's willing?"

"He made it sound pretty voluntary when I asked him. Why?"

"He...something happened earlier, Peter. He was...I think Murdock broke out of that demon's control, at least for a bit." She took the crumpled paper out of his pocket and offered it to him, "He gave me this, said you could use it to hurt the Hand. I dunno what's going to be there, but he seemed sure."

"Sure it wasn't just a trick?" Despite his words he took the written address and read it quickly, "He could just be playing a game with us."

"Maybe, but...he seemed sincere. I dunno much about this demon and magic stuff, but my gut feeling says so." She sighed, "But yeah, I don't fully trust this. Promise that if you check this place out you'll run it by me first, okay? I can help."

"Sure..." He looked down at the floor, "...Met another demon today."

"Mephis-whatever?"

"Yeah...how'd you know?" he asked.

"Murdock, as in the actual guy, told me. Said that he probably made you a deal...and that it might have involved me." She licked her lips nervously, "Time stopped, Peter. It was...freaky."

"Tell me about it..." He ran a hand through his hair and sighed, "Mephisto offered me power, something that might've given me an edge against Murdock and the one who's pulling his strings. All he asked in exchange was damning my soul to hell."

"He what?!" She nearly stumbled off the railing before quickly regaining her balance, "D-Don't tell me you-"

"Of course not." He said quickly, "I'm not brave enough for that...though, apparently my soul already was in hell the first run through." He laughed wryly. Gwen felt like throwing up at the blunt admission. Hell? He was in _hell_? Just for one mistake? "He says I have a chance for salvation now, but I have my doubts. Still, best not make it easy for him, right?"

"Was that..." She gulped nervously, "Was that all?"

"...I asked him if he could get rid of my mug being exposed all over the city. He said he could, but..." His hands gripped his arms tightly, "He asked me to give up Spider-Man's memories or the relationship we have. I didn't take either." He scowled, "...You know, maybe I should've asked for something else. A cure for the serum, getting Webster back, getting your mom out of Murdock's hands. Anything else but that."

"N-No, you made the right choice." She hopped off the railing and stood closer to him, "We'll get through this, Peter."

Their eyes met briefly before she leaned in to try and kiss him.

Emphasis on _try_ \- he looked away as soon as she got close enough. Her brows furrowed worriedly and she tried to lean in again, only for him to step back. Okay, _definitely_ not just her imagination then, "Is...Is something wrong?"

"No, it's..." He let out a tired breath, "Ben and May are leaving tomorrow, I'm going to Madripoor to get that bastard Octavius the same day, and after that I start training with Teresa's group, which has a damn good chance of leaving me crippled for life. I...I don't think this is a good idea right now."

"So...you're breaking up with me?" She almost wanted to laugh at the line. After everything asking that question felt so...petty.

"I...I don't know," he said slowly, "It's just hard right now, Gwen. Things are changing too fast, too much...I can barely keep up with it all." He looked her in the eyes, "I love you, I want you to know that, but-"

"No buts." She held his hands in hers, "Come on, Peter...don't do this."

"...Sorry."

Always apologies. She was getting sick of it. Peter tried to pull away and walk back to the living room. Gwen pulled him back and crashed her lips against his in a clumsy kiss. He was frozen at first, hands lingering an inch from her sides, before she heard the metaphorical gears click into place and he reciprocated, pushing her against the railing and deepening the kiss.

Neither of them got any sleep that night.

* * *

 **I re-wrote the ending twice for this. The first time it was supposed to end with Gwen when she made the 'bad dream, can't wake up' analogy. The second time it was supposed to end with Peter actually walking away from Gwen. Changed it around to Gwen putting a kibosh to that idea, which felt more in-character for someone as pushy and certain as she is.**

 **Just a heads up: four votes so far for Gwen not to be involved in the Madripoor arc. This means she stays in New York and possibly does nothing till that arc finishes. This also means that the only main characters are Noir, Shadowcat and Spider-Man. I _might_ be able to involve Cindy and/or Laura to boost the character count, but it's a bit of a stretch. **

**On an unrelated note, I've been checking out some threads and someone suggested a crossover between MCU Spidey and Spider-Gwen, possibly as a romance as well. Would you guys be interested in this? Before you answer take note that I'm sub-par when it comes to writing both romance and characters who aren't a damaged pile of issues :p**

 **Questions (important):**

 **1\. Okay, so I have two routes planned for the Madripoor arc. The first one is the one above where we just leave it to 3-5 main characters. This also leads to the arc being small in scale.**

 **The second option is to add 3-4 more people on the roster. Originally I planned for each of them to get focus and maybe face off against their personal antagonists in Madripoor, but if I can't do that then I can still use the arc as a chance to get more interactions and story for the chosen character, especially if they've been under-represented. If you want to go this option then pick 3-4 people from the list below:** **\- Kate Bishop**

 **\- Punisher**  
 **\- Bullseye**  
 **\- Teresa Parker**  
 **\- Moon Knight**  
 **\- Felicia Hardy**  
 **\- Cindy Moon**  
 **\- Laura Kinney**  
 **\- Mary Jane Watson**  
 **\- Squirrel Girl**  
 **\- Gwenpool**

 **...Okay, the last two are jokes, but the rest are viable choices. Lana's out of commission due to her injuries, but everyone else is available. Certain choices also add Telltale game differences - for example, if either Felicia or Moon Knight join they can charter private jets, whereas if not then the extraction team has to smuggle in via other, riskier means. Likewise certain combinations can lead to either friendly interactions (Cindy, Kate and Mary Jane, for example) or completely hostile ones (Teresa, Bullseye and Punisher).**

 **2\. So do we go Madripoor arc next chapter or do we take a break from the angst? Maybe another Frog-Man chapter is in order ;) Or maybe a Lana chapter, since you guys seem to like her.**

 **Review Answers:**

 **Xolsis - Wow, you made it sound like your heart was fucking exploding. And yeah, Spider-Man's between a rock and a hard place. Leave his family back home or ditch two people who've grown attached to him despite the short time he's known them. Still, from a factual point of view it's not a hard choice - he's known Shadowcat about a month or two and Laura even less than that. Compare to the family he's known all his life...**

 **As for taking Laura in, presumably he meant he'd talk to Shadowcat about taking better care of her. Her segment with Noir indicates that a part of her does care about Laura given that Noir's spider-sense pinged her as a liar when she said she didn't care about where she is. She also kept Jimmy Hudson's (half sibling) picture in her wallet despite only seeing him a few times for observation purposes.**

 **With regards to Mephisto, note that he only offered one deal. Peter asked for the second one and he humored him.**

 **Titan616 - Stark's secured enough that he can afford his identity being public, not so much Noir. And of course the deals aren't equal - Blaze gave up his soul to cure his dad's cancer, which most parents would abhor if they found out their kid did that. Mephisto is upfront and honorable about it, however, so it's never unfair even if it's not equivalent.**

 **Yorhart Meltz - Gwen POV this chapter, so new group.**


	123. A Whole New Web

**So someone suggested a crossover between Spider-Gwen and MCU Spider-Man and I thought, 'why not'? Might be a nice break from writing Looking Glass and it'd give me some experience in writing a closer-to-character Spider-Man rather than the ball of angst and cynicsm Noir tends to be. So here's my attempt at a crossover between the two.**

 **Take note that it's probably not gonna be the best since I don't know how to write 'cinnamon roll' characters. I tend to default to more anti-heroic protagonists. If anything can be improved then please mention it. I only made this over the course of a few hours so it's likely going to be pretty rough.**

 **The fic was suggested as a romance between MCU Spidey and Spider-Gwen. While I think it's more viable than Gwen and Noir are in Looking Glass, I do still have my doubts. I left some questions at the bottom to get the readers' thoughts.**

 **Side Note - I posted this as its own fic, but I'm also posting the first chapter here to alert interested Looking Glass readers :) Future chapters will be posted in its own separate story.**

* * *

 _"Mr. Stark...I don't feel so good."_

He remembered it all. The shock at seeing everyone around him disintegrate into dust, watching as Star Lord, Drax, Dr. Strange and Mantis all fell - turned to dust and blown away by the wind. He didn't have time to think it through or wonder what exactly happened to them all. All he knew was one thing: Thanos won, and that meant they all lost.

 _"I don't know- I don't know what's happening..."_

His spider-sense warned him first. It was subtle for just a second before it suddenly screamed out, warning him of danger _everywhere_. He wanted to run, to jump and swing away as far as he could, but he knew it wouldn't have done anything. It wasn't an attack he could just dodge with a flip and a quip. People were dying, and even if he didn't know why he knew it was coming for them.

 _"I don't wanna go, I don't wanna go... Sir, please, I don't want wanna go...I don't wanna go..."_

He wanted to be brave, to go out like a hero, but he couldn't. He remembered hugging Mr. Stark tightly and begging, pleading for him or anyone to to _make it stop._ His spider-sense told him he was next and he couldn't take the idea of leaving, not yet. He was too young, he hadn't said goodbye to May or everyone else...it was just like when Liz's dad trapped him under the warehouse. Suddenly he wasn't Spider-Man, just a kid in over his head.

 _"I'm sorry..._

Peter didn't know why he apologized. It wasn't his fault. He was tempted to blame Star Lord, but he understood why he did it. If someone told him May or Ned were dead and their murderer was right in front of him he didn't know if he'd be able to control himself. He nearly lost control completely when he went after the man who shut Uncle Ben. So he couldn't blame him, not really.

Maybe he thought he failed. He'd messed up during the fight at the airport and then the ferry. He didn't tell Mr. Stark or the others, but it still bothered him sometimes. Maybe if he'd just pulled harder, maybe if he knocked Star Lord away to keep him from hitting the big purple guy in the face, maybe...

Always maybes. May told him he always had the weight of the world on his shoulders.

Fading away wasn't painful. He was cold at first, but soon enough there was nothing. He remembered looking up at Mr. Stark; determined to go with some sort of dignity, at least. His last thoughts were of May, Ned and the rest of his friends. Were they safe? Would they ever find out what happened to him? He wondered if May would be proud of what he did, what he tried to do. She'd cried the first time she found out the truth, wondered if he'd be next after Uncle Ben and leave her alone.

When Peter closed his eyes he didn't expect he'd open them again.

He did.

Peter sat up with a loud gasp of breath, "Wh-What...?" He tried to stand, but his legs felt like jelly. Hands clumsily gripped the closest wall to pull himself up. He was in an alley, or at least that's what it looked like - brick walls, piled up cardboard boxes and and puddles of what he hoped was water barely lit up by the setting sun. It smelled like garbage and every breath he took felt like someone punching him in the chest, but he was alive. He'd take it.

"M-Mr. Stark...?" He pulled himself up fully and looked around. The alleyway was barren and he saw a few cars passing through the alley at the exit. For a second he thought it was all a dream, a little paybacks from all the burritos he ate last night, but one look down cut that thought away immediately. Mr. Stark's new suit was still on him, albeit dirty and damaged from the fight back on Titan.

He'd survived...

Peter laughed and cried at the same time. He thought - he _knew_ \- that he died, but he was still here, still breathing, "Wow..." He wiped away the last of his tears and trudged down the alley, trying and failing to get the suit to give him a new mask before quickly giving up. He didn't care. He was pretty sure wherever he was they had more to worry about with that big purple guy trying to destroy half of the life in the galaxy.

When he made it to the end of the alley he was almost floored when a screeching car slid past him and a few people passed him by, most of them not even looking up from their phones. Just another reminder that he was alive, "Wow..." He pushed himself on the wall and tried to ignore the throbbing in his skull. He had to...Mr. Stark was still there on Titan with that blue robot woman. He had to do something. Call Happy or Ms. Potts or...

He almost fainted. Peter grabbed the closest wall and threw up. A few people looked at him, some with pity and some with disgust. Peter wiped his mouth and stumbled down the street, using to wall to keep himself standing. His vision swam and the urge to pass out then and there grew worse by the second. He was tired, hungry and sick all at once.

He rushed to catch up with a nearby businesswoman and tapped her on the shoulder. She turned around and gave him a wary look, her eyes darting down to his torn suit, "Hey, uh, weird question, but where are we?" Her wary look worsened, "I-I don't mean the street or anything, just...what city is this?" She looked American, and so did most of the other people, so maybe he got lucky and New York was in car-surfing distance.

"We're in New York. Now please leave me alone."

She walked away. Peter didn't bother chasing after her; he got what he needed, "New York...?" This place felt...different, but she had no reason to lie to him, right? He groped through the suit's 'backpack' till he found his (miraculously intact) phone, "No signal..." Calling May and the others would've had to wait. Still, the GPS would've been useful. He didn't recognize this part of town.

The dizziness finally began to fade. Peter stood up straighter and made to duck into another alley to swing away before a call from behind made him turn, "Dude, what the heck are you wearing?" A brunette woman asked, her eyes looking down at his torn suit through his red-rimmed glasses, "You some kind of new Superhero? Where's your mask?"

"Uh..." Quick, he had to say something, "No...?" He shook his head, "Um, I mean...I'm wearing this cause of a bet?"

"Oh...well, that's lame." She sighed and walked past him. Peter shook his head and ducked into the closest alley he could. She didn't recognize him, but he wasn't that surprised. Spider-Man costume copies were all over the place and no one else saw Mr. Stark's new suit. Probably just thought he was another fan cosplaying on the street or something.

He crawled up the wall to the building to get a better view. From higher up he vaguely recognized the place - now he just had to figure out where to go. Going to the Stark offices would let him talk to Happy or Ms. Potts, maybe make contact with Mr. Stark again, but he wanted to go home and make sure Ned and everyone else was okay. He checked his phone again and frowned at the lack of bars. What the heck was wrong with it?

Groaning softly, he tapped into the suit's controls and forced it to give him another mask, ignoring the warning about possible nanobot instability. Mr. Stark wouldn't be happy with him messing with the suit again, but it was better than swinging around without a mask, "Come on, Spider-Man..." He took a deep breath and checked his webshooters. Still working, so no worries on that front.

He looked left and right one last time before he jumped and swung his way to the direction of Stark offices. He'd just drop in, tell Happy and Ms. Potts what happened, then leave to go check on Aunt May. He was sure it'd take a while for even them to make a plan to get Mr. Stark back, so it was better if they found out as soon as possible.

A few people looked up at him as he was passed. He was used to staring and being recorded. This was different. The people were surprised, like they were seeing Spider-Man for the first time. Peter didn't think much on it. He just had to tell them what happened on Titan and then check on everyone.

That was the plan, at least. Peter landed on a close by alley and looked down at his suit. He didn't have a change of clothes - left it before the fight with those creepy guys with Mr. Stark and Dr. Strange (cool name). Could he just walk in? Mr. Stark planned to make him an Avenger all those months ago, and right now really counted as an emergency.

He was going in.

A few of the people waiting in the lobby gave him weird looks when he rushed in and talked to the woman at the desk, "I-I need to see Happy and Ms. Potts! It's urgent!" She looked up at him, her lips puckered in annoyance but otherwise showing no other reaction to his plea, "Please, we don't have time!"

"...Do you have an appointment?" Her voice was flat and annoyed.

"Uh, no, but-"

"No appointment, no meeting." She turned back to her computer, "If you wish to make an appointment then please call Mr. Stark's secretary and state your business. Ms. Potts will give you a call within 24 hours time to inform you if you're allowed to meet or not-"

"We don't have time for that!" Peter screamed, "Mr. Stark's out in space and he might be in danger! If we don't do something he might be stuck there with no way or-or he might be-"

"I might be what?"

Peter turned around and gaped when he saw Mr. Stark standing right in front of him. He looked different - no wounds and wearing a charcoal suit instead of his armor - but it was definitely him. Mr. Stark gave him a curious look, his eyebrows arched together and just waiting for him to explain himself. Peter wanted to be the one to ask him that. How did he get off Titan? Was Thanos gone? Did they all make it?

He didn't ask any of that. Instead he practically stumbled towards the man and hugged him tightly. Mr. Stark grunted in surprise and froze for a moment before he suddenly pushed Peter off, "I know I have that effect on people, but respect the personal space, please." He dusted his off his suit and looked down at him curiously, "Now, who the heck are you, kid? Last I checked I didn't know any kids wearing onesies?"

"Wh-What?" Peter waited for him to say he was joking, but nothing came. A few of the other waiting people whispered among themselves, "M-Mr. Stark, it's me! Spider-Man!"

"Yeah...I don't remember any 'spiderman', sorry." Peter stood slack jawed. What the hell was happening? "Look, kid, if you wanna put on a costume and play pretend then do it outside, okay? People are working here."

"W-Wait, this doesn't make any sense," Peter said, "Wh-What about Thanos? A-And Dr. Strange and everyone else? Are they alright? Did we beat him?"

"Look, kid, you're obviously in your head about this, but I don't have the time to play pretend." He grabbed him by the shoulders and nudged towards the door, "Now scoot before security gets antsy, okay?"

"M-Mr. Stark-" The sliding doors shut in his face. Peter watched the older hero wave him off before he made his way to the elevator, a few of the other visitors immediately surrounding him to talk about something he couldn't make out.

That was Mr. Stark, he was sure of it, so why did he act like that? "What the heck's going on?" He backed away and debated crawling up to his office before thinking better of it. Mr. Stark had a reason for doing it, he had to. Maybe...Maybe someone was listening in? Maybe he had a plan and he couldn't tell anyone? If he got himself out of Titan then he had to have a plan, right?

Well...Mr. Stark seemed alright and so was the city, so maybe they saved the day after all? it would explain why he was back home again. Peter took a deep breath and swung his way back home. If Mr. Stark was safe then that meant they had some time, at least. He'd check in on May and Ned first, see if they were both alright. At least then he could see if he had to panic.

Peter breathed a sigh of relief as soon as he saw the window to his room. Ever since May found out about his identity he didn't have to sneak in any more, though the curfews made him wish for those days again. Nine o' clock sharp, she said, or he'd be grounded till he was in college. So far he wasn't dumb enough to test her on it. She'd screamed Mr. Stark's ear off (after the crying) when she found out.

As soon he was inside he knew something was wrong. His room looked different - no METS posters, no cobbled together computer and none of his half-finished science projects. Instead the room was neat and tidy with a sleek laptop on a nearby study desk. Did May redecorate? No, she wouldn't do that without telling him, and she wouldn't have had the time. The place was normal just last morning before he left.

He didn't get much time to think about it before the door suddenly opened. Peter snapped his head to the source and found himself face to face with a guy a year or two younger than him. The two of them just stared at one another, the guy's hand frozen on the knob while Peter was hunched warily, until he screamed.

"Dad! There's a burglar here!"

"What? No, no, no! I'm not a burglar!" His pleas were drowned out by the younger boy's continued screams. Peter heard the rushing pad of footsteps and soon enough a big man he assumed was the guy's dad barrelled into the room, a baseball bat in his hands, "Sir, please, let me explain!"

"Get the fuck outta here!" He swung the bat at his chest.

Peter ducked under the blow and backed away, both hands raised, "Look, it was a mistake! I thought this was my place-" He swung again. This time Peter jumped up to the roof and clung to the wall.

He expected them to be surprised, but seeing the look of absolute _fear_ on their faces felt like a punch in the gut, "Richard, run!" The man pushed his kid towards the door and rushed towards the cabinet. His spider-sense blared softly just before the man pulled out a pistol and aimed it right for him, "Fucking spider freaks! You aren't going to hurt my son!"

Peter didn't stay to explain. He jumped through the open window and swung away, gunshots ringing behind him.

He waited till he was far enough away in Chinatown before he finally stopped. Peter put his hands on his knees and panted, ripping away his mask so he could breath easier. What the heck was that? The guy acted like he was some kind of crazy murderer or something! He knew it was a bad scene, but most people knew Spider-Man was a good guy, right?

Peter wiped away the sweat on his forehead and swallowed nervously. Okay, so the guy was overprotective; so what? May kinda freaked when she saw him in his room, though the reasons for different.

Still, what the heck happened back there? Did he make a mistake? May wasn't there - or maybe she was? he didn't get a chance to look - but he was sure that was his room, even if it did look pretty different. May couldn't have sold the apartment, so-

Screams from below jolted him out of his thoughts. Putting his mask back on, he looked over the edge and found an all too familiar sight, "Don't tell me you forgot! This week's protection money is due, motherfucker, and I don't take no excuses!" A large Black woman in a white fur coat grabbed an old man by the collar and pulled him close, her face marred by a deep scowl, "Do I gotta make an example out of you?!"

"N-No, please, sales weren't good this week! And my daughter's sick, I needed-"

"I don't give a damn about your damn daughter! Money every week, like I-"

Peter landed on a nearby lamppost, "Hey, why don't you pick on someone your own size?" he said. The woman's scowl worsened and she looked up at him, "Might be a bit hard, though. Maybe lose the coat? Looks like it's adding a few pounds."

"Who the fuck are you?"

"Call me Spider-Man." She webbed her hand and yanked her away from the old man, "What's your name, soon to be jailed person?"

She didn't answer. Her scowl changed to a smirk and he saw something under her coat glow yellow before his spider-sense tingled. Peter jumped away and just barely avoided the large, golden rings that suddenly flew through the air at dangerous speeds, "Woah, that's new!" He swung through the barrage and clung to the nearby wall, "How are you generating those rings? Your belt isn't large enough to store all of them. Some kind of liquid compound, maybe?"

"Man, shut the fuck up!"

"You don't have to be so rude about it!" Peter swung through the next barrage and winced when one of the rings hit his shoulder. They packed a wallop! "So, really, what's your Supervillain name? Everyone has those, right?"

She shot another curse at him that he wasn't comfortable repeating. Sighing, Peter webbed her belt with a few balls of webbing till the entire hole was covered, "Think that's gonna work on me?!" She took aim again and...nothing. The web stretched slightly, the rings trying to push through, but nothing happened. Her right eye twitched and she tried again.

His spider-sense didn't warn him about the explosion. Peter's eyes widened at the sudden boom and the new wave of rings that suddenly shot out of the belt in all directions, "Oh, no, no, no!" He webbed as many as he could to the ground and walls. From what he could see the rings bounced around and the last thing he needed was anyone else getting hurt.

He was halfway to getting through them all when more of the rings were suddenly webbed down, "Hey, need some help?" A female voice asked. He caught a blur of black and white above him. He didn't have enough time to get a good look before another ring came for his neck and he dodged. Seriously, how did she fit it all in that in that one belt? It wasn't a liquid composite like his webbing.

When the last ring was finally taken down he got a chance to look at his rescuer. It was hard to tell from her crouching position on top of the car, but she looked about as tall as he was. She was covered her to to in a black and white costume that had smatterings of pink and teal on her arms and feet. On her head was a hood, though he didn't see why since she had a mask underneath it. It did looked cool, though.

The first thing that came to mind was 'female Spider-Man', and the webbing she had just made it worse. Was that egotistical of him? It wasn't like he was the only Spider hero around. Black Widow was one too.

"Thanks for the help." The lady with ring belt - Ringer! That sounded good - was on the ground, groaning and unconscious but still alive. Peter debated on whether he should web her down before the other Spider - Spider-Girl? Spider-Woman? She seemed like a Spider-Woman - did it first.

"Cool. By the way, we should probably get outta here before the cops arrive. They aren't exactly a fan of Spiders."

He didn't ask questions and just followed her. She swung through the air too, _and_ she could cling to walls - if Mr. Stark were here (and he wasn't acting like he didn't know him) then he probably would've told Peter to start complaining about copyright.

She waited till they were on a billboard out of sight before she spoke, "We made a mess back there." She sighed and put her hands on her hips, "It's not like Spider-Woman isn't already walking on eggshells. Couldn't resist hitting the glowy belt, huh?"

"Sorry." He would've been the first to admit that he wasn't the neatest Superhero. He was just glad that no one got hurt this time...well, except Ringer, but she kinda deserved it.

"Ah, whatever, it's not like they don't already hate me." She waved a hand through the air, "So, what brings you to this dimension? More inter-dimensional Vampires coming to hunt us down or are you just sightseeing on one of the worst dimensions in the multiverse?"

"Um...what?" Peter blinked. Was that code for something.

"What? Did the Inheritors get out or not? Cause if not then I should probably tell you I'm already in the Web Warriors and that's been keeping me pretty busy on the inter-dimensional front-"

"Wait, wait, wait." Peter took a deep breath to calm himself, "Okay, um...I dunno how to say this so I'll just ask straight out: what the heck are you talking about?"

She looked at him blankly (maybe? it was hard to tell with the mask on) before she crossed her arms, "Alright, so just answer this question: you do know you're in an alternate dimension, right?"

"An alternate what?" Peter almost laughed, if only to try to calm himself, "Um...I mean, alternate dimensions have been theorized in some journals, but there's never been any proof just yet. We haven't even begun to understand how to access these alternate dimensions, assuming they really exist. I heard that S.H.I.E.L.D was making some headway before they got decomissioned-"

"Okay, just hold for a second." She put her hands on her waist again and started pacing, "...Crap, you didn't meant to come here, did you?" She didn't wait for him to answer, "Alright, um...I'm gonna have to do some explaining, so just wait here a sec, kay?"

She swung over the corner and disappeared from sight. Peter debated on following her before he sat down at the top of the billboard, his legs dangling over the edge. An alternate dimension? A weird explanation, but it'd definitely explain all the weirdness going on. And heck, Dr. Strange used magic and they tried to stop a giant purple dude with a weird chin from using gems to genocide half the galaxy. At this point he'd accept anything.

The other Spider returned eventually, carrying some sodas and corndogs in a clear plastic bag, "Sorry, didn't want to do this on an empty stomach." She sat next to him and placed the bag between them, raising the mask up to her nose, "Anyway, I'm not really one of the science-y types, so uh...alright, do you know waht the multiverse is? You've watched movies and read comics before, right?"

"Yeah, I mean...I kinda get it." Peter raised his own mask and took a sip of the soft drink only to cough. It tasted like liquid sugar, "Like something happens and it's like the roads diverge or something. Like there's one world where I sneeze and another where I don't sneeze and both of them exist at the time, right?"

"I guess? Like I said I'm not an expert." She shrugged, "Okay, so I'm guessing you didn't come here on your own or on purpose. What happened?"

"We were, uh..." He licked his lips. The memories of dying were still fresh, "Um...there was this alien guy called Thanos. He was crazy, thought that everything would be better if half of everyone just...died. We tried to stop him, but he got away and..." He took a slow breath, "I don't know what happened, but suddenly most of us just started...turning into dust, me included."

"Turning into dust?"

"Yeah. I mean, I know that sounds crazy-"

"Crazy? Did you not hear me about the inter-dimensional Vampires?" She snorted and took a bite out of one of the corndogs, "I'm no expert, but it sounds like whatever this Thane guy did it's what brought you here."

"Yeah..." He looked down at can, "I-I gotta go back. I gotta make sure everyone's alright. Mr. Stark, May, my friends...who knows what happened to them."

"May..." She pursed her lips briefly, "...I know I might just be beating a dead horse, but are you Peter Parker under that mask?"

He was tempted to refuse at first before eventually thinking better of it. He was in another dimension, who cared if another Superhero knew him? Besides, his spider-sense didn't warn him, just like when May and Ned found out, "Yeah." He took off his mask and placed it besides him. He probably looked like a mess, "How'd you know?" He turned to her and found her looking at him, mouth slightly open, "Wh-What's the matter?"

"Nothing, nothing, it's just...you're younger than I thought you'd be."

"Hey, I'm 17..." He hated being called a kid. He could stop a runaway truck with his bare hands, didn't that count for something?

"No, no, it's just...most of the other Spider guys I know are in their 20's." She set her food down and swung her legs idly, "Well, I think I can help you. I've got a dimensional watch back in my place. We just use it, port over to the Web Warriors base and we can have you back home before dinner."

"O-Oh, really? That'd be great!" He smiled. Finally something was going his way, "Hey, um, you seem to know who I am. Do I know you? In my...dimension, I mean."

"Ha, maybe, though I'm probably dead where you're from."

He didn't get a chance to respond to that before she suddenly pulled her mask off. Peter blinked and let out a small sound of recognition when he saw her face in full. It was somewhat hard to tell without the headband and the couple of extra years, but he definitely knew who it was. He couldn't believe it was her. The multiverse worked in weird ways, but at least it was someone he knew.

"Yeah, it's me, Gwen-"

"Betty Brant!"

An uncomfortable silence settled over the pair. Betty- _Gwen's_ sheepish smile was replaced by a look of utter confusion. Peter suddenly felt swinging away, "Uh...what?" She gave him a look that that screamed 'what the hell?', "Um...no, not Betty. I'm Gwen Stacy."

"Gwen...Stacy? Uh..." Did he know a Gwen Stacy? "Uh...oh, there's a Gwen Stacy in Midtown! She's that transfer student from France! Ned has a crush on her! Is that you?"

"What? France? How does that even- no, you know what, I met the Indian version of you, I'm not gonna question it." She rolled her eyes and laughed wryly, "Is her dad the police chief?"

"Uh...I think? She said she transferred cause of her dad's job in law enforcement."

"Huh, so there's a world where I'm French. Who knew?" She put her mask back on and stood, "Know what, least it means I'm not dead. Come on, let's go to my place."

"Right behind you, uh...sorry, what was your name? Superhero name, I mean."

"Spider-Woman. So original, I know." She clicked her tongue and clapped him on the shoulder, "Guessing you're Spider-Man. Or is it Spider-Boy?" He could practically see the smile under he

"Spider- _Man_." Where was Karen when he needed her? Interrogation mode would've been really nice right about now, "So, uh...I'll follow your lead?"

"Sure. Keep up, Spidey!"

She jumped off the billboard and swung, Peter following after her soon afterwards. Maybe things were looking up.

* * *

 **Test chapter done. This was mostly setup, but I did use the last quarter to establish a communication between Gwen and Peter. Remember, I'm taking criticisms/suggestions for improvement given my lack of experience writing lighter characters.**

 **And yes, there'll be a reason why MCU Spidey doesn't immediately go home in the next chapter, so don't worry about this being the only chapter.**

 **Questions:**

 **1\. When in the Spider-Gwen timeline do you guys want this to take place? I'm torn between either it being during her early issues where she only had her dad for support and she was still being hunted by the cops or the current/later timeline where she gained control of Venom, exposed her identity and is presumably going to function as an unmasked hero under SHIELD. The former leads to more angst and depression on Gwen's POV's while the latter is there for readers who want a more lighthearted romp between two Spiders.**

 **2\. In the same way, do you guys want a Gwen that's already experienced in dimensional travel or someone who has no idea? The former allows her to be calmer when dealing with Peter (she'd already be used to alternate versions of him) while the latter makes her just as blind as him. If you guys pick the latter scenario I'll have to re-write the ending of this chapter.**

 **3\. So...romance or not? Personality wise these two could bounce off each other better- at the very least they won't be arguing and attacking each other. Their ages - Peter's 17-18 and Gwen's 19-20 - are close enough for it as well. If we don't go for a romance I can have Gwen and him being best buds/older sister and younger brother like Ultimate Gwen and Peter were, so give your thoughts.**


	124. Saying Goodbye

**Back to Looking Glass. I'll admit it was actually kinda hard to go back to this after two chapters of writing for MCU Spidey, so hopefully this panned out character-wise for Noir. Anyway, this has been a pretty good time for Spiders: Into the Spider-Verse, Spider-Man game on E3 2018 and the upcoming Spider-Geddon event (which has Noir in it!) has me pretty psyched.**

 **Speaking of Superheroes, I caught Incredibles 2 :D No spoilers, but it definitely go me psyched into writing more action-y Superhero stuff...till I remembered I don't like writing fight scenes. Oh well. Anyway, results for the Madripoor extraction team poll:**

 **\- Kate Bishop - ...No one picked her. Seriously. What the heck, guys? No purple archer love?**  
 **\- Punisher - IIII = 4**  
 **\- Bullseye - IIIIIIII = 8**  
 **\- Teresa Parker - IIIII = 5**  
 **\- Moon Knight - IIIIII = 6**  
 **\- Felicia Hardy - II = 2**  
 **\- Cindy Moon - IIIII = 5**  
 **\- Laura Kinney - IIIIIII = 7**  
 **\- Mary Jane Watson - II = 2**

 **...And to the surprise of utterly no one, Bullseye takes the lead like the fucking Flash over everyone else. Seriously, people are in love with this guy - impressive considering his limited appearances compared to the likes of Lana or even Mary Jane. Fuck Gwen, Murdock should've gone after this guy to hurt Peter. I'm sure the audience would care more, too.**

 **I do find it funny that the two highest votes are the unstable psychopath who's well-known for letting his sadism trump his common sense and the little girl who's 11, looks and acts about 7, and is emotionally compromised to boot. Laura especially since the fact that she's a _child_ seems to bother absolutely no readers. How much you wanna bet Lana would've been second place if she was part of the list?**

 **Side note - Harry was also supposed to be a choice, but I forgot to add him in. All the same anyway since I doubt anyone would've voted for him...**

 **Finalized team additions are Bullseye, Laura, Moon Knight and (from a coin toss) Cindy. This should be fun.**

* * *

One good thing about enhanced stamina: it made consecutive sessions less a bad fantasy cooked up by some horny teenager and more something they could both easily do.

Gwen leaned down and kissed Peter again, their bare chests touching together and causing a shiver to run down her spine. She had no idea what time it was, and honestly she didn't care. All she knew was that they were here together and she didn't want it to end, "Peter..." She adjusted her place, bare legs straddling his waist and her lips never leaving his, as if she was afraid he'd disappear if she let go for even a second.

Peter returned the kiss with equal desperation, hands tugging at her hair so hard that, if she were anyone else, it might've hurt. Instead it just reminded her how much he wanted it as much as she did; to forget, to pretend their problems didn't exist for just a precious few hours before they were thrown back into it. In a few hours he'd leave for that Madripoor place and she'd get a reaming from Cap and the others for her impromptu interview.

Their lips separated with a pop and she sat up with a gasp, a bridge of saliva connecting them briefly before it dissipated, "Gwen..." His right hand let go of her hair and she held onto it, pressing it against her cheek. She saw the scales that lined his arm, felt them against her skin, but she didn't care. He wasn't the Lizard, wasn't the angry teenager who risked everything for the sake of getting revenge against his bullies.

He wasn't a monster, no matter what Jameson and the rest of the city said.

Hours passed. Gwen laid next to Peter and stared up at the ceiling, her breaths slow and calm. She wanted to sleep, but her thoughts kept coming back to everything. Murdock, that bastard Jack, Moon nearly getting Jessica and killing Kate, Cap prepping to tear her a new asshole...it was almost too much. Sometimes she wished she could just swing away and never look back or that she'd tossed the costume after Peter died two years ago.

Of course, that wouldn't have been the responsible thing to do...

She tugged Peter into an embrace. Her arms wrapped around him gently and he pressed his head against her chest, his eyes closed. It reminded her far too much of the old days before she had her powers. Back then she couldn't stand up to King and Avril for him, so the best she could do was try and cheer him up and help him hide the bruises. Considering what standing up for him led to, she wondered if it would've been better if just helped him continue to hide it from Ben and May.

She remembered his funeral. A lot of the school attended, more out of obligation and because Jameson made a big deal of it than any genuine grief. Most of the attendants left as soon as they could, she wasn't mad at that. No, what pissed her off was Avril and King and the rest of his bullies acting like it was a tragedy, pretending that their 'harmless' ribbing meant they cared about him all along. It was almost too tempting for her to knock them down a few pegs just to wipe those fake frowns and tears off their faces.

Eventually , the two of them separated. Gwen stood and put on her underwear clumsily, letting out a soft breath at the sight of the rising sun behind the closed curtains. Early spider caught the fly, or so the saying went, "Mmh..." She searched around briefly for her clothes, gave up, and then grabbed the purple sleeping robe and fuzzy slippers that hung in the corner. Not her usual style, but she doubted anyone would care.

Peter was the exact opposite, as expected, dressed in full gear by the time she turned around. The only signs of what happened last night were the light bruises on his neck. Hey, fair was fair, "Sometimes I wonder if you came out the womb with two guns in your hands." Peter rolled his eyes and laughed under his breath, "...So, what time are you guys leaving?"

"Probably have to ask Cin for that."

Everyone was awake by the time they got to the dining room. Well, everyone who was still here, that is. She caught her mom and dad, Ben and May, Cindy and Harry on the table. A short distance away Teresa pored over the stove, skillfully manipulating the pots and pans despite her head being tilted towards them, "Nice of you both to join us."

"Yeah..." Gwen sat next to Peter and looked down at the plate filled with eggs, bacon and french toast. She was starving, "Everyone alright?" Her mom and dad looked like they were nursing massive hangovers. Harry and Cindy seemed fine, though the way the others Spider's hair was mussed up made it sort of obvious she hadn't been the only one that got busy busy last night.

Ben and May were just...quiet. Then again, she thought bitterly, she probably wouldn't be very happy either if she was being evicted from the only home she knew.

"Just fine, Gwennie." Her dad groaned softly and took another sip of his (black and bitter, ugh) coffee, "I should've lightened up. Gotta remember I'm not young anymore."

"Not an age thing, George. I feel like my brain's trying to claw out of my skull," her mom said.

"Right...so, where is everyone?"

"Gloria, Betty, Norah and MJ went back to their place to get some stuff and Kate and Jessica are buying painkillers for everyone," Cindy said, "I think we overdid it last night, Gwen."

"Maybe you guys did. I, on the other hand, restrained myself."

"Is that what you call daring Betty to chug that entire six pack?" Harry asked, a small smile on his face. Gwen smiled back. It was nice to see him again, even with all this crap hanging over them, "Nice robe, by the way."

"You think so? I think red's more my color." She clicked her tongue playfully and began digging into her food. If she was getting her ear screamed off by her (former?) idol then she'd at least do it on a full stomach, "Why're you up so early, anyway?"

"I'm meeting up with Agent Johnson later. Gotta check on the briefing for Madrippor."

"...Why the hell are you doing that?" Peter asked, finally speaking up.

"Uh...because I'm one of your handlers?" Harry said, as if it was the most obvious thing in the world.

"You're what?"

"Come on, Pete, don't start," Cindy said, "Look, Gobby's been there before with his dad - on the auction, no less. If anyone knows the floor plans and what to expect then it's gonna be him, and we kinda need all the help we can get."

"Norman went to the auction, huh? Why am I not surprised..."

"If you're implying my dad's a Supervillain," Harry started slowly, "Look, I'm the last guy that'll come to my old man's defense, but he's not some screaming maniac throwing bombs everywhere like that Jack-o-Lantern asshole. Anyone who's rich enough can go to the auction, and he only goes there when he wants to start trading around company secrets. Skeevy, yeah, but it ain't exactly Supervill material."

"A suit's just as bad as a costume in a lot of places, Osborn." Peter let out a frustrated sigh and turned to Ben and May, "...Are you two alright?"

"We're fine, son. Just...trying to make peace with all this," Ben said.

"Yes, it's..." Aunt May shook her head. Gwen wanted to reach over and hug the older woman, "I...Teresa said we might be able to return when things have calmed down, but I don't feel happy leaving you alone to deal with this."

"I'll be here, May, as will the rest of his allies. He'll hardly be alone," Teresa said. Gwen eyed the tattoos on her arms and shook her head. They seemed familiar somehow, but that was impossible, right? She'd never even stepped foot in a tattoo parlor - her dad could take her being a vigilante (and later a Superhero), but not her inking up, "Don't worry, Agent Hill made it clear that your new place will be very comfortable. I heard France is lovely this time of year."

"France?!" Gwen coughed on her eggs, "W-Wait, they're not staying in the country?" she asked, rushing to swallow and avoid embarassing herself more than than she already did.

"Better they be out of Matt's scope of influence, at least until this has been dealt with." Teresa tossed a pair of toast through the air, both of which successfully landed on the center plate perfectly. Now she was just showing off, "That and even if they were caught there it'd be of no issue. Last I checked Peter hasn't done anything to anger the Paris syndicates."

"Just a matter of time, knowing Pete," Cindy quipped.

"Haha." Peter laughed dryly, "You know what time we're leaving?"

"Yeah, about noon, last I checked. Your friend Moon Knight got an ex buddy of his - Frenchie, I think his name was - to smuggle us into the country on a private jet. Daisy thought it'd be better if we didn't exactly go through proper channels, especially with your face plastered all over the evening news." Peter's right hand twitched. She squeezed it under the table, "Ben and May are leaving at 9, which gives you enough time to say your goodbyes."

"Wait, Moon Knight's coming into this thing? Who else is involved?" Gwen asked. She'd definitely offered to come before, but both Cindy and Peter refused. It was hard not to take offense.

"Uh...last I checked?" Cindy started tapping her fingers in order, "Daisy and Gobby are gonna be our handlers. As for people in the field, there's me, Pete, the other Pete, Shadowcat, Moon Knight and..." Her next word came out in an almost unintelligble mumble, "...Bullseye."

"Um, fucking what?!" Gwen didn't scream. No, her mom and dad just had sensitive ears, because she _definitely_ didn't scream. Why would she? It wasn't like her boyfriend shut her out in favor of that crazy sadist, "Wait, so you're telling me neither of you will let me help in this thing but you let that crazy asshole with the card fetish do?! I thought S.H.I.E.L.D hated him, the fuck-"

"Gwen, please, indoor voice," her mom pleaded.

"Mom, you don't understand! This guy's-"

"Crazy, violent, sadistic, insane," Cindy listed off, her tone flat, "Not disagreeing with you there, Gwen. But...look, have you even read up on Madripoor?"

"What? I mean, it's a place in Southeast Asia." She remembered that from History class, at least. Apparently the place had a long and violent...present.

"Yes, and America has fifty states. Congratulations." Cindy rolled her eyes, "Gwen, this place...I'm not gonna lie to you, it's a shithole. We all joke about how the rich control everything and money talks, right?"

"Rich get richer and the poor are stomped into the dirt. What else is new?" Peter asked dryly.

"Thank you for proving my point on adolescent philosophy, Pete." Wow...someone woke up on the wrong side of the bed today. That probably didn't bode so well for Harry, "Look, here in New York and a lot of other places corruption has to be at least hidden. Give the air of legitimacy, you know? Madripoor lays it all out. You got money? Connections? You can kidnap someone off the street and no one will bat an eyelash. There are entire videos online of a kid getting gunned down in the street by a rival gang and no one even turned to look."

"So what? I mean this place is a shithole, but what does that have to do with me?"

"You're a Superhero, Gwen, and that's something you can't turn off. You see some kid getting shot at or a dude being kidnapped you're gonna try to stop it, and that's the kind of attention we don't need in that place. That place...it's busted, Gwen. All the cops there? They all work for the rich and powerful, and 99% of those are about as moral as that Wilson Fisk guy. They don't even hide that, by the by; I'm pretty sure selling your soul is part of the cop seminar. Hell, the country has no extradition rules either, so it's a criminal heaven."

"What does that mean?"

"It means if we get caught we're gonna have to shoot our way through the cops," Peter said grimly. Her dad's right eye twitched, a sign that he was displeased by the way the conversation was going, "It's an island full of rocks and hard places and we're trying to find a needle inside of it. I've gotten as much info as I could on the place, Gwen. It's no place for someone like you."

"I'm not a fucking kid."

"No, you're a moralist, and in that place it's better to be insane than have any principles." Cindy frowned, "I don't like that Bullseye guy being here either, but he also knows the area. He and his squad went on missions there a few times and he agreed to have explosive nanites installed for the duration of the extraction, so they're willing to give him a chance."

"I remember those missions," Teresa said, "Daisy Johnson contacted me as well, but I had to refuse. I have...obligations here in the city." She turned the stove off and turned around, her arms crossed, "Be careful, Peter."

"Don't worry. Don't plan to die again, least not until Murdock and his entire group is buried six feet under."

"Macho tough guy boasts don't amount to much, sadly." Teresa nudged her head to the table, "Take Otomo's katana with you when you go."

"What? Why the hell would-"

"Trust me, it might be useful."

"...You have a katana?" Cindy asked, breaking whatever mood there was in the room, "A freaking katana? Seriously? You have a trenchcoat and fedora to go with it?" She snickered. Gwen found it impressive how quickly she could shift moods. She almost forgot that she was telling her about the harsh realities of the world just a minute ago.

"Laugh it up, Cin..."

"...Am I the only one who finds it weird that our children are discussing kidnappings and Superhero work in the table?" her mom asked.

"I had a whole year to get used to it, Helen. Trust me, it doesn't get much easier," her dad said.

"I still don't get why you have to be involved in this, son," Ben said, "You said before that these aren't really your memories, so this...Otto shouldn't be-"

"I don't know who I am, Ben. Maybe Spider-Man's memories aren't mine, but neither are the kid's. I'm not really either of them at this point. All I know is that a part of me wants this bastard to pay for everything he's done. Besides..." He smiled wryly, "Everyone hates Nazis, right?"

"Oh, good, I thought that changed or something," her mom joked, a strained smile on her face, "Be careful, huh? I still need you to give that Murderdock guy the beating he deserves."

"Heh...sure."

Time passed, and soon enough it was half an hour to nine am. Gwen did her best to keep her face from cracking when she, Peter, her mom, dad, MJ and Teresa escorted Ben and May towards the rendezvous point. From what she gathered they'd take a car to a S.H.I.E.L.D facility, get new identities and visas and then it was off to France they went. She wanted them to stay, but she kept her mouth shut. They all dealt with the cards they were given.

Lana was waiting for them in the parking lot when they arrived, "Hey, Pete..." She hugged him close and laughed before doing the same to Ben and May. The right side of Gwen's mouth twitched, though she did her best to ignore it. Teresa's words from before came back in full force. She liked him. A first love, Teresa said. Did Peter know? And more importantly, why did she even care when she had more important things to worry about?

Teresa nudged her elbow, "I don't think you have much to worry about. Peter doesn't seem like a cheater...or into jailbait."

"Dunno what you're talking about." Gwen stuffed her hands inside the pockets of her cargo shorts. MJ looked back and gave her a raised brow, which she chose to ignore.

"If you say so, Gwendolyne," Teresa said, her voice sing-song. Gwen wanted to punch her in the face.

"Wait, what are we talking about here?" her mom asked.

"Nothing, mom, just...Teresa's just being a wad."

"A 'wad'? Christ, Gwencent, your green eyes are showing there." MJ grinned. Gwen was happy that she was smiling again, but she still flipped her off. A happy MJ and an annoying one weren't mutually exclusive, "By the way, you might wanna check the tweeter feeds and blogs when you get the chance. Your interview's blowing up everywhere. Norah told me she was getting interrogated in the DB too. Apparently they're mighty curious on why Spider-Woman 'chose' her for an exclusive interview."

"MJ, please, that's the last thing I wanna think about." She rubbed the sides of her head and groaned. She knew there'd be a fallout, but she didn't think it would blow up _that_ much. Honestly she was kinda hoping her fellow man would care more about the recently put away psycho terrorist, but maybe that was just her being naive. After all, they treated _her_ like she was the devil for two years despite the very real monsters around them.

She walked closer to the group and tried to smile. She'd said most of her goodbyes last night, but it was still hard knowing they would go. As far as she was aware they couldn't even call them till the next week - standard operating procedure, according to Cindy. Even with all their promises the night prior that they'd be alright and they'd keep in contact she couldn't help but feel this was goodbye.

The first tear escaped before she could stop herself. Her dad was at her side immediately, a firm arm around her shoulder to keep her steady, "I'm gonna miss them too, Gwen."

"It's not fair, dad. Why does..." Why did people like the Parkers have to get punished while monsters like got to Matt Murdock walk around scot free? It just wasn't _fair,_ "I wish there was something else we could do."

"I know, Gwennie." He sighed, "I know..."

Gwen wiped away the last of her tears and and walked towards the Parkers fully. She shared a glance with Ben and May before they all grouped together in a tight embrace, "I'm going to miss you guys..." Neither of them said anything. They didn't have to. Gwen tightened the embrace and shut her eyes tightly, hoping that if she woke up it'd all just be some kind of fucked up nightmare.

The embrace lasted for half a minute before they separated, "You both...take care of yourselves and each other, you hear?" May looked between her and Peter, her expression stern (or at least as stern as she could be), "And you," She turned to Lana, "I want you to promise you won't take any more unncessary risks, okay? You nearly died protecting a couple of old fogeys."

"Fuck off with that old timer shit, May." Lana laughed softly, "Hey, don't worry, I'll make sure Pete doesn't explode when you guys leave." She was leaning on one side, Gwen noticed idly. She knew Peter got caught visiting her at the hospital, but...

"Son, I..." Ben stopped, "I just..."

"I know..." Peter took Uncle Ben's hand in a firm handshake before he suddenly got pulled into a hug. Gwen did her best to smile, and for a second she thought everything would be alright before Peter suddenly pulled back, "...Gwen, put your mask on."

"What? What's going-"

"Don't ask questions, just do it!" he snapped. Before she could say anything else he made his way to the other group, "Captain, Helen, get inside the car with Ben, May and Lana. Mary, suit up."

"Hey, what the fuck is going on?" Lana asked, "Why are you-"

"People are coming, child, and they intend to do harm," Teresa said, "All of you not fighting, stay in the car and keep your head down. As tempting as it is to drive away, that'll just make you a bigger target. Stay hidden and let us handle it."

"What?" her dad asked, "I can-"

"No offense, captain, but I'd rather not risk you getting shot." Peter pushed him towards the car and pressed a pistol against his hands, "If you have to use something then use this. We don't want any bullets from your registered gun ending up in any bodies."

"Then why the fuck am I going in?" Lana snapped.

"You're still injured."

"So? I can still-"

"And because you got shot the last time and I'm not losing you again." Peter's glare left no room arguments, "Get inside and help protect everyone. Alright?"

Lana looked down, her fists shaking, "...Alright."

They'd barely managed to shove them in the S.H.I.E.L.D issued car and put on their costumes when the first car showed up, "I'll deal with these. The rest of you cover the area." Teresa said. Gwen jumped and clung to the closest building wall, watching as Teresa smiled slightly at the screaming gunmen that poured out of the vehicle. She counted four at least, and judging by the screeching of tires there'd be more.

They barely managed out a "where the are the old assholes?!" before Teresa sprayed a line of webbing at the two closest men. It wasn't like her's or Peter's, though; Teresa's webs were yellow and left the aforementioned gunmen convulsing on the ground. The remaining two attackers didn't have much time to let out more than a panicked scream before she flipped over to them and smacked them to the ground with pathetic ease.

Well...least Gwen knew she could take care of herself.

The next two cars came swerving around the right side. Gwen jumped and, forgoing any sense of finesse entirely, landed on the hood with a powerful stomp. The metal cracked and broke and the two people on the front seat crashed through the broken window, "Shoulda worn a seatbelt!" She wanted to be more careful, to be the friendly neighborhood Spider-Woman, but she couldn't. Not when they were coming here for Ben and May.

MJ took the next car. She smashed through the front window and grabbed the wheel. Gwen's heart spiked up nervously when the car suddenly swerved to the left towards the closest wall, "MJ!" She almost swung over there before the redhead in question jumped right before impact. She landed shakily and threw Gwen a thumbs up.

"Are you alright?"

"Yeah, this suit can take a real beating..." One of the gunmen in the backseat stumbled out. Gwen debated punching or webbing him down before a tentacle suddenly sprouted from MJ's back and smashed him against the wall.

"...How the hell did you do that?" Gwen asked, eyes narrowed in suspicion. A couple of weeks ago she barely knew how to control the thing, and now she was keeping up with her when fighting flying psycho psychologists. She hadn't asked before, but...

"I just...did." MJ shrugged.

"Did Wasp's medicine do that?"

"Not...exactly."

"MJ-"

Two more cars interrupted her. The first one didn't get far before Peter shot the driver through the head, causing the car to crash to a couple of nearby parked sedans. The second was stopped in its tracks by a net of webbing on the wheels, "Shit!" The driver peeked out, machine gun in hand, and got shot through the forehead. A part of her screamed that she should've stopped it, but she just stood and watched.

Two of the gunmen were shot in the legs and webbed to the ground. The last one stumbled out - trying to run, maybe? - only for Peter to grab and smash him against the hood, "...Who sent you?" He didn't answer. Peter shot him in the side and pressed his fingers against the fresh wound, "Who?!"

"Y-Y-You think I'm scared of ya, kid?!" The gunman screamed. Trying to be brave, but the cries of pain made it come across more pathetically than he intended, "We all know who you are under the mask! What's the fucking point, huh?! Ain't like you got anything else to hide!"

"Next one goes through your head!" He pressed the barrel of the gun under the older man's jaw, "Talk!"

"Ha..ha...you can't fool me! No one's scared of Peter Parker! Spider-Woman won't let ya kill me!" He looked past Peter to her. Behind the bravado and taunting Gwen saw it: desperation. He was counting on her to hold Peter back.

His desperation grew when she just stood and watched.

The next discharge blew off his crotch. Gwen shuddered and looked away, "Don't have to kill you." The guy squealed, tears running down his face, "Wanna see what else I can blow off?"

"Th-The Owl!" He screamed, his voice coming out in ragged gasps, "H-H-He was real pissed what you and your buddies did! T-Thought that we could get a little payback when someone told him about your folks leavin'!" He looked down at the bloody ground, "Sh-Shit, my fucking dick...!"

"Shut up." He smashed him to the ground and knocked him unconscious.

"...Wow." Gwen turned to MJ and shuddered at the look of sudden interest on the redhead's face. She needed to talk to Jan about that, ASAP.

"He'll bleed out if we don't contact 911," Teresa muttered.

"Do what you want." Peter let the spent magazine drop and inserted a fresh one into the chamber, "I gotta go."

"...You're going after this Owl guy, aren't you?" Gwen asked softly. Peter didn't answer, "Are you going to kill him?"

"He went after Ben and May." It wasn't an answer, but they both knew what it meant. Gwen almost spoke up, almost told - ordered, pleaded - him not to, but she couldn't find the words. Murdocks taunt rang in her head again.

 _"You're naive. He stopped himself from killing that madman because **you** were watching. When he killed Laughton and Mason he expressed grief only when reminded of how **you** would react. A good man wouldn't feel guilt simply because his girlfriend would get mad at him otherwise."_

Was it true? If she told him not to right now would he restrain himself just for her sake? She almost did, the word 'don't' at the tip of her tongue, but she held it in. She wanted to say this was some grand revelation, that maybe she'd finally found her inner peace, but it was far from it. If she was being honest, she wanted this Owl guy gone too. She could take people coming after her, but not the people she loved. Never them.

"Go...I'll talk to the others." She squeezed his arm and smiled, even though he couldn't see it, "Do what you think is right."

"Gwen, I..." He looked away, "Thanks."

Contrary to his words he didn't actually leave, at least not yet. He took off his mask and knocked on the door to the van, "...Everyone alright?"

"All good." Her mom gave him a shaky thumbs up and stumbled out of the car, "First time I saw you guys in action. It was...something."

"That's a word for it..." Gwen mumbled. Peter was going to kill a crime lord and MJ was possibly going cray cray. But hey, at least it wasn't raining.

"I could've helped, you know." Lana muttered, only to immediately undermine her point when she hissed and grabbed her side as soon as she stepped down, "So, which one of the assholes that you pissed off came for us?"

"Owlsley..."

"What, the human trafficking and organ ring guy? Thought Castle already killed him..." She made a noise in the back of her throat, "So, Defenders form up or whatever bullshit Bullseye said?"

"I'm doing this myself." He took the gun from her dad's hands, "Be careful on your way back, captain. I don't think they saw you, but better safe than sorry."

"I got it." Her dad nodded.

"And you two..." Peter sighed, "I didn't want this to be how we said goodbye, but-"

"It's fine, son." Ben reached out and squeezed his shoulder, "You do what you gotta do."

"Yeah...count on it."

* * *

It took two hours and four bars full of assorted scum getting beat down, but he found where Owlsley was shacked up. Peter shook his hands to wipe away the blood on his knuckles. He didn't worry about the cops - the 'patrons' either had outstanding warrants or a distrust of the boys in blue and the last thing they wanted was to admit that 'Puny Parker' used their ugly mugs to wipe the floor. Cops would just assume it was a bar fight or gang brawl gone wrong.

Maybe he could've called Bullseye or someone else to help, but he wanted to do this alone. Owlsley was holed up here; his little home away from home, if the last punk he beat down last was right. According to him Owlsley liked to mix business with pleasure, though whether that meant fucking the girls or eating the organs Peter didn't know. Might've been both, according to the thug.

He kicked the door down and went through the rooms on autopilot. A bunch of thugs, some of them packing guns, most of them not. Either way they attacked and he took them down. He ignored all their taunts, ignored all their bravado about how they weren't scared of him now that the mask was off and they knew he was 'just a kid' under the disguise.

None of it made them any harder to stop, and they changed their tune damn quick when they were on the floor spitting up teeth and nursing busted kneecaps.

Owlsley was on him as soon as he opened the door to his room. The bearded old man flew through the air, sharp nails aimed right for his eyes. Peter ducked under the blow, grabbed him by the leg and slammed him against the ground with a painful crack.

A rush of screams. Peter's head snapped to where Owlsley just was and found three women, all of them scantily clad and sporting their fair share of cuts and bruises, chained to the wall. Considering the bastard was naked except for a bathrobe he didn't like the implications.

"You shouldn't have come here, young man." Owlsley snarled. His voice sounded like a dying walrus, "I-"

"Shut up." He stomped on his right knee hard enough to crack his leg. Owlsley screamed bloody murder, threats and promises of retribution coming and going. Peter ignored him, "You're going to pay for what you did."

"You started this match, boy! I was merely conducting business and you got in the way! You and your friends!"

"You're parasite, Owl."

"And you think you're any better?" He laughed, fast and manic, "No one asked you to come back and play hero, boy! No one-"

Whatever prepared lecture he had evaporated when Peter stomped his other knee out. He knew Owlsley could fly and cut people up like his namesake, but what made him most dangerous was his depravity. An eye for an eye, for him it was more a pile of bodies for a finger. He wasn't the most successful crime lord in the city, but he was one of the more feared ones.

Peter dragged him to the large window at one side, ignoring his attempts to claw his way out of his grip, "Let go of me!" He probably would've kicked him if his legs weren't broken. Peter grabbed him by the neck and shoved him against the window hard enough to crack the glass, "What do you plan to do, kill me? You think that'll stop them? I have friends who'll hunt you down! You kill me and you're signing your own death warrant! You can't afford to kill me!"

It took all he had not to roll his eyes at that. Was he trying to say they _wouldn't_ hunt him down if he spared this useless sack of shit's life? _After_ he'd tried to do just that?

The first bullet through his gut caused him to scream, though by the second and third he was too busy coughing up blood to do much of anything else. He knew Owlsley could fly, but he was more like a human airplane than kite. He needed to focus. Hard to do that with two busted legs and his own weight in blood trying to crawl its way out of his mouth.

Peter kicked him through the window. The bastard actually did float, arms waving like a drowning man try to keep his head above the surface, but he didn't last long before his descent continued. Peter watched him fall, face blank, and his mouth twitched as soon as he saw the muted impact. Bastard was still moving - twitching, more like - but even if an ambulance got there on time he doubted the guy would ever be doing anything that wasn't breathing through a tube.

Sighing, he made his way to the restrained girls and tore the chains from the walls, "Leave..." They sat, still frozen in fear. Peter let out a frustrated breath and punched the wall, "Now!"

Two of them did. The third one, a brunette who looked about the same age as him, stumbled to the window and looked down at Owlsley's soon-to-be dead body, "You killed him..." She spat down hatefully before she turned to face him, tears in her eyes. Her accent was foreign, though he couldn't place it, "Thank you..."

"You're welcome." He didn't do it for her, but it was a nice side-effect.

Peter waited for the woman to leave before he took off his mask and called out, "I know you're there."

The tap of the cane that came afterwards was all too expected. Peter sighed and turned to face Matt. The smug bastard was grinning as always and his glasses were tilted enough that he caught a hint of red irises. Somehow it didn't scare him, "...Guessing you were the one who gave him the info on where Ben and May were leaving?" It wasn't really a question, but he still felt compelled to ask.

"A little experiment. The same way I told our esteemed mayor where you would be." Peter grit his teeth. Shooting him would just waste ammo, "Believe it or not, I didn't tell that Kaboom gal to attack at that exact moment. William Hollister practically did that when he announced where his daughter would be staying. Still, it all worked out for the best, didn't it? The picture of you cradling Ms. Baumgartner provides a sympathetic image."

"I'm getting tired of your games..."

"And yet you keep playing." He laughed under his breath, "Speaking of, there are girls and drugged up bums in the basements. You might wanna free them. You know, add some sympathy so the cops don't look too deeply when they find Mr. Owlsley's dead body and a building full of half dead men. Ms. Stacy's declarations of love can only take you so far."

Bastard was speaking the truth about that part, at least. Peter let the women out; most of them couldn't even speak a word of English. The bums were easier. All he had to do was remove their IV's and let the drugs flush from their system naturally.

Matt just watched.

The two of them were far enough away by the time he heard the sirens. Peter looked back at the distant building and frowned. It was almost too easy. He was getting too used to this.

"...Why did you do it?"

"Hm?" Matt tilted his head.

"Tell me about them. I doubt you suddenly grew a heart."

"Oh ye of little faith." His tone was light, teasing. To anyone on the outside it would've looked like two friends sharing an inside joke, "Still, why did I do it? Simple: because nothing's going to change, and I want to see your face when that sinks in."

"...What the hell are you talking about?"

"Those girls and those bums. There isn't much difference from where they were and where they're going." He shrugged lightly, "Most of those girls can't speak a word of English and they're illegals besides, so either they get deported back to their homes where they'll be exploited yet again or, as is more likely, they'll run into the arms of the nearest pimp, sucking off old men in alleys to stay in the 'land of opportunity'. And those bums? They'll be back on the street, treated with disdain for being parasites to society. All told you just gave them a brief extension, if that."

Peter didn't say anything. He wanted to disagree, but he knew enough about how things worked to know that eighty odd years didn't change everything.

"As for Mr. Owlsley's threats, I wouldn't worry too much. The man had an inflated ego, saw friends where there were scared acquaintances at best. I'm sure no one will be at your doorstep screaming for revenge." He hummed in amusement, "Though, I wonder about something. Is Leland's death just another dirty little secret between you and Ms. Stacy or did she approve of this one? If it's the latter, I think you're a bad influence on her-"

Peter grabbed him by the collar and pulled him close, teeth bared in a snarl. Being so close to the red slits caused an upsurge of panic to rush through him, but he ignored it.

The two of them stayed that way for a few more seconds before Peter pushed him off. What was the point? Nothing he did could hurt him. Sometimes he wondered what it was like for Gwen when she had his undivided attention. Was he so obsessed? So petty? It-

"Could we have your autograph?"

His attention snapped to the new arrival. Two women, neither of whom looked that much older than Gwen. The one in front was a blonde with a short pixie cut, her hands offering a pen and a strip of paper. The one behind her was a long haired brunette holding her cellphone in both hands. They were pretty, if one cared to pay attention to that right now.

"...What?"

"Your autograph?" The girl smiled and nudged the pen and paper closer to him, "You're Spider-Man, right? We saw you on the news."

"Why the hell are you asking for my signature?" This was...scary. Any second now he expected Jameson's goon squad to come with more tazers and batons.

"Uh...you're a Superhero, right? Spider-Woman's interview was all over that." The brunette said, "Oh, and can we take a picture after?"

"I...I don't sign autographs." What the hell was going on? Was this some trick? Were they gonna use his signature as part of a signed confession? A few of the people turned to stare and he was tempted to disappear just to escape from it all.

"Aww, how about just the picture, then?" The brunette asked.

"I...sure, just make it quick."

They giggled and crowded around him, smiling and flexing their fingers in a peace sign. Before they could leave the blonde pressed a piece of paper with a sequence of numbers in his hands, "Call me." She winked and ran to catch up to her friend, squealing as she did. Peter looked down at the small piece of paper and held it warily, like it would somehow explode if mishandled.

Murdock patted his shoulder, "The price of fame, hm? It seems Ms. Stacy's little PR stunt has paid off."

"Yeah..." He dropped the number on the ground and started walking, Matt keeping pace with him easily, "Those people took pictures. Not afraid of being seen with the dangerous vigilante?"

"Is that what you are? According to those girls you're a Superhero." He chuckled, "It's nice of you to worry, but no one will even realize I'm here. Humans are fragile things; too easy to alter their perception, whether it be by words or magic. Then again, you should know about how strong we hellspawn can be. You've met Mephistopheles, haven't you?"

"Jealous?" He smiled sardonically.

"Jealous? Moi? No, no, Mephistopheles was never one for committed relationships. Well, except for that one man from Liverpool, but I think that's just him being a sore loser." He let out a soft breath, "Still, you should be happy, Peter. You have everything you ever wanted: the love of Ms. Stacy, powers that render you special and fame across New York and possibly outside of it. All your wishes come true. What's not to love?"

"You're still here..."

"Your words wound me." He put a hand to his heart dramatically, "Well, I came here to say goodbye. I hope you have luck in Madripoor."

"Plan to sabotage that too?"

"Why would I? Ms. Moon and I have shared correspondence, and a bed, at times, but she's my greatest rival in the city. If she happens to lose one of our assets? Well, that's a leg up on our competition," He grinned openly, mouth open like a shark, "The same way that you putting an end to Leland Owlsley will allow me to expand my business easier. Thank you for that, by the by."

"Happy to help..."

It was exactly noon by the time he made it to Moon Knight's private plane. He should've been excited - technically it was the first time he'd ever been on a plane, both as Spider-Man and as the kid. Commercial airlines weren't exactly things 'he' was privy to back in the 30's and the kid never left New York. Instead all he felt was a numbness at the pit of his stomach as he watched the city shrink down.

He looked around the interior. On the seats across from him were Cindy and Bullseye, both of them sleeping like all was right with the world. To his left were Spider-Man and Shadowcat, the former doing a valiant effort to look like he wasn't scared of the plane exploding any minute now while the latter sneaked glances at him. Trouble in paradise, she said. Probably made this awkward.

Osborn and Johnson were using another transport - apparently the two of them were lucky enough that they didn't need to actually set foot on land - while Moon Knight was at the cockpit with the pilot.

He was almost tempted to nod off before he heard it, "...Someone's here." Spider-Man and Shadowcat were alert immediately, "In the bathroom. My spider-sense is blaring. An intruder."

"Really? I don't feel anything," Spider-Man muttered.

"You can also get drunk. Lucky in some ways, not so much in others." He stood up and unsheathed his knife. Guns on a plane were hardly ideal, or so he heard, "It's coming from the bathroom."

"I'll cover the rear," Shadowcat said.

Peter walked to the door of the lavatory as quietly as he could. They couldn't afford a fight here, not when they were miles in the air. He shared another glance with the two lovebirds(?) and nodded. They'd come too far to turn around now.

When he opened the door, he almost wished it was a violent intruder.

There, crouched on the covered toilet, was Laura. Her eyes snapped up to meet their gaze, her hands holding onto a chocolate bar. None of them said a word. Peter just looked, Shadowcat looked about a hair's breath from screaming her head off and Spider-Man looked like he swallowed something sour. Laura looked at each of them in turn and raised her hand...

...and took a bite out of the chocolate bar.

* * *

 **I know some of you guys wanted a Frogger (true hero) and/or Lana chapter, but I thought it'd be better done if a chunk of the cast was actually out of NYC; especially for Lana's segment. I can either do that Extra chapter next or just focus on Madripoor, we'll see.**

 **Anyway, cast is heading for Madripoor :D So we have our finalized team plus the stowaway (Laura). Meanwhile Gwen's stuck in New York preparing for Cap and She-Hulk to, in her graceful words, tear her a new asshole. And possibly deal with SILK and more attacks against her family, but that's the boring stuff no one cares about.**

 **I'll update the MCU Spidey fic next. Alternating between the two spaces out my update rate, at least :P**

 **Questions:**

 **1\. Not sure if I asked this before, but eh. A friend suggested an idea: do you guys think the story could still work if Peter had no powers? Basically meaning Peter's segments focus almost purely on investigations, interrogation and the like while Gwen does most if not all of the fighting for them both. Brains and brawn, or however it goes.**

 **2\. Does Gwen's behavior in this chapter gel with everyone? By that I mean her not doing anything to stop Peter from killing the attackers, brutally interrogating one of the survivors and then her not discouraging him from attempting to kill (murder?) Leland Owlsley. Murdock lampshades this near the end, but I wonder if people found it too grossly out of character even by this fic's standards.**

 **Brave2000 - Use chi to cure himself of the serum, but this risks losing his spider powers. Chi usage is not a fair trade-off since he's not a master like Iron Fist.**

 **ThatGeekyGuy - Gwen does complain in this chapter about wanting to go - Cindy explains why they refused her. No on the RYV, mostly cause Hope seems to have no idea about her dad, and as for Kratos...might as well just use Gorr the God Butcher and have him remorseful and raising a young Loki due to a past genocide.**

 **Yohart Meltz - Wasn't supposed to be that long. Anyway, Frog-Man and Lana next chapter. Maybe.**

 **Titant616 - Paid off? Something tells me her bosses are gonna be mighty suspicious of her now.**

 **Sparta49 - Uh...thanks, I guess? I don't really consider 1mil that much of an achievement. Also, She-Hulk is kind of a jerk about it, but she does have the long view with her bus throwing. As for Moon Knight and Felicia? They'd go to make sure Peter survived so he can help fight the Hand. Mutual benefits.**

 **juubie 34 - New reviewer :) Anyway, to comment on your Isekai thing: I dislike most Isekai since 9.95/10 of them are power fantasies, particularly such 'greats' like Smartphone or Overlord. I like things like Konosuba or Now and Then, Here and There that do it much better and/or portray the characters with far more drama.**

 **As for Noir being bi? Leaning towards no. He has no reaction to Bullseye kissing him, but he also doesn't react to a lot of things that should get at least one minor feedback. Chalk it up to him being apathetic. Hell, look at his response to two women asking for autographs and flirting with him. He's completely alienated and drops the number without thinking about it.**

 **That Geeky Guy - Problem is Shadowcat doesn't want to leave Earth-65 - she wants Spider-Man to stay, not the other way around. Laura's cool with going but Spider-Man doesn't want her to kill, hence why he's probably ticked she snuck on board the plane.**

 **SwansMessYouUp - Wow...you seem to really like this. Give me a link to that Tumblr review if/when you make it ;)**

 **LeonardChurch814 - Run its ground? In my other SG fic Gwen got transported to 616 so this is just the second go. Also, MCU has way more heroes compared to Earth-65. Canonically they only have Spider-Gwen, Captain America, Dazzler, Wasp, and She-Hulk. Wasp retired and Dazzler and She-Hulk are celebs, so it's pretty much just Gwen and Cap as canon heroes. MCU Peter even notes this in the fic.**

 **Also, it's meant to be a bit ideal cause, well, that fic was intended to be light. That and them not having any values strain makes a romance easier to buy, yeah? At least Gwen doesn't have to compromise her beliefs because her boyfriend is a killer who hangs out with sadistic psychopaths.**


	125. New York Troubles

**Yikes, not much reviews last chapter :( To be expected considering that nothing really happened there, plot or characterization wise. This chapter's more of the same, sadly, though I hope that it's more enjoyable. I'll admit this one is a bit of a plot dump and to give Gwen some more plot points and importance for the rest of the story and the upcoming Volume 2.**

 **I do apologize again for the lack of a Frog-Man chapter, and the next one probably won't be either since I've been inspired, for lack of a better word, to write stuff for the Madripoor team. The Madripoor arc is mostly character interactions with some spying and a big stupid action scene at the end. Hope that's fine with everyone.**

 **Also, read the latest Spider-Gwen...and I am disappointed. Not gonna spoil, but it basically shits all over Gwen's character as a hero and her continuing to function in Earth-65. On the bright side it did give me some ideas...for Noir's segments. The fact that his part of the story is what I'm getting ideas for should clue anyone in on where they took her story.**

 **Likewise I read the latest Daredevil. There was an asspull at the middle point of the story, but I do know one thing: The Beast can definitely be killed. Hell, the fucker _runs_ when DD comes for it with a katana. That's interesting to know. **

* * *

Called to the office as soon as she got back. It felt like she was back in high school again.

Norah squirmed in her seat and refused to the urge to look away from Robbie. She knew this was coming, knew that as soon as she was through the doors that she was going to get stared at by her coworkers - her _friends_ \- like she was a Skrull from one of those old Captain America comics. She still went, ignoring MJ's suggestion that she skip out for maybe a week or two to let the heat die down. She'd already skipped out enough when she got all that info for Ben and the others.

Her eyes shifted from Robbie to the only other person in the room. Ben Urich stood at his side, his expression of mix of suspicion and regret contrasting with Robbie's just plain suspicion. That was good. She'd take regret, especially if it was aimed at her.

"I think we all know why we're here." Robbie said. He had the patented 'I'm a good boss that needs to do some tough shit' pose: arms folded at his desk, back arched up like he had a stick up his butt and just the perfect amount of 'I'm disappointed in you' in his eyes that made her squirm in her seat from guilt. She would've thought he'd be proud - the DB's ratings did an about face ever since she hijacked (not a nice word, admittedly) the feed.

"Yeah, I guess so..." Norah shrugged, trying to play it cool.

"Let's not be coy, Norah." Robbie frowned. Not a good sign, "Your unplanned interview is all over the news."

"Not my fault they care more about that than where that Jack-o-Lantern fuckhead went." She'd tried to play it off as a joke, but she couldn't stop herself from sounding bitter. What was the bodycount now? Last she checked it was edging or running right past the triple digits with ever more in wounded and property damage. Half of the news outlets didn't give a fuck, last she checked. Just another day in New York for most of them.

"A point I'll agree on, but your actions stand. Let me ask you first and foremost: what the hell were you thinking?"

"I-"

"Not only did you hijack our broadcast - which could get you fired under normal circumstances - but you willingly conducted an interview with Spider-Woman despite her already having scheduled one in city hall, which many of our own reporters were present for."

"Technically it was She-Hulk who scheduled that interview, if what Spider-Woman said was right." Right, make a joke, cause _that_ was gonna help her here, "Anyway, what's the big deal? I got a chance for a scoop and I took it. Was I supposed to say 'no thanks, I don't want the interview of the century' when she asked me for it? Cause that doesn't seem very journalist-like."

"No, what you had to do was-"

"Robbie, enough." Urich interrupted with a sigh. She always liked the guy; it was actually one of his older articles from when she was younger that helped her choose her course definitively. Shame that he was stuck in this sinking ship like she was, "If it was Brock or Sally or anyone else then we wouldn't be having this conversation. Norah can follow any lead she wants."

"Actions have consequences, Ben," Robbie said, "I understand her drive, but do you know how this looks? The Bugle's been on Spider-Woman's and the Avengers' blacklist ever since she got proven innocent all those months ago. Now one of our journalists, out of the blue, suddenly gets _asked_ by Spider-Woman to conduct a private interview and outright _hijacks_ our broadcast to get the video out."

"Alright, that last one isn't my fault. I wanted to just record it and leak the video later, but Spider-Woman insisted we do a Bill O'Reilly."

"It looks suspicious, Norah. It makes _you_ look suspicious."

"So what? Are you gonna fire me for taking an interview from someone who was proven innocent and a freaking _Superhero_ on top of that?" She stared the older man down. She refused to say sorry for doing the right thing. She didn't do it when she talked back to her grandma about needing help and she wasn't going to do it now, "Look, if you came here to fire me then do it. I've got other offers in this town and it'd be less of a sinking ship than the DB is."

She wasn't lying about that, at least. Ever since the interview her email was bombarded with dozens of letters and offers from the Fact Channel to the Hard Truths asking if she was considering transferring over. Granted that was probably under the assumption that there'd be continuing Hero interviews in the future, and last she checked Gwen - _God_ , that was weird to think about - considered it a one and done thing.

The two of them looked at one another for a moment before Robbie sighed, "You're not fired, at least not if I have anything to say about it." He rubbed the sides of his head slowly, "I'm sorry for the third degree, but do you have any idea how many calls I've been getting from Jonah? He's been on my ear about this, screaming that I've been hiding things from him and that this was a personal betrayal."

"So what? He's not the boss of the DB." Norah crossed her arms, "I get that he's your friend, Mr. Robertson, but there has to be a time to put your foot down."

"She has a point, Robbie," Urich said, "I know you think you owe Jonah, but you've more than paid him back. You took over the DB so we could report the news that needed to be heard, not so Jonah could use it as a platform for all the things he's railing against that day."

"I didn't bring you here so you could gang up on me, Ben." Robbie smiled faintly. She took that as a good sign, "I understand that Jonah can be harsh-"

"Harsh? He's thrown us under the bus every time it suits him." Urich scoffed. Norah was definitely glad he was here. If Sally didn't snatch him up then she'd be next in line, "After Spider-Woman was proven innocent he didn't change his mind and kept trying to discredit her - and the Avengers on top of that. Our sales are tanking and we're a laughingstock in the newspaper community, which is already dying enough as it is. Jonah's not righteous, Robbie, he's _stubborn_ , and if we don't lose the anchor we're getting dragged down to the depths."

"That's actually another thing I wanted to talk about." Robbie looked at them both, "I've already run it by a few others, so I thought I should tell you two first and give you a chance to make a choice."

"Well, don't keep us in suspense." Norah grinned.

"I'm dissolving the Bugle." Norah blinked, then blinked again. She wanted to say something, but her mouth refused to move. She'd heard rumors already, but she always thought that they were just drunken musings from a bitter man, "For a new paper, I mean. I've got investors and I've made some arrangements for a new building. I plan to call it the Front Line."

"Heh, catchy." Norah whistled.

"Nice to be told. But why wait to tell us?" Urich asked.

"I told a few others like Sally and Brock, so you're still one of the first people." Robbie pursed his lips, "This means Jonah won't have any more 'creative control' over the paper, but we'll have to start over from scratch. A new paper in this day and age? The Bugle may be a laughingstock for many, but at least it has some loyalists. This is untested waters and we might well be committing suicide."

"It's still better than being on this sinking ship," Norah said, "If you got a spot open then I'm in. Be great to have Hitlerstache off our back."

"We're not done yet," Urich muttered, "Is this all you wanted to talk about? There was no need for the show and tell with Norah if so."

"No, it's not the only thing." Robbie let out a long sigh, "I told you that Jonah was screaming at my ear, right? Well...he actually wants to meet Norah. Alone."

Well...shit.

"Is this a summons? Is she under arrest?" Urich asked, giving her a worried look. Norah smiled back weakly and winked. No need to look as nervous as she felt.

"No, no. Last I checked conducting an interview for a publicly exonerated woman isn't considered a crime, but..." He frowned, "Jonah's bullheaded. It means he won't be cowed with a mob boss who threatens him with bodily harm, but it also means he'll use every power in his resource if he's convinced he's right. He won't arrest you, but he will do everything he can to 'nudge' you to meet with him.

"Great..." Norah rolled her eyes. Another guy who didn't know to accept no for an answer. And she thought Wisconsin had their fill of that, "So, what, I just let this guy bully me?"

"No. Best you accept his 'invitation' and be done with it," Robbie said, "You haven't committed any crimes, Norah. I could press charges for hijacking the broadcast, but I'm not going to. I want you to accept his invitation and if he tries to bully you into anything just refuse. Remember, you're not a criminal, much as he wants to use that label for anything or anyone he doesn't approve of."

"I'm still open to the idea of hiding out." She knew this was coming and did her research. Still, it was hard not to be a bit shocked, "So...is that all? Cause if so I might as well meet up with Hitlerstache and get this over with."

"That's not all." Robbie pressed his hands together again, "I'm going to ask you straight out and I want you to know that if you don't want to answer then that's fine. I'll understand." He waited for her to nod before continuing, "Do you know who Spider-Woman is under the mask?"

She was tempted to lie, to play it off as a joke like her having the Defenders on speed dial, but she couldn't. She trusted Robbie and Urich, and she knew they cared more about doing the right thing than getting headlines, "...Yeah." She licked her lips nervously at the shocked looks they gave her, "I'm not telling you who she is, though, if that's what you're angling at."

"No, of course not," Urich said with a slight smile, "If Spider-Woman trusted you with her identity then I'm sure she she had good reason."

"Agreed, though this does make things more complicated," Robbie said, "Jonah's going to try and grill you to find out who she is under the mask. It would've been better if you didn't know, but now you have to lie to someone who can bite down on any hesitation as hard as a jackal. I...don't know what advice to give you, Norah, other than what I've already said."

"Thanks for the vote of confidence, boss." Norah laughed under her breath, "Look, I'm gonna go visit our 'esteemed mayor' so I can get this over with. Keep my seat worm, 'kay?"

The others stared at her as she left, whispering to one another like she wasn't there, but she paid it no mind. How did Gwen and Ben deal with that every day, she wondered. Norah called a taxi as soon as she was on the street and watched the sights pass by blankly, Robbie's words echoing in her head. He was right, she wasn't a criminal and she did nothing wrong...well, except the hijacking bit, but that was for the greater good!

Soon enough she was in front of Jameson's office. The secretary buzzed her in without much thought - apparently she wasn't paid enough to care - and now Norah was torn between opening the door and running away back to Ben's safehouse. She knew he'd gone to Madripoor, but she could crash for a couple of days, right?

In the end she chose to open the door, because fuck common sense.

She thought she'd seen everything, but J. Jonah Jameson sitting at a messy desk with a bottle of hooch in front of him was definitely a first. The table was filled with papers - newspapers, to be exact. Even at a glance it was easy to tell what it was about, ' _Well, someone's a tad obsessed...'_ She eyed the Spider-Woman and Spider-Man headlines and caught a few talking about Jameson himself, none of which were positive.

"Winters, what the hell took you so long?!" He screamed. Impressive, he didn't sound nearly as drunk as she thought he would, "I called for you a day ago! What the hell have you been doing?!"

"Oh, you know, having a slumber party with Spider-Man and Spider-Woman. Had a little bit too much to drink." Sometimes she really wondered if she had a joke to mouth filter. Jameson narrowed her eyes at her, which she took as a chance to sit at the seat on the other end on the desk. If she was gonna get yelled at then she'd prefer to be sitting, "So, why'd you call? Need me to do a puff piece for you?"

"Don't act like you don't know!" He stood up and slammed his hands on the table, causing the hooch to spill over the side. Norah stared up at him, unimpressed. If he thought she was going to be (openly) intimidated then he was going to be disappointed, "You interviewed that menace!"

"Not a menace. Proven innocent, remember?"

"Bah! You're just another sap buying into that!" He turned away and let out a large, frustrated breath. Norah crossed her arms and leaned back on the chair. She was just going to heat him out, tell him to fuck off, then get out. She wasn't going to play along to his 'I'm old and that means I know better than you young'uns!' speech, "Thought at least one person wouldn't buy into those lies!"

"What, so they could buy into yours instead?" Norah scoffed, "Look, save me the spiel, Mr. Mayor, cause I don't give a shit. What do you want?"

"Spider-Woman's identity."

Wow...the guy had balls, she'd give him that. Norah gave him the same unimpressed stare from before, "Yeah, you and most of the city. Secret identities are oh so tantalizing like that-"

"Don't play dumb!" He was on her now, close enough that she practically smell the alcohol in his breath. If she kicked him in the balls and screamed sexual harassment would she be able to get away with it? "You interviewed her! She went out of her way to get some d-list journalist-"

"D-list? You're too kind, Mr. Mayor." She pushed him off and stood, "Look, you wanna know who Spider-Woman is? Tough shit. Like I said, so does most of the city. You're not gonna find out from me, though."

"I swear to God, Winters, you better tell me before I-"

"What? Spit in my face? Have Robbie fire me? Arrest me?" She scoffed again, "I didn't do anything wrong! What are you gonna charge me with? Interviewing a hero? Shit, guess we gotta lock up half the journalists in this town! I heard Mitch Roarke was interviewing a war veteran tonight! If you hurry you might be able to catch him!"

"She's a menace!"

"You screaming that doesn't make it true!" Norah shouted back, her patience lost. At the back of her head the rational part of herself reminded her she was screaming at the _mayor_ , but she was long past caring, "She's been helping this city for years and so has Spider-Man, but you treat them like they pissed in your cornflakes! You're wasting so much energy on convictng heroes you let assholes like Matt Murdock walk around!"

"He's not a criminal like those two!"

"Yes, he fucking is, you're just so stubborn you refuse to admit you're wrong!" Norah threw up her hands in frustration, "You know what, why am I even talking to you? You got nothing to hold me here."

"You leave that door and you're just helping those two!" Yeah...and? She didn't see the downside, "They think their power makes them above the rules! The law was made to be equal and those two menaces are spitting in the face of that!"

"Oh, that's _rich_ coming form you!" Norah said, her voice dripping with venom, "You know what, Mr. Mayor? I actually did my research on you. I know how you talk up your oldest son. Big astronaut, a real modern day hero, according to you. But, then I noticed something. What about your other kid? You know, Jeremiah Jameson? The younger kid who grew up in the shadow of big bro's spacesuit?"

That actually caused him to back off. Norah could have stopped then and there, but she continued.

"So I did some research. Jeremiah Jameson. High school dropout, ran away from home years ago and has been living on the streets since. Stole some food here and there to survive, but then he gets it in his head to put on a mask and get in on the costume game." She laughed, soft and wry, "Who would've thought that the _Bodega Bandit_ was Jameson's son? Press would have a field day with this!"

"It's blackmail, is it?!"

"Blackmail? Please, I'm not like you." She sneered, "I just find it real funny you talk about power and how everyone's equal when you bail your kid out every time. I talked to them, Jameson. Those bodegas he robbed? You pay them off to keep quiet. Jail time? Forget about it; one call to the cops from daddy dearest and he's back out there again to be a nuisance. What was that about great power and great responsibility again?"

"You don't-"

"Now I get it. That's why you've got a hard on for Spider-Woman. It's not cause she has powers, is it? No, it's cause she puts your son in the penalty box and you can't buy her off and that just pisses you off - all the money and influence you have and it doesn't mean shit. Am I warm? I feel pretty hot right now."

If looks could kill then Jameson would've been Norman Bates-ing all over her right now. He glared at her, mouth sputtering in (impotent) rage, while Norah looked him in the eyes. Eventually after a few seconds of muttered curses she said, "Well, this was fun, Mr. Mayor, but I really gotta go. Back to work, you know?"

"You leave that door and you're fired from the Bugle!"

"Yeah, good luck with that!" Without another word, Norah slammed the door shut on the old bastard's face.

* * *

When Gwen was younger she always loved Captain America. The superheroism, the adventures, the shield...what kid didn't want to be her, traveling dimensions and fighting sexy vampires with awesome keytars? When she came back all those years ago she'd attended every parade and watched every interview. She wanted nothing more than to look up and tell her how much she admired her.

So why did she feel like punching her in the face right now?

Cap paced in front of her on the table. At her side was She-Hulk, the green amazon's arms crossed and her lips pursed. On the right side of the table was Wasp while Kate took the other side, the archer giving her a worried look. There were better places she wanted to have this conversation than Teresa's safehouse, but beggars couldn't be choosers.

Cindy really lucked out skipping this...

"Do you have any idea of the fallout of your actions, Gwendolyne?" Gwen cringed. Full name? Never mind the fact that she'd never actually revealed herself to She-Hulk just yet, "I told you before the importance of keeping our reputation. Your...relationship with Mr. Parker was risque enough before, but now your unplanned interview might as well have said you - and the Avengers by extension - condone his actions."

"That's not what I said..."

"It might as well have been," She-Hulk said grimly, "There's a reason we gave you a script to follow. Now _all_ of us are suspect. Every time Spider-Man or the rest of his team of crazies gun people down on the street people think we're agreeing with that. We have to be better-"

"Oh, would you two shut the hell up?"

Gwen wished she could say she was the one who said that, but she would've been lying. All eyes turned to Janet and Gwen immediately shrunk back at the chilling glare the older woman was sporting. She knew it wasn't for her; didn't make it any less scary.

"Jan-"

"No, Jen, just...don't." Janet sighed in frustration and her glare softened to something less blood curdling, "You're standing there lecturing Gwen about how she made a mistake and that we're 'better', but are we really? This entire group - this Avengers - is built on a foundation of lies: we lied about that symbiote's origins, Samantha lied to us about what we were getting roped into and now you're encouraging Gwen to lie again and throw the people she loves under the bus? What next, are we going to start engineering disasters so we can get more supporters?"

"Of course not," Captain America said.

"No offense, Samantha, but I don't really trust you right now." It was brief, but Gwen definitely saw the hurt in Cap's face even through her mask, "And you, Jen, how could you stand there with a straight face? When that bastard Ross accused your cousin of making living weapons to have him hunted down like an animal you used every damn argument and deal to prove him wrong. Now you're telling Gwen to condemn Peter despite all he's done to help her and what he's given up to protect this city?"

"I..."

"...This group is a disaster." Janet laughed bitterly, "Honestly, I don't know why I haven't quit. Every act of good we do it feels like it hasn't done nearly enough to make up for that disaster."

"Hey, that really wasn't our fault," Kate cut in, "I hate keeping this a secret as much as everyone, but we didn't even know it until we were neck deep in that shit."

"No? It was my research that helped lead to that disaster and we're still here, parading ourselves as heroes on a mountain of corpses. Every cheer feels like a spit in the face of all those who died." Janet looked down at the table with a scowl, "...Give it to us straight, Samantha. Why are you so interested in this...hero group? S.H.I.E.L.D gave you more than enough."

"That's...a long story."

"Then tell it to us, Cap. We've got time," Gwen said.

"Could we maybe get something to eat while we're doing it, though? I'm starving," Kate said, more to change the mood than anything, "I know a great sushi place a couple of blocks away."

They actually did end up going to a sushi place. If she wasn't feeling so miserable Gwen would've laughed at the bug eyed look some of the customers and waiters threw their way. She wasn't surprised: seeing all the Avengers except Spinerette traipse through a restaurant and ask for a private booth would've made her gape like a fish a few years ago too.

The booth was bigger than she thought. Cap closed the door behind her and tapped a keypad on the wall, "Uh...I'm not the right person for this, but does this place have that operational security you guys are so big about?" Gwen asked. The table was already filled with almost everything on the menu, which was more than a little suspicious.

"We're safe here, Spider-Woman. The guy who owns the place knows what's up." Kate took off her shades and took a seat on the corner, "Those windows are one-way, the keypad activates a forefield and the room is soundproof. Worst comes to worst your spider-sense should warn us, right? So yeah, it's cool. We've got a few places like this around town. The advertisements for the occasional hero visit pays for itself."

"...Who the fuck would pay for all this?"

"Tony Stark."

Right...she should've seen _that_ coming. Sighing, Gwen pulled her mask up slowly, just waiting for her spider-sense to warn her that it was a bad idea. It didn't, "I'm starving..." She took a seat next to Kate and looked at She-Hulk. The pro-wrestler/lawyer was looking down at her in shock, "Oh, yeah, this is what my face looks like. Surprise and all that."

"No, it's just...I guess I didn't expect you to be _Gwen Stacy_." She shook her head and laughed, "Guess that explains your relationship with Spider-Man and why George Stacy had a sudden about face."

"That's nothing. Spinerette's from another dimension." She picked up her chopsticks and began stacking her plate with fish. She waited for the others to take their seats before continuing, "Now, Cap, you were saying?"

"Right..." She took a deep breath and pressed her hands together. She'd never seen the woman so nervous, "Its...common knowledge that I've been to other dimensions. You are all aware of this, correct?"

"You'd have to be living under a rock not to," Kate said, "Captain America, going through dimensions for 82 years fighting the good fight. What about it?"

"Steve told me he saw my 'adventures' in his dreams, because he hoped that Captain America was still out there, but...he only saw the things you could put on a page and sell to kids." She took off her mask and set it down on the table wearily. It still amazed Gwemn how young she looked, though her eyes told a different story, "I went to worlds that were doomed. Mankind was wiped out, tyrants ruled unopposed, the earth itself being destroyed. Do you know what all these worlds had in common?"

"I have a theory, but continue," Wasp muttered.

"Heroes. More specifically, their dimension's heroes were wiped out or forced away due to an uncaring and paranoid public." Her hands clenched tightly, "When the heroes died, Humanity followed soon after. It didn't matter if it was some cosmic entity or a madman in a tin mask who believed he was god, there was always some threat that needed to be stopped, and without the heroes to be that balance the world was doomed."

"So the reason you're so adamant about all this - the Avenegrs, the Fifty States Intiative and everything else - is because of these...apocalyptic futures?" Janet asked. Cap nodded, "How are you so sure this is true for all worlds? You could've just been unlucky."

"Maybe, but I saw dozens of worlds with the same outcomes. I'm not gonna hold onto the hope that our home is the one exception," she replied, "I'd been to worlds where there were no heroes and villains with powers and costumes, and in those worlds life went on, but for us..." She looked at each of them in turn, "We're symptoms of a larger problem. Heroes like you all means it's inevitable that there's going to be something to counteract that. That's a constant."

"All I'm getting from this is that the ends justify the means," Janet said, "I understand your fears, Samantha, but what are we, really? You say heroes, but I don't feel much like one, not while we hide the truth of the incident."

"I know..." Cap's words were bitter. She looked away and pursed her lips, "I've done horrible things in those 82 years, but this haunts me. I've talked to Peggy about this extensively. The scientists that have committed the research have already been punished, but I know that's not good enough." She paused, "...I know that you have no reason to trust me, but I will try to fix this. I promise."

"Actions matter more than words, Samantha..." Janet said softly, "...But fine. I guess we'll see."

"I've seen the results." Cap looked to her, "Gwen...I didn't say this before, but in many worlds you meet a tragic end. In some you're murdered by madmen to hurt Spider-Man - Peter Parker - and in other worlds yet you're just one casualty among thousands or millions. Even in one world where you exposed your identity as Spider-Woman you were thrown in prison and spent the rest of your life rotting because of a broken system. It's why I wanted you to prove your innocence all those months ago."

Gwen couldn't say anything. How many worlds had she died in? How many Peter's ended up being heroes instead of dying young at the hands of their best friend? Thankfully Kate spoke for her, "So...what were the heroes of those other worlds like?"

"Many of them are analogues for the people here. It's where the Avengers got their name." She tapped her fingers in order, "Tony Stark was a hero known as Iron Man; Steve Rogers was Captain America; Bruce Banner was the Hulk; Clint Barton was Hawkeye; Marc Spector was Moon Knight" She gave Janet a pointed glance, "...In many ways our world is a reflection of others. You all were present in most of those worlds in one way or another."

"Huh, guess this is the feminist dimension." Kate grinned, "Anyway, how was I specifically?"

"In many worlds you were still Hawkeye, as you are now, in others..." Cap coughed, "You were a HYDRA sympathizer."

"What? Bullshit!" Gwen almost laughed. The idea of Kate screaming 'Heil Hydra!' was just bizarre to her.

"Bruce was the Hulk...huh," She-Hulk muttered, "So, what kind of threats are we talking here?"

"Many. We've determined that the genocidal madman known as Thanos and something we only refer to as Galactus doesn't exist in this universe, but everything else is still at risk. Case in point, Matt Murdock and S.I.L.K."

Gwen's breath hitched. Kate gave her a worried look and squeezed her left shoulder gently, "Wh-What about him? Murdock, I mean."

"You should already know, Gwen. He's possessed by a demon, possibly by the biblical Beast from the Book of Revelations, if the naming isn't a coincidence." She-Hulk looked like she was about to say something, but a look from Cap kept her quiet, "Even if some of you don't believe me, his showing a few days prior prove he's dangerous."

"So if you know why aren't we doing something?" Gwen asked bitterly. And was Cap suggesting Peter was fighting the freaking _Anti-Christ_?

"I have to agree with her," She-Hulk said, "I may not agree with everything that guy does, but letting him fight someone who's supposedly possessed by a demon alone? He's just a kid."

"And do what exactly? A physical assault does nothing and given his abilities I doubt there's a prison that can hold him," Cap replied, "Believe it or not I am helping Agent Durand - Teresa Parker - but she made it clear that her and Mr. Parker's group is the best hope for a positive resolution to this. It's one reason that they haven't been arrested despite the many violations they've committed."

"Glad he's so useful to you..." Gwen muttered bitterly.

"I'm sorry, Gwen, but I do hope that he and the rest of them can succeed." She sighed, "Just a couple of hours ago there was a news report about Leland Owlsley's sudden death. His handiwork, I assume?" Gwen looked away. She'd seen that report too. Half of her felt regret - _guilt_ \- for not stopping him, but the other half could only focus on the people Peter saved, "...I hope it's not too much to ask that you try to rein him in?

"He's my boyfriend, not my pet." Gwen spat. Damn Murdock and his damn lectures.

"Regardless you have some sway over him. Just please keep that in mind."

"What about the rest? You mentioned S.I.L.K; didn't Gwen and a few others take out their leader?" She Hulk cut in.

"Yes, but the organization itself is still going strong. They aren't the only group we need to focus on: HYDRA, A.I.M, ULTIMATUM, the Sons of Serpent...all madmen and zealots who believe the world is their plaything. There may be things the Avengers can't solve, but these aren't them. Another reason I want the Initiative to be approved - we can't be everywhere at once and with this we won't have to be."

"This Initiative and even this team can't last. Gwen and Jem may be functionally immortal, but we're certainly not. Even you will age eventually, Samantha," Janet said.

"Wait, I'm what?" Gwen cut in, "Since when was I immortal?"

"The symbiote slows down if not outright halts your aging process, Gwen. At best you'll be functionally unaging like squids or jellyfish or others like Peggy Carter and Agent Romanoff, at worst you'll have a lifespan that even the most peak humans could only dream of."

"Wow..." That...was surprising. But she could deal with that later - no reason to angst about immortality when she was barely twenty years old, "So, um...yeah, what Wasp said. This isn't gonna last forever."

"We don't have to. If all goes well then the next generation will be inspired by our example," Cap said, "This isn't just because I want the world to continue. I know there are heroes out there like Gwen and Ms. Bishop, people who just need a chance to do the right thing instead of society breaking them down out of fear, jealousy and hatred. I want to give them that chance."

"Big words, but we still have a lot to make up for," Janet said, "You've convinced me you're doing this for good reasons. I'll stay around...for now. We still need to discuss the incident and the truth."

"I know..." Cap sighed.

"Speaking of that..." Gwen gulped nervously, "Janet, could you check on MJ again? I'm...worried about her."

"Has she been exhibiting any adverse physical symptoms or loss of control?"

"No...actually, it's the opposite. She's controlling this thing. I mean, way better than she really should." That should've calmed her down. Instead she felt something heavy at the pit of her stomach, "And she was...um- alright, I'll be blunt about it: she got turned on watching someone's dick get shot off." Kate choked on her sushi roll next to her while She-Hulk gave her an alarmed look, "She still seemed like her, but that's not normal, right?"

"No, it definitely isn't..." Janet pursed her lips, "Alright, we'll schedule a session tonight and I'll give you the results as soon as I can. Where is she now?"

"She's with Fel- er, Black Cat. She's keeping an eye on her." Apparently she'd been doing that ever since she found out. That was remarkably selfless of her, though she wasn't going to look a gift cat in the mouth, "I'll check in with her later."

"To finish this up," Cap said, "Gwen, I understand you only had the best of intentions, but we need to turn this around. With this in mind..." She pulled out five small chips from her pocket and set them on the table, "We need to improve our reputation. One way to do that is to show just what we go through. These are miniature cameras that should fit into our masks or anywhere else needed. When you go out on patrol, activate this. This will record everything you do."

"Um...that seems really easy to use to spy on me," Gwen said.

"I understand your worries, but this is purely for a hearts and minds campaign. You only have to activate it when you're going on your daily routes. I don't expect you to keep the camera with you when you return home either and these come with specialized containers to ensure they'll be disabled from any external influence when inside."

"Or you can give it to me at the end of the day. My secret identity is shot anyways," Kate said.

Discussion changed to something more casual after that. Gwen ate her weight in sushi and soon enough (after they had to sign enough autographs to make their arms fall off) she and Kate were walking on the rooftops above the street.

"So...that was something. Cin was lucky she missed it, huh?" Kate started.

"Yeah, tell me about it." Gwen laughed softly.

"...You okay?"

"Me? Oh, I'm just peachy! My boyfriend's in a foreign country full of criminals with half his team consisting of psychopaths; my mom's being used as a hostage so I can't do shit about said boyfriend getting mindfucked on the daily; one of my best friends is possibly going insane; oh, and I just found out that I got fridged off a bridge in a shitload of universes and Cap's been grooming us to keep the world from blowing up! Things are great!"

"You could've just said 'no', you know?" Kate grinned weakly.

"Yeah, sorry, it's just...for all my powers I don't feel that much in control of anything..." Kate put a hand on her shoulder ane she took a deep breath, "...Look, I'm gonna go to my mom and tell her how much I love her. Need a lift?"

"Nah. I need to practice my parkour anyway. Besides," She winked and pressed the chip to the bridge of her shades, "I wanna see what these cameras can do. See you in a bit?"

"Count on it."

Kate watched her go with a small smile and a wave. She turned to leave and almost jumped to the opposite roof before she felt a small weight in her hand, "What the...?" Black goop covered her palm, "Ugh, that suit is never gonna stop being weird." She shook her hand and let the small blob fall into the roof with a doll flop, "Now, where to patrol..."

She jumped and soon enough she was out of sight. Minutes passed until the blob suddenly twitched, moving slowly before it reached the edge of the roof. It shook at the great distance below. Had to find a way to get down and then come back home.

 **"Gwen..."**

* * *

 **Again, apologies for the lack of Frog-Man this chapter. I'm still thinking of a few interaction combinations for the Madripoor team. So far I'm having Bullseye, Cindy and Noir chatting as a threesome while Moon Knight and Laura actually get to talking about parenthood and strained parental relationships. Meanwhile, Spider-Man and Shadowcat are playing (metaphorical) grab ass and seeing which one can keep up the silent treatment longer.**

 **The end of Gwen's segment was supposed to have 65-Cindy being broken out of prison and Gwen and the other Avengers rushing to stop it, but I didn't want to write another action scene so I just dropped it. Instead they all just talk about comic realpolitik and how they had to play a hearts and minds campaign. Karen Page was also supposed to appear at the end of Norah's segment to make Jameson back off, but I had Norah do it on her own instead.**

 **No questions, though feel free to give criticisms/comments for this chapter and suggestions for anything you guys might wanna see in Madripoor and/or some interactions you might like :)**

 **Review Answers:**

 **Brave2000 - Hence why Gwen does most/all the fighting for them both. Peter can still shoot, so he wouldn't be completely helpless. Also, it's not the chi - it's using it to cure the serum. They have no idea if it might cause side effects since it's unknown how tethered his powers are to the Lizard itself.**

 **Titan616 - To be fair, Matt _is_ a dick and this is very in-character for him. He's more than powerful enough to trash the entire Defenders (except maybe Moon Knight due to Khoshnu) and yet he plays mindgames and sets them against his enemies. **

**SwansMessYouUp - Read it :D Thank you for the kind words! Hope you review future chapters as well ;) You're very detailed and actually called me out on my flaws in a polite manner, which was nice.**

 **ArkT - Depends. A lot of people see a giant bro-ship/bromance between Peter and Bullseye, though I personally don't given that Peter seems to barely tolerate him at times despite trusting him.**


	126. Dry Spell

**Been a while, huh? I have comprehensive exams in like a day, but I have my priorities straight :P Here's the Madripoor arc beginning proper...which basically translates to a bunch of the characters gabbing with no actual action till the ending.**

 **I'll be updating Two Spiders on a Web after this to keep to my planned update rate/deal with comp exam studies. Still, hope you guys enjoy this chapter, even if it's still just interactions. At least it's a bit more plot relevant now that they're actually in the fucking place.**

* * *

This was off to a _great_ start...

Spider-Man breathed out in frustration as Kat tried to drag Laura out of the bathroom, both of them practically growling at each other as they did. At his side his brother had his arms crossed and just looked at the scene with a passive expression. Whether he was really as calm as he looked Spider-Man had no clue. He seemed to take being unmasked in front of the whole city pretty well, at least from what he could see.

He waited till Kat dragged her 'sister' out of the bathroom before he finally asked, "Laura, what the hell are you doing here?"

Laura yanked her arm from Kat's hand and looked up at him with wide, innocent eyes. Fake, but it was damn convincing, "You and Shadowcat left for something dangerous. I thought you needed help."

"Help?" Kat laughed incredulously, "What makes you think you'll be anything but a load here, munchkin?"

Laura glared and bared her mouth open in a snarl. It was a small miracle in and of itself that she hadn't already popped her claws, "I have as much training as you do and I escaped the agent you sent to guard me." Oh, now he remembered. Kat pulled a favor with some Agent Woo guy she knew to make sure Laura was still breathing by the time they came back. She'd told him he was an agent of some experience and he rarely if ever failed a mission.

So much for _that_ vote of confidence.

"So? That doesn't prove shit-"

"Enough," his brother said, cutting off Kat's sneering reply, "We'll deal with it. We don't have time to go back and drop her off and this plane's leaving when we land. Just make sure to keep an eye on her."

"Just fucking perfect..." Kat muttered as she threw her arms up, "Knew I shouldn't have taken this gig. The money definitely wasn't worth it."

"You know we can both hear you," Spider-Man said.

"Good."

It only took a few minutes to rouse everyone from their sleep and gathered them all to the center of the cabin. Moon's twin (still felt odd to see the face of that bitch yawning so casually) rubbed her eyes and placed a small circle at floor in front of them. She, that crazy bald guy and the guy with the voices in his head took Laura's sudden appearance pretty damn well. Hell, baldy was laughing about it.

The circle clicked and two 'holograms' popped up. Agent Johnson stood with Osborn a few feet behind her, both of them holding onto 'PDA's'. Everyone relied way too much in their gizmos here, "Agent Johnson, Agent Moon here to give a status update," Moon said, "We're nearing the drop off point. Tuning in for the final briefing and to ensure that there won't be any conflicts."

"At ease, Cin." Johnson smiled briefly before she caught sight of Laura pouting on the seat behind them, "Uh...am I going crazy or is there a kid right there?"

"She snuck on." Kat rolled her eyes, "Don't mind her. We'll just keep her locked in the hotel room till this blows over."

"Right..." Johnson rubbed her head and shared a brief look with Moon, "Okay, so I already gave you guys a quick briefing beforehand, but a refresher never hurts." She tapped something on the screen and an image of a hotel popped up next to her, "The Five Saints Hotel is where the auction will take place tomorrow night at 9 pm. You'll arrive at about 6 pm, if all goes well, which gives you 27 hours to plan everything you need to do, not counting any sleep."

"The auction takes place in the exact same venue every year; mostly because no one's been dumb enough to actually interrupt it so far," Osborn said, "Clientele will be a mix of anything from international CEO's to some of the worst terrorists on the planet. There might be spies from other agencies like the CIA or SWORD, but I doubt they'll be an issue."

"Oh man..." The bald man whistled and grinned, "Castle would've _loved_ this! Guy'd probably cream himself if he heard you."

"...Please don't make me activate the nanite explosives." Johnson pursed her lips.

An image of a large room appeared. Covered chairs and tables, men and women in suits, a large stage filled to the brim with knick knacks and gizmos; looked like any glitzy joint from back home, "This was from last year's auction," Osborn said, "Guests are allowed one firearm each, either for themselves or their bodyguards. A little insurance cause, let's face it, none of them are gonna be going unarmed when surrounded by their fellow criminals. Each firearm has to be declared at the entrance and anyone caught trying to sneak anything more than a pistol in is...detained."

"She means they're made an example of," Johnson said, "Which brings us to our main point. Assaulting the area is unfeasible at best, even if you have powers, so we're going to go for a bit more subterfuge." A ten step plan (seriously?) replaced the image of the hotel, "Disguises. Moon Knight can procure some waiter attire, so he, Bullseye and older Spider-Man can sneak in that way."

"Should be simple enough" 'Moon Knight' said. Spider-Man knew less about him than he did the others. Far as he could tell the bald guy at least had some form of loyalty to his brother. The guy in the white suit was apparently just crazy and heard voices, "We will not be able to sneak in weaponry as the help, but Bullseye's abilties should compensate for this."

"Good. Shadowcat and th younger Spider-Man's powers mean they should be able to find alternate entrances, which leaves Cin to be the lynchpin."

"Wait, me?" Moon asked.

"Yeah, you," Johnson said, "Dunno if you noticed, but you look pretty damn identical to that evil twin of yours. Osborn scored you an invite and Cindy Moon is a very well known participant of these events. With any luck you can walk through the front door and get Octavius to go with you willingly."

"Uh, I think you're forgetting the whole 'we kicked evil me's ass and got recorded doing it' thing," Moon replied.

"I doubt Octavius knows that," Osborn said, "I've seen how S.I.L.K works. Each cell keeps out of contact for weeks if not months on end, mostly to ensure that even if one cell is compromised then the others can continue on."

"That and according to our mole on Octavius' cell there's been no communication on Cindy Moon being captured," Johnson added, "On the off-chance there is you can justify it as being an LMD that got captured. Given her methods it honestly wouldn't be that out of the ordinary."

"Great, so me being the worst paid spy ever continues..." Moon sighed, "What about my identity? Wouldn't it have been compromised?"

"You'd think so, but no," Johnson replied, "I can't tell if it's because of her new abilities or some kind of program she created to block her identity on video, but so far her face appears to be indistinct and pops up on no databases in just about all pictures and videos taken of her. It would definitely explain why you retain a secret identity despite your...'mask'.' Johnson smiled teasingly at her. He had to agree; how did a scarf keep her mug hidden?

"Yeah, yeah." Moon smiled back.

"You'll be landing in about five minutes, according to my estimate," Johnson said, "Use the 27 hours to scout out the area, make alternative escape routes and the like. I'll send you all a reminder of the plan, backup plan and backup-backup plan on your phones." The phone on his side pocket vibrated, "Oh, and I know this goes without saying, but _don't_ draw attention to yourselves."

The hologram disappeared. They all looked at one another in complete silence. This was hardly a great team - especially since he wasn't sure he could trust about half the people in it - but beggars couldn't be choosers. He wasn't fool enough to claim that he could do this on his own.

It was the bald man who broke the silence, "Well, guess that's that." He grinned and slapped his brother right on his rear end. Oddly enough he didn't look nearly as annoyed as he should have been by the gesture, "I'll go get my stuff then we can go exploring. I've been to this place before so I know the best places to have fun around here. Just cause we're planning to punch the hornet's nest doesn't mean we can't have fun, right?"

"Count me out." Kat snorted, "I gotta go visit our local crime boss, make sure that we're not stepping on her toes. She's also giving us our way out of here, so if you see any stuff with Tiger branding? Don't. Touch. It. Unless you wanna try swimming back to New York."

Spider-Man took his luggage and followed the others through the terminal, staying at the back along with his brother. So far he still seemed listless, which was odd. All Spider-Man felt was a rising sense of anxiety. They were so close. In a day he'd get that bastard back for those five years he lost and go back home.

Eventually the quiet became too much even for him, "What's the deal with you two?" The younger Spider gave him an upwards, sideways glance, "You and the guy with the tattoo on his forehead. Way he's acting..."

"He said he's in love with me," Parker muttered, "Why?"

"Huh...surprised you didn't-"

"Freak out? Or were you talking about his slap back on the plane?" he interrupted, "Doesn't matter. I trust the guy, but he's crazy. I'm not even sure he knows what being in love is. Besides." His mouth raised in a lopsided smile, "Really don't think you have room to talk considering what you get up to with that crazy girlfriend of yours. Trying to fuck in the sink with a kid in the next room?"

"...She told you." Spider-Man pinched the bridge of his nose. He was almost tempted to deny the 'girlfriend' accusation before thinking better of it. He wasn't some kid in high school anymore, "Of course she did...speaking of, why isn't Stacy here? I've seen what she can do and she'd be damn useful if it came down to a fight." It _always_ came down to a fight, he knew that from experience.

"Mostly on account of Shadowcat's 'don't touch it' rule." His smile fell and was quickly replaced by something far more somber. He never thought he'd see any part of him that missed _Gwen Stacy_ , of all people.

The hotel was close enough for them to walk to, though what he saw on the walk over was enough to make him cringe. He'd seen some morally bankrupt places in his time, but seeing a guy in a suit get kidnapped right off the street by a couple of guys in a van while no one looked up was another thing entirely. A small part of him was almost tempted to give chase before Kat slapped him upside the head for looking.

The hotel - which was a few minutes ride away from the Five Saints - was a nice little place. Moon Knight paid for all their amenities and soon enough they'd made their way the floor on separate elevators. Spider-Man, Kat and Laura were barely inside before Laura started pressing all the buttons, managing to press '2', '3' and '4' before Kat stopped her.

"Hey, knock that shit off!" Kat slapped her hand away and pressed the 7th floor button, "You're already in a lot of trouble, you little shit. You do _not_ want to push me."

"I don't care what you think of me. I know you already hate me," Laura muttered.

"Oh, is that what you think? Funny, you know I didn't _actually_ peel your face off and make you watch it heal. You really wanna see what happens if you piss me off?"

"That's enough, Kat." Less than a minute in this damn thing and the two were already at each other's throats.

"Shut the fuck up. You don't get to play deadbeat daddy when we're here buying your ticket out of this shithole." Her face soured even more when the elevator stopped once again on the third floor, "Kid, I swear to God if you fuck this up for any of us I'm dumping you in the closest orphanage I can find. Let's see how you like it when you don't have someone putting a roof over your head and putting up with you bullshit."

"...Fuck you."

"You little bi-"

The elevator stopped again. Before Kat could reach out and strangle her (and not in the 'fun' way she did him) Spider-Man grabbed Laura's arm and yanked her out with him, "We're taking the stairs. See you up top." He pressed close button before Kat could respond.

He let out a sigh of relief when the elevator went up, "God damn it...come on, let's go," He tried to let go of her wrist, but she moved her hand to his and held on tight. He didn't bother trying it a second time, "...You know, she has a point. You should've stayed in New York. This is no place for a kid." No place for anyone decent, really. This place made back home look like a theme park.

"...You are leaving soon." She squeezed his hand tighter, "I don't want to lose time."

He didn't say anything. What could he say? The kid was attached to him, though God only knew why, and the last time he tried to put his foot down she'd bawled her eyes out. He really wasn't looking forward to seeing that again.

Kat was already there by the time they got to their room. The place was small - two beds with a TV and a few cabinets. It served its purpose well enough, "Right bed's mine," Kat said, not looking up from her phone. Reviewing the plan or playing one of those stupid 'mobile games'? Could've been either, "Munchkin can sleep on the floor if she plans on staying."

"What?" Spider-Man let go of Laura's hand, "Why can't she take a bed?"

"Because I'm not planning to share with her and cuddling's off limits for either of us." She tapped the screen, "Have her share with your cloney and Moon or something. I'm sure those two'll take it well."

"...We can share-"

"Not unless you wanna risk getting your dick chopped off." Spider-Man winced. Laura was getting better at it, but there were still times she woke up clawing everything within reach, "Trust me, better if she took the other room. Those two are close enough that they can share a bed without being brats about it and the brat'll have a bed of her own."

"I can sleep on the floor-" Laura started.

"No." Spider-Man sighed, "Look, Laura, could you go the next room for a bit? I need to talk with Kat."

Kat raised an eyebrow at that, "Oh, this should be good." She crossed her arms and smirked, waiting as Laura (reluctantly) left to go bother his brother and Moon. As soon as the door was closed she spoke, "She can probably still hear us, but I guess this is more comfortable for you. So, what do you have to say? A lecture about how much of a shitty sister I am?"

"Kat-"

"Uh-uh, only friends call me that. Clients call me by full name." She still had that same self-satisfied smile on her face. It was hard to tell if she was joking or not.

"Fine, _Katherine_." She was expecting Shadowcat. Her fingers twitched. She hated being called that, though he had no idea why. Something to do with the Stryker bastard that 'raised' her, "What are you going to do with Laura when I leave?"

"That's up to her. Orphanages are still open for naughty little kiddies."

"...You know it won't do her any good." He sighed and sat on the opposite bed, "She thinks you hate her, and why wouldn't she? You cuss her out, threaten to hurt her, tell her how much of a pain it was to take her from the facility...any kid would think they were unwanted." Maybe she really was. He didn't know; Kat was a hard beast to understand even now.

"Hey, what the hell do you want from me? I'm a fucked up bitch whose 'daddy' dumped her to go on a drinking binge. My 'mommy', if you can even call her that, spent the entire time I've known her making my life a living hell. Every time I was 'bad', or even when she was just bored, she'd gouge my eyes out or cut my tongue off then make me watch it grow back. I fucked perverts in alleys so I could afford food when I was 14 and now I kill for money. I got no idea what 'normal' is."

"You don't think that you could change that for her?"

"On my own? Shit, an orphanage is safer for both of us." Her smile faltered, "You don't think I wanted to be a good little girl? I tried with Logan, and look where that got me. I'm not gonna pretend I can give that kid what she needs, especially with you taking off."

There it was again. They hadn't talked much ever since their 'reunion', but he felt the shadow of that hanging over their heads, "...What do you want from me?" He looked away in frustration, "If I ripped you away from your home and asked you to stay would you say yes?"

"If that place wasn't so massively racist and sexist? Probably. I mean I don't exactly have much people here who'll miss me." Kat shrugged, "I know you wanna make your case or whatever, but this ain't gonna end happy, Spider-Man." The name felt like a punch to the gut. He'd gotten used to her teasing nicknames, "...I'm gonna go check on the crime boss I told you about. You wanna come with?"

"...Sure."

* * *

"The next stop of our tour: the best copycat sushi this side of the oriental."

Peter was torn between smiling, sighing or rolling his eyes as Bullseye (who at least had the sense to cover up his tattoo with a beanie) gestured to the run-down restaurant that looked about one sneeze away from collapsing. People were still inside it, though he chalked that up more due to lack of options than anything else. This place didn't have much in the way of luxuries.

He'd read up on this place, seen the pictures and documentaries, but seeing just how disparate things really were was another beast entirely. He wasn't a stranger to the dichotomy between the rich and poor - even if those memories weren't really his. Still, it was like someone cut the place in two. Not ten blocks from a five star hotel was a slum where kids begged on the street, most buildings were scrap huts and it smelled like death.

That wasn't an exaggeration either; they'd passed their fair share of fresh and old corpses in the short time they'd been here.

"Ugh..." Cindy said next to him, her scarf pulled up to her nose. She was the only one who came with him on this little impromptu tour. His brother and his (ex?) girlfriend went to visit their neighborhood friendly crime lord and Moon Knight, oddly enough, offered to babysit Laura. He wasn't going to complain. He was never good with kids; Gwen's tagalong could attest to that.

"Come on, Moon, that's the classic Madripoor smell!" Bullseye took a deep inhale and smiled like all was right in the world. Cindy gave him the same look one would give a mental patient, "Hey, you gotta admit there's something nice about a place that leaves it all out in the open. Here the criminals are criminals, they don't pretend to be law abiding citizens like that prick Murdock or your bosses."

"Don't mention his name." A part of him honestly expected to hear the walking cane's distinct tapping even now.

"Speak of the devil and he shall come, huh?" Bullseye laughed softly, "Man, and I thought tyrants with God complexes was the worst thing I'd have to deal with. Can't say life with you's boring, kid."

"Yeah? Stick around, I'm sure it's only gonna get worse..."

"Speaking of, Cap did some research," Cindy cut in, "You ever read the bible?"

"Not particularly," Peter said.

"Sure, cover to cover. Also read Dante's Inferno," Bullseye said. Peter gave him a flat look, "What? I know I'm going to Hell and it never hurts to make sure that I'm not going blind. I'm damn curious on what circle of Hell I'm going to. I'm thinking Violence, though Treachery's not out of the question. I did technically 'betray' S.H.I.E.L.D when I didn't lay down and die in a ditch like they wanted."

"Getting off-topic," Cindy said, "The paranormal division in S.H.I.E.L.D is still getting started, but what Cap managed to dig up isn't pretty. Apparently this guy and the Hand have been active since at least when samurais were still a thing, if you can trust some of the documents. Mark of the beast, 666 and everything." She stuffed her hands into the pocket of her jacket, "Some of the things he got up to...let's just say 'pile of bodies' isn't an exagerattion."

"I already feel hopeless, Cin, but thanks." Maybe he should've told her about his meeting with the demons of Wall Street.

"You two gotta stop talking about that guy," Bullseye cut in, "This is our vacation! First time out of New York for either of you, right?"

"Kinda, I guess..." Cindy mumbled.

"Of course you'd think a kidnapping is a vacation..." Peter muttered.

"Great, so we're going to get sushi! My treat!" He pushed them towards the run-down restaurant, "After this I'll take you to a good place I know to get _really_ wasted...and a decent strip club that doesn't use kids. Seriously, _way_ too many of those around here."

"You're just making me more and more jaded about Humanity, Bullseye." Peter sighed.

"Same here," Cindy added.

The sushi, as expected, tasted like absolute garbage. At least he had some of that 'sake' thing to wash it down with. Still couldn't get drunk, but it was better than nothing. Cindy and Bullseye drunk their fair share as well, leaving the former red in the face and slightly tipsy, "Oh, God, this is terrible." Cindy swallowed her next mouthful of sushi and cringed, "Why am I still eating this?"

"That's a question we all want the answer to," Peter smiled slightly. This was nice, even if all he could think about right now was the extraction tomorrow. A part of him still wanted Gwen here, even if she might've been a liability. His attention was drawn to the crowd around them. They were staring at them- no, wait, just him and Bullseye.

As if reading his mind, Cindy said, "People are staring at us."

"No, they're staring at me and Bullseye. They must think you're a local," Peter replied.

"Heh, my non-existent connections to my Korean roots save the day again." She sniffed another fish roll and cringed, "Seriously, what is with this? It looks and tastes like shit but I can't stop eating it!"

"No one knows. Apparently even the Super people aren't immune." Bullseye swallowed another mouthful of sake and let out a satisfied breath, "Man, I missed this! New York's great and all, but this...this is something else entirely." He set his cup down and refilled it, "...You know, I never thought I'd get out of that city, and look at me now. A dirty foreigner who doesn't belong."

"Who's here to kidnap a Nazi." Peter smirked.

"Yeah, ain't life grand?" He finished off his drink and laughed, "I gotta go to the little boy's room. You two don't do anything I wouldn't do."

"For sure." Cindy actually laughed. She watched him go briefly before she looked back at Peter, "You know...there's something about that guy. I mean he's a psycho, don't get me wrong, but he's...something. Charming and creepy at the same time, you know? It's kinda hard to believe he was a senior agent. From what Daisy told me he acted like Captain America."

"...Seriously?"

"Oh, yeah, she even showed me videos." Cindy giggled, "'Your team is your life, your family! Either we all make it out of here or none of us do! We don't leave a single one behind!'" She recited, "...Actually, I guess it does make sense. From what I heard from Teresa about what happened in Latveria maybe he just couldn't move on. I know that feeling."

"You do...?" Sometimes it was hard to remember that Cindy went through the same tortures he did. She never seemed to let it weigh her down like Peter and Spider-Man did for them.

"Yeah..." She stared down at her cup, her expression somber. He rarely saw her like that, "...I ever tell you my folks are dead?"

"No..." She didn't like to talk about her home, not with him. Didn't want to go back to it, didn't want to think about what could have been if she just disobeyed that old man who put her in the bunker.

"Well, they are." She shoveled down another mouthful of horrendous sushi. Between her red cheeks and bits of fish and rice at the sides of her mouth she was hardly the picture of grace. Somehow it was comforting, knowing he wasn't the only one struggling, "I was spending some time with them before I was going under and we got caught up in the middle of a Supervill attack. It was that Shocker guy robbing a bank."

"Guy with the quilt?"

"Ha, yeah..." She laughed, soft and bitter, "Well, a knocked off a bunch of police cars to try and shake the cops off. We were in the way. I had the spider-sense, my family didn't...do the math."

"Cin..."

"I didn't even try to save them. Just...jumped out of the way." She waved a hand through the air clumsily. She was drunk, or at least close to it, "I dunno if I was just panicked or I didn't even think about it. When I found my parents...they were already dead. They were lucky. Albert was just...crushed under the car with his torso sticking out. By the time I got the car off him there was nothing left on his legs but a red smear."

"You don't have to tell me-"

"Shocker didn't live to the end of the day." Her smile was chilling, but he also saw the relief in it, like a weight had been lifted from her shoulders. She'd been waiting to tell someone, "I just...strangled that bastard. Didn't even think about it, really. I was just so... _angry_ , and by the time I realized what happened the guy was gone. I don't feel bad about what I did...does that make me a bad person?"

"You're asking me?"

"Yeah, you're right, dumb question." She laughed and hiccuped and pushed her plate, "Alright, I'm done. I can't eat anymore."

"...Thanks." She looked up and furrowed her brows in confusion, "For coming here, I mean. I said it before, but I wouldn't be here if it wasn't for you. Not only that but you're helping me out with this..." He didn't know how to describe it. It wasn't for him anymore, was it? He didn't plan to leave, even if the rational part of his mind argued that it'd be the easiest escape from Murdock, "Just...thanks."

Her and Bullseye. He knew why Moon Knight did it - keeping up with his investment to make sure that he could still be used against the Hand later. Bullseye and Cindy had nothing to gain from going with him. They were putting themselves in danger to keep his head out of the noose.

"How many times I gotta tell you that you don't need to feel like you owe me?" She clapped his shoulder clumsily from across the table, "Look, maybe you don't think the same, but you're probably one of the closest friends I have in this place. You get what it feels like to look at your family and your home and just...don't feel like you belong there. Doesn't matter if your memories are 'yours' or not, that doesn't change that feeling."

"Yeah..."

He wanted to say more, but his spider-sense blared. Hers as well, given how she suddenly snapped her head outside. The next few seconds almost felt like a blur. One second he saw a couple of teenagers maybe two years younger than him walking down the sidewalk, the next a van pulled up and there was a series of loud pops. The two teens were dead before they hit the ground.

Everyone else just kept their heads down or kept eating their food.

"What the-"

"Ah, a true Madripooran welcome." Bullseye said. Peter looked back and found the older man standing behind him, his arms crossed and his mouth curled in a wry smile, "Haven't really seen the city unless you've experienced your first drive-by."

"What the hell was that?" Peter hissed.

"Could be a gang war, could be just a couple of crazies deciding that they wanted to shoot up a couple of kids. Could be anything in this place." Bullseye shrugged, "You wanna check it out then you might wanna hurry before the people here start trying to loot their pockets and dump the bodies in the bin."

"...You know we're supposed to keep a low profile, Pete," Cindy said, though her tone was obviously hesitant. She wanted to check on it as much as he did.

He found himself walking towards the corpses. The blood was fresh and their bodies were still warm, "Hmm..." He turned one of them upright and winced slightly. Bullets through his chest, neck and head. Caliber looked like a submachine gun or a rapid fire pistol. Even through the damage it was easy to tell they were both about Lana's age, "...Shit."

"That's what happens around here." Bullseye's voice came from behind him, "You wanna do something about it then I'm all in. I was getting bored anyway."

"No...I'll do it with Cin." Couldn't afford to leave a bunch of dead bodies around. Or at least he didn't want Bullseye to indulge in his hobby and draw attention like that, "Go back to the hotel, would you? Call us if something happens."

"Thanks for volunteering me, by the way," Cindy said. Whatever trace of drunkeness was gone, replaced by a clipped smile, "So much for keeping a low profile."

"Lady, you're picking a fresh corpse in the middle of the street. For Madripoor, that _is_ low profile." Bullseye grinned, "Alright, I'll catch you two later."

Peter barely waved goodbye to Bullseye before he saw it. A dark figure in the alley nearby staring at them. He stood and the figure pulled back and suddenly disappeared. Peter sniffed the air and grimaced; it smelled like rotten eggs, "...Let's hope that's not an omen." He looked at Cindy and nudged his head, "Come on, I memorized the license plate. Let's go kick some teeth in."

* * *

...Damn it.

Spider-Man sighed and took another sip of the of the cheap scotch he bought from the convenience store. Most of the people here couldn't speak a lick of English, but the language of booze and money was universal. The damn thing was swill; he'd tasted better from the cheap bootleggers back home. Still, it did its job, and at least he didn't stick out in this place. Apparently foreigners looking for cheap stuff came here all the damn time.

They'd just come back from the crime lord...was it an hour ago? He wasn't sure; the booze was making him kinda lightheaded, "Tch..." He took a long swig and let the bottle drop on the ground with a muted crack. Kat went back to the hotel. He didn't follow her; still too much tension between them and, surprise surprise, meeting a crime lord didn't do much to help that.

Kat gave him a rundown. Tyger Tiger, real name Jessán Hoan. From the way Kat told it she was one of the 'good' parasites, meaning she didn't deal in drugs or flesh, she tried her best to keep her men under control and she gave back to the community the most she could. A real Al Capone and Robin Hood, that one. What did it say about a place when someone like her was the best hope for some kind of change?

Not like it mattered. All she cared about was seeing Kat again. Apparently Tyger and Kat's old man were friends...and he had no idea if it meant they tried to sleep with, tried to kill, or did both to each other.

 _"Shadowcat, good to see you again. I see you've picked up a stray. Is this your new partner?"_

 _"You could say that-"_

 _"No, just someone I'm babysitting."_

He had to admit, it hurt. It was stupid. He was leaving in, what, a week? Maybe even less than that if Octavius actually pulled something out of his keister. So what if she was throwing a tantrum? Wasn't like it mattered in the end.

Least that's what he kept telling himself now that he'd run out of booze.

"Shit..." He kicked away the glass shards on the ground and trudged back to the hotel. Why did it bother him so much? He was never supposed to stay here. Hell, if he'd just pulled the trigger on Octavius instead of being a drama queen then he'd have never lost five years of his life...and he wouldn't have found out about WWII, though he considered that more a consolation prize for himself and something for the greater good. Still, he would've been back home, would've stayed to help take care of Robbie.

And he wouldn't have met Kat and Laura.

That made him stop. Kat probably would've been fine, but Laura...what would Kat have done if she found her in that facility? Would she really have just left her in the forest to fend for herself or thrown her to the 'mercy' of the spooks who'd use her as a weapon as soon as they found something to tempt her with? He didn't want to think about it, but it gnawed on him all the way back to the hotel.

He was so distracted he didn't hear them before the door was wide open.

The first thing he noticed was naked, sweaty flesh, which was quickly followed by a male and female voice groaning over one another. Spider-Man stopped, hand frozen on the doorknob, as Kat and Bullseye _fucked_ aggressively on her bed. There were a lot of things he felt right that second: disbelief that they didn't even lock the door, annoyance that they didn't bother to give advance warning, confusion on what the hell led up to it and...

Jealous. He felt goddamn jealous.

Bullseye was the first to notice him, "Oh, hey!" He gave a cheery wave, like he wasn't halfway inside a girl half his age, "Didn't think you'd be back so soon! You gonna just stand there or join in? I'm cool with either."

"...What?"

"Ignore him. He's a prick." Shadowcat grunted, "Hey, close the door! Don't need an audience for this!"

Spider-Man closed the door. He could still hear them, still hear Kat's moans as she demanded for him to go faster and harder. He swallowed in frustration and made his way to the next room. Moon and his brother were gone, so he helped himself to the bottles of water on their fridge, "Shit..." He downed them in one gulp and let a few drops reach his eyes.

He still heard them, "Fuck..." He turned on the telly and turned the volume as high as it could go. It helped, but not by much, "Damn it, shut up..." He got the last bottle of water and splashed his face in full. The cold water helped to stop the stiffness in his trousers.

They did stop eventually. A click came from the connecting door and he glared at the bald prick who walked in covered with a fluffy robe, "Man, she is wild! Arms are gonna be stinging for a while, though," He hissed and rubbed his shoulders.

"...What the hell were you two doing?"

"Uh...if you didn't get that talk yet then-"

"I know what-" He took a deep breath. The guy was an asshole, "You know what I mean. How'd you two..."

"What, riding the bucking horse?" He grinned. Spider-Man wanted to punch his head off, "Eh, we just got to talkin' and found out we actually have a lot in common. I'm surprised; even Pete usually doesn't get my jokes. Still, don't worry your stubble-y little head about it. It was one fuck, we ain't going steady or anything. I'm still holding out for a special someone."

Right, he almost forgot the guy was half fairy. Spider-Man stayed in the room for another half hour before he finally mustered enough effort to go to his. Kat was lying on the bed reading a magazine, her jacket and pants replaced by a tanktop and shorts that left large swathes of her arms and legs bare. Judging by the slight wetness in her hair she'd probably just taken a shower.

"...What the hell was that?"

"Hm?"

"You and that...psychopath."

"Crazy likes crazy, what can I say?" She grinned and shrugged her shoulders mockingly, "What's it matter to you anyway? I can do whatever the hell I want."

"I'd have preferred some advance warning..."

"Yeah, well, we all make impulsive decisions." She uncrossed her leg and set the magazine down, "...You look like you sucked in a lemon. What's the matter with you?"

"I...why are you even here?"

"What?"

"Why are you here? In Madripoor." He sat down at the other bed brought both hands through his hair in frustration, "This isn't about the money, you have more than enough of that. Why are you helping me?"

"Helping you? Wow, _someone's_ egotistical." Kat snorted and stood up to sit properly, "I told you before that Octavius guy had a bodyguard, right? Well, apparently it really is that bitch Kimura. I've waited a _long_ time to feed that cunt her own teeth and I figure this way I kill two assholes with one claw."

"So that's it? This is all just business?" He didn't know what he wanted her to say. It would've been easier if it was, but...

"Well...maybe not before." Her smile was surprisingly somber, "You know my contract with you ran out after Spider-Girlie killed Kasady and you got the info on Octavius? I could've kicked you out of my house right then...but I didn't. Guess I was already stuck on you." She brought hand through her hair, "...I wasn't lyin' when I said I liked you back then. Really did sting when you just pushed me off and left without a word."

"...Sorry."

"Too little too late for apologies, Spider-Man." Her smile faded, "I'll work together with you here and I won't even make fun, but the second we get back to New York I don't wanna see your face ever again. You hear me?"

"Yeah...I hear you."

Peter lay down on the bed and ignored every urge inside him to apologize. She'd given him an out and he would take it. This was the best way this could have ended.

He ignored the voice in his head telling him he felt something for her or the way she replaced Mary Jane in his dreams again.

* * *

 **Whoo, this arc was just full of teen angst and drama, wasn't it? Thankfully Bullseye was there to act as a breath of fresh air, even if Peter's a buzzkill and kicked him out so he could have a date with Cindy.**

 **Speaking of which, two things. Originally I planned to include a segment where Noir and Cindy ran into Nightcrawler and a group of underground mutant children, but at the advice of a friend I did actually clamp it down so we could gain some more focus. So yeah, Peter and Cindy dealing with that drive-by just happens off-screen and is more a character thing to show they're really not that different from Gwen despite their claims to professionalism.**

 **Another friend also suggested I put in a kiss/almost kiss scene between Peter and Cindy, but I vetoed that in the interest of not making Noir out to be a cheating scumbag; him letting Mary Jane kiss him during the Carnage arc was already iffy, we don't need this and to have Gwen be the put-upon girlfriend. So thankfully they stay the course of being platonic life partners and friends :)**

 **There was supposed to be a segment with Laura and Moon Knight talking about parenthood, but I'll either save that for next chapter or cut it out entirely. Depends on the word count.**

 **Questions:**

 **1\. I might have asked this question before, but...why do people like Bullseye? I mean i guess it's because psychopath characters have their niche, but it seems like people completely ignore his negative traits or act like he's somehow morally superior to Gwen or some of the other Ideal Heroes because he 'admits it'. I kinda meant for that excuse to be paper thin - his admittance in no way changes the fact that he's violent and unhinged and relishes in that and that it's a poor excuse for his continued behavior.**

 **He also does things like mock Gwen for not being in Times Square during the phosphorous bombing and even uses the recently dead as ammo, which Lana calls him out on. Despite this, at least if you just look at the comments, it seems like the audience sees Bullseye as a bro who can do no wrong and want to see more of him. It's flattering to an extent, but it does make me wonder somewhat about audience perception of him.**

 **2\. Next chapter I finally have the Lana and Frog-Man segment planned out - I was inspired by another fic that included characters playing D &D heroes edition and checking in-universe forums - but if you guys want to continue the Madripoor arc then say so. I personally suggest this since it's a bit of a break from the grimness, though. Pick your chapter of choice :)**

 **Review Answers:**

 **Red Rain 17 - Eh, spoiler, so I guess I'll keep quiet for now.**

 **ArkT - How can you not love the true hero of the story?! Shame on you! Shame! ...Alright, enough. As for the Avengers vs Defenders, I'd argue the former is still more stable. The former at least seem to be friends with one another, though strained by recent events. The Defenders are together out of loyalty to Noir and/or hatred against Murdock, nothing more.**

 **And yeah, this is basically a clone saga Scarlet story. Though, are you sure you binged? I swear you reviewed months ago.**

 **SwansMessYouUp - Looking forward your chapter review :)**

 **Titan616 - She basically went through Old Man Logan, Spider-Man: Reign, Days of Future Past and dozens of other dead worlds. So yeah, she's really hoping her PR stunts work to endear.**

 **CrimsonKnight700 - Gwen mentions not bugging about her enhanced lifespan in the chapter itself since she's barely 20. She can start angsting about that shit when her friends sans MJ start dying decades down the line.**

 **Dr. Sugarcakes - Don't worry, death definitely has meaning later *insert evil smiley emoji here***

 **KasugaRomio - Barely adults? That really only applies to Gwen (20) and maybe Kate (21). She-Hulk and Wasp are in their 30's, Cap is over a hundred and Cindy is 28. Ditto the Defenders since the only teenagers are Noir (18) and Lana (15).**

 **As for Gwen's immortality, she specifically states she won't bug on it since she's too young to do so. Probably when all her friends and family sans MJ are dead a century down the line. It's another reason she'd want Noir to take chi training - it'll enhance his lifespan as well**

 **Lanceman - I've read all the Noir and Gwen comics, secret wars, crossovers or what have you. I'm obsessive like that.**


	127. Never Split the Party

**So...lot of Spidey news. Nic Cage as Noir for Into the Spider-Verse, new Amazing Spidey run, Spider-Gwen ending, details for Spider-Geddon (Heroic Spider Norman!)...it's a very Spidery month this year.**

 **Speaking of, it's confirmed: Spider-Gwen is being rebranded as Ghost Spider and getting relaunched! :D Promos indicate she's staying in her verse and the cover has her finally looking cheerful and Superhero-y again, so hopefully we've left this dimensional angst bullshit behind. Spider-Gwen was more depressing than the Noir comics at times.** **Hopefully she stays in Earth-65!**

 **Also reading more Stephanie Brown solo comics to get some stuff for Gwen...and it's eerie just how similar Spider-Gwen is to her: Hooded, snarky blonde in a relationship with a more serious guy and somehow never breaks despite all the trauma that comes her way. Her new Spoiler costume even looks like a combo of Gwen's and Cindy's suits.**

 **Anyway, this is the next part of the Madripoor arc. I've been putting out a lot of filler so I thought it'd be nice to have some actual plot happen for now. Hopefully this gets more reviews ;)**

* * *

They'd walked right into a gang war.

"Down!" He slid into the low chunk of broken wall next to Cindy and grimaced. All around them he heard gunfire and screams. These people - _teenagers_ , he reminded himself grimly - were all killing each other, and he didn't even know why. They thought it'd be simple - trail the van and find out why those two bastards gunned down those kids. If things went well then they'd be back before the hour was done.

Past experiences should've taught him better.

Cindy tossed him one of her spare guns and scowled, "Any more bright ideas, Pete?!" She fired over them blindly and grimaced at the blood that trailed down her left shoulder. She took a hit earlier. Just a graze, but it'd still sting; he knew that from experience.

They should've just left. Gone invisible, swung away, anything. Instead they were still here, still wading into gunfire.

Doing anything else meant leaving those kids to die.

Peter peeked his head over the low cover. The kids were still there, trapped in the corner between the hails of bullets. He didn't know if the gang members even knew if they were there or they just plain didn't care. He counted half a dozen at least, the oldest looking maybe 12, if that. Made sense. This battleground of theirs was nothing more than a slum and anyone who couldn't leave on time would get caught in the crossfire.

"Fuck! God damn it!" Cindy ducked next to him and quickly reloaded the gun, "Pete, we gotta get those kids out of here now!"

"I'm open to ideas!" He took the magazine she offered and fired at the shooters aiming their way. It felt wrong, shooting at teenagers who looked barely old enough to be up this late, but he'd take it over being shot to death. Ideals were all well and good till you had a gun aimed at your head.

"I need you to distract them." She tossed him her gun. "I'll get the kids out, but I can't do it while getting shot at."

"So I'm the target again, huh?"

"It's your fault we're here, remember?" She gave him a strained grin.

"Yeah, yeah..." He really wished he brought his own pistols; Cindy's were unwieldy and hard to balance. Still, he had to admit the I.C.E.R rounds were useful. They hurt like a brick to the face, but at least you were still breathing afterwards. If these kids wanted to kill each other then they could do it themselves; they didn't need their help, "I'll go in and take out one side. You swing over once they concetrate fire on me."

"Yeah. Don't get yourself killed, huh?"

"Wasn't planning a repeat performance, Cin."

He gripped both guns firmly and charged towards the rightmost side. Eight of them, most of them focused on the other side of the mêlée à trois. Made it easy to gun half of them down before they realized he was there, "Fuck, there's the freak!" They took aim and he disappeared into wisps of smoke. That caused them to pause long enough for him to elbow the closest one in the face hard enough to break his nose.

Just because he felt guilty hurting kids didn't change that they'd already killed innocent people.

The next three fell easily enough. Peter ducked behind the cover as Cindy swung overhead, her entire body covered in a thick blanket of webbing to help blunt any stray bullets. He ran towards them, "Enemy of my enemy's still my enemy..." He went invisible again and shot two more of the half a dozen kids - thugs - who took aim at Cindy, "Hey, over here!"

He reappeared and kneed the next one in the jaw. Three left, "Picked the wrong night, kids," One more shot in the throat. He fell down like a sack of bricks. The other two were panicked now, their hands shaking and their faces lined with sweat. It reminded him just how young they were, "...Do me a favor, you put down your guns and I don't shoot you. Deal?"

No deal. The one to his left raised the guns, finger reaching for the trigger before it was even halfway up. The smell of rotten eggs and rushing air suddenly surrounded him, "Hold still, _mein freund!_ " Arms around his mid-section. Peter choked on the sulfur and resisted the urge to elbow the person behind him out if instinct. Spider-sense was quiet, so whoever they were they didn't mean him harm.

And then suddenly he was on the other side of the wide open space. The two thugs looked around in confusion before Cindy swung over and knocked them both to the ground with a harsh kick. She waved cheerily and started to take off the web blanket.

He turned around to catch a glimpse of his would-be savior and raised an eyebrow. The first thing that stuck out was the blue skin...actually, everything about him was blue. Blue skin, blue hair, blue pointed ears, and a blue tail - yes, he had a tail. The only things that weren't blue were his bright yellow eyes and the the dull fingernails on his three-limbed hands and feet. Apart from a tattered trenchcoat, rosary, shirt and pants he didn't wear anything that covered his features.

All in all, he was probably one of the least weirdest things Peter had ran into here.

"...Thanks." He could've evaded on his own, but it never hurt to be polite, "Name's Peter. Yours?" He stuck his hand out.

He blinked at the offered hand before his mouth suddenly parted in a wide grin, showing off his extra sharpened incisors, "Kurt Wagner." German accent, definitely. Wagner shook his hand enthusiastically. Peter expected a trick, but again his spider-sense was silent. They shook hands for a few more seconds until Wagner slowly let go, "...Sorry, I'm just not used to getting such a warm reception."

"You haven't met the right people then. Name's Cindy," Cindy cut in. The other Spider grinned and shook Wagner's hand, "Kids are safe...well, as safe as they can be in this place. I gave them some money, didn't know what else to do."

"You already did more than most would have done," Wagner said softly, "I'm sorry for just cutting in like this. I saw you both examining the body without looting it and I thought it might be worth investigating. I didn't think I'd run into New York heroes here."

"...Hope you can keep that a secret." At least until tomorrow night, then he could scream to the heavens, "Cin and I weren't supposed to be here, but we didn't think it'd be this bad..."

"Another day in Madrpoor, _ja?_ " His smile faded slightly, "Don't worry, I'll watch out for those kids. I visit this place sometimes. Not all of the children can accept one who looks like me, but others know that cruelty does not advertise itself on one's face." He looked at them both, "I won't ask your purpose for being here. My guess is you won't be staying long?"

"Yeah, just here for the sushi. We'll be outta here in a jiffy," Cindy quipped.

"A shame. This place could use heroes," Kurt laughed softly, "Well, thank you again." _For what_ , Peter wondered. If what he heard was right then nothing would change. Police didn't care if a bunch of kids shot each other here as long as they kept it down to the slums and dregs. These kids would be out the next night and doing the same thing all over again.

"...Wait," Peter said right before Wagner could disappear, "There's something familiar about you."

"You know many people with blue skin, _mein freund_ _?_ " Wagner asked, his grin returning.

"No, it's..." Something about him reminded Peter of the demons in Wall Street. Was he just that shallow? "It's nothing. Thanks for the help, Mr. Wagner."

"Please, it's Kurt! Mr. Wagner makes me sound so old!" He clapped his shoulder, "Good luck with whatever you both are doing here. Oh, Illyana and the others won't believe this!"

Peter just barely covered his nose to block out the sulfur. Guy really could use a bath, "...Well, that was something." He nudged his head and began walking back to the hotel. Cindy's injury wasn't bleeding any more and he wasn't worried about people staring. In this kind of place it'd be weirder if they _weren't_ banged up, "Guess New York's not the only place with freaks around here."

"Hm, I dunno, he looked kinda cute to me." Cindy hummed. Peter gave her a flat look, "What? I have weird tastes, so sue me! Have you seen my dating prospects lately? Kurt'd probably be an improvement."

"Too much information, Cin."

"Says the guy who was caught kissing Spider-Gwen on TV. Twice." Peter burrowed deeper into the scarf and said nothing. Stupid paparazzi. Didn't they have anything better to look at? "Anyway, we should get back to our room. We wasted way too much time here..." At least a couple of hours, most of which was spent in observation. Would've been better if they just beat them down then and there.

None of the hotel staff took note of the bloody tear in Cindy's jacket; just another unspoken rule in this shithole. Peter sighed as they both trudged towards the room. He just wanted to forget this day ever happened.

Spider-Man was waiting for them by the time they arrived. Peter raised an eyebrow and shut the door behind him after Cindy slipped past, "...Bit late to be up, isn't it?" Peter didn't need much sleep anymore, but he didn't know if the same applied to his 'big brother'.

"Where the hell were you?" Peter raised an eyebrow. Someone sounded ticked off. Cindy gave them both a wary look and said nothing.

"Just...out."

"Out, huh? How'd Moon get that cut?" She raised a hand to cover the already-healing wound, "...What the hell were you two doing?"

"Nothing, just..." Peter sighed. His brother was frustrated about something. Not them, but they were the easiest targets to lash out at, "There was a drive-by, couple of kids got hit and the two of us went to investigate. Walked right into a gang war and-"

"God damn it..." Spider-Man stood up from the bed and stomped over to him. Peter clenched his hands and resisted the urge to throw the first punch, "Do you not care about Octavius or are you just that stupid?"

"What the hell are you talking about?"

"Don't draw any attention, remember? Or did you forget that like everything else?" Spider-Man sneered, which Peter returned with his own scowl, "Maybe you don't care about getting Octavius-"

"Of course I care. Why else would I be here?"

"Maybe cause that noggin's filled with memories that don't belong to you?"

"Bringing that up again, huh?" Peter scoffed, though it didn't do much to hide his shaking hands and quickened breath. Being with him, seeing Spider-Man as he _should've_ been, was hard even now. It was a constant reminder that things were wrong, that he was nothing more than a patchwork Frankenstein, "We didn't draw attention to ourselves. The webs dissolve within the hour and those teenagers are gonna be too busy shooting each other to care about a couple of freaks wading in."

"You put this entire thing on jeapordy just so you could play hero." Spider-Man shoved a finger harshly against Peter's chest, "If you wanted to play pretend then you should've stayed in New York."

Peter batted his hand away, "What the hell's the matter with you? No one got caught and we saved innocent people."

"Stacy's getting into your head too much, kid."

"It's not her..." At least not all of it. He'd saved those kids for the same reason he'd spent months in this madhouse running from one problem to the next. Something drove him to do something about it. "I know you don't believe me, but I'm Spider-Man too! Uncle Ben said that we had a responsibility to remove those in power who couldn't be trusted! This mask has to mean something!"

"It doesn't! Not to _you!_ "

A heavy silence settled over the room. Peter wanted to do something - argue back, punch him, _something_ \- but he just stood there. A flash of guilt appeared on Spider-Man's face before it quickly disappeared. Neither of them said a word of apology or further condemnation. Spider-Man walked past him out the door. Peter didn't know where to and he didn't care; he didn't want to look at him right now.

"Pete-"

"We need to bandage up that arm of yours..."

It was a distraction, a pathetic one at that, and Cindy knew it. They looked each other in the eye, just daring one to call the other out. Cindy spoke first, "Yeah, sure, it's been stinging for a while now, actually." An obvious lie. Peter smiled; always trying to help, even now, "There's a first aid kid in the bathroom. Just need to disinfect and bandage it and it should heal on its own."

Peter grabbed the first aid kit while Cindy sat on the bed and rolled up the sleeve of her shirt. There was something calming about it, as messed up as it sounded. He was no stranger to self-administered first-aid, so it was nice not having to do it to himself, "Tell me if it hurts." She winced slightly when the the disinfectant swab touched her skin, "...Sorry for dragging you into this."

"Hey, another day for Spider-Man and Spinerette. Don't worry-"

"That's not what I meant." He unrolled the small bandage and wrapped it around her left shoulder, "You mentioned before that you considered me one of your closest friends. I feel the same, but...I haven't helped you nearly as much as you have. It makes me feel guilty..." She'd saved him how many times now? At least with Gwen and Lana he'd pulled his weight.

"Pete, seriously, don't worry about it." She squeezed his shoulder in turn, "I know I made jokes before, but I'm not actually keeping score, you know? If I want something then I'll hit you up. Till then don't bug over it, alright?"

"...Right." His mouth curled up in a faint smile, "Well, bandaging's done. Should be healed in about a day."

"And I don't even get a badass scar to prove it." She moved her arm experimentally, "Alright, we should go to sleep. I'm beat."

"Right..." He looked at the other bed. They'd agreed Laura would take it - either of them sharing with her ran the risk of getting clawed in their sleep. He didn't know why he had to deal with his brother's - _original's_ \- relationship fallout, but that was where they were, "You know, I could sleep on the floor-"

"Come on, Pete, we're both grown-ups here." She snorted and tapped the pillows, "Promise I won't tell Gwen. Trust me, I don't want Miss. Tentacle Porn after me."

"Ha..." He missed her, "Alright, let's hit the sack. Night, Cin."

"Night, Pete.

* * *

A safehouse in such a place? Odd.

Laura looked around the wide space warily. The stench of oil and metal in the air was pungent, "Hm..." She walked closer to one of the tables. The machinery dotted across the tables were familiar to her. Drones, explosives, guns...all things she'd been trained to counter if needed. She was meant to be an assassin, not a hitman. Precision was valued more than brute force.

"I wouldn't recommend touching those."

She looked back to the Moon Knight. It was his safehouse, or at least that was what he claimed. He had no reason to lie from what she could gather. He'd even invited her here after she caught him leaving the room he shared with the man who reeked of blood. He had an odd sense of pride in this place from what she could gather.

"Do not touch any of the machinery. I shouldn't be long."

She grunted and sat on the closest stool. She wanted to spend more time with Peter, but his issues with Shadowcat made it difficult. She understood why her predecessor was angry, but still... "Hgh..." She grunted and stepped off the seat. It was getting easier to no longer follow the commands of others. If the creator somehow managed to come back she liked to think that she wouldn't follow her orders either.

She liked not having to do what everyone else wanted.

"Why are you here?" The Moon Knight turned back to look at her, an eyebrow raised, silently urging her to continue, "I understand the reason everyone else is here, whether it is friendship or their own benefit. You, I do not understand."

"Worried for the elder Spider-Man?"

"Yes."

They looked at one another briefly before he suddenly broke out in laughter. Laura clenched her hands and glared up at him, "...I'm sorry, I'm just not used to such...honesty." He set the gadget he was holding down on the table, "Everyone is selfish, child, whether they admit it or not. There's always an ulterior motive, some selfish need in one's actions. Even yours."

"...You did not tell me your reason." She crossed her arms.

"Self-interest. Not in the Spider-Man you care for, but rather for the younger one. My...patron has told me he would be an aid in a mutual problem and I'm here to ensure that he survives this excursion." His hand twitched, so subtle that she almost didn't see it, "What about you, kid? Why play the stowaway? Is the big Spider that much of a great catch?"

Laura's eyes narrowed. Something...changed with him, "What happened to you?" she asked bluntly.

"Noticed that, huh? Most people just assume different." He chuckled, "Hmm...do you know DID? Disassociative Identity Disorder?" She shook her head. She wasn't trained in psychology, at least not that kind. Mostly it was focused on predicting how panicked targets would react, "Well, think of it like three people sharing the same headspace. There's Marc, who you talked to earlier. My name's Steven and there's another guy by the name of Jake. You don't wanna talk to him, trust me."

"...You are mentally ill?"

"I'm sure that's what the psychologists would use to describe all of us." He threw her an amused grin. She believed him on the change. Everything about him was different - different vocabulary, facial expressions, body language. It was either he was telling the truth or he was that good an actor, "Still, I am curious. Why so much love for the other Spidey?"

"He...saved me." Both he and Shadowcat did. The difference was Shadowcat didn't care for her, not like Peter did. He'd hurt her, but she understood why. He didn't condemn her past killings either. He understood, "...He is leaving when we find this Octavius. I don't want him to." She didn't know why she was telling him this. She didn't trust him. She didn't trust anyone but Peter.

"Daddy issues, huh?" She was about to protest before he interrupted, "Don't even try to deny it, kid. I've seen that enough times to know attached kid syndrome." His smile turned more somber, "Hey, I get it, you know? I mean, 'I' don't really get it, but 'I' do. Get me?" She stared up at him blankly, "Right, forget I'm talking to a seven year old. Alright, here's the gist of it: 'I'm' a daddy too."

"You or another one of those that share your mind?"

"Heh, now you're getting it!" His grin returned, "There was a woman and we were young...well, even you should know this." She didn't, but she let him continue regardless, "Yeah, well, she and Marc were drawn to each other. She was one of the few people who made him stop with the 'Vengeance of Khoshnu!' tripe for just a second. Slow down and smell the flowers, you know?"

"He loved her?"

"Oh yeah, head over heels. He'll deny it if you ask, but I know better. I'm him." He seemed to love making that joke a lot, she noted idly, "His little girl's about your age now. As for Marc and the would-be wifey...well, they're like little Spider-Man and Spider-Woman: it's complicated. Dunno how long they can keep putting it off; that girl's gonna be wondering where her daddy is and eventually that excuse ain't gonna fly."

"Fathers leave their children a lot..." She tried her best not to sound bitter. It didn't work.

"Daddy issues, like I said." The Moon Knight crossed his arms, "Hey, think of it from his view. He wasn't supposed to be here, neither of the Spider-Men were. Is it any wonder he wants to go back? Not all of us were raised as weapons with nothing to come back to." His eyes were almost predatory. She glared, "Guess you'll just have to convince him if you want him to stay. No offense, kiddo, but I don't like your chances."

"Hmph." She crossed her own arms, "What about you? Your daughter...do you plan to abandon her?"

"She's been doing just fine for the past ten years." He shrugged, "And you're preaching to the choir, kid. I've spent nights trying to convince Marc to drop in on the kid every now and then, but it's always 'Wrath of Khoshnu' this and 'Temptations of the Flesh' that. It's like talking to a brick wall with him." He sighed, "We're all just fucked in the head, huh?"

"Most of us only have one inside the mind..."

"Ha, you're joking! And here I thought no one here except Bullseye had a sense of humor." He shook his head, the smile still remaining, "Now, I gotta go bribe some minimum wage flunky for his uniform. Wanna come with? We can get ice cream afterwards, pretend we're not a couple of basket cases."

"...Yes. I want chocolate."

* * *

"God damn it..."

Spider-Man stuffed his hands into the pockets of his coat and stomped down the wet sidewalk. He was angry, but it wasn't at Kat or his brother, no matter how much he tried to convince himself otherwise. No, he understood why they did what they did, even if he wanted to use it as a reason to drag them through the mud. He couldn't hate them for being what they were, not any more than they could do the same for him.

No, he was mostly angry at himself. Why was he having second thoughts? Five years he spent under the Slant's 'care'. Five years of torture and humiliation that only the thoughts of revenge and returning home got him through. He got the first part done, so why the hesitation now that he was close to the second? Just because of a few weeks spent with Kat and Laura? Was he willing to abandon May and the others for that?

 _You don't even know if May's still alive,_ a traitorous voice at the back of his mind hissed, _Robbie's a vegetable and Mary Jane's moved on. Why dig up the corpse of the little boy they buried? Would they even recognize you? Or care?_

"God, shut up..." A guy walking next to him on the street gave him an odd look before a glare sent him packing. He was going nuts, that what it was. Going so insane that he couldn't even sleep in the same damn room as Kat without thinking about what else he wanted to do with her and how he could make her cry _harder_ compared to that bald prick.

Spider-God give him strength, he was making the same mistake he made with Felicia...

He sighed and wondered if getting some more hooch would be a good idea. Couldn't be any worse than going to sleep with a stiff di-

No way.

Spider-Man ducked into the closest alley and peeked through the corner. It was him, "Octavius..." A low, guttural growl escaped. He hated the Slant, but it was Octavius that was responsible for it all. He was the one who opened the portal, the one who started all this. If it wasn't for him being a depraved coward none of this would have happened.

The Nazi shitheel was still in his wheelchair. The labcoat and gloves were replaced by a fancy dark suit and a gold watch that looked far too fancy for him. Next to him stood a tall and muscular Japanese woman wearing some kind of weird leather outfit that left her arms bare, "Must be Kimura..." Shadowcat's 'mother', or at least the woman whose womb she came from.

Seeing the bastard with a smile on his face caused his blood to boil. The Nazis should've killed him when they had him; it would've been the perfect irony to end his bloody, shit-filled story. Instead he was here, shaking hands with mad scientists and putting on suits like a well-to-do man of the people.

"Where are they going?" They were stepping into a limousine. Spider-Man cursed and climbed to the roof of the building. Couldn't jack a car - it'd be too obvious. _This is a bad idea_ , the traitorous voice said again, _you should get the others._ He should've, but he didn't have time. If he could get Octavius now then they wouldn't have to go to that damn auction.

Following them was hard, especially after they went to the poorer side of town, but he managed. Spider-Man ducked low over the closest barrier and looked down at the slowing car. A warehouse at the docks, "Why here?" He put on his mask and waited for them to enter the large building. Going here, especially in such fancy digs, was just asking to get attacked. Fear of retaliation only did so much before hunger and desperation kicked in.

This was an all too familiar experience: a warehouse at the edge of the world, a finger on the trigger, the smell off garbage in the air...it almost made him feel like he was back home. He climbed to the roof and looked over the open gap down. It was just Octavius, Kimura and a couple of his bodyguards from 'Silk'. Could he take them all? He knew the woman was enhanced to fight Shadowcat and she was stronger than him in a straight fight.

"Why are we here, Kimura?" Octavius asked. Hearing his voice was like nails on a chalkboard, "We are missing our dinner reservations."

"Oh, I know. Just thought you'd want to see our guest."

She grabbed a large piece of concrete and tossed it up at him. Spider-Man's eyes widened as he fell, his body moving on instinct. Both hands grabbed at the railing briefly and he jumped, just barely missing the next chunk of concrete that destroyed the walkway.

Spider-Man landed on the ground with a roll. He took out his gun and fired, hitting one of the goons in the throat and the other right in his forehead, "What the?!" Octavius was surprised. Good. Spider-Man turned the revolver to the grinning woman's face and fired till the chamber was empty.

All the bullets bounced off.

She charged towards him. He dodged the overhead strike and grimaced when the concrete floor shattered under her fist, "What the hell?" He quickly reloaded the gun and fired again, this time aiming for her eye. Still no luck.

"If at once you don't succeed isn't gonna work here." She charged towards him again. Spider-Man jumped over her and webbed her down. She broke through it easily, "I know about you, junior. Working with Kitten? She must like you! Personally, I don't see what the appeal is." She tossed a sheet of metal at him. Spider-Man ducked under the blow and barely avoided the rising knee that went his way. He punched her.

Bad idea.

His fist cracked and he screamed, "Really?" She grinned and smacked in the face with the flat of her hand. Spider-Man flew through the air and impacted on the wall hard enough to damage it. He tasted blood. Hands pressed against the concrete to push himself up before a boot at his back forced him down. She pulled his mask off, "Got in over your head, huh? Happens to the best of us."

"Get off me..."

"Well, since you asked so nicely." Her boot left his back briefly before she kicked his side. Hard. He flew through the air and hit the wall again, "Any other requests?" she asked, giving him a sickly sweet smile.

"Go to hell..."

"Wait, Kimura." He heard the telltale sound of the wheelchair making its way to him. Spider-Man looked up, mouth and nose bloody, at Octavius' smug face, "That type of mask and those abilities...it seems you've returned to us, Mr. Parker."

"Seems so..." He spat in his face. Petty, but all too satisfying.

Octavius' lips curled in an ugly scowl, "You never die, do you? First that...copy of yours tries to murder me and now here you are, returned from the grave to...what, take some form of petty revenge?"

"Ha...get closer and I'll tell you."

"No, Mr. Parker, I believe I'll take my chances." He wheeled the chair back slightly. A part of the bastard was scared, even if he wouldn't admit it, "If I didn't despise you so much as a person I would've loved to examine just how it is you cheat death so."

"Keep dreaming." Spider-Man tried to reach out, but he barely managed more than twitch before Octavius' bodyguard stomped on his hand again.

"Who else is here? You couldn't have found me on your own," Octavius asked.

"Just me...what, you think I'll let anyone else beat your ugly mug in?" He smiled, teeth and lips coated in red. It was a poor lie, but neither of the two were quacks, last he checked. He thanked small fortunes that he'd left his phone behind in his haste; at least they couldn't search it, "'Sides, it was easy to find you. The Slant kept a lot of records that I nabbed when I escaped."

"He's lying." Spider-Man's heart stopped for a second before she continued, "He's been working with the little Kitten. I doubt she let him go here alone." She grabbed him by the neck and raised him up with disgusting ease, "Know what, Ock? You go on ahead to that dinner. I'm gonna play with the new guy for a while. Kitten's gonna be looking for her toy and I've dying to see her again."

"What? But you're supposed to guard me! What if there are others?"

"You have hands, don't you? Besides, you can just get more goons." She nudged her head to the rapidly cooling corpses, "Me? I'm gonna have some fun."

"I'll report you for this!"

"Go ahead." She shrugged and dragged him to the clump of chains on the ground. Spider-Man struggled and fought, but he only managed to hurt himself in the process. Without much fanfare she raised his arms, looped the chain around both wrists and pulled. Peter didn't scream, not even when his own weight dragged him down and his feet barely touched the ground.

"...Kill you."

"Oh, honey, if Kitten couldn't do it then I doubt you can." She touched his shoulder with a finger and _pushed_ through the skin, "Now, scream real loud so Kitten can hear you."

* * *

Webster was cold.

The symbiote ducked into a pipe and shivered as the rain beat against it. How long had it been since it left the roof? A day? More than that? Less? It didn't know. Time was odd. Back when it was at the hands of the Creator time held no meaning, not unless it was being used for experiments: five minutes of exposure to heat, time elapsed before organic matter was consumed...

With Gwen, time didn't matter either. Day or night, if someone needed help then she would be there, even if she sometimes complained. _You know, Webster, I really wish the Supervillains take the needs sleep cycle of a growing girl into account,_ she'd said before. A joke. Webster still wasn't used to those. The Creator didn't joke, not like Gwen did. The creator made fun of death.

Webster cried weakly and crawled up to avoid the water. It didn't know why it was here again. It gave up its 'life', if one could call it that, to keep Gwen - his Other - safe. Now...everything hurt, but it was here again, separated from Gwen. It still felt where the rest of it was, but she was far. It couldn't swing like Gwen and without enough biomass it could just barely crawl.

It'd been tempted to feed. Eat a stray dog, even a criminal, but it held it in. Gwen would never accept it. Never.

Hours passed an the rain slowed to a drizzle. Webster leaked through the pipe and landed on the dirty alley with a dull splat, its dark form illuminated by the moonlight. It couldn't swing, but it was close now. Gwen moved. Not to her home, somewhere else. Didn't know where, didn't matter. Just had to find her.

It waited till no one was walking the street and slithered to the opposite end. So close now, so close. Gwen would be happy to have Webster back, right? She cried for it when it disseminated. And even if she didn't, it just wanted to see her again.

The hour that passed felt like an eternity. It was tempted to bond with someone, however temporarily. The radiation in its blood was at a low enough level that a brief symbiosis wouldn't hurt them. It'd almost done so when he saw the one dressed in a frog - if only to accelerate his search - but it abstained. It wanted Gwen. She was his Other, no one else.

The rain had completely stopped by the time he mad it to his destination. The building across the road was brightly lit and the sounds made it shrink back in fear. It was weak without the rest of its biomass.

All the bright lights and sounds didn't matter once it saw her. Gwen stumbled out of the double doors, laughing and grinning. Her clothes reminded it of when she went 'clubbing' with her friends. She was holding onto a woman a decade her senior who shared a strong resemblance to her. The woman was also laughing, though it was less raucous than his Other.

"Oh my God, mom, that guy was flirting with you!" Their voices were faint. Webster shook. Mother? She said her mother was dead, and this one didn't look like the Jones woman who held her baby sibling.

"Come on, honey, he wasn't..." The woman pushed her playfully.

"Yeah, he totally was! He even gave you his number!" Gwen snorted and pulled her mother(?) into an embrace, "Hey, if _you_ need dating advice then don't be afraid to ask."

They laughed again. Webster looked around the alley and prepared to crawl towards her. She would recognize it, right? She would-

A sudden electric shock caused it to fall. It couldn't move, "I'm sorry about this, little one." That voice...it didn't recognize it. Webster struggled to move as an unfamiliar pair of hands scooped it up and put it in a clear container, "I know you must want to reunite with her, but now isn't the time. She'll need you later." Her voice was apologetic. It didn't care. She was taking it away from Gwen again.

It turned to move. The woman was unfamiliar. A dark red coat, red sunglasses and a full head of brown hair. Her mouth was curled in an apologetic smile, **"Let...me go..."** It hurt to talk. Everything hurt. Why was this woman taking it from Gwen?

"I'm sorry, Klyntar, but not yet. Not when you can save her life later."

She turned and started walking away. Panic gripped Webster and it futilely beat against the clear encasing. For a second it swore that Gwen looked and saw it, but another touch from the woman drew her attention away.

 **"Gwen..."**

* * *

 **Aright, _now_ is the perfect time to stop and go back to Frog-Man and Lana for shenigans :P I'm sure Spider-Man can survive his round of torture and Venom's gonna be just fine under Teresa's care ;) Speaking of which, Teresa's up to her old antics again. Some people can never change, huh? Guess she's due another punch in the face!**

 **Sadly, no Venomized Frog-Man despite Venom's hints to it. Oh well, it would've been too much epicness for this story.**

 **Anyway, this chapter was somewhat shorter than normal, but again that's what Comp Exams do to a guy. Hopefully enough stuff actually happened here to make the past filler chapters worth it.**

 **I also put in a hint for some of the mutant characters. Don't worry, they're more a Volume 2 issue for when the 50 States Initiative and the Age of Heroes really hits full force.**

 **Question:**

 **1\. Asked before, but is everyone cool with the lack of cross-antagonist interaction? Gwen not fighting Murdock is justified, not so much Peter not helping out against 65-Cindy, especially given that he negates Darkforce energy and can likely shoot her dead easy. I'm fine with it - story and genre conceit - but others seem to have issues.**

 **Review Answers:**

 **Brave2000 - Kill Spider-Man? What made you think that? Peter seems more likely to die.**

 **Titan616 - Hey, they're Spiders, it's what they do :P Anyway, yeah, Bullseye falls under the 'people love psychos' umbrella.**

 **Science Geek - I nerfed him to 1 ton exactly ala Spider-Man India. Although, he's currently stronger now due to the serum. Currently he can lift about 30 tons, though it has the expected drawbacks.**

 **Androidreader - Thanks :D Although I have to disagree on the plot not losing track; I've absolutely lost track!**

 **Nerdman300 - My thoughts? Well...(** **Noir: You're a bad man! And this thing, the Spider, he feeds on bad men and he's hungry! Right now, the only thing standing between you and the Spider is me and he's just...scraping at the door, _scraping at the doooooor!)_**

 **Dr. Sugarcakes: Wait, ended it like how? Also, Bullseye was actually supposed to sleep with Cindy in the original part, but I switched to Shadowcat since it actually had plot reasons. For a psychopath this guy gets a lot of action :P**

 **Yohart Meltz - He didn't really diss the mutants; he just said I lacked focus. And hey, at least Kurt showed up! And I also put in Moon Knight and Laura talking about their parental hang-ups.**


	128. 120 Chapters in the Making

**So...this chapter took a while. I'll admit to a lack of motivation due to this chapter being half fight scenes, so hopefully you guys like it. If not then at least the next chapter's fight scenes can be mostly glossed over in favor of the plot that happens.**

 **Anyway, this chapter, as the title indicates, is a _long_ time coming. Like, a 100 chapters late. For any readers who have been with me since the beginning...well, here's what I promised: Noir (two of them) getting to Octavius. Granted that matters more for one Noir than the other, but that's where we're at now. **

**The Venom trailer is giving me ideas for Mary Jane's future Carnage segments :P 'We will eat both your arms, and then both of your legs, and then we will eat your _face_ right off your head. You will be this armless, legless, faceless little thing, won't you? Rolling down the street like a turd. In the wind.' **

**Speaking of MJ, according to the canon she actually does go both ways, so vindication :P She's in a relationship with Glory by the end of the run according to the author. Can't copy that, but might be an interesting tidbit for later.**

 **Final warning: the chapter has poorly written, action movie level writing. Just stomach through it till we get to the end.**

 **Side Note - I've been thinking of writing a DC fic. I've been reading up on a lot of Batfam fics with a friend and he suggested I do something with Red Hood given how I wrote Noir as a discount Red Hood as of decent chapters. I have to admit I'm interested, especially since the Batfam has a bunch of strong personalities like Stephane Brown, Dick Grayson and Damian Wayne that it'd be fun to bounce interactions off of. Crossovers with the Superfam might also be interesting.**

* * *

Cindy awoke to arms wrapped snugly around her. Her first instinct was to elbow the hugging offender before she quickly remembered it wasn't Gobby she was sharing the bed with, "Mmmgh..." She raised her head up blearily and eyed the clock on the nearby desk. A few minutes past ten in the morning. The auction would start in about six hours if things went according to plan.

She let out a soft breath and snuggled deeper into the covers. She probably should've been more worried, and she would've been if she was fully awake. Going in with high heels in a den full of psychopaths, terrorists and CEO's? A bullet to the head would've been more merciful if she got caught. Having that Bullseye guy, Shadowcat and Moon Knight as half her backup really didn't do much to calm her nerves.

Oh well, at least Pete and Spider-Man would handle it better.

She was almost back to sleep before she heard it, "Gwen..." Peter scooted closer and her blood ran cold when she felt something bulge up against her ass. She'd been at this enough times to know exactly what it was.

 _'Abort! Danger! Retreat! Escape!'_ she screamed internally. Eyes wide and panicking, she tried to jump out of the bed, only to fall when the tangled blankets dragged her downwards and her head hit the cabinet.

Painful and embarrassing, but it got her away from Mr. Morning Wood, so she'd take it.

Peter was up immediately, one hand grabbing the pistol hidden underneath his pillow while the other pushed him up to a shaky sitting position, "...Cin?" He lowered the gun and looked down at her through tired, narrow eyes. She resisted the urge to give him the middle finger, like it was somehow her fault he couldn't go a day without thinking about Spider-Gwen. He and Gobby were way too similar in that regard.

"Yeah, I...tripped." She refrained from pointing out the obvious bulge in his trousers. No need to make this a double jerk of embarrassment.

"You...go ahead. I just need to wake myself up a bit more."

"Sure, if that's what you call it." At least Laura'd already left. Sighing, Cindy rubbed her head and turned on the shower. The warm water was a relief, even if she couldn't stop the slight beeping under her right ear as soon as the water hit, "Damn it..." She frowned and traced the skin under her right earlobe. A subdermal receiver, which was basically a Metal Gear codec - and she was the one lucky participant for its use. Unnoticeable to just about everyone, but for her enhanced senses it practically blared every time she took a bath.

She was going to pry this thing out as soon as the mission was done, damn Daisy's arguments on practicality and usefulness.

She changed into a new set of clothes just in time to see Peter change into his, " Come on." He put both arms through the sleeves and nudged his head, "Others are already gone. We're late."

"Fashionably so." She smirked.

Everyone sans Spider-Man was already at a table by the time they made their way down to the buffet. Bullseye and Shadowcat chatted about something meaningless while Moon Knight tried to spoonfeed Laura, which earned him a murderous glare that he paid no attention to. For a second it looked almost normal...till she saw the blood on Bullseye's shirt and Shadowcat's gloves.

 _'So much for that...'_

She picked up a plate and loaded it with a mountain of food, "Where's the other one?" she asked, sitting down next to Moon Knight. At least he was stable 2/3's of the time.

"Dunno." Shadowcat shrugged, "Didn't come back last night after your little pissing match. Guess you hurt his feelings."

"He'll be back. He wants that bastard as much as I do," Peter said. As expected, his plate was filled barely a quarter of theirs. Being a zombie had its perks/drawbacks, apparently, "Meeting's at six, right?" Keep things vague, Daisy told them, at least when they were in public areas. Discussing a kidnapping was expected behavior in Madripoor. They just had to make sure not to leave any details.

"Yup." Moon Knight pulled back the fork when Laura growled, his mouth quirked up in an amused smile, "We'll brief at 4 and make our way to the venue at 5, according to our mutual friends. I have the uniforms for Mr. Crest and myself. I assume you have your own attire, Ms. Moon?"

"Yeah, yeah..." That dress was apparently one of Gobby's. Or his mom's, at least. She really didn't want to think about that.

Time passed and Spider-Man still didn't return. All of them (sans Laura, who Shadowcat confined to their room) were in Bullseye and Moon Knight's room. The two owners passed the time casually, the former flipping a card between his fingers while the latter tapped something into his wrist gauntlet. Pete scowled down at his phone while Shadowcat went from tapping her foot to outright pacing as by the time the half hour mark hit.

"Alright, enough," Peter said, "It's 30 minutes past briefing and we're gonna be late. If Spider-Man's not coming then it's his loss."

"Something must've happened to him." Shadowcat scowled, "Trust me, I lived with that guy for weeks, he wouldn't pass this up if he had to drag himself by his fingertips. Something's wrong."

"Whatever it is, it can wait. We only get one shot at Octavius," Peter shot back.

"You act like that means anything to me." She scoffed, "No offense, Cloney, but I dunno you from Adam. I'm gonna go find him."

"Hey, we need-"

That was as far as Peter got before she phased through the floor out of sight. He looked blankly at the spot where she was and eventually let out a frustrated breath, "Great, now we lost both of them." He scowled and crossed his arms, "Damn it, we don't have time to wait for them."

"Ah, who needs em? We dealt with that Jack prick just fine without em." Bullseye grinned.

"Point...fine, let's just go. With any luck Cin'll bring Octavius right to us."

"No pressure, Pete," Cindy said.

Bullseye and Moon Knight stayed in the room to change while Cindy and Peter went back to their room, neither of them saying a word. Cindy picked up the backless red dress and frowned. She wasn't some ultra tomboy or anything, but this thing definitely wasn't for her. Looked more like something her mom would wear after she got an award for punctuality or something.

The scars also made it pretty damn unappealing to look at.

She'd joked about it before, but whatever her evil twin did left their mark. She knew she was lucky, that anyone else that'd been put through what she had would've been nothing more than a mass of scar tissue, but seeing it in the mirror every day was still a painful reminder.

She hesitated only briefly to start stripping out of her clothes. Peter faced away from her, hands poring through his duffel bag to take out his guns and the katana Teresa insisted he bring. Taking a deep breath, she took the new bra and put it on quickly. They'd seen each other at their worst back in her evil twin's mad science lab, she reminded herself bitterly. She made the bunker seem like a paradise.

Cindy managed to put on the stockings and shimmy into dress halfway by the time he turned around, "Hey, help me with this?" She raised the strips of cloth meant to be tied around the right at the middle of her back, "Not used to wearing this kind of thing."

"Sure." He stopped a few inches from her back and took the cloth from her hands. Cindy looked down at the floor and tried to ignore the fleeting touches that ran across the back of her neck. She felt...vulnerable, just letting someone help her like this. Back in the bunker she would've given anything to touch another person. Ten years with no one but old videos and her own reflection would've made anyone desperate. It was what made sleeping with Gobby almost enjoyable.

Her breath almost stopped when his hand traced across the scars across her back and arms, his touch soft and fleeting. It'd been a while since anyone touched her like this. With Osborn it was just sex, and there was never anything gentle or lingering about it. Peter's fingers glided across her arms and stopped at the largest scar across her back. That was when Moon tested her spinal durability.

She sighed and leaned into his touch. It'd been too long since she didn't have to feel on guard when someone touched her, so paranoid that something would happen that her first instinct would've been to smack the person away like her life depended on it.

"...I'm sorry."

"This again?" She smiled weakly and bopped his head without turning around, "I told you, you don't owe me anything. God, sometimes you have a worse martyr complex than Gwen. Not everything is your fault, Pete."

"It kinda is when I'm the reason you got captured...and I forgot about you for months." His voice had taken on a softer tone.

"Honestly, your brain's so scrambled that I'm just happy you even remember your name." She grabbed the heels and sat on the bed, "We still have some time before the auction starts. You could call Gwen."

"Gwen? Now?"

"Why not?" She shrugged and put on the heels on. Ugh, it was going to be a nightmare fighting in this thing, "Besides, it's obvious you're thinking about her." Granted she didn't want to explain _why_ it was so obvious. The last thing she wanted to think about was that.

"I...no, I don't want to get distracted." He shook his head, "We'll see her again soon."

"If you say so. Come on, help me put on the makeup to cover the scars."

He grabbed the kit from dresser and started applying concealer on her arms, "...You think Spider-Man's alright?"

"Should be, right? After he went off on us last night I doubt he went off to play a hero. I'm sure he's fine."

* * *

Spider-Man swallowed another mouthful of blood and blinked in a vain attempt to steady his vision. The sun was out...how many hours was he knocked out? "Ahh..." He looked up and shook his arms weakly. His limbs burned from the strain of holding up his body weight. The Slant bitch made sure the tips of his feet just barely touched the ground and that he couldn't curl in on himself to brace against the hits.

He coughed out another smattering of blood and looked around the warehouse. It was hard to see through his fading vision, but he definitely knew he was alone, "What...?" Spider-Man shook the chains again. His lungs burned with every breath he took and the aching in his limbs became more agonizing with every second that passed. It was like he was back in that butcher house again, counting the days as Moon cut him open like a pig.

"Come on..." He shook the chains again and grimaced. Some of his wounds had healed, crudely, but he still felt too weak, "Fuck..." He tried to pull down the chain and groaned weakly when a cut on his arm re-opened. The Slant bitch had fun with him last night. She was almost as bad as the other Slant, all smiles and laughs while she cut him up. She'd had a lot of practice on prolonging the inevitable, she'd said.

He didn't scream. At least he could say that.

The door at the end suddenly slammed open and Kimura walked inside, a manic grin on her face. His first instinct was to brace himself, but that was overtaken by shock when he saw what she was dragging along with her, "K-Kat...?"

"Kat? Oh, you gave her a nickname! That's cute!" A cuff was attached to her right arm, the other half clamped around Kat's left. The Slant kneeled down and raised her right hand, dragging Kat's limp body along with her, "What's wrong, Katherine? Nothing to say?" Kat mumbled something weak, blood and spit dribbling out of her mouth, "Oh, what's that? Couldn't hear you!"

"What did you do to her?!" He tried to reach out and strangle her. The chains held.

"Me? Oh, nothing, just snapped her neck," The Slant said casually, "You should've seen her when she caught your scent. I've never seen her so feral." She grabbed Kat's jaw and forced her gaze up. It was disturbing just how similar the two of them looked if you ignored the decades of difference, "I want you to look at him, Kat. I'm going to kill him and you're going to watch."

"N-No...nnn" He'd never heard her voice so weak. He never wanted to hear it like that again, "Don't...mmmph please. T-Take m-m-me back, do anything you say, leave him alone-"

"Oh, I _am_ going to take you back and you _are_ going do what I say, but he's dying." She stood and dragged Kat with her till she was standing right in front of him again, "But I'll let you choose." She stuck her pointer finger out and stopped it an inch from his eye. Spider-Man shivered, "What do you want, Katherine? Through the head? Or the chest? Eye or heart, choices, choices!"

"Stop..." Her voice had regaines some strength.

"Both? Oh, I heard both!"

Kat raised her free hand and tried to cut through the cuffs. The claws stopped, barely even grazing the surface, "The chains are vibranium, but you already knew that." The Slant kicked her in the face, hard enough that she dislodged a couple of teeth, "Honestly, I don't get why you even try!" She stomped her hard on Kat's neck, "I'm stronger than you! I'm faster than you! I'm _better_ than you!" Each declaration was punctuated with another stomp.

"Stop it!" Spider-Man screamed.

"Why do you care so much, huh?" The Slant turned her attention to him, "She's just a thing, something we use when we wanna get rid of someone. I'd have thought you'd be begging for me to let you go-"

That was as far as she got before the window above them shattered with a loud crash. The Slant barely had time to look up before Laura slashed her across the face as she landed, "What the-" She stepped back and received another two slashes across her stomach. The wounds were shallow. Far too shallow considering how hard Laura was slashing her.

The fight, if it could even be called that, didn't last long. Eventually the Slant managed to grab hold of Laura's neck and slammed her against the ground hard enough to leave noticeable cracks, "Haha..." She looked down at the stunned little girl, the blood across her face making her look even more deranged than before, "Alright, you little bitch, you got a few good hits in." She took Laura's neck in a vice grip, "...Hold on, you look familiar."

" _Ich werde dich töten!_ " Laura snarled.

A flash of recognition came and went. The Slant's face lit up with an amused grin, "Oh, wait, I know you! You're Kinney's latest project!" She stomped and broke Laura's left hand, forcing the limb to hang limply, "I heard Katherine killed Kinney, but I didn't think she took you with her." She turned back to Kat, "What's wrong? Getting sentimental? We're gonna have to break that when I take you back."

"Touch her and you die slow..." Kat glared up at her.

"You were going to kill me, weren't you? Hurry up, you bitch!" Spider-Man screamed. Anything to keep her attention off of her.

The Slant blinked and her grin widened, "Ohhh, I get it! Daddy, mommy and the little girl." She looked to each of them in turn, "I thought you would've learned your lesson after you failed with Logan, Katherine." She sighed melodramatically, "Alright, at least this gives me one more person." She knelt and pressed her knee against Laura's mid-section, "I'm gonna start with the chest. Ready?"

Hearing Laura scream...it was the stuff of nightmares. The Slant pushed her finger through Laura's chest. Blood pooled around the digit and Laura trashed and screamed, trying to push her off. Both Spider-Man and Kat tried to break through bindings again, "Oooh, that's gonna sting." The Slant jerked her thumb out and dragged it to Laura's eye, "I can do this all day, Katherine. Or you could kill her. Or try to, at least. Should be good practice to go back to the basics, right?"

The Slant jammed her thumb through Laura's left eye. Shadowcat let out a roar and summoned her claws. For a brief, painful moment Spider-Man thought that she'd actually kill Laura. Instead she raised her right hand and cut through her left wrist, just above where the cuffs lay.

The Slant didn't even get a chance to utter a word of surprise before Shadowcat tackled her away from Laura, slashing and kicking at anything within reach, "Laura...!" His first instinct was to take her and run. Laura stood up shakily and limped towards him. She grabbed his chest with her non-broken hand and whimpered. Healing factor or not, it was a miracle she could even stand.

"Help Shadowcat..."

She jumped and clawed through the chains before collapsing. Spider-Man fell, barely managing to stay on his hands and knees and spitting up another mouthful of blood. Ahead of him Kat was being pinned to the ground, the Slant's hands wrapped around her throat. Peter growled and charged her, uncaring of the flaring pain that ran up his body with every step.

He just had enough strength to tackle her against the wall and web her there. He punched her across the face as hard as he could and turned back to Kat, "Come on..." He pulled her up, "We have to go-"

"No!" She glared up at him, eyes hard, "She's never gonna stop chasing us! We have to end this now!"

"She's right about that!" Spider-Man looked back and grimaced when she pushed through the webs like they were wet paper, "Really, Katherine, what do you think you two can do? You couldn't stop me with Logan, what makes you think you and your boytoy can do any better?"

Shadowcat didn't answer and just charged her, hitting the Slant's face with her knee and smacking her across the jaw with a nearby pipe hard enough to bend the metal. Spider-Man followed suit, grabbing whatever was in reach and hitting her wherever Kat didn't.

She just laughed them off.

The Slant grabbed him and slammed him to the ground. He pulled his legs back and just barely avoided getting his pecker stomped. Spider-Man webbed her chest and dragged her down. He hit her in the face twice before Kat took over, kicking her towards the farthest wall to give them some breathing room.

Spider-Man webbed her down again and scrambled back while Kat followed, "It's not working..." He was pretty sure they were hurting themselves more than they were hurting her.

"She was built to contain the test subjects, no shit it's not working." She spat out some blood, "Never figured out how to take her down."

"She reminds me of those clowns we fought in the base..." Spider-Man watched her push through the web, eyes narrowed, "Suffocating them worked last time. Think she's the same?"

"I...I dunno, I never tried it."

"Can't hurt." He gave her a grim smile and she gave one back, pressing the still bleeding stump of her left hand close to her chest.

They both nodded at one another and charged her again. Kat ducked under the next blow and twisted till she was at the Slant's back, "Faster than me, huh?" Kat gave the Slant a bloody grin and clambered up her back, arms wrapped around her neck while her legs snaked across the length of her mid-section.

Spider-Man covered the Slant's face with large smattering of webbing. She reacted immediately, pulling the web out with a noticeable panic that allowed Kat a chance to choke her.

She pulled the web off and threw Kat towards him. Spider-Man caught her and she immediately flipped to the ground, "Annoying little bastards!" The Slant glared at them through bloodshot eyes, lacking any sense of the same confidence she had before. It was a good sign, "Oh, I'm going to _enjoy_ breaking you down again, 22! You and your fucked up little family!"

"Just try it, 'mom'."

The next kick Kat delivered moved the Slant to the right, closer to the edge of the warehouse that led to open water. It only took Spider-Man a second to realize what she was doing and he joined her, tackling the torturer's midsection and moving her even further to the edge, "This is pointless!" She tried to elbow him in the back. Spider-Man dodged back just in time for Kat to knee her in the face, "Don't you two idiots get it? You can't hurt me!"

"Sure about that?" Kat sneered.

The Slant was so enraged she didn't even notice the fall before it was too late. The older woman fell over the edge and Kat with her, the living weapon's remaining hand wrapped around her tormentor's neck. Spider-Man immediately jumped after them, the cold of the ocean water chilling him to his bones. Truthfully it was almost a relief from the warm coating of blood across his body.

He saw them immediately. The two of them struggled against one another, the Slant smacking Kat in the face, the water around them turning crimson from her wounds. Kat held on despite the hits and continued to push her down, stopping any attempts from the older women to swim upwards to safety.

Spider-Man kicked the Slant's face, the attack slow and sluggish. Fighting underwater was something he hoped he'd never have to do. He swam down and tangled the Slant's legs in a large net of webbing, attaching the other end to the nearby dock wall. His web wasn't unbreakable, but it was waterproof.

The Slant stopped attacking Shadowcat and focused her attention on trying to remove the webbing. Kat used it was a chance to retaliate while Spider-Man tangled up the Slant's arms and whatever else he could reach. It didn't matter how strong she was. The water slowed her down and she wasn't fast enough to punch through the webbing before he covered her up again.

Eventually her struggles slowed. The Slant's eyes widened and she tried desperately to swim upwards, ignoring Kat's grip and the web weighing her down. Kat kicked her in the neck. Maybe it didn't hurt, but it was enough to make her open her mouth, bubbles rising to the surface as the loss of breath finally became too much. She struggled one last time before her body went limp, her eyes still wide with shock.

Kat looked into her eyes till she was sure she was dead.

Spider-Man grabbed Kat's right arm and nudged his head. She gave him a quick nod and swam upwards, Spider-Man following after her quickly. His lungs were beginning to burn from the lack of oxygen.

Both of them took deep, gasping breaths as soon as they broke the surface. Despite the chill and her still-mending nose, Kat was smiling, "Haha..." Before he could do anything she grabbed the back of his head with her remaining hand and pulled him into a rough kiss. He didn't have the energy to push her off, even when he tasted blood on his tongue.

Eventually they separated. Spider-Man looked up and found Laura looking at them in annoyance and offering them a hand, which Kat took first. The two of them pulled him up and soon enough they were all collapsed on the floor of the warehouse, two of them dripping wet with polluted water while the third had blood caked around her freshly healed left eye.

They were all alive and Octavius' bodyguard wasn't, so he'd consider this a victory.

Kat laughed. And then she cried. And then both. Spider-Man grimaced and looked up at the ceiling. That was two of her tormentors he'd watched her kill. Laura gave her a sympathetic look and wiped the blood from her eye with the hem of her shirt.

"...You need to go," Kat said eventually. She sat up and offered him her phone, "Locator should still be on. Go find that Octavius prick. Laura and I'll get the boat so we can skedaddle."

"Thanks..." He took the sopping wet phone from her and stood up shakily, "...Hey, back there, when you said you would've gone back with that bitch if she left me alone...did you mean it?"

"...We're wasting time." She scoffed, "Hurry up and find that Octopus guy before you lose your chance."

* * *

Come into my parlor, said the spider to the fly. Cindy distinctly felt like the fly in this scenario, which she was sure Ezekiel would've found hilarious.

Cindy adjusted the crimson elbow gloves and and looked around the large venue. It was the fanciest of fancy parties: guys in suits, women in dresses, bodyguards who looked straight out of men in black, enough food to feed the entirety of Madripoor's slums and decorations that made Tony Stark look humble. It practically screamed 'you don't belong here' at her.

The auction proper hadn't started just yet, but she could already see products being wheeled onto the stage, _'Christ, S.H.I.E.L.D would blow a gasket if they saw this shit.'_ She eyed the imperfect replica of Captain America's shield and a container full of super serum vials. Probably had nasty side-effects, but since when did that ever stop anyone? Too many idiots who tried to rule the world.

She nursed her glass of wine and looked around the area. She recognized more than a few of them: the twincestous Nazi Strucker twins, the BDSM queen Emma Frost from the Hellfire Club, the creepazoid Arcade and about a dozen other people on the worldwide Most Wanted list, all of them surrounded by assorted bodyguards. Bullseye was right; Punisher would've exploded if he saw how many prime targets there were.

And of course there was Octavius, dressed to the gills in a thick, fancy coat and a watch that probably cost more than her entire yearly paycheck. He was sitting on a table alone surrounded by a dozen faceless S.I.L.K goons. According to the rules of the auction all of them should've been armed with nothing more than sidearms. The gun on her thigh holster, easily seen through the slits on the dress, suddenly felt heavier. Even without it she still had her powers, but she really didn't like the idea of being caught here (mostly) alone.

"You alright, Cin?" Peter voice asked through the implant.

"Mhm," she mumbled, moving a less populated spot, "Just wanna get out of here. Where you at?"

"Probably best you didn't know." Well, _that_ was reassuring, "Don't worry, anything happens I'll be there."

"Thanks..." She looked to the buffet tables and found both Bullseye and Moon Knight eagerly serving the guests, practiced smiles on their faces. Bullseye caught her gaze and winked, which was the opposite of reassuring, "Yeesh." She took a deep breath and set the glass down. Daisy's plan suggested they wait a half hour, let the auction get into the swing of things before trying to draw Ock out. At least that way there wouldn't be any risk of drawing any attention.

They were into the third item on the list - some kind of powersuit - by the time she made her move. _Be confident_ , she reminded herself. Her evil twin was a vicious bitch with an ego to match.

"Otto."

The diminutive mad scientist looked up at her, his irritation at being interrupted quickly shifting to surprise when he saw her face, "M-Ms. Moon?" He straightened himself up on his wheelchair and she rolled her eyes. It was in-character, at least, "Wh-What are you doing here? I thought-"

"That I got caught? Please." She scoffed, "LMD's, duh. You really think I'd be stupid enough to let myself get caught out like that? You know what, don't answer that, I already know your answer."

"I-I didn't mean to cause offense-"

"Yeah, well, you did." Was it wrong that she was kinda enjoying this? Nah, he was a Nazi. It was cool, "Look, I don't have time for your babbling. I need your expertise, rudimentary and crude as it may be, for a personal project. Come on."

"Now? But the auction-"

"This isn't a request, Otto." She crossed her arms and glared down at him. He practically shrunk back at that, "Now if you wanna keep your position in our organization you're going to follow along and not ask any stupid questions. Is that clear?"

"But I-"

His weak rebuttal was cut off when a sudden firm hand grabbed her shoulder. She was ready to punch their lights out before she saw the face that greeted her, "Hey there, 'boss'." Jessie Drew said, lips curled in a predatory smirk, "Didn't think you were joining us."

"I...I don't need your permission for anything, Drew," she shot back weakly.

"Really? Huh..." His grip on her shoulder tightened. _He knew_ , the back of her mind screamed. He knew, "See, I think you do, _sestra._ " He flashed more teeth, "Why don't we have a talk, huh? Let Mr. Octavius have his fun. The men are dying to see you again."

"Wait, what is going on?!" Octavius said, "This is-"

"Mr. Octavius, I suggest you leave this place for your own safety. We'll debrief you when I finish up."

He dragged her away, taking half of Octavius' group with him. She was almost tempted to fight him off and grab Octavius then and there, but she held herself in. Too risky with nothing to blanket her actions. She let Drew grab the gun from her pocket and drag her into a smaller side-room. Cindy looked to Bullseye and Moon Knight and mouthed the code phrase. She could only hope they caught it and relayed it to Pete.

She'd have to do this alone.

"Keep your hands where I can see em, Cin." Cin...like they were friends. He was so friendly to her those first few weeks. Part of the charade or did he really think she was someone he could treat like a buddy as long as she stayed dumb? "I dunno if you're alone or not, but it's not gonna help." Half a dozen goons surrounded her, each of them sporting guns strong enough to damage even her, "You know how this goes. Boss lady wants you back. She misses you."

"Needs another plaything, huh?" She sneered.

"Hey, you were the one who got it into your head to play hero." He shrugged without a care, "Actions have consequences, Cin. Thought that'd be obvious."

"That goes both ways."

She expected a lot of things - the lights going out, someone picking a fight, maybe someone getting pantsed on stage - but a full-on explosion wasn't part of it. Not letting it distract her, Cindy punched the closest stooge in front of her and grabbed the pistol from his hands. Non-lethal wasn't an option when it came to these assholes.

Two shots, both through the closest bastard's head and neck. The bullets cut a large hole through his head and left him in a bloody heap on the floor.

Cindy dodged the bioelectric blast Drew sent her way, "Shit!" She ignored the smell of burning cloth and skin that wafted up her nostrils and kicked away the next goon who tried to shoot her. Good part about being alone; meant she didn't have to worry about friendly fire.

She flipped over another agent and kicked him towards his friends, shucking off the heels as quickly as she could. She didn't care what James Bond said, it was a pain in the foot and not at all practical.

One of them grabbed her. Cindy slammed him against the wall turned around, using his body to block Drew's next shot, "Damn it!" Drew screamed, though whether it was because he'd just killed one of his own men or missed her she didn't know. She threw the burnt body at him and used the distraction as a chance take back the gun he took. It packed just as much a punch as theirs.

She shot Drew through the chest three times by the time her spider-sense blared again. Cindy punched the next gunman and used him as a human shield, 'Three left'. She managed to shoot one of them through the shoulder before they perforated their buddy. His body didn't completely stop the bullet, but it was enough to make the impacts non-lethal.

Cindy tossed the dead body away and smacked the next one in the neck with the gun before he could reload. She slammed his head hard on the ground, his skull cracking from the impact, and shot another goon through the gut.

She rolled out of the way of the last guy's shot and kicked the gun from his hand. The guy screamed, holding onto his broken hand. Cindy kicked him down into the ground and shot him in the head.

Just her and Drew now.

"Looks like someone's picked up some new tricks." Drew aimed a punch to her face. Cindy blocked the blow and tried to shoot him in the chest again. He dodged to the side and grabbed her outstretched arm, "Never bring a gun to a fistfight, rookie."

The blow to her hand made her drop the pistol. Cindy bit her tongue to keep from screaming and kicked Drew's legs, knocking him to the ground. He dodged her next punch, leaving her fist to break the tiles.

He kicked her away and shot another blast at her. Cindy let out a large stream of webbing and cringed when an explosion went off inches from her face. Drew was on her immediately, kneeing her in the face hard enough to make her nose bleed, "Could've made this simple, Cin." Three more blows. She blocked the first two while the third slipped past and hit her in the neck.

Her eyes teared up and she was forced to her knees. She barely dodged the stomp aimed for her head and hit him in gut. She couldn't take him in straight fight, she knew that. They were as strong as each other, but Drew had years to practice against people who actually aimed to kill him rather than humiliate in the sparring mat. It was one reason Daisy insisted on the gunplay - at least then she'd have something for the people she couldn't overpower or outspeed.

She grabbed for the gun, her fingers inches from the handle before Drew grabbed her hair and dragged her back. Maybe he would've made another offer of surrender, maybe he would've just snapped her neck; either way she didn't give him a chance to do anything.

She hardened the webs at the tip of her fingers into makeshift claws and cut through her hair. Drew stumbled back, however slightly, and she scrambled towards the gun.

The next two shots went through his knees. Drew screamed and fell, somehow managing to fall on his knees despite the gaping holes through his kneecaps. Cindy stood and aimed the gun at his face.

He would surrender, she knew that. Drew was an opportunist, someone who looked out for his own life over his boss'; something he justified with the age-old excuse of having a family and his atrocities being nothing more than a job. Assuming S.H.I.E.L.D could actually stop their prisons from being compromised he'd take the jail sentence.

"I give u-"

He barely held up his hands before a bullet went through his right eye and the back of his skull. Down the line she'd justify it a lot of ways - impracticality of transport, not being sure if the surrender was genuine or not, adrenaline pumping through her system - but they weren't the real reasons, not really. Drew didn't give her a chance when she'd tried to escape all those months ago, why should she?

Cindy let out a frustrated breath and sheathed the gun, ignoring the screams and explosions from outside. She had to find Pete and the others.

* * *

This was a disaster.

Peter scowled and weaved between the two trucks on the road on his bike. Octavius had a headstart, but he wasn't going to let him get away. This was a long time coming, "Bullseye, where are you?" Thanfully the phone hadn't broken just yet.

"Next block over. Stole one of their vans." The cheer in his voice was blatant, "Man, the last visit to Madripoor wasn't close to this fun!"

"Focus!" He turned to the right and avoided the roadblock. The Madripoor 'police' were out in full force, at least those who were in the pockets of the ones from the auction, "Moon Knight, you keeping up with him?"

"I've tagged his vehicle. Look into your phone."

"Have to keep my eyes on the road here!"

He shot the driver of the squad car aiming for him. He would've been lying if he said he didn't feel guilty watching them crash into a nearby parked van. He knew they weren't really police, that they were just thugs in uniform for anyone who wanted some killing done, but the badges and uniforms were close enough to make him uncomfortable. He'd probably have some confessing to do when this was done.

"Spider-Man, turn left at the next intersection. Your and Bullseye's path will converge and he needs your aid," Moon Knight said.

"What? I'm doing just fine!" Bullseye shouted.

"Got it." Peter followed Moon Knight's instruction and sighed in frustration when he saw Bullseye's van being chased by an almost literal wave of of squad cars, bikes and even a single helicopter, "What the hell did you do?"

"Nothing! I just have one of those faces!" Bullseye said.

"Of course you do..." Peter sighed again. It was his fault things were so bad. The original plan was to stage a blackout and nab Octavius, but somewhere along the way Bullseye mistook 'plant an EMP into the power grid' with 'blow up the entire power grid and most of the venue the second things go south'. He was 'lucky' enough that Octavius managed to escape. At least Cindy was out of the room.

"Ah, come on, don't be such a sourpuss! We probably cut the international terrorist list by, like, half! This is a good thing!"

"We weren't there to play crusading avenger, Bullseye. Now shut up and let me focus."

He waited till he was close enough before he jumped, gripping the edge of the small, poorly designed flatbed truck. Whoever funded the 'cops' in this place needed a raise, One of the 'cops' turned to him, "Hey, what the-" Peter grabbed his head and slammed it to the barrier before letting him drop to the ground. He'd keep breathing, assuming no one ran him over.

Peter scrambled on top and of the flatbed and shot the next guard through his faceplate. Peter picked up his dropped rifle and took out the next two vans coming up to his right, "Nice shot!" Bullseye cheered. Peter ignored him and looked for the closest vehicle. He'd have to time the next jump just right.

The next car, a jeep this time, got closer. Peter climbed on top of the truck's head. The driver was catching on that something was wrong and slowed the vehicle down. Peter webbed a grenade to the front window and jumped for the jeep.

The truck exploded just as he landed on the jeep. Peter smacked away the gun the 'cop' in the passenger seat aimed at him and booted him from the car, "Sorry about this," he said, his voice muffled by the motorcycle helmet. He kicked the driver to the road and took the wheel. He couldn't drive cars nearly as well as he could bikes, but there was that saying about Rome.

They turned to an abandoned road that gave them a generous view of the ocean, "Octavius is making his way to the docks. My guess is he's going to use a ship to leave the country," Moon Knight said.

"Not happening." He rammed one of the bikes off the road and grimaced at the blood and dirt. The phone rang, "Hello?"

"Pete, you alright?" Cindy asked. He heard screams and struggles behind her.

"Still breathing. You?"

"I'm stuck." The sound of something snapping echoed through before she spoke next, "The place is a mess. Everyone thinks everyone else planted those bombs and now they're trying to escape, kill each other, steal the auction stuff or all three."

"You can thank Bullseye for that..."

"Figures. Daisy's gonna be pissed. Good luck, I'll try to catch up."

The call terminated just in time for him to catch the (thankfully not moon shaped) drone zoom overhead. It shot a blast at the helicopter and the offending vehicle exploded, the sound almost deafening him even through the helmet. The rest of the vehicles in the caravan fared no better. Peter did his best to ignore the burning husks and the sounds of screeching metal when the missiles hit.

"Ha, man, if only the entire team was here! This is great!"

"I'm gonna strangle you if we both make it through this, Bullseye!"

"Promises, promises!"

They were close to the docks now. Peter saw Octavius' vehicle. Armored van with bulletproof windowws. Apparently Moon paid better, "I'll try to determine which ship they'll go to," Moon Knight said.

"No rush here!" Bullseye leaned out of the window and flicked what looked like a coin at the last motorcycle pursuers helmet. He threw Peter a thumbs up, "Man, we are _never_ gonna be allowed back here! Shame, I liked the su- shit!"

Peter's spider-sense _screamed_. Moon Knight's drone suddenly shot a missile at Bullseye. The vehicle managed to avoid a direct hit and swerved to the side, falling down to the water below. Peter was 'lucky' - the missile impacted behind him so he avoided a dip in the sewage. Instead the car flipped forward and, after a painful, dizzying moment, he was left trapped underneath the overturned vehicle.

"...ear me? Repe...ca...me?"

"...What?" Peter opened his eyes and coughed, removing the helmet in a rush. He tasted blood.

"I said, can you hear me?" Moon Knight asked. The phone was next to his head, cracked and covered in blood but still somehow functioning.

"Yeah...what the hell happened?" Moon Knight wouldn't turn on them now. Nothing to gain from it.

"The drone has been hacked. My fault entirely, I assumed the countermeasures in place would've been enough to defend against intruders. I made it self-destruct, it should no longer provide an issue."

He wasn't lying about that, at least, "Where are you?" The vehicle was burning. Peter grabbed whatever he could and dragged himself to the door, ignoring the jolts of pain that came from the movement. He gave himself a couple of minutes, if that, before the flames reached him. Whatever was out there was better than this. He'd taking getting shot over burning to death.

"Scrambling the police trackers. You should be safe for a while."

"I'm still alive, by the way," Bullseye suddenly said. It was more a relief than Peter wanted to admit, "Probably gotta get myself tested considering how many corpses are dumped down here, but least I'm still breathing."

"I'm going after Octavius." He shut the phone off and grimaced when he heard voices from the outside.

"No chance he survived that." A muffled voice said.

"Why chance it? We'll get more if we bring back a body."

From the boots and pants alone he could tell they weren't 'police'. More of Moon's cronies? Peter grasped his gun, took a deep breath and opened the door just in time to see them cock their guns. They barely managed out surprised curses before he gunned them down, pulling the trigger till nothing but clicks greeted him.

"Shit..." Out of ammo. He dropped the gun and crawled his way out with nothing but the katana on his back left. He grimaced and vomited out a small wave of blood. He was starting to regret not having Gwen here. She would've made this look easy.

He couldn't do this on his own...

Peter managed a shaky stand and glared at the armored van that backed up to face him. It didn't take a genius to know it was going to run him over, "Come on..." He grabbed the hood of the burning car with one hand, a painful heat rushing up his arm.

The Lizard growled and tossed the burning wreckage at the speeding car. It didn't stop it, but that hardly mattered. He tackled the front of the car and the reinforced metal broke and twisted, "Out!" He pried the door open and grabbed the dazed and injured driver. The man - _prey_ \- begged, but he ignored him.

The first hit knocked out most of his teeth. The second and third just made it so he couldn't talk anymore. The blast of a laser burned his shoulder and made him drop his prey. Another one of the meatsacks coming to his defense. The Lizard charged towards him and slammed him against the surface of the car. His body crashed through the reinforced glass, leaving a trail of blood in its wake.

More. He had to find more-

"Octavius is getting away."

He turned to the source of the voice and grabbed it. Spider-Man - original, copy, prey - glared at him. He was injured, dried blood and gashes through his torn shirt. It should've been a tempting sight, something new to tear apart, but instead it was like a bucket of cold water.

"...Spider-Man." Peter pushed him away, his voice slowly returning to normal, "How did you find me?"

"Tracker still works. Come on, let's finish this."

Octavius only had four men left with him by the time they corned him on the nearby dock office. Between the two of them they were disposed of easily enough and soon enough they it was just the three of them. Peter had to admit, after everything he expected... _more_ from being face to face with him. Was it just more proof that he wasn't what he wanted to be?

"Back off, you cretins!" Octavius spat, pulling his wheelchair back, "I will not be killed for your amusement!"

"Killing you'd be too easy for you, Doc." Spider-Man snarled, "First, you're going to fix this."

His spider-sense was the only warning for what came next. Octavius stood from his chair - not from his legs, something else. Octavius' expression morphed into a sneer as he suddenly stood tall over them, four metallic tentacles keeping him aloft.

"...Applesauce," Spider-Man muttered.

They both jumped to avoid the two tentacles that slammed down, "Did you think I wouldn't take precautions after you attacked me last night?!" Spider-Man dodged one tentacle, only for another to bat him against the wall, "I'm no fool, Spider-Man! You overplayed your hand!"

"So much for being careful, brother..." Peter jumped and aimed a punch at the back of the bastard's head. Octavius suddenly dropped and another tentacle grabbed Peter by the back and smashed him to the ground hard enough to crack it.

Spider-Man eventually fell too, no doubt helped by the numerous injuries he sported, "You mistook my aversion to conflict as cowardice. That was your first mistake, Spider-Man. You and this...copy are no more than brutes." The tentacle grabbed Peter by the neck and raised him up, Spider-Man joining him soon after. His vision was fading, "All the gifts you've been given, blessings that millions would give anything for, and you use it as nothing more than a tool for violence. A waste!"

"Shut...up."

Peter grabbed the blade from his back and swung. It was a desperate gesture, a last bit of resistance against the smug bastard's lectures. Instead the blade embedded itself in the metal and Octavius screamed. Peter tightened his grip on the blade and slashed downwards again till the blade cut clean through.

He landed on the ground and slashed through the next tentacle keeping Octavius standing. The tentacle that held Spider-Man up let him go help keep the 'good doctor' balanced, "Thanks..." Spider-Man nodded at him and tried to attack Octavius again. The crippled German stepped back, tentacles alternating between retreating and defending him from the older Spider's blows.

Peter used it as a chance to come up to his back again. Instead of aiming for Octavius' head he tilted the blade, stabbed it through the miniature space between the harness and Octavius' back, and _pulled_.

The blade snapped, but was a small price to pay. The harness loosened just enough for him to jam his hands through the space, Octavius falling to the ground as he did. The remaining two tentacles tried to reach for him and Spider-Man webbed them down, "Hurry up, Parker!" Peter grit his teeth and put all his strength into pulling. Whatever Ock did to attach the damn thing was strong.

The harness eventually came loose. Octavius screamed until Spider-Man kicked him in the face and kocked him out. Peter looked at the bits of blood on the girdle-like thing and tossed it away with a grimace. He stepped off and watched Spider-Man web Octavius down in a cocoon. Probably more for his benefit than theirs.

And just like that, Peter realized it was over. Months of searching, months of Octavius being some long, far-off goal to keep him sane, and now he was here. Peter looked down at the unconscious butcher's face and laughed, "We did it." Spider-Man looked at him worriedly, "We did it, " Peter repeated, "Octavius...we finally got him." He continued to laugh, louder and louder like a madman.

Spider-Man's look of worry lingered for a while until his face broke into a smile, joining his brother in the raucous laughter. Peter didn't know how long the two of them just stayed there laughing.

It was over...now he just had the devil to deal with.

* * *

 **And there we go, after 120 chapters we _finally_ finish the Octavius plotline. Moon Knight and Laura didn't do much, but I think they did enough given their specialties and whatnot. Bullseye also doesn't get much action scenes, but his effect on the chapter is apparent. Pro tip for next time: don't bring the unstable psychopath on a low-visibility mission. He tends to make things worse than the unashamed Superhero (Gwen).**

 **I apologize for some of the segments, but it's over now and we can move past it. Next chapter is definitely going to be the Frog-Man/Lana chapter, cause we need something light before shit hits the fan and we get depressing.**

 **Question:**

 **1\. Just a curiosity thing. So...do Noir and Gwen seem like they're good a good boyfriend/girlfriend? Some writers club buddies read the Date chapter and they argued that, relationship issues aside, some of them considered Gwen as a bad girlfriend/Noir as a bad boyfriend. A few others argued that they're good boyfriend/girlfriend material, just not to each other. Kate was used as an example for Gwen probably being a better partner for.**

 **I dunno, it just made me curious since, outside of their relationship with each other, I didn't really considering how they stand as a boyfriend/girlfriend on their own. What do you guys think?**

 **Review Answers:**

 **Red Rain17 - Pixar has had some memorable antagonists, though. Sure, some of them like Chick from Cars was bad, but Randall from Monsters Inc or Sid/Lotso from Toy Story were pretty damn memorable.**

 **KasugaRomio - You were right, now's the perfect time :D**

 **Dr. Sugarcakes - The mutants don't play too much a role, mostly cause I don't read too much X-Men and because I want to preserve the theme that powers are _rare,_ so they don't appear too much and/or 95% have shitty, almost useless powers.**

 **Esquire-Man - Karma enough for you? ;)**

 **Krolikson - Gwen's trying to be a more low-key hero. Her friends suggest they go on a tour and she helps people town to town, like a 'friendly neighborhood ghost', presumably changing her name to Ghost-Spider in reference to this.**

 **Cyclopz - Same as Dr. Sugarcakes above, mutants are still a rarity. I just happen to like certain characters like Nightcrawler and Colossus.**

 **emaN - You tell me, did I deliver? I have my doubts.**

 **henchman213 - Ask and ye shall receive.**

 **titan616 - I paired them together precisely cause they have nothing in common :P I think it worked out pretty well. Maybe Moonie can adopt her? It takes one deadbeat dad to know another, after all.**

 **Guest - Is it the finale we deserve? :D**


	129. Marvels and Metropolises

**Lana filler chapter...and I do mean _filler_ chapter - nothing much really happens here. But I figured I should put this out here because the next chapters of the story get pretty damn dark. And I mean 'readers might leave the story' levels of dark. If you've read and/or watched Daredevil then you're gonna get a good idea of how badly things go.**

 **So for now I thought this would be a good thing to go for before things get too bad. The mood shifts pretty heavily across the three segments, so prepare for some whiplash.**

 **Oh, and since the second segments deals with Superhero D &D, I figured it'd be fun to write down the moralities of the characters. Argue against them if you disagree :)**

 **Avengers:**

 **\- Spider-Woman/Gwen Stacy: Lawful Good. Neutral Good at the beginning of the story, but shifted to Lawful due to later events. Focuses more on Good over Law, however, and her relationship with Peter is very Chaotic.  
\- Captain America/Samantha Wilson: Lawful Good. Truth, Justice and the American Way. Possibly Lawful Neutral dependent on how one views her manipulations and deliberately keeping Carnage a secret for the perceived greater good.  
\- Spinerette/Cindy Moon: Neutral Good. Has no leaning towards anything and generally just follows actions if she believes it helps innocent people and those she cares about.  
\- Kate Bishop - Chaotic Good. Chafes against authority and does what she believes is right, regardless of how many toes she steps on.  
\- She-Hulk/Jennifer Walters: Lawful Good. Former lawyer and current pro wrestler/charity magnate, she focuses most on trying to lessen the sociological factors that lead to crime rather than fighting thugs and villains.  
\- Wasp/Janet van Dyne - Lawful Good. Prefers to focus on scientific advancement and working within the law, but not to the same extent as Cap and She-Hulk. Relations with Moon Knight arguably bump her down to Neutral Good. **

**Defenders:**

 **\- 65-Noir/Peter Parker: Chaotic Good. Arguably Neutral Good at the beginning to the story. Shifts to Chaotic by the Sin Eater timeskip and due to his choice of allies.  
\- Bullseye/Lester Crest: Chaotic Neutral. Has good intentions, but his psychosis and sadism can compromise him. Arguably Chaotic Evil if you ascribe to a similar viewpoint to Gwen.  
** **\- Striker/Lana Baumgartner: Chaotic Good. Generally good and chooses to be a hero of her own volition, but dislikes taking orders and perceives the law and many aspects of it innately corrupt due to her experiences.**  
 **\- Black Cat/Felicia Hardy: Chaotic Neutral. Generally self-centered and thieving, but not enough to be considered Evil. Capable of selflessness, as shown with Mary Jane and the Jack arc.**  
 **\- Moon Knight/Marc Spector: Lawful Good. Follows the orders of Khoshnu above all else, but restrains the induced bloodlust through sheer force of will. Lawful Neutral when unable to resist Khoshnu's more questionable orders.**  
 **\- Punisher/Frank Castle: Lawful Neutral. Follows his own code, even when he himself might disagree with it, and seems incapable of compromising in his beliefs. Arguably Lawful Evil if you don't perceive his cause as justified.**

 **Independents:**

 **\- Jessica Jones: True Neutral. Doesn't really care about being a hero, but doesn't want to become a villain either.  
\- Harry Osborn: True Neutral. Wants to be a hero, but his motivation is predominantly selfish. Slowly being nudged to Neutral Good by Cindy.  
\- Madame Web/Teresa Parker: Lawful Neutral. Follows along with her visions and lets bad things happen, but only out of the belief that it prevents worse things from coming to pass. Without the Madame Web mantle Teresa is Neutral Good.  
\- Scarlet Spider/Mary Jane Watson: Neutral Good. Mostly wants to be cured, but not above saving others with her new powers. Chaotic Evil when under the influence of the Carnage Symbiote.  
\- Original Noir/Peter Parker: Neutral Good. Currently focused more on Neutrality than Goodness, but does plan to stop the Third Reich when he returns back home.  
\- Shadowcat/Katherine Pryde: Chaotic Neutral. Primarily selfish and uncaring when not being paid to. Doesn't care about heroics and mocks Good aligned heroes, but seems to draw the line at hurting innocent people; though she will leave them to gruesome fates if not paid to save them.  
\- X-23/Laura Parker-Pryde: Lawful Neutral. Cares only about obeying orders from superiors. Shifting towards True Neutral the longer the story goes on.  
\- Frog-Man/Eugene Patillio: Fucking Awesome. No explanation is needed. **

* * *

Back here again...

Lana adjusted the backpack slung over her left shoulder and grimaced. Her right side flared with a burning pain, another reminder of the events over a week ago, "Shit..." She grit her teeth and took a deep breath. Painkillers were still taking effect, though the doctor said she shouldn't take too many. Apparently the best way she could heal faster was to rest up at home and get some good ol' TLC instead of a drug-incuded stupor.

 _'Yeah, thanks, Dr. Seuss...'_ She thought bitterly.

Taking a deep breath, she straightened her posture and walked up the steps to Midtown High. Fact was she didn't have much interest in getting coddled in bed. Her mom was still out of town - and it was an uphill battle to _keep_ her out for both their sake's, despite how much Lana wanted to see her again - while her 'daddy' was still trying to spin this PR nightmare into his advantage. Lily wanted to help, but she was still stuck out of town on some fashion thing.

Which left her to do precisely fuck all, especially with Pete and half of the 'Defenders' in some third world shitdump. She would've helped if he'd just asked her. Apparently she wasn't worth even considering...

 _"And because you got shot the last time and I'm not losing you again."_

Lana shook her head and ignored the heat on her cheeks. School wasn't exactly the place she wanted to be, especially not after the shitshow the past few days were, but she was still holding onto some vain hope that maybe she could actually finish the year and not waste the tuition. A part of her did hope that she could still gt a job that didn't include blowing people's heads off.

Thankfully the halls were practically abandoned. Lana rushed to the room and made it inside just before the bell rang, "Hey." She sat next to Kamala and gave her a strained grin. A few of her classmates turned and looked at her like she was some kind of fucking alien, but she ignored them. They probably thought she'd be in the hospital getting shot at by electric cunts with god complexes.

Kamala blinked and looked at her for a moment before she replied, "Hey." She eyed the teacher and leaned in closer, "Shouldn't you be resting?"

"Yup." Lana took out her notebook and began taking notes.

"So why aren't you, you know, in bed?"

"Couldn't miss our game later." She winked, trying to look better than she felt. She was never really into D&D and all that crap, but she liked Kamala and she worked hard to be the Dungeon Master or whatever, so she sucked it up. Besides, she couldn't exactly hang out with Poey and the others. Pricks never even tried to visit her in the hospital after she got shot, so she was a little less regretful about them ditching her now.

"That's still on? I thought-"

"Hey, I need some normalcy in my life." Which meant no hero questions. Kamala looked into her eyes and nodded, her lips curling up in a slight smile. That was one thing Lana liked about her - she was a cape chaser like Gayle and Hart, but she knew when to knock that shit off. Getting shotgunned and tortured on the big screen counted for that, she guessed.

Class felt...normal, which was more than she could say for what came afterwards. People in the halls stared and whispered. She shouldn't have been surprised. It was bad enough she was freak, but now she was a freak connected to Midtown's very own Lizard Parker. As far as her dad 'explained' for her, she was just in the dark as everyone else about what the deal with him was.

Of course, teenagers had a tendency to not believe politicians when they said something, so she figured people thought she was the Lizard's girlfriend.

Lana took out a history book from her locker and sucked in a cry at another burst of pain on her side, "Fucking son of a..." She swallowed a couple of pills and waited for the burning pain to pass. Half day classes today, so she just had to deal with a couple more hours, "Come on, you chose to come here. Fucking suck it up..." She took a deep breath and slammed her locker shut.

The next two classes came and went. History was something about a couple of mercenaries and some war between Athens and Sparta while math was math: annoying, long-winded and torturous enough that she almost wished for the hospital again. The teachers asked her questions, asked her if she was healthy enough after her 'harrowing experience', and she just smiled and said she was alright. Total bullshit, but they didn't care enough to prod deeper.

Lana let out a sigh of relief at the bell and stuffed her books back into her backpack. Now she could finally-

"Did you know?"

Lana turned to the source of the voice and found her classmate, Emma something, looking at her with wide eyes, "...What?"

"Did you know? That Spider-Man's the Lizard," Emma whispered - and by whispered, Lana meant in the same way Trek Wars was well-written, which was to say not at all. A few of her classmates lingered to look at them.

"He's not the Lizard." Lana's fists clenched over her backpack straps.

"We saw the footage. He definitely looked like the Lizard." Warren whatever said. All she knew about the guy was that he was a kiss ass teacher's pet.

"News also said Spider-Woman was a murderer. You believed that too?" Lana scoffed.

"Well, that had no proof. This one had live video," Emma said.

"Yeah, from a guy who killed over a hundred people and kidnapped me to go Jester on my ass, so I don't fucking believe him." Her side was hurting again. She ignored it, "Why do you even fucking care anyway? It doesn't fucking matter to you if he is the Lizard or not."

"My sister was at prom when he attacked," another girl said. Lana couldn't even remember her name, "What if he, like, comes back or something? She's freaking out, thinks we should move out of the city."

"Then she's a fucking moron. It's not like she's a student here anymore, so what's the big deal if he does?" Too many people tried to make this shit all about them, "Though I'm real fucking curious where your sister and the rest of these 'witnesses' were when Spider-Woman was getting shitcanned and everyone _conveniently_ forgot she was there saving their asses." Or that Pete got unmasked saving a bunch of ungrateful assholes from getting blown up.

"You seriously defending that dude? He's a monster! Like, fucking scales and claws and shit!" Warran said.

"And you're a kiss ass who only gets good grades cause the teachers like him, what's your point?" Lana shot back, "I'm done here. You guys wanna start a club on hating Spider-Man cause it makes you feel better, be my fucking guest. He doesn't give a shit and neither do I."

She grabbed her bag and walked out before any of them could say anything. Maybe she could've handled that better, but fuck it, she didn't care. How many people had he saved now? Dozens? Hundreds? But of course, one video from a murdering maniac later and suddenly people forget. Fuck, what was that Hemingway quote again? World's a wonderful place and it was worth fighting for? Yeah, so much for that.

Lana was nearly to the door before she heard the telltale sound of someone being slammed to a locker. Sighing, she rounded the corner and found Gabriel Reyes - Midtown's most well-known former weed dealer (not that there were a lot of those around) - being cornered by 'Tiny' McKeever and his cronies. Everyone else either just watched or passed by without a care. Lana's mouth twitched and she almost turned around then and there. It wasn't any of her business, right?

"Hey!"

...She was an idiot.

Tiny turned to her. Contrary to the nickname, he was six feet tall and built like a brick shithouse besides. His hair was short and cropped and the tan skin covered by the jacket was obviously muscled. A few months ago she might've been intimidated. Now she just felt tired, "Fuck do you want, Baumgartner? This ain't any of your business," he spat. Behind him his two cronies - 'Turtle' Ragone and Ralphie Hicks - followed his lead, though they were obviously more hesitant. Maybe they had enough sense not to piss off the chick who could blow up a car by pointing at it.

"You're the guy doing a three-on-one gangbang in the middle of the hall," Lana shot back.

"You fuckin' kidding me? This asshole-" He shoved Reyes harder into the lockers. Lana resisted the urge to blast him away, "-Tagged my place. A beatin's the least of his problems."

"You were hurting that girl. She tried to kill herself because of you..." Reyes looked up at him, halfway between scared and defiant.

"Shut the hell up, you lying prick!"

Tiny raised his fist. Lana moved, one hand grabbing Reyes and moving him out of the way while she tackled Tiny to his goons. The big bastard stumbled back, nearly tripping Ragone and Hicks as he did.

"You bi-"

"Back off!" She wanted to let out a ring of light and make a threat, but she held it in. She got the feeling the school would get on her ass about tossing the equivalent of grenades around, "Turn around and leave and I won't kick your ass, limpdick!"

"What, you?" He looked at her incredulously.

"Hey, man, isn't she, like, a Superhero or shit?" Ragone said, sweat running down his forehead. The guy was scared.

"Yeah, and she knows the Punisher and the Lizard," Hicks added, "Let's leave it, dude."

"What, from _her_?" Tiny scowled, "She got her ass kicked by that pumpkin head asshole!"

"Yeah, I did." Lana sneered, ugly and open, "Thing is, I don't get why you think that means _you_ can take me on. That Jack-o-Lantern prick was some kind of super terrorist with an army of crazy assholes. What do you have, besides your two cronies?" She spread her arms wide, "Shit, you wanna try your luck, _Tiny?_ Here, I'll give you the first shot. Go ahead, you can kick my ass, right?"

They stared at one another for few tense seconds before Tiny's scowl worsened and he stepped back. Fucking typical; asshole didn't want to put himself out the second he thought that he'd get in trouble. Lana rolled her eyes and stepped past him, Reyes following after her quickly. Fuck, she needed a drink.

She was almost past the guys before Tiny had to open his fucking mouth again.

"Fucking slut thinks she's so good cause she's a freak now. Hey, where's your mom? I need to let off some steam."

...

In hindsight, punching the big bastard hard enough to make him skid across the floor wasn't the best idea, but _damn_ if it didn't feel good. She tried to think of his face all the way through detention. Apparently some guy being an aggressive asshole meant it was still wrong to knock his tiny fucking brain around his skull. Oh, and of course Reyes got dragged into detention with her, cause the system was busted.

At least Tiny and his cronies got suspended, though she thought a vacation seemed like way too easy a punishment.

It was 30 minutes in when Reyes finally spoke, "Th-Thanks..." he said, looking down at his table, "Y-You saved my ass back there."

"Don't mention it. That guy was a prick..." Just 30 minutes left before she was free. She'd have to apologize to Kamala for being late, "...Why'd he go after you, anyway? You mentioned a girl?"

"Y-Yeah, he was...harassing her. Leaving nasty shit on her headbook, calls and texts on her phone before she blocked him, going to her house...it became too much. She tried to kill herself. I only found her cause the teach told me to give her her homework. If I didn't..." He took a slow breath, "No one even cares. Everyone's too focused on Spider-Man and the whole Lizard thing."

"Yeah..." She pursed her lips, "He said you tagged his place?"

"I couldn't fight him, you saw that, so I tagged his place, thought that'd leave a message. Guess he saw me when I was running away."

"Well, you got balls, Reyes, I'll give you that." She smiled wryly. Most people would've kept their heads down and pretended it was none of their business, "Maybe next time watch your back, alright? Can't be there forever."

"I-I know. Thanks again."

"Again, don't mention it." She leaned back on her desk and stretched her arms above her head. Before she could stop herself she spoke the next question, "Hey, I'm gonna play a D&D game with my friends later. Wanna come with?"

"M-Me? Are you sure?"

"Why not? The more the merrier and all that shit."

"Well...alright, since you offered."

* * *

Kamala's place wasn't too far off from school. Her parents and brother were out of the house, which left them free to 'go crazy' (translation: be mildly loud and drink some non-diet soda). She was chatting with Gabriel about his oh so sordid past as a weed dealer when she caught the head of blonde hair at Kamala's front door. Lana rolled her eyes and made a shushing gesture to Reyes as she snuck up on her.

"Boo!"

"Ahh!" A high, feminine shriek came and Sue honest to God _jumped_ off the porch. The celebrity turned to face Lana, her eyes wide and her breaths quick. When she saw who it was her expression morphed into an annoyed scowl, "Lana! Oh my goodness, you nearly gave me a heart attack!" Sue screamed. Lana was more focused on the fact that someone said 'oh my goodness' unironically.

"Don't be such a such a drama queen, Sue." Lana clapped her shoulder, "Why're you standing around? I know it's hard, but not every door is automated. Sometimes you have to knock or ring the doorbell to make it open."

"I know how doors work." She sighed, "You said you were going to introduce me to your friends. When you didn't show up or answer your phone, I was stuck."

"Yeah, because that's normally what you do when plans change. Sorry, I got stuck in detention for a bit." Lana nudged her head to Gabriel, "This is my detention buddy, Gabriel Reyes. Reyes, this is Susan Storm. Please keep your fanboying to a minimum."

"A-Ah, nice to meet you!" Reyes stuck his hand out, which Sue took with a smile, "I don't watch Fantastic 4, b-but I heard it was good."

"Thanks."

"Alright, you two can go on a date later. It's game time."

Lana rung the doorbell and was almost immediately greeted by Kamala's grinning face when the door opened. Her eyes took note of Reyes and Sue, "You are late, Ms. Baumgartner! Normally this would result in a stat penalty, but seeing as you brought two extra party members, I feel it justified to rescind the punishment!" Lana laughed under her breath. God, she felt like such a fucking dork.

"Um, I've never played this game before," Sue said as soon as they were inside, "Could you teach me?"

"Me too," Gabriel said.

"Ah, fresh blood! Don't worry, I'm a gentle game master."

Kamala led them to her room. She recognized Gayle easily, but it took her a few seconds to realize who the redheaded dude was, "...Frogboy?" She must've been seeing shit, right? There was no way he was here.

"S-S-Striker!" He stood up straighter and dropped his cards, "Wh-What are you doing here?"

"I'm here to play a game with my friends. Better question, what the fuck are _you_ doing here?"

"Oh, me and Kams found him when we were checking up on the cape boards to see who wanted to do an offline meet for a game," Gayle chirped, "We figured another Mask would be great for the sesh."

"What, why? We're playing D&D, right?"

"Not...exactly," Kamala skipped behind the bed and pulled out a new board, one she didn't recognize, "We were gonna play that, but then this new game came out and I thought it'd be nice to test it out, see if it's feasible for future game nights."

"Wait, that looks kinda familiar," Reyes mumbled.

"It should, because this is Marvels and Metropolises!" Kamala whooped and dropped the entire thing at the center, "Think of it like D&D, but with a modern, Superhero bend. Same rules apply: preset or new characters, custom campaigns, low or high power setting, the works!" She tapped the top of the box, "Cost me a lot of begging, but bro had me covered."

"Ugh..." Lana pinched the bridge of her nose, "You know, I was kinda hoping this would be a mask-free hangout, Kamala."

"Come on, L, don't be such a spoilsport!" Gayle said, "Me and Froggy already made our character. Trust me, it's gonna be fun."

"So I'm gonna get shot at by psychopaths in a game instead of real life. Fun." Lana sighed and sat at between Sue and Reyes. Least she wasn't the only newbie here, "Alright, fuck it, let's get me shotgunned again."

"Oh yeah, that happened..." Frogboy said softly, "Are you alright? That Jack-o-Lantern guy did some messed up stuff."

"Yeah, I even got a badass scar for it. You wanna see it?"

"N-No, it's alright!"

"Your loss." She smirked and picked up the cards and dice, "Alright, so what's the deal here? Do we just pick a class and get to killing?"

"Depends on the kind of hero you want to be," Kamala said, "First you gotta pick from the Lawful Good to Chaotic Evil. For the sake of the campaign, I'm restricting the party to neutrals at worst. Once you pick your morality you gotta pick your powerset. We're doing a street level campaign, so characters like She-Hulk are out. Maybe when we do a higher power campaign we can add more like that Flaming Biker."

"God, it really is just D&D with a new paint job."

"What are these?" Sue raised a few cards.

"Pre-generated characters. Some players don't wanna make their own character so they just pick and choose and tweak where they can. Personally don't recommend it, but you do you," Kamala replied, "I'll make figurines next time when we get set characters, but for now the cards should do."

"Hmm..." Sue shuffled through the cards and stopped, "Hey, Lana, doesn't this one look like you?"

"What?" She took the card Sue offered and gaped when she saw the image up top. Different colored costume, and her hair wasn't nearly that long, but it definitely looked like her...

...and she was named Bombshell. Someone was going to die.

"Oh yeah, almost forgot about that!" Kamala grinned, "The preset characters are based on a few specific heroes. Captain America, Hawkeye, that creepy Moon Knight dude, whatever. You were added in with them."

"What the fuck..." Lana let the card drop and covered her face with both hands, groaning. Bring her back to the hospital, _please_.

"Oh come on, L, it's not that bad!" Lana set her hand down and threw Gayle a flat stare, "Seriously, I'd be bouncing around if I got my own game card."

"...Who'd you pick?"

"Spider-Woman." Right...why the fuck did Lana expect anything different from her biggest fan? She was so busy groaning that she almost missed Gayle's next words, "I did some tweaking with her backstory. Instead of a rich model heiress I made her just a normal girl from the suburbs, trying to balance her school life and dealing with stuff like bonding with her family and romance."

"Why does any of that matter? I seriously doubt we're gonna stop the campaign so Spider-Woman can talk to her boyfriend."

"Girlfriend, actually, and it's called roleplaying. Part of the genre. She's Lawful Good." Why did she get the feeling that said girlfriend was a certain brunette fangirl?

"Right...what about you, Frogboy?"

"I, uh, made mine an anti-hero assassin type character specialized in stealth and dual handguns. He doesn't really have a good reputation because he kills people, but he only does it when he has to. Chaotic Good."

"...That's just Spider-Man. You made Pete." She facepalmed and ignored his excuses to the contrary. This was just getting more and more painful by the second. She felt like she was dying from second-hand embarrassment, "Alright, screw it, I'm taking the _Striker_ pre-made character."

"You wanna tweak anything?" Kamala asked, "The character's tagged as Chaotic Neutral and has pretty low scores in Charisma and Intelligence."

"Wait, what?" She looked down at the character list and scowled when she caught the stats, "Why the fuck is my Charisma 9 and my intelligence 10? Apparently I'm a retard who can't charm a paper bag."

"Not really. 9's and 10's are pretty average stats," Kamala said, "You actually have pretty good stats across the board everywhere else, especially considering you'e a Blaster-type character. Those kinds of classes tend to have high Dexterity only, but your Strength, Wisdom and Constitution are all above average. Your stats actually place you near peak human."

"Oh yeah? They why the fuck does 'Spider-Woman' here have an average of 15 in every stat?" She grabbed Gayle's card and waved it around flippantly. Lana talked to her before and she knew for a damn fact that she didn't have 17 Charisma and 16 Intelligence and Wisdom.

"Well, she's superpowered, so it's obvious she'd have above-human stats," Kamala said, "Some things are still balanced out. The game's still new, remember? Your character's pretty good considering you don't have many feats."

"I'm sorry, _feats?_ "

"You know, stuff people can base data on," Gayle said. She tapped something on her Upad and showed her a forum, "Versus threads are a good way to find what's good or not. Spider-Woman and Captain America have been caught on cam doing a lot of cool stuff. Even Spider-Man had that motorcycle chase against that Mr. Negative guy. You know you could just make your own character, right?"

"I'll take the Bombshell character if you're not doing anything with it," Sue said, a smile on her face. It promised horrible things.

"No, I don't trust you not to make me act like an idiot." Lana stuck out her tongue and held the card protectively to her chest.

Lana scanned through the thread while Sue and Reyes picked their characters. She thought she'd seen stupidity before, but this was just, "Spider-Man vs Punisher, Spider-Woman vs Captain America, Spider-Man vs Spider-Woman, Moon Knight vs Hawkeye, Bullseye guy vs She-Hulk... "

The fuck? Why were people so obsessed on who could kick whose ass? Especially since these guys were never gonna fight. She shook her head and looked through the pictures of the 'feats' posted. Spider-Woman lifting a train, a picture of Pete sliding a bike under a truck, a gif of Bullseye knocking out a truck drive with a pin...

 **Retr0 posted: Bumping up this fight from the last thread**

 **Spider-Woman**

 **vs**

 **Spider-Man.**

 **Round 1: Unexpected run-in on rooftop. Morals on.**

 **Round 2: Bloodlusted 100 feet from each other in Times Square.**

 **Round 3: Two weeks prep time each. Fight in abandoned warehouse. Morals off.**

 **Hawt Sauce posted: ...We're gonna need a list of feats.**

 **Wrench posted: Wasn't this already done before?**

 **Amazeballs69 posted: Wrench don't like don't read. Anyway, I have a couple of pics here showing Spider-Woman lifting a train.**

 **spiderwomanliftstrain . jpg**

 **spiderwomanthrowstrain . gif**

 **Anyone have any feats for Spider-Man?**

 **thelastmedjay: here**

 **spidermangoesinvisible . gif**

 **spidermanridesbike . gif**

 **never seen him swing like spider-woman, so combat mobility she's a clear winner.**

 **Retr0 posted: Caught a vid before where she used tentacles to block people from being crushed by rubble.** **Spider-Woman def got stronger after she got the black suit. Any proof that it's really an alien?**

 **ItalianLadiesMan posted: Spider-Woman's bulletproof too. Saw her tank assault rifle rounds once and she didn't even look like she noticed. Spider-Man's gonna lose hard.**

 **Hawt Sauce posted: So Spider-Woman beats Spider-Man strength wise. What about agility and speed?**

 **thelastmedjay posted: Never seen him swing, but Spider-Woman seems to get hit a lot more than he does. Never seen him downed either. Healing factor, maybe?**

 **Hindsight Lad posted: Why are you guys pairing off Supervillains in fights?**

 **Retr0 posted: Great, fun police is here. I thought we blocked him from the thread?**

"Hey, earth to Lana!"

Lana jumped up in her seat and found the others staring at her, "Wh-What?"

"We're done. We're gonna start the campaign," Kamala said.

"Oh, yeah, sure." She shut the tablet off and handed it back to Gayle. She'd have to check up on that later...just to see how wrong those idiots were, of course.

"I'll send you some of my Punisher and Spider-Man yaoi later," Gayle whispered, winking at her conspiratorially. Lana kept her mouth shut, "Come on, I've seen your bookmarks. No need to act embarrassed-"

"So, Sue, Reyes, what's your characters!" Lana interrupted loudly, her cheeks crimson.

"Oh, I picked a double defensive power setting: invisibility and forcefields. Force Gal, Lawful Good." Sue said.

"I wanted to pick the flaming biker guy, but Kamala didn't want anyone too...heavy on the campaign. I picked a technomancer hacker build instead since I figured he'd be useful in the city, even if he has no powers. The Fox, Neutral Good," Reyes said.

"Great, so we can start off." Kamala tapped her remote and the _cheesiest_ Superhero music came over her stereo, "It's a normal day in Megaopolis-"

"Seriously?"

"A normal day, yes, where people _don't interrupt_ ," Kamala gave Lana the glare of doom. Lana put her hands up in mock surrender, "All five of you are staying in the Marvel base. None of you have known each other for too long, but you do know that you can trust each other with your lives."

"Pardon the interruption, but how do we know that?" Sue asked, "I kind of assumed this would all be our first meetings."

"You were all part of the same class and got into an accident that gave you your powers. Or, in Gabriel's case, he became a kickass hacker to catch up."

"Wait, what? That contradicts my backstory!" Gayle said, "I made Spider-Woman keep her identity secret from everyone except her girlfriend!"

"Then they don't know who you are, but they know who everyone else is."

"Wait, how does that work? How do we know we can trust Spider-Woman then?" Gabriel asked.

"Guys, chill! Willing suspension of disbelief, okay?" Kamala huffed, "I'm doing my best here. Gayle was the one who suggested we switch to M&M and I only had a day to make a story. I wasn't expecting Susan or Gabriel either."

"Hey, I was all up for killing green people and taking their shit for mildly racist reasons," Lana said, "Alright, we're not gonna interrupt anymore. Let's go."

"Okay, so it's a normal day until suddenly the mayor calls you up on the Marvel computer." Lana sorely wanted to point out that the mayor calling made no sense. She bit her tongue to keep from saying anything, "It appears that the Sinister Six have broken out of prison and they're in the process of ambushing a convoy full of priceless jewels. What do you do?"

"Um...I'm assuming we stop them?" Frogboy asked.

"Arachnid turns to the others and suggests they not waste time." ... _Arachnid?_ Christ, she really going to die here, "You all take your specialized vehicles and race towards the city." Kamala rolled the dice and made an exaggerated frown at the 6, "Oooh, that's not good. The Sinister Six saw your approach and attacked the vehicles. Everybody roll your dice to see who got injured."

They all rolled their dice. Lana got a 10, "Hmm, you take some minor injuries, but you managed to escape the exploding vehicle on time."

"Wait, I have forcefields, does that count for anything?" Sue asked.

"Yeah, you only need a 5 since you just have to raise it on time." Kamala whistled at the 20 on Sue's dice, "Huh, actually that means you get to save someone else with your forcefields. Invisible Woman, who do else did you protect?"

"I'm good." Gayle pointed to her 15.

"I'm not!" Frogboy cried, gesturing to his 3, "Save me!"

"Hey, I need help too!" Reyes raised his 4, "I need more help than you since I don't have powers!"

"Um..." Sue bit her lip and looked between Frogboy and Reyes, "Uh...I look to The Fox and cover him with my extra forcefield. Sorry, Arachnid!"

"Yes!"

"Damn it!"

"Alright, so all of you are mostly unharmed, except for Arachnid who now has a concussion and is suffering from bleeding," Kamala patted Eugene's shoulder sympathetically, "The Sinister Six are coming right for you. What do you do?"

"Can I still fight?" Frogboy asked.

"Hmm, no, they'll be on you before you can do anything. Someone has to save you."

"I'll do it," Gayle rolled her dice and smiled at the 14.

"Spider-Woman rushed to Arachnid and managed to pull him out of the wreckage."

"I attack Shocker." Lana rolled her dice and blinked a the 1 that greeted her, "Uh...shit."

"You timed your attack incorrectly and accidentally hit both Spider-Woman and Arachnid with the full force of the blast ." Kamala rolled her dice. It was a 4, "Seeing the weakness, Beetle and Captain Boomerang attack the pair." Frogboy and Gayle rolled a 7 and a 5, respectively, "They're unable to dodge the blow. Arachnid's in critical condition and Spider-Woman has lost 1/3rd of her health."

"Wha- Bombshell!" Gayle glared at her.

"Hey, it's not my fault the dice suck!" Lana shot back.

"Uh, I cover them with my forcefields and protect them from further damage," Sue rolled another 20, "That's good, right?"

"Force Gal's forcefields knock back both Captain Boomerang and Beetle. Unfortunately, Arachnid's still bleeding out. If he doesn't receive medical aid in the next 5 turns he'll die."

"Oh, this is not going well..." Frogboy frowned.

"I hack the closest car and have it drive to the middle of the Sinsiter Six," Gabriel rolled a 16.

"The car successfully manages to knock Shocker into the closest wall and draws attention away from the two."

"I attack again." Lana rolled a 2, "...These dice are fucking rigged."

"Spider-Woman is caught mid-swing on the blast radius of the next attack." Gayle rolled a 13, "She manages to catch herself mid-air and avoid anything more than minor wounds."

"I turn invisible and try to save Arachnid." A 21 this time. The blonde whooped softly and grinned.

"You manage to drag Arachnid away from the fight into a nearby alley with no one the wiser. Unfortunately, his wounds are still critical and the hospital is too far away to get to on time."

"Hey, maybe you can make a dying declaration of love." Gayle elbowed Frogboy.

"He's not gonna die. I pull out my medkit and begin treating the wounds." Sue rolled another 20.

"Okay, those dice are fucking rigged. You haven't gotten a bad roll once!" Lana said.

"Guess I'm just lucky." Sue shrugged.

"Force Gal heals the wounds and manages to bring Arachnid back to fighting condition in miraculous time," Kamala said, "When you both return to the battle you find the two groups about to get into a fight. You made it just in time."

The fight ended poorly. Whatever crap this dice was made of they didn't let Lana get anything higher than a 10. The brunette groaned and sunk into her seat as Shocker knocked The Fox into a wall and broke half his ribs, "As The Fox crumples to the ground, it becomes clear that only Spider-Woman and Force Gal remain to pick up the fight."

"I say we grab everyone and run," Gayle said.

"No, I have an idea. I use the forcefields to clog their throats till they choke to death." Sue rolled a 21. Everyone gave her wary looks. She just shrugged back, "What? Its not against the rules, right?"

"Uh...no, guess not," Kamala said, "One by one, the Sinister Six all fall to the ground. Beetle manages to make out a few words, pleading for mercy and promising they'll go back to prison if Force Gal stops."

"I refuse." Sue shook her head.

"The...Sinister Six slowly asphyxiate to death. Beetle watches as her cohorts all pass from this word and makes one last plea to Force Gal for surrender." Sue shook her head again, "Force Gal simply watches as the light leaves her eyes. Beetle uses her last breaths to curse her for her cruelty. The day is saved." Kamala tapped her hands on the table awkwardly, "...That did not end how I thought it would."

"We tried to take them alive and half of us nearly died. It made sense to switch to lethal force...right?" Sue asked, suddenly unsure again.

"Jesus, Sue, remind me never to get on your bad side." Lana laughed, "Who knew America's Sweetheart could be so cold blooded? Good thing the paparazzi aren't here or we'd have a scandal on our hands!"

"Wh-What? Lana, it was just a game!"

"That's how it starts," Lana said, voice sing-song, "First you say it's just a game, then suddenly it gets more and more tempting and then suddenly it washes with the hose or else it gets lotion on the skin again. We are witnessing a Supervillain origin, ladies, gentleman and frog."

"I played the victim for that film, so that doesn't work on me!" Sue said, obviously flustered. Lana laughed again.

Kamala coughed, "So...new campaign?"

* * *

They played a few more games before going their separate ways. Sue wanted to walk back with her, but she waved her off. Where she was going it'd be a bad idea for an All-American girl to be.

Lana opened the door to Pete's apartment and smiled when Spider-Pug rushed to greet her, "Hey, boy. Escaped from Norah again, huh?" She carried him to the table and started cooking some ham. She put them on two plates and sat across from the tiny pug, "Pete ain't here, so it's just the two of us." She patted his head and he licked her palm in-between his eating.

She took a shower and raided Pete's laundry for pajamas (those bloodstains were barely noticeable) before sinking into his bed. She had no idea how long he'd be gone, but he had to be back any day now, right? Her eyes fluttered closed and Spider-Pug slept next to her belly. It was comfortable here, away from all the cameras and looks. It was home.

 _"Still think he's gonna save you? Maybe a little drilling'll change that!"_

Lana sat up on the bed with a scream, sweat running down her forehead and her breaths coming out in choked gasps, "Shit..." She wiped her forehead and swung her legs over the edge of the bed. Bad dreams. She had them, sometimes, ever since her mom got gunned down in front of her. She knew it'd get worse ever since that Pumpkin prick took her, but the painkillers kept her under before. Now...

She couldn't let Pete and the others know. He kept her away, said it was because he wanted to be safe. Yeah, safe, like she'd been safe ever since that asshole with the shotgun showed up and William outed her to the entire fucking city. If Pete found out she had nightmares he'd push her away again, and she wasn't going to let that happen. Not after all this.

"Ah..." She rubbed her aching side and grimaced when the painkiller bottle ended up empty, "Fucking shit, of course." Spider-Pug nuzzled his head to her side and she smiled, "Come on, boy. Let's go get a drink."

Lana stepped out of Pete's room, bare feet padding softly on the floorboards, and stopped when she saw someone on the couch who most definitely wasn't there before. The head of blonde hair looked up at her and Lana caught a most definitely female face under the Spider-Woman hoodie. Neither of the two said a word for what felt like hours until Lana eventually broke the silence.

"Great, the spectacular Spider-Woman's here and I'm not even wearing pants."

The blonde blinked and her eyes widened comically, "Wh-What? No, I'm not-"

"Oh, can it. I saw you when Pete said his goodbyes to Ben and May. Don't worry, I ain't gonna snitch." Lana scoffed, "What are you doing here? Pete's out of town."

"Y-Yeah, I know. Guess I was just worried..." She lowered the hoodie and exposed her short hair. Lana declined to comment on how tacky it was that she was wearing her own merch, "Thought this place would've been paparazzi central ever since he got...unmasked, but it doesn't look like anyone's here."

"Bullseye threatened the landlord that if he saw a single camera around here he'd hunt him down and feed him his own deep-fried balls. Old prick didn't want to test him." She shrugged. Whatever else she could say about that psychopath, he was loyal to a fault, "Still doesn't explain why you're hanging around in the dark. Shouldn't you be going out saving kittens from trees?"

"That's more Spinerette's thing than mine. Besides, I think I'm allowed to visit my boyfriend's place whenever I want." Lana's fists clenched at the word. They looked at one another for quick beat, "You don't like me much, do you?"

"I don't really know you," she said noncommittally.

Spider-Woman smiled. Lana rolled her eyes, "Maybe we can change that?"

"Why? You don't give a shit about me." Lana scoffed and picked up a bottle of whiskey from the cupboard. Before Spider-Woman could say anything Spider-Pug rushed out of the room, barking and scratching at the Superhero's shin. Lana raised an eyebrow when his scratching suddenly stopped and he started licking her outstretched fingers, whining softly as he did.

"Yeah...it's not here anymore." Spider-Woman said softly.

Spider-Pug whined again and left through the ajar door, _'What the fuck was...'_ Shaking her head, Lana took a swig straight from the bottle and grimaced at the leathery taste. It was none of her business.

Spider-Woman waited till Lana was sitting across from her, "...Should we go catch him?" She asked.

"Nah, he'll probably go to Norah or somewhere else. He comes back when he wants to." Lana raised her right leg closer to her, not really caring that she only had a shirt and a pair of undies. Wasn't like she gave a crap what the oh-so great Spider-Woman thought of her, "I'm just gonna be drinking here, so do whatever the fuck you want, unless you're planning to lecture me about underage drinking..." She still couldn't smoke cause of her. Nosy bitch.

"Be kinda odd for me since I'm not 21."

"That's not what you told your fans on that talk show." God, that fucking talkshow. Hart was obsessed with it.

"A little white lie." Lana rolled her eyes again. Sure it was, "But hey, I meant what I said before. Maybe we can get to know each other better?"

"Yeah, why's that? You want to prove you're so good you can make friends with anyone, Spider-Gal?"

"My name is Gwen Stacy."

"Not according to this shithole of a city." Lana knew she was being antagonistic, but she couldn't stop herself. Back then Spider-Woman was just the celebrity hero, someone so far above her head that Lana gave as much of a shit about her as much as she did President Howard Duck. Now...well, now she was Pete's whatever she was and just another reminder of what she couldn't have.

"According to them I murdered my best friend, so fuck what they think."

"Best friend..." Right, now she recognized the name. Gwen Stacy, Peter Parker's best friend. No wonder he fell for her. Lana looked her up and down. She was pretty. A tomboy by the looks of her, but still pretty enough for most guys to look twice at. If Lana'd just seen them before - before she knew who Spider-Woman was and before she got this stupid crush - she would've said the blonde was out of his league.

Now, it was damn obvious that was the farthest thing they were from one another.

"Yeah, well, I'm Lana Baumgartner," Lana said, mostly to try and fill the silence.

"I know. Peter talks about you." Spider-Woman pressed her hands together and leaned forward, "I don't know why you don't like me, but I'm hoping I can make a better impression this time. Maybe we can even be friends."

"Doubt it." Lana scoffed, "You're this super big hero. I don't fit into your mansions and runways."

"You know I'm not actually a model heiress, right? I grew up with a single dad in Queens and I had to save up my allowance just like everyone else."

"Just like everyone else, huh? Fucking good for you. I grew up here in Hell's Kitchen, my apartment got blown up a few months ago along with my mom and now I can't even see her again cause of my shithead sperm donor." Lana sneered, "We aren't gonna be friends, _Gwen_ , so piss off with that friendship kumbaya bullshit."

"...Alright, why are you being such a bitch?" Lana raised an eyebrow. Well, well, apparently Spider-Woman wasn't as nice and friendly as she said she was, "I'm just trying to get to know you better."

"No, you're taking pity on the little poor girl." She took another drink from the bottle, "I know your type. You look at people who can never measure up and you offer em a hand cause it makes you feel better about yourself. 'Oh, look at me, I'm so nice that I make friends with people who can never catch up to the Amazing Spider-Woman'."

"What are you- you're friends with Susan, aren't you? Does she get the hot coal or is that just reserved for me?"

"...Fuck you." She tried to drink from the whiskey again. It ended up just spilling on the shirt, " Shit..." She set the bottle down and pulled the shirt up. Oh well, at least it made the blood less noticeable.

"Oh my God." Lana looked up and found Spider-Woman staring at the right side of her stomach, "Those scars-"

"I don't need your pity." Lana scowled and looked away from her.

"Are you hurt? I can-"

"Back off!" She pushed Spider-Woman away and stood.

 _"I'm sorry, Ms. Baumgartner, but I'll be the one saving you today. I'm afraid Mr. Parker's too busy with Spider-Woman to divert."_

Fucking devil lawyer. She knew now that it was a lie, that Peter was being torn apart to save those ungrateful assholes, but before she'd found out it was... " _...Why?_ " She was crying now. What the hell was in that whiskey? She shook her head and tried to wipe away the tears, "Why you? Why does he love you?" Beloved Superhero, his childhood friend...how the hell could she catch up to that?

"What are you-"

"You argue all the time! You can barely agree on anything! You _killed_ him! You two should hate each other!" Instead they were together and seeing Spider-Woman's fucking face was just another reminder of that.

Lana wanted Spider-Woman to hate her, punch her hard enough that she wouldn't wake up till the next week. Instead she took Lana by the shoulders and let her cry against her shoulder. It wasn't exactly a hug, but it helped, much as she hated to admit it. Lana grit her teeth and cried, trying to ignore how pathetic she felt being comforted by the person she resented.

Minuted passed and eventually her sobs ceased. Lana took a deep breath and pushed her away, gently this time, "...You really love him, don't you?" Spider-Woman said softly. Lana nodded. She felt like a fucking idiot, "I...I don't know what to say. I'm sorry."

"Nothing you really can say." Lana sighed, "It happens. Someone falls in love and they lose...just never thought it'd happen to me." She'd thought some of her friends were hot before, but with Pete it was different. If Poey or James or any of her other ex-friends got dates she wouldn't have cared all that much. Thinking about Peter with Spider-Woman or anyone else _hurt_.

God, she was fucking pathetic.

"You're not pathetic." Lana blinked. Did she say that out loud? "I...I'm not that good with romance or dating either, but I've seen friends who've dealt with this kind of stuff so I know that it hurts."

"Yeah, easy for you to say. You're Spider-Woman. How many people are in love with you in this block alone?"

"You think I care about that?" she snapped back, "They have no idea who I am. They're 'in love' with the fantasy of Spider-Woman, and only because now I'm suddenly innocent when before they were just fine treating me like a murderous freak," She looked down briefly, "...When we were younger, before all this bullshit, Peter was the same. He liked Gwen Stacy, but he was in love with the idea of Spider-Woman. The power, the fame the freedom. That's all she was to him, and that's all she is to them."

"Thanks, Hannah Montana." Lana smiled softly, "...What was Pete like before? Before the Lizard and all this..."

"I'm not even sure if he's 'Peter' now, but...well, he was different." Gwen's expression softened, "Maybe we can talk somewhere else? You lived here, so you should know where to get some good sloppy joes around here. And you probably need some coffee to wash down some of that whiskey."

"...You're still trying to make friends, aren't you?"

"Depends. Is it working?"

"No, but I'm hungry." She looked down at the oversized shirt, "Lemme get changed first then we can go." She was seriously planning to hang out with Pete's girlfriend...fuck, she really was pathetic.

Still, it was better than bawling her eyes out like a schoolgirl, so she'd take it.

* * *

 **Done. This chapter went through some changes. Originally there was supposed to be a segment where MJ and Lana stopped a runaway train while Frog-Man heroically cowered and let them do all the work. It was cut due to MJ's current status quo. Likewise Lana and Frog-Man were supposed to talk about the Jack arc's events, but again cut for pacing reasons.**

 **Oh well, at least Gabriel's back. Just took over a 100 chapters :P Apologies for Lana being kinda...whiny at the end there, but I figured it made sense - she's a teenage girl dealing with her first heartbreak. Mary Jane and Bullseye are also dealing with unrequited love, but at least they have experience already and they're older besides.**

 **Next chapter will come after I update Two Spiders on a Web :D**

 **Questions:**

 **1\. Is everyone fine with Cindy's development? I know she's not a main character, but it's pretty noticeable that she goes from a less preachy Gwen (PGH arc) to someone who guns down enemy combatants and executes a surrendering opponent (Madripoor arc).**

 **2\. Likewise, do people buy the relationship between Spider-Man, Shadowcat and Laura? I asked before in relation to Lana and Noir and a couple mentioned they seemed to care about each other too much. Does the same apply here? Especially since they've known each other for maybe a month or two at most and Laura's been there for only half of that.**

 **From some reader comments at least some people seem to perceive the relationship as being pretty big and others even said they care more about it than Peter and Gwen, which was pretty surprising, all things considered.**

 **3\. Any other odd character combos you guys wanna see interact? Moon Knight and Laura's talk (replacement father figure?) got some praise and we had another odd pair with Lana and Gwen here. I was also planning for Punisher and Lana to interact extensively in a later arc, mostly playing on their huge age gap and how Lana's literally young enough to be his daughter.**

 **Review Answers:**

 **Brave2000 - You kidding me? I've seen a crapload of Damian fanfics. Anyway, RH is close enough to Noir that it's easier.**

 **The Red Ghost22 - Heh, new reader! And a new shipper too.**

 **Red Rain17 - Yeah, I shamelessly steal, what else is new :P As for Noir, dating a civ might be a bad idea. For non-angsty women Norah and Cindy would probably count the best.**

 **KasugaRomio - Ock dying ruins the mission. Also, not really interested in crossing over 616 Spidey. I write anti-heroes better.**

 **Dr. Sugarcakes - Hope you like that blood. As for Laura, it's clear she still wants Spider-Man and not anyone else. She didn't even talk to Noir at all despite the similarities.**

 **Esquire-Man - I dunno, I was thinking of a three-focus cast with Red Hood, Supergirl and Superboy Conner Kent ala Red Hood and the Outlaws. Anyway, did you really perceive Cindy and Noir's interactions during the dressing scene as romantic?**

 **Krolikson - Octavius was chumped in Noir canon, so it makes sense he's chumped here as well since he's not a fighter. As for the Ghost Spider thing, their plan was to go to a concert, dim the lights, bag people's phones and then just have Gwen's drum recordings/a replacement member due the drumming while Gwen went out to do hero work. Not sure if it would've worked, but that's their plan.**

 **emaN - Yeah, Octavius is nothing at this point. Even Spider-Man has to worry more about his new thing with Laura and Shadowcat.**

 **Cyclopz - Why is Laura a raccoon? Anyway, I asked about this 'family' in the second question upwards.**

 **Henchman213 - I wanted to avoid too much collateral damage since these characters are meant to be heroes, not terrorists. Anyway, where did I fix the 'romantic drama'? Last I checked Spider-Man was still leaving.**

 **N4M3L355 - Huh, that's where you were. And yes, I have no plans. I have an overarching thing, but the path there is poorly constructed.**

 **Yohart Meltz - Teenage shenanigans? Noir's 18, but let's remember Cindy's 28 and they're very much platonic. As for the sword...it glowed blue like a lightsaber in canon and was strong enough to cut Gwen. So yes, it's very strong.**

 **Titan616 - The third reich is at least simple and logical...until he runs into the Noir Red Skull. Then it gets complicated :P**


	130. Spider-Man Noir: Homecoming

**Alright, warning everyone now: most of the chapter is standard fare, but the ending shows us dipping straight into dark shit. The chapter over this is probably gonna be the darkest in the story, and coming from me that's saying a lot. Maybe I'm overhyping it, maybe not. I'll let you guys decide when the next chapter comes out.**

 **Anyway, the new Spidey game is coming out in more or less 13 days, so I'm trying to make two more chapters after this before the game drops. I figure Chapter 125's gonna be the best place to stop off before I get more inspiration from the game :D**

 **To try and stave off the darkness a bit, a friend suggested I post the stats of the pre-generated hero characters from the M &M game. Note the stats are in-universe perceptions and not accurate to actual showings:**

 **Avengers:**

 **Spider-Woman - 23 STR, 21 DEX, 23 CON, INT 16, WIS 16, CHA 17. Special ability: All citizens are instantly more cooperative and villains more likely to surrender.  
** **Captain America - 18** **STR, 18 DEX, 18 CON, INT 18, WIS 18, CHA 18. Special ability: Party members receive 20% stat boosts as long as she's party leader.  
** **Hawkeye - 12** **STR, 16 DEX, 11 CON, INT 12, WIS 15, CHA 14. Special ability: Trick arrows.  
** **Wasp: 8** **STR, 12 DEX, 9 CON, INT 18, WIS 18, CHA 14. Special ability: Can make gadgets on the field outside of a workbench.  
Spinerette - ****20 STR, 22 DEX, 20 CON, INT 10, WIS 10, CHA 13. Special ability:** **Staves off party conflicts as long as she's present.** **  
She-Hulk -** **25 STR, 20 DEX, 25 CON, INT 12, WIS 12, CHA 20. Special ability: Almost all intimidate checks are successes regardless of roll.**

 **Defenders:**

 **Spider-Man Noir - 19** **STR, 23 DEX, 20 CON, INT 12, WIS 12, CHA 18. Special ability: auto revives from death state provided other party members remain alive.  
Punisher - ****18** **STR, 18 DEX, 16 CON, INT 12, WIS 17, CHA 10. Special ability: Gun van allows easy access to weaponry.  
Bullseye - ****16** **STR, 18 DEX, 15 CON, INT 12, WIS 16, CHA 8. Special ability: Any item can be used as weaponry. Useful for stelath and capture segments.  
Moon Knight - ****13** **STR, 17 DEX, 13 CON, INT 16, WIS 13, CHA 17. Special ability: Induces fear status effect after taking down at least three enemies.  
Black Cat - 10 STR, 18 DEX, 11 CON, INT 114, WIS 17, CHA 18. Special ability: Inherent stealth bonuses make many traps useless against her.  
Bombshell - 15 STR, 14 DEX, 14 CON, INT 10, WIS 13, CHA 9. Special ability: Can keep fighting for three turns after her HP has been drained.**

 **And before anyone says anything: Yes, Gwen's stat allocation is absolutely busted due to her utter lack of a dump stat. She's the Drizzt of M &M, so popularity power FTW in her case. Capt to a lesser extent, but at least she has no above-human stats. The Superhumans also have unbalanced stats, as expected.**

* * *

"Here."

Lana grunted and accepted the plate of sloppy joes and cup of coffee with a mumbled "thank you". Gwen sat across from her and quickly dug into her own plate. It tasted...different from her usual stuff, though that was to be expected. The practically abandoned diner Lana took her to was more than a little rundown and she was pretty sure the health inspector certificate was completely fake.

Gwen didn't point that out. Lana'd practically growled at her when she offered to pay for their food. The girl either had an independent streak or she really didn't like anything that could be considered charity. Or maybe she just didn't like Gwen. It could've been anything.

She bit down on the food and tried to look Lana up and down without being too obvious. She looked exhausted - dark circles under her eyes, skin paler than normal and eyelids drooping every few seconds. Despite it all her expression remained fierce (weird, considering she was glaring at her sandwich).

"...Fuck are you looking at?" Lana looked up and turned her glare from the sandwich to Gwen.

"Nothing."

"Nothing? Gee, thanks, only the third time I've been called that."

"That's not what I-" Gwen sighed, obviously frustrated, "I'm not your enemy, Lana."

"You ain't my friend either."

"I'd like to be."

"No, you really don't." She'd meant for it to come across as harsh, but Gwen saw the flash of something somber underneath her scowl, "I know I'm gonna sound like the most pretentious bitch ever, but I'm damaged goods. Big time Superhero like you doesn't need a friend like me."

"I'm not so flawless myself." Gwen took a sip of her coffee. Drinking caffeine at the ass crack of dawn...she felt like her dad, "I'm not as flawless as people pretend I am. The people out there only say I am cause it makes it easier to swallow how shitty they were. Who cared if they were wrong and acted like the villagers from Frankenstein? Not like the perfect Spider-Woman was bothered by it, so why should they?"

"Hmph..." Lana pursed her lips, "What, so you cut yourself to stop the pain?"

"Nothing like that. Just cried myself to sleep, spent nights throwing up, nightmares...you know, the usual." She shrugged and smiled sardonically. Gwen refrained from telling her that cutting herself probably wouldn't have worked even if she wanted to. Durability of a human sized spider and all that, "Kinda got worse after Pete came back."

"Murdered best friend? Yeah, I imagine..." Just for a second, Lana actually looked sympathetic, "What was he like?"

"Hm?"

"Peter. Before...all this." She made a vague gesture, "Before the mask, before Spider-Man and the Lizard and...just, all this shit."

Gwen paused. She still remembered the little boy who greeted her when she moved into Queens. A few months ago she was certain that he was _her_ Peter, damn his arguments to the contrary. Now...Now she wasn't so sure, and she didn't know what she wanted. Would she take the Peter she knew back then, her best friend, if it meant losing the one she knew - _loved_ \- now?

"I'm not sure if he even is the Peter from back then," Gwen said eventually, "But for the Peter I knew back then...it's hard to say. He was sweet and he followed me around like a puppy dog. Aunt May, Uncle Ben and dad made fun of us before, said that we were bolted to the hip."

"Hah, bullshit." Lana smiled slightly, "I've only known Pete for a few months, but he's not a puppy dog. There's a reason the rest of our little group of psychotic assholes follow him around."

"Yeah..." She still couldn't accept that. Those 'Defenders'...she could excuse Lana, Felicia and Moon Knight, but Bullseye and Castle went beyond the pale. She knew her dad still had reservations considering the picture that psychopath sent, "I mean, he wasn't just a follower. He was a total nerd. Loved reading textbooks, playing D&D, hated going to parties. Harry even joked that he must've been _trying_ to be stereotypical."

"Speaking of D&D, I played a superhero version earlier. Your character is shit."

"Thanks for that." Gwen rolled her eyes, "It wasn't all good. There were times when he was angry, resentful..." She set her cup down, "I couldn't blame him. He was bullied so much, and before I got my powers I didn't even bother to stand up for him." Not that it helped. Standing up for him just made it worse, "Seeing Spider-Woman just made it worse. He wanted to be special, to be powerful and lord it over his bullies."

"Doesn't sound like Pete either..."

"Yeah, that's why I said he wasn't sure anymore," Gwen said, "I guess you're lucky. The Pete I knew wouldn't have..."

"Let some stranger crash at his place?"

"That wasn't what I-"

"It was what you meant." Lana shrugged, "Don't sweat it. I get it. Pete's...well, he's he's fucked up." She said it like a compliment, "It's why I like him. I wasn't wrong about being damaged goods. If he was the puppy dog that followed you around I probably wouldn't give a shit about him." She burrowed deeper into the folds of her clothes.

"Yeah..." Gwen tried to ignore the stab of jealousy she felt when she was distinctly made aware of the oversized jacket Lana wore. One of Peter's, definitely, so Lana lived with him and just took his clothes whenever she wanted. It was reasonable to not be completely cool with that, right? "I mean, I dunno about you, but I'm not really into those kinds of guys."

"Really? Coulda fooled me." Lana snorted.

"Peter's not just...you know. He'll complain and he'll slip up sometimes, but he always tries to do the right thing...even when people seem like they don't deserve it." She clenched her hands into tight fists when she remembered the people who placed bets on how long he'd survive and Jameson's goons who treated him like an animal. It took all she had not to deck Jameson or toss him over the closest building.

"Huh, sure."

Gwen was about to say something before she caught the familiar head of blonde hair at the counter, "...Norah?" Lana's brows furrowed and she looked to where Gwen was facing. It was definitely Norah, though she looked liked she'd seen better days. Her hair was mussed up, the shirt, sweatpants and flip flops she wore looked ratty and the cup of coffee she bought looked like it could fill three of her.

"Hey, Nor!" Lana said.

Norah's head snapped to their direction and she raised an eyebrow when she caught sight of them both. She paid the old cashier and trudged to where they sat, "Huh, didn't expect to see you two here together." She slid next to Lana.

"Making friends," Gwen laughed softly, "BTW, she knows who I am, so no need to dance around it."

"Her too? Christ, Gwen, you have the worst kept secret identity in the entire city. It's a wonder I didn't catch you before."

"I think that says more about you than me, Miss. Journalist." Gwen tapped her fingers on the table, "Oh, I heard you've been trying to call MJ. She's fine. She's just staying over at Wasp's place to get her...you know what in check."

"Yeah, I figured."

"So, Nor, why do you look like shit?" Lana asked bluntly, ignoring Gwen's incredulous look.

Norah downed half the coffee in one go, which couldn't have been good for her, "A charmer as always, Lana." She let out a tired breath and set the cup down, "If you must know, I've been getting calls by every news agency in New York and it's long gotten past flattering to being really fucking annoying. I've changed my number three times by now. By the by this is _your_ fault, Gwen."

"It was _one_ interview."

"An interview where you unmasked. The bigwigs think that I know who you really are, which they're _not wrong_ about, and it hasn't missed their attention that I was the first reporter on the scene for some vigilante stories a couple of months ago. And on top of that my family actually decided to pick up a newspaper and suddenly they wanna know all about my job, except for my mom who thinks I'm in over my head and wants me back in Wisconsin before I end up sleeping with the fishes. My older brother's hoping I can set him up with you or Hawkeye."

"Yeah, I don't think that's gonna happen." Gwen rolled her eyes.

"That's what I told him, but he's still badgering me." Norah pinched the bridge of her nose, "I've also been doing some research on Matt Murdock and his weirdo group of ninjas. Nothing on Murdock - it's actually fucking eerie how much _nothing_ there is - and as for the ninjas...well, it's hard to tell when the reality ends and the Samurai Tadpoles fanfiction begins. Been staying up days straight trying to gather something we can use."

"Did you tell anyone else?" Lana asked, "Cause from what I've seen from that blind prick he doesn't like people poking into his shit."

"I've been bouncing around different routers and blocking my signal. I've been running around different motels every couple of nights too. Good thing Robbie knows I'm doing something important or I'd be fired by now." She laughed softly and brought a hand through her messy hair, "Guess this is what hard hitting journalism is like. The tv shows never tell you about feeling like shit and wearing the same clothes days in a row."

"Do you need a place to crash? Cause Betty's out of town and I've got space."

"I'm good. I'm, uh, actually crashing over at one of the Punisher's safehouses now." Norah looked distinctly annoyed at the 'WTF' looks both Gwen and Lana gave her, "What? Don't look at me like that. Guy might be, to use a word, violently unhinged, but I'm pretty damn sure his safehouses are, you know, _safe_. It was either him or Black Cat and something tells me the ex-soldier knows more about keeping a place hidden and secure than the popstar thief."

"Still, the Punisher? Fuck's sake..." Gwen rubbed the sides of her head and sighed, "Just...be careful, alright?"

"Yeah. Don't worry, Gwen, I don't plan to die just yet." Norah grinned, "Now, what were you two new besties talking about?"

"Nothing that big-"

"We both like Pete." Lana shrugged shamelessly at Gwen's glare, "What? It's not like _you_ got anything to be embarrassed about. You already won, Spider-Gwen. He even put a ring on it." She eyed the cheap band on Gwen's left ring finger. Gwen almost pulled her hand back defensively. She'd almost forgotten about it, like how the suit dyed the ends of her hair blue.

"Girlfriend against the little sister? Oof, I shouldn't have asked," Norah said, "No offense to either of you, but I don't see the appeal. I mean he's a great guy, I guess, but he's not exactly boyfriend material. Guy has piss poor timing, for one."

"Timing? What do you..." Gwen's eyes widened, "Wait, did you two..."

"Uh...depends. If I say yes do you promise not to go into a tentacle filled rage?"

" _One_ time you use tentacles to hold up rubble and save people and they never let it go," Gwen groused. Betty still sent her the worst hentai she could find, "Look, Peter's an adult. It's not like he's the only one whose...you know."

"I feel I should remind everyone that there's a 15 year old girl on the table," Lana snarked, "My young and innocent mind is being corrupted here. You two should be ashamed of yourselves."

"Oh come off it, Lan. I'm pretty sure you've seen more shit than both of us combined. Growing up in Hell's Kitchen tends to do that, or so I hear," Norah said.

"Yeah, yeah, fuck you both." Lana smiled, a genuine one this time, "You know he slept with my mom too...you know, Nor, you're right, why do I like that guy?"

"Your mom?" Gwen looked very much disturbed.

"She is - _was_ \- a hooker. If there's one good thing about me being outed, it's that she's not sleeping with perverts for cash anymore. Pete was one of her Johns," Lana's face knotted in distaste briefly, "And before you say anything, yes, I'm well aware of how fucked up it is that I like my mom's sloppy seconds. I'll refer you to my damaged goods claim from before."

"Ugh...you know what? I need a drink." Gwen could only hope that Peter was alright.

* * *

The sudden jostle of the ship jolted Peter awake. He sat up on the mattress and almost hit his head on the bunk above him, "Ugh..." He tried to lay back down before another shake caused him to nearly hit his head again.

He decided right at that moment that he hated boats.

Waiting for the shaking to die down, Peter swung his legs over the edge of the lumpy mattress and grabbed the boots next to the ladder. Apparently while the planes in this place went through massive changes the boats didn't do as much to catch up. Then again they were being smuggled back to New York on a freighter that was older than he was, so maybe he just wasn't seeing them at their best.

"Mmmgh." He rubbed the sleep from his eyes, stood and put on the closest shirt that he was approximately sure was his. What little sky he could see through the porthole was gray and overcast and he'd turned off his phone to save power, so he could only guess at what time it was. Useless to keep it on anyway. For all this place's advancements they still couldn't place cell towers over the ocean, though apparently Stark and van Dyne were working on that.

A shuffling from behind drew his attention to the top bunk. The sight of his 'brother' asleep was expected enough, though the addition of 'his' kid wasn't. Somehow she'd managed to squish herself in the small space between his chest and the edge of the top bunk and wrapped his jacket around her like a blanket, "So much for not getting attached, brother..." He smiled faintly at the arm wrapped protectively around her chest.

Hopefully his spider-sense would keep him safe when she got stabby in her sleep.

Peter yawned and opened the rusty door. The boat was a rustbucket, but it was the best 'Tyger Tiger' could muster on such short notice that wouldn't get every police boat on the country after them. From what Shadowcat told them it was a smuggler ship. Nothing too obscene - apparently Miss. Tyger didn't deal in human flesh or drugs - so nothing worth killing the crew over and risk getting stranded at sea.

What little he saw of the cargo only corroborated that point. He was sure someone out there would've been offended at the sight of the animal pelts and exotic leathers and demanded retribution, but he wasn't one of them.

The door to the deck opened with a large squeak and Peter was blasted with a fresh wave of the salty sea air. They'd spent two, maybe three days here already, and he knew they had about a week to go; and that's if they were lucky and that scavenged Starktech engine didn't somehow break. Shadowcat suggested he stopped trying to tell time; to avoid going insane, to use her words. The captain assured them that they'd be on New York 'any day now', but he'd been saying that since they arrived.

A few of the crew members glanced his way before quickly going back to their duties. The people on the ship ignored them for the most part. As far as they knew they were their boss' guest and that meant no questions, which was good since he didn't exactly think he could talk much with a bunch of third world smugglers.

He stopped walking when he caught sight of Cindy leaning over the edge of the deck. Peter paused and debated whether to call out to her or not. He hadn't actually talked to her since they got here - too tired from that mess back in Madripoor and after that they kept missing each other because of the size of the ship.

And he couldn't deny that he felt a sense of guilt. They'd all nearly died back there and the only one who really had any stakes in this was him and Spider-Man.

His eyes trailed along the back of her head to the skin exposed by the white shirt and dark shorts she wore. Her hair was messily cut and hung in uneven ends around the back of her neck. Still, it was nothing compared to the scars that lined her arms and legs. He'd seen them all before, back when Moon captured them both, but he was too addled back then to pay attention.

Now he eyed the crisscrossed patterns of jagged, faded skin that ran across her legs. Most of them had, thankfully, faded, but at least a few more noticeable ones remained, particularly a messy line that ran from the back of her right knee up to her thigh. A permanent reminder of Moon's care. _She's been under that bitch's care for months_ , a part of him hissed, _and only because she got **you** out. _

"You just gonna stand there?"

Peter blinked and did his utter damnedest not to look away when Cindy craned her back to look at him, her lips quirked up in an easy smile. It brought a warm feeling to his chest. Despite everything she still had that same lightness to her.

"Sorry, was feeling seasick." He stood next to her and raised an eyebrow when he caught the chocolate bar on her left hand, "Where'd you get that?"

"Helped one of the crew move some containers around. He gave me the this as payment." She took a generous bite out of the chocolate bar and grinned, showing off her teeth. He smiled slightly at that; she looked silly, "Want one? I could get another. I did lift, like, half their cargo."

"Nah, never was into sweets." Or into eating more than the bare necessity. A holdover from Spider-Man - a socialist didn't exactly mesh well with gluttony, "Haven't seen you around."

"You've been busy, and I don't blame ya. I mean, you finally caught that Nazi asshole." And now he was in one of the cargo crates under 24 hour rotating guard. Peter still hadn't talked to him, which was probably for the best. He didn't imagine they had much to talk about and he didn't want the temptation of 'accidentally' cracking his skull open and tossing his useless carcass into the ocean.

"Yeah..." Peter looked down at the choppy waves. He wanted to apologize, but he bit his tongue. She'd just tell him he didn't owe her anything, "

"Oh, god, you're depressed again." Cindy sighed, "Is it cause of the haircut? Cause I was totally planning to change my style when we got back to New York and just couldn't wait." She bumped her soldier to his and grinned.

"No, it's not..." He sighed in turn, "I'm just having one of my 'noir moments', as Gwen calls them. I'll cheer up." A beat, "And I like your new hair. It looks...nice on you." That was only a half-lie, at least.

"'Nice'? Gee, don't let Gwen hear you say that or she'll get jealous." Cindy laughed under her breath, "No, but seriously, if I see you angsting after we busted our butts off to grab a Nazi from a criminal sinkhole I'm going to toss you overboeard. Are we clear?"

"Yes Ma'am." It was scary that he couldn't tell if she was joking or not. Maybe he needed more sane female friends? Or maybe more sane friends in general, "So, what've you been doing?"

"Trying to not get seasick, ignoring the smell of fish in the air, getting talked into sleeping with certain charming psychopaths. Same old, same old." She shrugged. Peter hummed and looked down at the bottom of the ocean. As odd as it was, he wanted to get back to New York. It had Murdock and he was Wanted because of that shitheel Jameson, but it also had Gwen and Lana and it felt more like home than-

Wait.

"Run that last bit by me again?"

"Huh, thought you'd miss that." Cindy turned around and propped her elbows up on the metal. She seemed remarkably blase, though he caught a hint of what seemed like regret (or exasperation) on her face.

"You...were with him?"

"I think we're both old enough to say 'fuck', Pete." There was something mischievous in her next smile.

Peter blushed slightly and said, "Fine, you _fucked_ Bullseye?"

"Yeah." She nodded nonchalantly. It was times like this that he was reminded that she was at least a decade his senior, "I mean, it wasn't like we thought much about it. A day ago he said that I was hot, I said he wasn't bad himself, then one thing led to another and," She made a vulgar hand gesture, "Like I said before, that guy's both charming and creepy. Mostly creepy, but there's something there."

"Sure you just don't have low standards?"

"I'd be offended if I didn't fuck Gobby, so I'll just give you a passive aggressive nod." She actually did nod. He laughed, "Hey, finally, a laugh! Odd, it doesn't sound like an old man wheezing to death."

"Ah, shut up." He wished he could keep up the cheer like she could. Ten years of trauma and she had little to show for it. That or she hid it far better. Either way it was impressive, "I didn't ask before. What happened when we got separated? Bullseye went off the rails and nearly tore the whole place down on us so we couldn't help you."

"I got cornered by my evil twin's goons. Jessie Drew was there. Remember him? Guy with green electricity shooting from his hands?"

"We've...met."

"Yeah, well, we're not meeting him again." They looked into each other's eyes. It was sometimes disturbing how much he could tell just by a look.

"...Need to talk about it?"

"Nah, he wasn't my first. That cherry's been popped before, remember?" She finished off her chocolate bar and tossed the wrapper over the edge. He bit back a joke about pollution and wondered if he'd been spending too much time with Gwen.

"You sure?"

"Positive. Really, Pete, I'm cool. I like Star Wars as much as the next guy, but I don't buy into that 'strike him down and you fall to the dark side' bullshit, especially since stormtroopers die, like, by the hundreds but then Darth Vader gets a pass for blowing up a planet." Peter refrained from telling her that he had no idea what she was talking about, "Drew was an asshole. Yeah, he had a wife and kids, but guess what? So did the dozens of other people he kidnapped. He can rot in hell."

"Cold, Cin."

"Like you're any warmer, Pete?" She snorted, "Listen, I'm gonna go see if anyone else needs any more favors in exchange for a Chuckles bar. Don't throw yourself overboard."

"Yeah, yeah..."

He spent the next hour just staring out at the ocean. In a week they'd be all back home...back where he risked death again because a demon wanted his head on a pike. The rational part of him wondered if it'd make more sense to just leave, go back with Spider-Man back to the 30's or even duck into France with Ben and May. He quickly squashed that thought down. Even if he could take Murdock getting free reign to be a bastard and abandoning his friends, he couldn't stomach the thought of the smug prick smiling at having won.

He wondered what Gwen and the others were doing. He held off on watching the news, though that was mostly because he couldn't really trust it. The last time he checked it he'd 'found out' that Gwen was having a secret relationship with the lead singer of some new band and that she was apparently from a race of human shaped Spider immortals that watched over humanity.

Oh, and apparently she was hiding her chest and rear end whenever he saw her, given some of the pictures he'd seen.

He took another poorly filtered coffin nail from the crumpled packet and sighed at the nicotine in his lungs. He almost dared to think what would happen after this. On the off-chance they did all survive this and send Murdock back to hell where he belonged, what then? Technically he was still retired, Jack and Kasady aside. He was still a dead man walking, so what else was he good for besides the mask?

"Brooding again, kid?"

Peter turned to Bullseye, a retort already at the tip of his tongue, and stopped when he saw his face in full. Peter knew he'd gotten injured, but the nasty burn that took up almost the entire left half of his face still caught him by surprise. Despite the nasty wound Bullseye still smiled and somehow managed to make it come across as genuine even as the leathery skin stretched uncomfortably.

"What? You look like you've seen a ghost." He raised himself up and sat on the barrier.

"Your face..."

"I know. A handsome devil, aren't I?" Peter almost laughed at his cockiness. Almost, "I mean I know you're jealous of my downy good looks-"

"Oh piss off." He took another breath of the coffin nail and offered one to Bullseye. One would think offering a burn victim a smoke would be offensive, but neither of them were ever ones for dancing around something. Bullseye took one of the cigarettes and pressed the end to the burnt half of his face, "Huh, it's not lightin'. Weird considering my face feels like it's on fire."

"Hilarious."

"I try." Peter rolled his eyes and lit the end with a quick flick of the lighter.

They stayed together in almost complete silence for minutes. Peter didn't bring up his injury or the fact that he'd slept with Cindy or that he'd nearly cost them the entire mission with that stunt of his.

Mostly because Bullseye brought it up first.

"Alright, let's hear it?"

"Hm?"

"Where's the lecture about appropriate force? About how I nearly cost us your Nazi pal cause I couldn't resist making those shitheads pay for all the innocent people they killed?" Peter smiled wryly. Of course he'd frame it like that, "Come on, kid, the suspense is killin' me here."

"You wanna talk about that? Fine. How many innocent people got killed when you decided to bomb that hall?"

"What, you mean those waiters? Me and Moony faked an emergency and got em to the other room before everything came down on us." Peter looked at him dryly, "Alright, fine, we got _most_ of em out. Spinny getting caught meant we had to rush."

"And that doesn't bother you?"

"What? They made their choice. Everyone in that sinkhole knows what working for the rich folks are like. It means turning a blind eye and plastering a smile on your face when they get up to their schemes. You think every single one of those waiters and bellboys wouldn't gun us down if their boss told em to? Or how about those cops we gunned down? They coulda been blood donors!"

"Know that for a fact, do you?"

"I've been to Madripoor before. Former agent, remember?"

"Ends justifies the means, then? Funny, I thought you of all people would disagree with that."

Bullseye's next smile was predatory and just a hair's breath from a sneer, "Moralizing, kid? Shit, Spider-Girlie's really done a number on you." He took another puff of the cigarette, "How many of those Lantern shitheads were just kids who got in over their heads cause they didn't know any better? How many of Murdock's ninjas are just poor bastards whose minds he snapped in two? Everyone's always a little innocent. Doesn't mean we should feel guilty puttin' em into the ground."

"Is that your solution for everything? Throwing people's own mistakes back in their faces?" Peter rolled his eyes.

"If it ain't broke, don't fix it."

"Ever think that maybe changing things around might be for the better?"

"What for?" Bullseye snorted, "We come into this world screaming and crying and covered in blood and _shit_ , and that's how we're gonna leave it. I ain't got no illusions of living to ripe old age on some beach somewhere and neither should you. You, me, Castle, Moony, Hardy and even Boomgal. None of us are built for the long haul. We're gonna die in gutters."

"You're just a ray of sunshine, aren't you?" Peter laughed bitterly and tossed the cigarette over his shoulder. Gwen would've disagreed, but he couldn't. At least not completely.

"I ain't sayin' we should lay down and die, but I know how this is gonna end for all of us. We ain't heroes, kid, we ain't like Captain 50 States or Spider-Girlie. They get the cheering crowds while we do the things they're too 'respectable' to do. And shit, I'm sure half of them Avengers are gonna be in the gutter right next to us. Live by the sword and die by the sword and all that."

"So why even bother if that's what you think?"

"We're leaving in gutters, but that don't mean we gotta let life drag us down without fighting back. That's the only thing we can do - scream and rage and fight against the pull until we can't anymore." Bullseye squeezed Peter's left shoulder and raised the left half of his face, "See? Murdock's waitin' for you back in New York and all of us are gonna fight till we keel over. That's the only thing we _can_ do."

"Hm..."

Bullseye left soon after. Peter looked down at the last cigarette on the packet and tossed it over the edge with a sigh. He wasn't in the mood now.

One more week...

* * *

"Gwen, pick up your fucking phone!"

Gwen raised her head from the oh-so-inviting pillow and grabbed for the phone. Why did she ever give Lana her number? "Mmmph..." She cut the voice mail off and accepted the next call, "What, Lana? You better have a good reason to call me at 4 in the fucking morning or I'm deleting your number."

"Delete my number? Oh no, how could I ever live with myself if you did that?" She practically saw the teenager rolling her eyes. Gwen suddenly felt old, "Check your message, Spider-Gwen."

Lana cut the call. Gwen let out a frustrated breath and sat up, rubbing the sleep from her eyes as she did. This better have been fucking good-

It was good.

A forwarded message from Peter to Lana. Nothing but an address to some dock somewhere on the ass-end of New York and a short message afterwards, 'Arriving soon.' She checked her own messages and frowned when she caught no message of her own, "Not planning to message me?" She pulled herself up and let the suit cover her. He really wasn't making this 'not being jealous' thing easy.

She made it to the docks in no time. Gwen shifted the suit to something more casual and walked to the docks, hands stuffed into her pockets to avoid the slight chill from the cold ocean wind.

She waited for 30 minutes in solitude till she caught another pair of footsteps, "Christ, how long have you been here?" Lana smiled mockingly.

"Just got here."

"Uh-huh, _sure_ you did." Lana pulled down the hood and let her hair spill out.

Another half hour passed before they finally saw the ship. Well, she assumed it was the ship. All he said was that they'd be arriving on this dock soon and so far it was the only ship they'd seen.

She was proven right when she caught Cindy walking down the steps shakily and cheering as she went on all fours, "Finally, dry land!" she screamed, completely uncaring of the looks some of the crewmen gave her. It didn't take long to notice her now-short hair and the scars that lined her arms and legs. Were those always there or were they new?

"Cindy?"

"Gwen?" Cindy picked herself up quickly and looked between her and Lana, "What are you two- no, dumb question, I know why." She jerked her thumb back to the ship, "Pete and the others are dealing with Octavius. They should be down soon."

"Uh, sure..." Gwen looked at the scars again, "Rough mission?"

"What, these? Nah, always had em." She raised one shoulder in a lazy shrug, "Anyway, I told the others I'd go on ahead and report to S.H.I.E.L.D. Have fun with the reunion."

They saw Peter soon enough. Gwen couldn't stop herself from smiling when she saw him. He looked rough - particularly the messy stubble, the tears on his clothes and the smell of a non-sexy sailor. He looked up when he got close enough and paused, "...Gwen, why are you-"

She cut him off with a kiss. The contact lasted for only a few seconds before she suddenly remembered that, oh yeah, Lana was right there and she wouldn't have even found out about this if it wasn't for her. Gwen reluctantly parted from him and turned back to Lana, a guilty look on her face. To her credit the younger girl looked nonplussed, but remarkably calm despite it.

"Lana-"

"What? I've seen you two frenching on TV. I ain't gonna bawl my eyes out now." She uncrossed her arms, "Nice to see you, Pete."

"Yeah, good to be back home..." He scratched at the stubble, "Sorry for waking you up, but I knew if I didn't you'd blow my head off."

"You're right there."

"Speaking of," Gwen said, "Thanks for not messaging me. Really appreciate having to hear about this from Lana second-hand."

"I have my reasons-"

"Yo, kid!" Gwen cringed at the all-too-familiar voice. She looked to the approaching figure and almost yelped in surprise when she saw the nasty burn wound on the left side of Bullseye's face, "Meeting up with your girlfriend already?"

"She's not-"

"Oh, can it, I saw you two tonguing each other from the ship." He looked her up and down. There was something about his smile that she didn't like, "So this is the oh-so-great Spider-Woman, huh? You look more generic than I thought. Guess the face never lives up to the mask."

A part of her wanted to deny it, but she crushed it down. He already knew, what was the point in playing dumb? "Yeah? Sorry to disappoint you."

"Oh, trust me, the S.S Disappointment's already halfway through the world tour. This is more a shovelful of coal."

"Good to know." Gwen grabbed Peter's left wrist and smiled thinly, "You should probably do something about your face. Looks fucked up." She tapped her right cheek, her lips parting in a nasty grin.

"Really now? Think you got the wrong side there, Spidey."

"No, I'm pretty sure I didn't. The new look's an improvement from the old. Less of your face to see."

"Gwen..." Peter muttered. Lana whistled behind her, impressed.

"Woof, looks like Spider-Girlie's got some teeth." He honest to God laughed at that. It was genuine, which creeped her out more than anything, "Guess that's why Petey likes you. You pretend to be so much better, but you're just as nasty underneath it all. Good to finally see the girlie behind the mask."

"Can't say I think the same."

He didn't say anything, just gave Peter a look she couldn't decipher and and walked past them, whistling a tune to himself. Peter looked like he wanted to say something about how she acted, but eventually he just shook his head and told Lana he'd meet her later.

"Sure. Have fun."

"Come on, Gwen...I need a bath. And a shave."

"Really? I like the rough look." She smirked and traced a finger through the stubble.

"Yeah, yeah. Come on, let's go."

"Wait, what about that Octavius guy?"

"We already gave him to the spooks. They got on the boat a day ago." He nudged his head back to the ship, "I just wanna forget everything for a day. You know something we can do for fun, right?"

She smiled and held his hand. Peter took it as a yes.

* * *

Whoever said meditation was calming was lying through their fucking teeth.

Cindy sighed and adjusted her meditative position. Weeks she'd spent in this prison. Weeks wearing the stupid orange jumpsuit and feeling the tight choke of the collar around her neck. It was a crude solution - any attempt at using her powers and she'd get a painful shock, like a disobedient dog getting the spray bottle. Crude, but effective when the average prisoner was nothing more than a dumb thug with some cybernetics or the barest traces of special abilities.

All because Stacy and her group of misfits caught her off-guard.

Her fists shook. Fine, she was willing to admit that it was her bad - she'd gotten careless and she wasn't fucking psychic. Bishop and her useless twin being present was expected enough, but how the hell was she supposed to know that new symbiote host, Stacy, Specimen 5 and that bitch with the psionic claws would gang up on her at once? Especially that last one. She was more part of Octavius' branch than hers.

Fine. She and 5 wanted to play? Then she'll play.

She took a deep breath and closed her eyes. As much as she wanted to claim she was simply biding her time, that was far from the truth. Jokers like Shocker or White Rabbit escaped prison cause no one took them seriously or they had enough money to guarantee parole or bail. The Raft was different. She'd heard about the place: the modern day Alcatraz that was damn near unbreakable.

Emphasis on near.

She heard the muted thuds of impact through the door behind her and smiled, "Kept me waiting, hm?" she said, eyes still closed. She waited for the footsteps to stop behind her before she stood and faced the new arrival.

The well-pressed red suit was all too expected, not so much the equally red oni mask that covered the entirety of his face. Cindy raised an eyebrow briefly before she smiled in amusement, "Anyone else and I'd assume it was an assassin, but I recognize that awful cologne anywhere." She pulled the mask off easily and met Matt Murdock's smiling face, "Matt Murdock."

"Hey, girl."

She wrapped arms around his neck and pulled him into a kiss. Seconds passed and eventually they separated, a bridge of saliva connecting them briefly till Matt smirked and wiped his lips with his thumbs, "Hmhm, prison's made you needy, Ms. Moon."

"Trust me, I don't really need you to talk." She turned around and let him tamper with the collar around her neck, "So, Mattie, why are you here? I assume this isn't just another booty call from your one and only frenemy with benefits."

"Paying back a favor." He chuckled. Cindy waited for the collar to come down and heaved a sigh of relief when her skin finally met not-so-fresh air, "I'm a man that always pays his debts."

"All business, hmm?" She flexed her fingers and laughed when darkforce energy danced across the digits. It was good to be back, "What would you say to getting the upper hand and me owing you a favor?"

"I'd say I'm curious on what exactly you want."

"Fuck up Spider-Gwen. Nothing personal from you - I know you're busy with your own little Spider boytoy - but something that'll make her hurt. I need some payback for putting me in here."

"Hmm, I have something in mind, but I do need a guarantee that you actually do plan to take care of her. She's planning to intrude in my own games and my deterrent is losing its value. It'd e helpful if someone dealt with her."

"Ha. Trust me, I wouldn't miss it."

"Very well then. A favored owed, Ms. Moon. I hope you enjoy it."

* * *

Helen hummed to herself softly as she cut the chicken. The clock read 7 pm and it was almost time for dinner. Gwen called her a few hours ago and said that she was planning to take little Peter back. Personally she wasn't sure if it was a good idea to take him back here after her party ended, but George agreed they'd deal with it later after everything else was said and done.

George. Her ex-husband, the father of her only daughter, and a **_bastard who didn't give a shit about her._**

Helen stopped. Where did that come from? She shook her head. It was...

 _ **True. She'd come back after ten years, and for what? Only to find out he'd been with that**_ **whore** _ **Jessica. What right did she have? She was just a drunk who got into an accident. A torn condom, and because of that she got her family!**_

"No..." This was wrong. Helen took a deep breath and her grip on the knife shook. This wasn't...she didn't think that.

 ** _Days they kept her in the dark, George and Gwen both. When she came back they didn't even have the decency to tell her. No, they watched her make a fool of herself,_ laughed _at her when she did her best to pick up where they left off. She did her best! She lost ten years! She lost her husband! She lost her daughter! They didn't deserve a happy ending while she lost everything!_**

"Please...I don't..." Her hand moved the nozzle of the stove till it was at its highest heat and she threw the tablecloth on top. The house would burn in minutes.

Her body moved on its own. Her hold on the knife suddenly tightened and she walked up the stairs, her steps becoming less and less heavy as the seconds passed. She stopped in front their - **_his_ ** \- room and opened the door silently. George was sleeping. An early nap after he went on a case - **_she knew exactly what it was_** \- with that _**bitch** _ Jessica.

She stopped at the edge of the bed, "George..." She wanted to scream, to warn him to get away, but her voice was so soft that she barely heard it herself.

Eyes closed, the first drop of tears escaped the edge of her eyes just before she plunged the knife down.

* * *

 **Well...I said it'd be getting dark at the end. Anyway, like I said the next chapter is going to be grim, and I mean 'you might drop the story' grim. Hopefully you guys don't since I don't plan to burn this story, but I figure it's best to nip that worry in the bud right now.**

 **Still, at least we're back in New York and Ock's behind bars. Moon's out, so we'll see if it was a fair trade.**

 **Questions:**

 **1\. I wonder, do you guys want higher stakes levels of fights? I don't mean 'Thanos wipes out half the galaxy level', but still larger than 'New York under siege yet again'. So far the only one planned is Spider-Island, and that's the literal endgame arc.**

 **2\. For those who claim they want Original Noir to stay in Earth-65 with the Wolverine, would you really be able to sympathize with a guy who could at least try to stop WW2 and held off on it for what can be perceived as a selfish reason? It's the whole 'you would kill Hitler if you could' meme.**

 **Review Answers:**

 **The Red Ghost22 - I like long reviews :) Anyway, I don't mind shipping all that much anymore, but it was really rough for the first 50 chapters when fans kept stating they perceived this story as an extreme slow burn romance despite it not being the case.**

 **Guest - That first segment was for you.**

 **Brave2000 - I heard that claim, but it's not really true. They were friendly during the Batman/Superman annual and kinda hostile during their team up...also, you know, Kara _had a boyfriend_ during the team-up issue. That and wouldn't it just feel like Gwen/Noir again?**

 **coki13566 - Maybe, but remember Noir's also a teenager, so I'd blame it on the circumstances they met as well.**

 **SwansMessYouUp - Wonder how you'll answer the first question above :P**

 **Titan616 - Lana and Gwen aren't really friends. It's more like they're awkward acquaintances.**

 **Dr. Sugarcakes - Yes. Dark, I say :P**

 **Guest 2 - I don't mean bad as in it's poorly made - that's Iron Fist and Inhumans. I mean bad in the sense that bad shit happens, which is true for Daredevil in any media he appears in.**

 **Esquire-Man - Darker, yes. The ending was just a prelude to how low we sink. As for Sups and Hood I was thinking of a rehabiliation fic so both bat and super fams would be involved with Red Hood being the viewpoint character.**

 **As for what I'd call waking up like that? I'd call it awkward. They're comfortable enough to undress, it's not weird or sexual.**

 **Krolikson - Torturing? Lana had a fun game and nothing bad happened to her, suicidal bully aside.**

 **Nameless - Thinking pre-New 52, amalgam or both. I wanna use the Under the Red Hood storyline.**

 **Henchman213 - Punks in love? Lana seems more delinquent than punk. Anyway, I'll check out American Vandal.**


	131. Not that Dark after all

**From reactions to the last chapter, I guess I overhyped the darkness :P Ah well, guess that's what happens when I overestimate myself. Anyway, as this chapter title indicates, the hyped darkness isn't that huge. Hopefully it's still cool with everyone.**

 **Speaking of the story, the chapters after the next are going back to a Gwen focus. And I mean a Gwen focus where she actually does Superhero work and focuses on her own arcs rather than being the worried girlfriend over Peter's shenanigans. Hopefully the new Spidey game will help with this :D**

 **I'll try to pump out one more chapter before Sept 7 rolls around. I think it leaves off on a good space. Hopefully Yakuza 0 doesn't keep me too distracted before that days comes, though.**

* * *

Her house was burning.

Those four words were the only thing that ran through Gwen's mind as she looked up at the raging inferno. Next to her, Peter was equally stunned, mouth ajar and eyes wide. Her house, her _home_ , was going down in flames.

And her mom and dad were still inside.

"No!" Gwen rushed to the door and shattered it in her haste. She only managed a few steps inside before the heat made her nearly turn back, "Damn it..." She raised both hands to cover her face. Even now, long after Webster gave its life for hers, she still felt the same primal fear as before. She almost shut her eyes entirely, her entire body shivering. _She'll die if she stays here_ , everything inside her screamed.

A touch on her shoulder drew her attention back. Peter was at her side again, one hand keeping her steady while the other covered his mouth and nose. Having someone else next to her helped more than she thought it would've.

"Mom, dad!" She found the strength to move again. Gwen rushed to the kitchen and flinched when the fire nearly hit her face, "Shit!" She patted herself down in a panic and stumbled back, nearly knocking over Peter, "Mom! Mom, are you there?!"

"She's not there!" Peter looked around briefly and suddenly snapped his head up, "Upstairs! Your dad's room!" He pointed to the burning stairway. Too much fire to cross.

Gwen grabbed Peter in a tight grip and jumped, crashing through the roof with a loud impact. She turned and made sure to shield him from the debris, "Come on!" Peter rushed ahead and webbed down the beginnings of a small fire. The second floor wasn't as damaged as the first and Gwen felt the fear abate, however slightly.

They crashed through the door to her dad's room. Gwen paused, both hands covering her mouth in horror at the scene in front of her: her dad passed out on the floor covered in blood and numerous stab wounds with her mom equally unconscious not too far from her. Both her hands were covered in blood and a bloodstained knife lay next to her. If it were anyone else it would've been obvious what happened, but Gwen couldn't even consider the idea.

There had to be another explanation. There had to.

"Let's go!" Gwen grabbed her dad as gently as she could while Peter took her (miraculously uninjured) mom. She ran out of the room and bit back a curse when she saw the spreading fire drawing closer to them. Couldn't get out that way. Mumbling an apology to her dad, she ran to the window and jumped through it, using her body to shield him from the shards of glass.

Gwen landed on the ground of her backyard with a dull thud and set her dad down slowly, "Please, please, please..." She pressed two fingers to his neck and breathed a sigh of relief when she felt a pulse. Weak, but it was definitely still there, "Gotta...Gotta call an ambulance..." She fumbled for her phone, hands shaking, and dropped it to the ground before she even managed to put the code in.

"Gwen..." Her head snapped down to meet her dad's gaze. His eyes were half-open and his voice was weak, "Where...Helen..."

"Here." Peter said from behind. He set her mom down a fair distance away and picked up her phone, dialing the emergency 911 call, "Gwen." She took the phone back. Peter knelt down and pored over her dad's wounds, webbing up the most gaping ones. She turned away and relayed the details to the operator as best she could. It took all she had not to grab her dad and swing over to the hospital herself. _Jostling him in his state would just add more problems_ , the rational part of her mind said.

It didn't make watching him bleed on the grass any easier.

Minutes passed and her dad drifted in and out of consciousness. Gwen knelt by his side and took his right hand in a shaky grip, "Dad..." She let out a choked sob and cried. _Be strong_ , she told herself. _Be the hero your dad deserves._

She couldn't. Not now.

Eventually Peter stepped back, gloved hands covered in blood. _Her dad's_ blood, "I did the best I could. He should be alright till the ambulance gets here."

Before Gwen could say anything a weak moan came from behind her. Her mom opened her eyes and sat up in a panic, looking down at her bloodstained hands, "G-Gwen...?" She looked up and Gwen noticed the blood streaked across her cheek, "Is...Is he..."

Peter pulled out a gun and aimed it at her mom. Gwen's eyes widened and she moved automatically, pulling his hand hard enough to hurt, "What are you doing?!"

"She did this!" Peter screamed.

"No! She wouldn't! It was-"

"I did it..." Gwen stopped. Her mom looked down at her trembling hands again, eyes filled with tears and mouth quivering, "I...I don't know...a voice in my head...I couldn't stop myself..." She shut her eyes and gripped her hair with both hands, "I'm sorry...I'm so sorry, George."

"Mom..."

"...It was Murdock." Peter took the discarded gun and put it back on its holster, "I'm sorry. You aren't responsible for this." He scowled down at the ground, "This makes no sense. Your mother was supposed to be leverage. Why would Murdock toss that away?"

"I don't care right now, Peter." She heard the blaring of the ambulance closing in, "Come on, we have to get my dad to the hospital."

"I can't go, Gwen. Anyone catches you with Peter Parker and things are gonna get more complicated. Bad enough that I used web to cover up his wounds." He nudged his head to her mom, "She can't come either. Murdock can take control of her."

"But-"

"He's right, Gwen..." Her mom shook her head, "Go, please take care of of George. I love you..."

"What about you?"

"I'll find somewhere to put her. Just take care of your dad," Peter said.

"I..." Gwen bit her lip and almost tasted blood. This was wrong. Her mom should be there, but she knew it'd only put her dad at risk. No, that wasn't right. Her dad shouldn't have gotten hurt in the first place, especially not from her mom.

Damn Murdock. He was going to _die_ for this.

"Alright. Take care of her."

The next hour was a blur. Gwen just barely remembered being in the ambulance's front seat while paramedics tended to her dad in the back. They didn't ask about the web and she didn't say anything. If anyone did ask then she wouldn't say anything. All she cared about now was getting her dad the treatment he deserved.

It wasn't long after that when she found herself pacing in the empty hall while her dad was in the emergency room. Jessica sat on a nearby chair, her expression murderous. It was just like her - skip right past the first two stages and camp on anger. Gwen wished she could say the same, but all she could do was pace and pray and hope that things would get better. She felt pathetic. All she could do and there was nothing to be done to help.

Another pair of footsteps rushed towards them, "Gwen!" She looked up and caught Kate's worried gaze, "Gwen, I heard-"

She didn't get to finish. Gwen grabbed Kate and pulled her into a desperate embrace, pressing her tear-stained face against the the other Superhero's shoulder. Kate stood frozen for a moment before she reciprocated the gesture, rubbing soothing circles on Gwen's back. The adrenaline had long since passed and now all she felt was a mounting sense of uselessness. She could've done better. She could've done...something.

 _'Oh yeah, what? Kicked your mom out of the house? Kept her locked in a room like a prisoner?'_ she thought bitterly. It might've helped, and it would've definitely avoided this, but she couldn't. She lost her mom once, she couldn't lose her again.

Eventually her sobs faded into soft hiccups and she pushed Kate away weakly, "...Who did this?" Jessica said, speaking up for the first time since she arrived. Up till then she'd contented herself with kicking over chairs and knocking holes in the wall. Gwen would've joined her if she hadn't remembered that Gwen Stacy was still a powerless civilian as far as New York was concerned.

"Murdock, who else?" That bastard went too far. When she got her hands on him she'd make what happened to Kasady seem like a mercy.

"We gotta do something..." Jessica muttered.

"Plan to kick down his door, Jones?" Her head snapped to the new arrival. Peter walked down the hall towards them, his head covered by the hood of his jacket, "You weren't there, so I'm telling you right now, snapping Murdock's neck won't work. If it did Hardy, Castle and a hundred other people with nothing to lose would've done it already." Including her mom. He shouldn't have survived that shot.

"How'd you get in?" Kate asked.

He raised his hand and briefly let his hand disappear, never taking his eyes off Jessica, "Besides, you shouldn't be risking yourself." He eyed her stomach.

"I know that, but what the hell am I supposed to do?" Her hands clenched.

"Keep your head down and hope Murdock doesn't use Stacy junior next." He looked down, his expression unreadable, "...What happened to the Captain?"

"Still beingntreated. We have to wait." He'd survive this. He had to, "What about my mom?"

"I put her up with Moon Knight. He knows how to handle her better than either of us can." He traced a hand along the damaged walls and narrowed his eyes, "...Your dad's better. They're finishing up his procedure. He'll be fine, but..."

"But...But what?" Peter didn't answer her. She grabbed his left shoulder, "Peter, what's wrong?"

"There's...the damage to his spine is extensive. Doctors are saying he might not..."

He didn't finish; he didn't have to. Jessica stood up again and kicked another chair from the wall, screaming in unrestrained rage, while Gwen shook head and muttered refusals. This wasn't possible. Her dad couldn't have been, "No...no, no, no." Her grip on his shoulder tightened and she looked at him desperately, as if that would somehow change his answer.

"Shit..." Kat whispered.

"I can't stay here. The doctors are coming out soon." He shook off her hold, expression still unreadable, "I'm...sorry."

"That bastard...that _bastard!_ " Gwen wanted to swing out there and find Murdock and make him _beg_ for mercy he didn't deserve. He deserved it just as much as Kasady; she wouldn't even feel guilty about it.

"...I gotta go."

Peter turned to leave until Jessica suddenly spoke, "You're going after Murdock, aren't you?" He didn't answer. Gwen took that as an affirmative, "Take me with you," she said, "I...I deserve to be there."

"You need to be here with your dad. You too, Jones. He doesn't deserve to wake up alone."

"But-"

"I'll go with him," Kate said, "I can't do anything for Mr. Stacy here and if you're not going to kick down Murdock's door then I'm guessing what you're doing requires a little more finesse."

"Not sure...maybe."

"That settles that, then." Kate grabbed both Gwen's shoulders, "Gwen, trust me, I know what it's like to want to make someone pay, but right now your dad needs you and Ms. Jones. Let us handle this."

"I..." She wanted to be here with her dad, but could she really just let Peter go and fight Murdock with no one but Kate and his 'group' for backup? "What if you need my help?"

"Gwen, if we can't stop him without you then stopping him with you's not an option either." Peter smiled. It was thin and fake, "Just be here with your dad. I'll call you when we finish up, I promise."

They nodded another and she watched the two of them go. She wanted to say more - _do_ more - but she couldn't. Now she just had to focus on making sure her dad was alright. Gwen took a deep breath and turned to the doctor, the older man's eyes widening when he caught the damage on the hall. She had to trust that Peter and Kate could make it out.

* * *

He was going to kill Matthew.

Or, at least, he would if that was possible.

Peter looked down at the nondescript storage center from his place on the opposite roof. This was the address Matthew had scribbled down on the paper he'd given Gwen all those days ago. It was a trap, the paranoid (and oftentimes rational) part of him said, but it was the only lead he had. Did he trust that Matt was some innocent caught in a demon's clutches? Not particularly, but why go through all this trouble if he just wanted to hurt him? He'd made it very clear already that he was untouchable.

"...Looks like the cavalry's here." Kate said next to him.

Castle, Spector, Hardy and Bullseye. Hardly the strongest group of clowns in costumes in the city, but there was little they wouldn't be willing to do. He'd take them over the green amazon any day of the week, "Another team-up?" Bullseye asked, his burns standing out even more in the moonlight. Somehow it stopped looking grotesque and more oddly fitting instead.

"This better be good, Spider. The last time gathered us all like this we risked our lives and you ended up with your identity outed," Hardy said.

"Good to know you care, Cat."

"It makes it difficult to work with you outside of the mask now that your face is plastered all over every bloodsucking blog." She crossed her arms, "So why _are_ we here on the edge of nowhere?"

"There." He pointed out the building. It looked like a decently sized storage building and garage, complete with a couple of moving trucks out front. He knew better than anyone that appearances could be deceiving, "There's something there that Matt went to a lot of effort to keep hidden."

"And how exactly do you know that?" Castle asked.

"He told me."

Hardy raised a brow at that, "You're gonna have to explain that one."

"Matt, not the demon that's been using our heads for target practice." He tossed the crumpled, folded paper at her, "I...met another demon a few days after what happened in the hospital. Something he did, stopping time, it must've knocked Matthew loose, at least for a bit. He told Spider-Woman about the address, said that if I wanted to to hurt the Hand to go here."

" _Another_ demon? Damn it..." Castle grimaced.

"Presumably Mephistopheles. I felt his presence in the city, though I did not know he was here for you," Spector muttered.

"I don't like it either, Castle, but it's the world we live in." He missed being surprised that radiation could give people powers, "We have one chance at this. Whatever's in there can hurt Murdock and his group."

"So we're gonna Jenkins Leroy the entire thing? Works for me." Bullseye chuckled.

"Not for me." Hardy scowled, "How do we even know this isn't a trick of some kind? That he didn't just fool Spider-Woman with this so-called weakness?"

"I trust Spider-Woman. If she had any doubt this wasn't legitimate she wouldn't have given me the address." Especially not after everything Murdock had done to her, "You always said you wanted revenge, Hardy. This is the closest we're ever going to have to that."

"Do you even know what's in there?"

"It was enough for whatever shred of a soul that bastard had gave it up."

"Whatever it is, it's doubtful that it will be unguarded," Spector eyed Bishop, "No offense intended, but couldn't you have called on other members of the Avengers besides Miss. Bishop?"

"Ouch, yeah, right here." Kate rolled her eyes.

"I tried calling Cin - Spinerette - but they're holding her down for a debriefing. The other Spider-Man and Shadowcat, too," Stars-and-Stripes and the green amazon were out of the country, at least according to Bishop, and van Dyne couldn't leave her lab with Mary there.

"Can't help but notice Boomgal ain't here either," Bullseye said.

"...I don't want her involved."

"Protective? Don't blame ya considering what happened last time...though, she wasn't with us back then, either," Bullseye ignored Peter's glare, "Hey, I'm just saying, some firepower might be good here. I don't think Castle brought enough grenades."

"It's better she's not here. Less chance of being caught in the crossfire of her attacks," Castle said.

"Something about this stinks." Hardy frowned, "Why not wait for when Spinerette comes back or for the other Avengers to return? There shouldn't be any rush. There hasn't been for _months_ , so why now?"

"Because-"

"It is likely he wishes revenge for what happened to Spider-Woman." Spector- no, _Grant_ , said, "The Beast possessed her mother and bade her attempt to murder Spider-Woman's father."

"So this is all for her." Hardy laughed, soft and bitter, "Convenient how you want to strike at Murdock when it's _her_ revenge that's motivating you. Did you even plan to tell us that or were you fine with using us to take revenge by proxy on her behalf?"

"I got the information just before we left for Madripoor. Whatever my motivations are I never had the means to do anything before that." He looked at each of them in turn, "Anyone wants out then feel free, but don't act like being selfish is new in this group. We only ever get together if we think there's something in it for us." A favor owed, a mutual enemy...Avengers, they were not.

Felicia scoffed and brought a hand through her hair, "If this is a trap then I'll make sure you die first." She stepped past him and eyed the building, "What do we do? I don't suppose you want us to break through the front door and endanger the employees."

"We scouted it out earlier. No employees, no drivers coming or going. It's creepy," Bishop hummed, "You'd think some place like this would at least try to keep up appearances."

"It means they have something they cannot afford anyone outside of the Hand to know." Grant stood next to Felicia, "Any other day I'd consider collapsing the building, but there are many things the Hand could've hidden and not all of them are best dealt with by overwhelming force." He pulled his hood up, masking his face in shadow, "We lack intelligence, however. Leaving could ensure the Beast a chance to move this place, but going in now would put our lives at risk."

"That happens every time we open the door. World's a dangerous place, Moony." He slung an arm over the slightly taller man's shoulders, a grin on his face, "I mean, you think we just suit up for fun? ...Okay, maybe Black Cat does...and Punisher, I guess. Guy's murderboner actually makes _me_ jealous."

Castle glared at him and Bullseye ignored it, as expected. Felicia looked about a hair's breath from wrapping his neck with her whip.

"Wow...how do you guys work together? No, scratch that, how do you guys not kill each other?" Bishop asked.

"We don't exactly hang out in them fancy penthouses and paint our nails, Hawkeye. This is a strictly working relationship," Lockley said, obviously grinning from underneath the white mask.

"Oh, the fun one's here!" Bullseye's grin widened, "Now it's gonna be a party!"

"I preferred Spector. At least I can trust him to be focused." Hardy pursed her lips, her arms crossed in displeasure.

"Enough. We're wasting time." Peter put on his mask. It was still tattered - he'd forgotten to ask Cindy for spares during trip back. Still, it did the (pointless at this point) job, "We're all going in. No need for overwatch this time, Castle."

He grunted and switched to an assault rifle. Peter tossed one of his pistols to Bullseye along with some bullets, "No playing around, Bullseye. You see anyone you shoot to kill. No maiming, no dragging it out, and no torture."

"Man, you really know how to kill a guy's buzz, Petey..." Bullseye sighed.

"...No offense, but I'm starting to see why Spider-Woman doesn't like you hanging around these guys." Kate said. Peter ignored her.

The inside of the building was as unremarkable as the outside. A dimly lit office with no one inside followed by a hall filled from left to right with numerous storage rooms, "Sonar arrow's not picking anything up." Kate picked up the arrow and slotted it back into the quiver, "You sure this is the place?"

"I doubt Matt made a mistake." Peter ripped off one of the padlocks and opened the screen door, "...Nothing here." Open boxes filled with assorted knick-knacks. Maybe it was hidden in plain sight?

"How do you know? All we got was an address. We have no idea what we're looking for," Felicia said, overturning a box from her own storage space in frustration, "For all we know this is simply where he hid his first dollar."

"The Beast ain't Wilson Fisk, girlie. He wouldn't go through all this trouble just to hide a celebratory condom." Lockley tapped the side of his head and his eyes suddenly glowed white, "Hmm, x-ray's not coming up with anything, but that's no surprise. Any crime lord worth his salt invests in some lead." He tapped again, "Nothing on thermal either, but- oh, hello!"

"What?" Kate asked.

"Jackpot." He knelt down and traced his fingers through something, "Blood drops...lots of em. Different blood types. All healthy, no signs of asthma or STD's or anything. All of em leading to the same storage garage." He pointed to the third to the last door at the left wall, "Either someone's been indulging in a little kidnapping or the owners of that locker have terrible luck."

The inside was just as filled and messy as the other rooms, "That's the place." Lockley pointed to the far wall. Peter threw away the boxes haphazardly and walked till he was inches from it. He traced a gloved hand through the dusty surface and frowned. His spider-sense was thrumming now, "Hmm, can't see a switch," Lockley mumbled, "Doubt I'm wrong, though."

"Spider-sense is thrumming. It's here."

"There must be...ah, that son of a bitch." Peter didn't get a chance to say anything before Lockley pulled out a knife and cut a thin line through his own palm, "Give it here." He gestured to Peter. His face scrunched up in distaste and he reluctantly offered his hand. The cut didn't hurt, and the feeling of blood on his palm was all too familiar, "Blood sacrifice. The Beast is an old fashioned kinda guy like that."

"What do you mean?"

"We need a show of devotion." Lockley stood next to him, shoulder-to-shoulder, "I've seen this kind of ritual bullshit before. We need to trace a symbol. Just follow my lead or we're going to get our souls sucked out." He grinned, "Kidding."

"...Holy shit, this so weird," Kate said from behind him.

"Eh, I'd put it on a high 6. You see weirder shit." Bullseye shrugged.

There was something undeniably morbid about using his own blood as paint. Peter followed Grant's instructions to the letter and traced the unfamiliar symbol. From behind him the rest of the rag-tag group were ready, weapons aimed just in case someone - or something - popped out.

Preparation that became all too useful when the symbol lit up and the wall practically collapsed, "Down!" Peter dragged Grant down and narrowly avoided the slice of the katana that would've cut their necks open. Peter unsheathed his pistol, but he didn't even get to raise it before a gunshot rang out and the ninja found himself with a new hole in his neck.

"Quick and easy." Bullseye grinned and offered Peter a hand, which he took, "Come on, we got ninjas to kill."

"I'll take point," Castle raised his gun and Spector immediately positioned behind, weapon at the ready.

The hallway, if it could even be called that considering how alien it was, was long, wide and winding. The walls seemed to pulsate with some kind of uneven rhythm and every inch of the surface was covered in unreadable crimson runes. At the back of his mind he knew this wasn't possible. The hallway should've been seen from the outside, especially considering how small the building was.

Then again, he _should_ have been dead. A lot of things that should make sense didn't.

Still, he didn't get much chance to ponder the impossibility of it considering they were knee deep in ninjas.

Bishop let loose another arrow and shot a ninja through his nose, "Ugh, gross!" She tried to shoot another before the next sword slash made her stumble back, "Bows are not close good close quarters weapons!" She bludgeoned the offending ninja with her bow and shot him in the gut before he could get up, "A little help here, guys?"

"Here!" Bullseye tossed a knife to the ninja charging towards her and hit him square in the eye.

"Thanks, I guess!" Bishop grabbed the knife from his socket and jammed it down the neck of the next suicidal bastard. Even from where he was webbing down another one of the pajama brigade he could see that Bishop was trained.

Felicia grabbed another ninja and tossed him towards Peter. He grabbed the attacker mid-fall and snapped his neck. Spector made it clear that it was the quickest way to ensure they wouldn't come back, "Behind you!" Felicia jumped over the slash and landed on the ninja's shoulder. He didn't even have time to let out a noise of surprise before Felicia snappped his neck with her legs.

Spector killed another with his bladed cestus, "Make for the room at the end of the hall! We'll be overwhelmed if we stay here!"

Castle tossed a grenade towards the corner. The first three ninjas were torn to pieces and the next two coming down the hall were met with a hail of bullets. Castle led the way, gunning down any opposition while the rest of them covered his back. With every step they took Peter felt more and more like they were being funneled, led along like puppets on a string.

An assumption that seemed all too damning when they made it to room and the ninjas stopped chasing after them.

He didn't have time to say anything about their turn of luck before Kate screamed. Peter turned around and nearly screamed himself when he saw what greeted them. Dozens upon dozens of slabs, each of them containing a single, undressed woman each, every inch of them covered in bloodstained runes in lieu of clothes. They were breathing, albeit barely.

That wasn't the worst part.

"Are they...pregnant?" Bullseye asked. He didn't have a single hint of his usual levity, his face contorted in shock and disgust to match the rest of the group. He was right. Some of them looked normal, but there more than a few who looked like they were in the later stages of pregnancy.

"...This is a storehouse for the breeding caste." Spector lost most of his calm too. It scared Peter more than he wanted to admit.

"The what?" Felicia asked.

"The breeding caste, where failures to the Hand and...usable women find themselves." Spector's hands held the edge of the slab in a vice-grip, "The infants are taken as future soldiers...or they're used as fuel."

"Fuel?" Peter asked.

"The Beast is not omnipotent. A life for a life, that is the easiest way to revive someone."

"The infants are used as sacrifices." Castle looked like he wanted nothing more than to level the entire building.

Bishop suddenly looked sick, "Wait, does that mean every ninja we kill-"

"No," Spector said, cutting off Bishop, "Contrary to common belief, the Beast does not resurrect every fallen soldier. He merely gives the appearance of such. Do not take the blame for this. It is the Beast's fault and his alone."

"This must be what Murdock meant when he said it hurt the Hand..." Peter mumbled. Their source of resurrection and soldiers. How many pregnant women were here? Dozens, easily, but he didn't have time to count them all, "We have to end this."

"How so? Do you expect us to carry them out of here on our backs?" Felicia asked.

"Do you have a better option?" Peter shot back.

"I want to save them too, Spider, but I don't see how. There's six of us here and we barely made it through the hall last time. Are we supposed to shuffle back and forth, leaving our backs open to attack?"

"Ms. Hardy has a point." Spector scanned the room, "There are too many of them here. Attempting to rescue them all would be suicide."

"What are you suggesting...?" Bishop asked, her eyes narrowed.

"These women were dead the moment the Hand took them. We cannot leave to search for aid; our presence here has already been noted and when we return all the women will have been moved regardless of how fast we do so. Any who remain will spend the rest of their lives being used as breeding studs until their bodies can no longer handle the strain, at which point they're disposed of."

"...You're suggesting we kill them." Peter muttered.

"Yes." No hesitation. Peter wanted to hate him, but it was plain to see Spector was as disgusted as he was at the suggestion, "We have no choice. If we attempt to save them then we will not be able to do so for all of them. At least this way they can be spared a slow and painful existence. It's a mercy."

"Mercy? Fuck that!" Bullseye spat, "I killed people who couldn't keep going, but they had no chance! We can still save these poor bastards!"

"I agree with Bullseye. We have to at least _try,_ " Kate pleaded.

"None of us like it, but if we stay here trying to save them all then we might as well just slit our own throats." Castle looked down at the closest slab, obviously torn. The last time Peter had seen him so uncertain Firestarter had a knife to his son's head.

"Didn't think you were scared to die, Castle," Bullseye grinned nastily.

"Now's not the time for arguments, gentlemen," Hardy cut in, "Whatever we decide we have to do it now."

"No opinions?" Peter asked back, half-sarcastically.

"I'm still reeling from everything. My personal suggestion would be to leave and come back with an army at our backs, but if Moon Knight can be trusted then that's not an option." She smiled back thinly, "You're the 'leader' of this group. What do you think?"

He didn't hesitate, "We're saving them." He gestured to the far slabs, "Focus on the most heavily pregnant ones first and work our way down. There were trucks up above, we can stash them there. Same offer as before - anyone who wants to leave, feel free."

None of them did. Peter placed his arms under the heavily pregnant woman and lifted her as gently as he could. She looked maybe a decade older than him, though it was hard to tell from her face alone. Her cheeks, forehead, jaw and nose were covered in the same bloody symbols as the others and her bloated stomach added more years than she might have had.

The trip back wasn't as harrowing as the first run through. Castle covered their front while Bullseye covered their backs. He, Hardy, Spector and Bishop were at the center, doing their best to carry the women and shield them from any attacks that might've slipped though. Now that they had to worry much on that front; Bulllseye and Caste were accurate enough to stop them.

They'd made three trips, 12 women, before their luck finally ran out. When they got to the room again the women were gone, "What? Where did-" His spider-sense rang. Peter looked up and found large group of ninjas, easily larger than any they'd faced before, dropping down on them.

The next few minutes were a blood-filled haze. They fought as hard as they could, taking down over a dozen ninjas for each of them, but for every one they killed another took their place.

Bishop was the first to fall. She let loose her last arrow and didn't get a chance to recover before one of them sliced her left arm and leg, "Hawkeye!" Bullseye through a spent magazine hard enough to impale her attacker, gave her chance to kick another one away and crawl back, her bleeding arm pressed against her stomach and her leg leaving a trail of blood.

Bullseye tried to cover her and got a slice through his back, "Persistent assholes!" He threw another spent magazine.

Castle ran out of ammo and got stabbed through the side before he responded with a knife straight through his attacker's jaw. Spector and Hardy were back to back, their costumes torn and both of them covered in numerous bleeding cuts.

They were going to die if they stayed.

Peter webbed down as much of the ninjas surrounding them that he could, "Fall back!" He webbed down the rest coming and retreated along with the others to the door, dragging Castle's limping form. It was a temporary solution - too many of them and all of them had blades. His webs never felt so useless.

They couldn't run for it. All of them were injured, Castle was bleeding out and Bishop was practically being carried by Spector. If they turned around now they'd just get stabbed in the back.

"Run for it!"

They didn't need telling twice...except for Bullseye. He grabbed his arm and tried to drag him towards the exit, "Come on, kid! We ain't dyin' in this shithole!"

Peter smiled wryly. Stubborn bastard, "...See ya."

"What-"

Peter grabbed Bullseye and tossed him through the doorway before he could protest. The last thing Peter saw before he webbed the entrance shut was his wide, disbelieving eyes, "Just us now..." He pulled the syringe from his pocket. The last one, the only bit of that kid's past science experiments he'd managed to keep from the spooks. The last time he'd used one of these was back with Vulture...

Now or never.

The pain was worse than before; his spider-sense felt more like a hammer to the back of the head. Peter growled and tore through the closest three ninjas, clawed hands cutting through the flesh with disgusting ease. This was what the kid wanted. The power to make everyone who hurt him pay, enough strength to make all of the bullies seem like children by comparison.

And for a fleeting, disgusting moment, he understood why the kid was willing to die for it.

He grabbed another one and ripped his head clean off his shoulders. The Lizard roared at the disembodied head and tossed it at another group. He could smell their fear, no matter how much they tried to hide it. They were afraid of him. They should've been.

He moved, tackling another ninja farther away from the door. All eyes were on him now. They didn't care about giving chase to the others anymore.

They all charged him at once. Two of them found themselves at the wrong end of his claws, but the rest managed to it. Most of them slashed, some of them stabbed; it hurt either way. The Lizard grabbed the closest attacker and popped his head between his hands, "Die...Die!" He tore through another one's neck, ignoring the bleeding wounds that covered his body. Later, when they were all dead.

The next charge pinned him face down to the floor. The Lizard screamed as a sword stabbed through his right shoulder and rest of the ninjas pinned him down, "Let...go!" He tried to push them off, but his body refused to cooperate. Too many wounds, too much blood lost.

The clicking of boots drew his attention. He looked up at the approaching ninja and growled when he saw the woman in the dark haired suit. Elektra, one of Matthew's attack dogs. She looked down at him disdainfully, like he was nothing more than a bug under her shoe, "Did you truly think you could get away with this?" It was the first time he'd heard her talk. She sounded softer than he thought.

He continued to glare.

"Hmph..." She pulled out a sai from her sheath. She'd raised the blade high just before a knife suddenly embedded on her shoulder.

"Wha-"

"Cavalry coming through!" Bullseye. The Lizard...Peter looked up and watched as the ninjas holding him down were killed by a ricocheting coin. Bullseye kicked Elektra in the gut and knocked her back before pulling the sword keeping Peter pinned.

"You're not...supposed to be here!" Peter screamed, or at least he tried to. The words came out as nothing more than a pained rasp.

"That's gratitude for ya!" Bullseye laughed, "Stay down, Pete. I'll deal with Murdock's pet then I'll get ya out of here!"

"She's kill you..." That was why he stayed behind. Did the others escape, he wondered.

"Oh ye of little faith." He grabbed a discarded tanto and a handful of shurikens, mouth parting in a manic smile, "Hold this for me." He took his off his jacket and draped it over Peter. His arms were covered in fresh cuts and stabs.

Two of the thrown shurikens imapacted against her side. Elektra looked down at the wound and scowled. She grabbed another sai from her sheath and held one in each hand while Bullseye raised the tanto.

"Ready when you are."

She charged first, the tips of the blades aimed at Bullseye's neck. The blades gazed his skin, leaving a long cut along the right side. Bullseye's smile twitched and he managed to stab her in the thigh.

Elektra jumped back and threw three shuriken. Bullseye ducked under the projectiles and pulled his head back to avoid the rising kick, "Fast one!" He tackled her shoulder first and stabbed her other leg this time. Her next jump back was noticeably slower than the last one.

"...You are tenacious." Elektra growled.

"That's one way to put it."

Bullseye couldn't dodge the next slash. Peter's eyes widened and he tried to stand when the tip of the sai's blade slashed through the burnt half of Bullseye's face, leaving blood in its wake.

Somehow Bullseye kept smiling.

He grabbed her outstretched arm and snapped the elbow with a sickening crack, "Left yourself open!" She tried to stab him with her other hand. He grabbed the blade inches before it could reach his neck and snapped her wrist.

He took each of the falling blade with one hand and, without any sort of fanfare, stabbed them both through her abdomen with enough strength to raise her off the ground. Her mouth opened, but no sound came; only blood, "Guess those rituals of yours didn't do much good, huh?" He let her fell to the ground. She spat out blood and tried to stand, her breaths coming out in pained gasps.

Bullseye grabbed one of the discarded katanas and sliced her head off.

"...Huh, that was disappointing." He let the weapon drop and walked back to where Peter lay, "Come on, kid, let's get you back before-"

Spider-sense.

"Bullseye!"

And suddenly Matthew was there behind him. Bullseye turned around only to receive an impact to his chest hard enough to fling him clear to the other side of the large chamber, "Hm..." Murdock tilted his head to his lapdog's decaying corpse and pursed his lips, "I knew there was a risk of Elektra dying, but I thought it'd be you who did it. Mr. Crest was not part of our arrangement."

"Matt..."

"Neither was this unauthorized visit. Matthew's been a naughty boy, I'll have to...discipline him when we finish up here." He drew his foot back and kicked Peter in the face. Blood poured down his broken nose, "And what did you think you were doing here? A dozen women saved? That's hardly the setback you think it is. This is just one facility, Peter. Tell me, was it worth it?"

"Damn you..."

He sighed theatrically, "Fine, I can deal with this. You broke the rules, Peter, but I'm nothing if not forgiving. I'll just deal with our little rulebreaker and then we can start over from the beginning. Clean slate."

He unsheathed the katana from his cane and walked towards Bullseye, dragging the blade along the ground, "Bullseye..." _Move, move, move,_ every part of him screamed, "Run...Bullseye, run..." His hands twitched and he grabbed the closest slab to force himself up. Bullseye wasn't moving. He was awake, but he wasn't moving. _Why wasn't he moving?_ "Matt...don't..."

He was getting closer. He was going to kill him.

"Matt!" The scream took all he head. Matthew stopped, the blade raised strike, and looked back at him, "Let him...let him go..."

"Oh, and why would I do that?"

"It's me you want..."

"Yes, it was you who I wanted, and this interloper inferfered with that. And you want me to just let that pass in exchange for, what, a cliche sacrifice? Typical messiah complex." He sighed, "Tell you what, I have a better idea."

Matthew stabbed him through the stomach. Bullseye screamed, the sound chilling Peter down to his very bones, "Fight me for it." Before Peter could rush towards Bullseye, Matthew stepped closer till they were only a few steps distance away from one another. He raised a hand and snapped his fingers, covering the area around them in a ring of fire, "You and me, one-on-one, mano-e-mano, as you kids put it. Peter Parker vs Matt Murdock. Win, and I let Mr. Crest leave. Lose and...well, we'll cross that bridge when we get there, hm?"

"He's bleeding out..."

"Then I guess that's incentive for you to hurry up." He removed his tie and unbuttoned his suit, "Tick tock, Mr. Parker. I'll even give you the advantage and give you the first shot."

It was a rigged fight and he knew it. Peter could barely stand, let alone throw a punch. He pushed himself off the slab and walked the agonizing few steps towards Matt. The blind bastard just smiled and opened his arms wide, as if welcoming an old friend. Peter looked past Matthew to Bullseye's stabbed body. If he could've he would've jumped the fire, taken him and run.

But he couldn't.

The punch was pathetically slow. Matthew tilted his head to the side to 'dodge' the blow and Peter fell, barely managing to hold himself up on his hands and knees. He spat out a mouthful of blood and shut his eyes tightly, barely managing to keep himself from screaming in pain. The serum...it was still in his system, but how much would he have to give up to use it again?

"Hmm, I'm disappointed." Matthew kicked Peter's side and forced him on his back. He stomped on his chest and knocked the breath away from him, "I guess Mr. Crest's life is forfeit."

"Don't touch him!"

For brief, almost unseen moment Peter saw the bastard's eyebrows raise before he grabbed his leg and tossed him to the edge of the ring of fire. Peter didn't give him a chance to get up. He charged towards him and tackled him to the ground, fist and claws punching and tearing at whatever flesh they could reach. He was going mad, he realized blearily, but he didn't care. Not as long as Matthew paid.

By the time he was finished there was nothing left but torn meat and cloth. Peter looked down at the bloody, malshapen form that barely looked like a human body. The ring of fire around him dissipated without a trace.

He'd done it.

"Ngh...Bullseye..."

It was getting harder to keep focus. Peter forced himself up and stumbled towards where Bullseye lay, each step enough to almost make him collapse. He had to get him out of here...before he lost control.

"Forgetting something?"

A burning pain engulfed the right side of Peter's neck and he fell on his knees, "Wh-What...?" Murdock was there, looking for all the world like nothing was wrong with his suit pressed and not a hair out of place, "I...I killed you..."

"Really, Peter? After everything you've seen me surviving, you think your little Lizard tantrum would be the end of me? I expected better of you." He let the syringe drop, "Speaking of, how's the new suppressant Ms. Moon gave me? Experimental, you see. Might be permanent, might just melt your insides. Science is funny that way." He hummed, "Now, I had unfinished business with Mr. Crest."

"I won...you said-"

"I said Peter Parker vs Matt Murdock. I made no mention of the Lizard," he replied coolly, "After all, you're not the Lizard, right? No, no, you were very adamant that he was just, to use your words, 'a stupid kid'. His 'victory' doesn't count for you."

"No...don't..." He raised his hands to try and web him down. Nothing came.

"I cut your connection to your patron, and I think you'll find I have a more permanent slice compared to Otomo. Your Spider-God isn't here anymore."

"Don't beg, kid. Don't give him the satisfaction," Bullseye breathed out raggedly.

"A little dignity, hm? How droll." Matthew grabbed the sword's hilt and twisted. The same bloodcurdling scream returned, "I'm going to enjoy breaking you downstairs."

Peter got up and threw one last punch. Matthew dodged the blow and grabbed his outstretched arm, twisting around it around his back until something cracked, "Really, Peter? You should know when to be a graceful loser." Matthew tossed him painfully against the closest wall. Peter barely managed to hold himself up before two more punches hit, one on his gut and the other on his jaw.

"Your friends won't help you. For anyone outside, only seconds will have passed. _No one's coming to save you_."

Peter raised his arms to block the next blow. Matthew punched through the weak defense and grabbed him by the collar, "For a while I never understood why you kept wearing this mask," He grabbed the tattered fabric and ripped it clean from Peter's face, "Then it came to me."

He was thrown again. Peter landed on the ground and rolled bodily, stopping only a few feet from Bullseye, "You're just a scared little boy playing dress-up. When you wear the mask you're not Peter Parker, the teenager who's in over his head. No, you're Spider-Man, bane of evildoers and defender of the helpless. It's sad, really. You and Miss. Stacy, hiding behind different faces to appear bigger than you are." Another kick, "And now you're going to watch me kill your friend."

"Matt...stop...please..." He was crying now, but he was long past being ashamed. He'd do anything to save Bullseye, to make the beatings stop.

"Mmm, no, I don't think so." Matthew crouched down and looked down at Peter's bloodstained face, "You're never going to escape from me, Peter. Every moment you draw breath it's only because of me. And when I finally decide to end it all or you take the cowrard's way out? I'll still be there, waiting for you in the inferno where you once escaped from. You and me, we're going to be doing this till the _end_." He slapped his cheeks mockingly, "Now, where was I before? Oh, yes."

"Bullseye..." He didn't know what to say. An apology? A promise for revenge? In the end he couldn't say anything.

"Hey...it's alright, kid. We had fun..." Bullseye let out a bloody, wheezing laugh, "I'll see ya around."

Matthew stabbed the blade clear through Bullseye's skull, right at the center of the target.

"Heh, _bullseye_."

There was no scream, no final curse for Matthew. Nothing but the haunting silence and the blood pooling through his head, "Just to make sure you don't get any ideas." Matthew sliced off his neck and kicked the head away like it was a ball, "Couldn't risk your sister or any of my rivals trying to bring him back. You understand, don't you?"

Peter didn't - couldn't - answer. Bullseye...Bullseye was dead. The ringing in his ears became deafening and he would've screamed if he wasn't too weak for it, "Bullseye..." He reached a hand out numbly. A week ago they'd been in Madripoor and he was laughing in the face of death. Now...

He was gone.

Peter didn't hear the _screaming_ of his spider-sense before it was too late.

Murdock sliced the katana through Peter's eyes and everything went black. Peter screamed weakly and covered his eyes with both hands, curling in on himself as if it would help, "Burns, doesn't it?" Murdock said, voice inches from his ear, "Hellfire. That wound's not going to heal any time soon, Mr. Parker. I'm sorry, I know you had plans for elaborate revenge, but I just couldn't resist."

"Matt..." He couldn't see, but he still felt the blood on his eyes.

"Remember, Mr. Parker, I'll always be watching. Maybe I'll come back in the next hour and finish the job, maybe I'll wait till you're old and decrepit and breathing through a tube and then visit your deathbed. Depends on where my mood takes me." He paused, "Hm, seems like your two sisters are coming. Guess I should leave you to it. Good luck being normal, Peter."

The last thing Peter heard before his consciousness faded was the sound of him humming a familiar tune.

* * *

 **Done. So: Defenders (sans Lana, who was replaced by Kate) got their asses kicked, Bullseye's dead (and he doesn't have symbiote BS to explain a revive, so he's gone), Noir's been depowered and blinded, Gwen's house is gone, her mom's a brainwashed victim, Captain Stacy's paralyzed and Matt's king asshole as always. Like I said, not as dark as one would think, so hopefully it does a good enough job of conveying the stakes.**

 **I think Matt came on just a bit too strong, though. Guy practically made wedding vows at the end there. Still, a moment of silence for Bullseye. He was one of the first of Peter's allies and, though he lacked screentime, he was strangely popular with the audience. May your rest in peace, you bald psychopath.**

 **...**

 **Great, now I have to determine who the replacement Defenders member should be. Kinda torn between Teresa, Iron Fist (either Orson or Danny) or Ghost Rider. Bullseye's death also means I can focus on a different lancer/second in command character, meaning either Moon Knight or Punisher. Probably the latter.**

 **Oh, and when I said this chapter was darker before? I meant it. In the original draft I made months ago Lana was the one who died, then it was gonna be both Bullseye and Lana, then just Bullseye. Likewise there were going to be actual infants present during the chamber scene and one of them would've been killed by Murdock. Took that out too. So now it's just kinda dark, not hilariously so.**

 **Bullseye was picked due to process of elimination: Moon Knight, Felicia and Castle aren't well-liked enough for their deaths to have impact and I'm pretty sure readers would riot if Lana died. Granted I also expect some backlash for Bullseye's death, but likely not as much as if Lana bit it.**

 **The Red Ghost22 - Heroic psychopath characters in general are well-liked, which I gleaned from the Yakuza fans absolutely _loving_ resident psycho Goro Majima. I guess Bullseye had the same appeal.**

 **Brave2000 - Red Hood is a noir character, yes, but not all heroes are like Gwen. Supergirl is similar, not so much, say, Cassandra Cain or Thorn. Different strokes. As for Arkham Knight...not sure. I'm leaning towards comics prior to the New 52 comic run, especially Under the Red Hood.**

 **Belial17k - I planned to make V2 much lighter, so it doesn't get better just before the end.**

 **CrimsonKnight700 - Yeah, people really liked the Kimura fight, even though it wasn't the main point of the arc. Guess Laura's smolness makes anything work.**

 **Red Rain17 - Gwen's parents weren't meant to be the gut punch, just a prelude to bad shit goin' down.**

 **Cyclopz - Not really. Luke Cage died, Daredevil possibly died due to Fisk's future appearance as a possible Noir villain, Noir got depressed, Castle fought in the frontlines (ie nowhere near Berlin), and the X-Men don't care. So Hitler is pretty gunning-free.**

 **emaN - No, Moon and Murdock were as physical in the comics. As for Spider-Man...well, not everyone gets total access to a history cheat sheet that allows him to avoid certain events. WWII is just the start - he specifically mentions things like the death of Kennedy, Martin Luther King, the Korean War, Vietnam War etc etc. Maybe he can't affect anything, but he'd still like to try.**

 **KasugaRomio - I think they meant Spidey crafts the different suits and you can tweak their special ability. Custom suit designs were never really on the table.**

 **Dr. Sugarcakes - Comics be trippy, my cupcake dude.**

 **Esquire-Man - Before New 52 JJason does some pretty evil shit like assaulting Tim solely out of petty jealousy. Oh, and he smiled when Bludhaven got nuked cause he assumed Dick died there. New 52 and especially Rebirth softened him considerably so he only pays lip service to being a killer. And he had a crush on Barbara that came out of and went nowhere.**


	132. Noir Feels Down

**Last minute update before launch! I said I'd do it, and I did :D Granted I'm sure no one's gonna read this since they'll be playing what has been described as the successor to the Arkham games, but hey.**

 **Anyway, I've gotten some complaints that I've been forcing the angst and it's not natural, which I kinda don't get. The entire story has been pretty damn dark so why is this one so jarring? The Jack arc, Sin Eater, Mr. Negative, Carnage and many others deal with dark themes and actions with the protags losing something, so why is Bullseye dying forced and unnatural? Especially since every fight with Murdock has _always_ been a loss on Peter's end. **

**Maybe it's just cause people like Bullseye, cause I can't help but wonder if these complaints wouldn't come if it was Punisher, Felicia or Moon Knight that died.**

 **Before we start this chapter, I'll warn everyone - Noir does not have a good time, though this is far more justified in this chapter because he has no powers. It'd be bullshit if he was holding and fighting together while he's crippled and lost all his abilities. Even Batman was beaten when Bane broke his back.**

 **And for those who're getting tired of Noir, don't worry. Like I said, I'm going to shift into more of a Gwen focus while Peter deals with his shit. Hopefully we can finally get some heroing done.**

 **Side Note - I'm thinking of re-writing the last chapter so Bullseye's last stand is actually, you know, epic; or at least not flaccid. We'll see.**

* * *

Another friend buried.

Ever since Urich, Peter told himself he'd been numbed. A lie. First Uncle Ben then the man he thought was his mentor - his _friend_. After he got bitten he'd told himself that he wouldn't break down again. He'd put on a mask and make the bastards pay for taking those he loved, and he wouldn't stop till he got revenge. If those in power couldn't be trusted then it was the responsibility of the people to remove them. He promised himself it would always be that way.

Another lie. He wasn't Spider-Man - he didn't live through the depression, didn't find his uncle dead in a warehouse or lose his best friend to a damned Nazi. No, what he was was a kid playing pretend. A kid who decided to put on a mask and tried to play hero despite how many times he'd gotten the hell kicked out of him or how many people he couldn't save.

 _"You're just a scared little boy playing dress-up. When you wear the mask you're not Peter Parker, the teenager who's in over his head. No, you're Spider-Man, bane of evildoers and defender of the helpless. It's sad, really. You and Miss. Stacy, hiding behind different faces to appear bigger than you are."_

And what did he have to show for it? Dead friends, parents who were forced to leave the country and being left curled up and bleeding on the floor more times than he wanted to admit. He'd told himself he'd retired after Jack, but he hadn't. He still came back time and again, dragging the others with him to his war against Jack or into that suicidal last stand against Kasady's monsters - _victims_.

Peter's hands clenched into shaky fists. He ignored the painful jolts that ran up his arms at the action and bit his tongue to keep from hissing. It was a miracle he was even capable of standing with the injuries he had. Teresa had done her best to heal him with her 'chi', but every breath and twitch sent fresh waves of pain across his entire body.

Not that he was any worse off than the others.

He couldn't see them - and even admitting that to himself felt bitter on his tongue - but even then he knew most of them were lucky to still be breathing.

Luckier than Bullseye was, at least...

"Damn it..." The curse was weak. Teresa - he knew it was her - put a hand on his right arm and didn't say a word.

They couldn't even bury him properly - all they could do was dump his body in a hole at one of the abandoned plots of land Moon Knight owned. They were all too injured to do anything else and, if he was being bitterly honest, this was the closest thing to a proper funeral he could ever have. At least now people stood in front of his grave, makeshift and poor as it was.

Nevermind that the only friends Bullseye had were Peter himself and (maybe) Teresa. The rest of the group hated him just like they did one another, they'd made no secret of that. Bishop didn't even have that - to her he was just another psychopath in a group full of them.

"Finished." Castle grunted. Peter couldn't even help dig the grave; there was too much of a finality to it. Even now a part of him lingered on denial and alternatives. He'd come back and so did Moon Knight, so why couldn't Bullseye...or Martin, or anyone else he'd seen die these past few months. It was irrational and he knew it, and the sooner he accepted it the better.

"Let me do it."

Peter knelt down on the ground where he was sure Bullseye's body was and groped the dirt, "Pete, come on..." Lana put a hand on his shoulder and he shrugged her off roughly, "You need to rest-"

"And you shouldn't be here." He didn't mean for it to come out as harsh as it did. He heard Lana take a single, scuffing step back and he grit his teeth. She wasn't supposed to be here. She was supposed to be safe, away from all of this. At the back of his mind he wondered what would've happened if she'd been there. Would she have left with the others or would she have returned with Bullseye and ended her life on the floor, choking on her own blood?

He didn't know, and he didn't want to.

"Now's not the time to be a stubborn asshole," Lana bit back, her voice mixed between hurt and defiant, "We barely got you out of there. What happens next time, huh?"

There wasn't going to be a next time. Peter continued to grope the ground briefly before he finally caught Bullseye's arm. It still held a hint of warmth, but the cold was already settling in, "A friend should be the one to do it..." That was the least he deserved.

More shuffling footsteps and suddenly there was someone else beside him, "Well do it together," Teresa whispered. Peter looked to the direction of her voice and nodded. There was a past between the two that Bullseye never fully admitted to. Peter never asked; he always assumed it wasn't important and, if he really needed to know, that he'd have more time. He always had more things to worry about.

He followed Teresa's lead to the makeshift grave. Two blind freaks carrying a murderer to his pothole of a grave; he was sure Jameson and the rest of the clowns in this city would've been laughing it up if they knew, "Move to the left a bit." He followed the instructions and winced when his left foot nearly slipped over the edge of the hole. He'd been blinded before, but this was different.

This was permanent.

Peter grip on Bullseye's body almost faltered at that. Even now his eyes burned, opened or closed, "...Here?" Teresa hummed in affirmation and he let go. The impact was dull and followed by another thud that he almost missed. Bullseye's head, "Ha..." It would've been something Bullseye loved, being buried with his own head coming in like an afterthought. He told him once that he would've loved it if he was buried open casket with fireworks going off and with all the attendees drunk off their asses.

 _"Hey...it's alright, kid. We had fun...I'll see ya around."_

"...See you around." Castle walked back towards them to fill in the hole. Peter held out a hand, "...Give it here."

Peter expected some sort of rebuke for wasting their time on an irrational desire for closure, if nothing else, but he Castle just pressed the handle of the shovel against his waiting palm, "Take your time." Castle's said, his voice uncharacteristically soft. Peter didn't say anything as Castle led the end to the mound of dirt, "...Just say if you want to stop."

He didn't stop. Peter tossed another shovelful of dirt into the hole, his arms burning all the while. Eventually Teresa put a hand on his shoulder, "That's enough, Peter." His grip on the shovel tightened briefly before he shoved the blade into the dirt as hard as he could. The handle fell back to the ground with a dull thud, "I'll get it."

Peter didn't say anything. He felt pathetic, weak. His powers were gone. Teresa said they weren't, that if the Spider-God had really abandoned him he would've bled out long before the others could come to save him. He wasn't sure he believed her, or if it even mattered. So what if his spider-sense whispered or he was still capable of standing? He only lasted this long because of his full powers. Without them he was just another kid who killed himself trying to be special.

They didn't have a headstone. He looked down and twisted his right arm, imagining the sleeve. He wore Bullseye's jacket, mostly for lack of other options. Even without his sight he knew it was barely holding together, the sleeves and body covered in cuts and blood. It didn't belong to him.

Peter almost shucked off the jacket before Teresa stopped him, "Keep it. He'd prefer that to it rotting."

"How do you know what he'd want?" Peter asked bitterly.

"Once upon a time, we were friends." The regret in her voice was clear as day.

Peter refused to face her and stood silently over the 'grave'. This was the best they could do - buried forgotten and nameless in an empty stack of land no one would ever visit and surrounded by people who hated him. There were no final words, no eulogies on lost friendship and the good times shared. The others walked through the motions of ceremony before they could stop pretending to care.

"...I tried to save him," Peter whispered.

"I assumed," Teresa hummed, "You had to have known he wouldn't run. He told you about Latveria, about his friends - _our_ friends - dying in a hole. Les... _Bullseye_ would've rather died than escape and leave another friend to die." He did know, but a part of him hoped otherwise, "...He would've wanted it this way. Dying to save his closest friend. He wouldn't have been able to live with himself if he did anything else."

"He told me he wanted to die..."

"Hm, so did I. So do others here, I'm assuming. A death wish is hardly unusual in our line of work."

"Do you even care that he's dead?" Peter hissed.

"...Of course I do." Peter shut his eyes when he heard the soft, restrained sob. The blindness was a small mercy now; he didn't want to see her mask crack, "I know he hated me, but a part of me always assumed that we could find a sense of reconciliation, given enough time. I...I never foresaw his death, so I always assumed that..." She let out a barely heard breath, "It doesn't matter anymore. We grieve and we move on. I've had experience in that, as have you."

"Matt...he said you could've brought him back. It was why he..."

"I understand." He heard the leather of her gloves shift, "Even if I could bring him back, Peter, I wouldn't. There's always a price when it comes to coming back."

"Me and Moon Knight came back."

"And look at you both. You hardly came out of it without a price, and that was with the Pariah and Khonshu favoring you. There's a reason many of Matt's most loyal lieutenants are shells who'd give their lives to his whims without any hesitation. I understand you want to change things, Peter. I understand more than you can ever know, but we can't change the past. I've tried."

"He's in _Hell_ , Teresa! He's being tortured by that bastard now and we're just..." He wanted to scream, to cry or punch something till his knuckles bled. It would've been one thing if he was uncertain, but he knew Matt wasn't lying. Bullseye was in the inferno now.

"I can't say anything that can comfort you, Peter. I'm sorry," Teresa muttered.

"I didn't ask you to," Peter replied bitterly, "...He deserves a proper burial, not a ditch in the middle of nowhere. We could've at least given him that."

"This is the best we can do right now. Maybe we can try again next time." Try again? Peter almost laughed. Yes, because _burying someone_ was just something they could play do-over with, "...I'll contact his family. They'll want to know what happened, and they deserve some closure."

Teresa's words felt like a punch to the gut. Peter suddenly found it hard to breath, "He...had family?"

"Yes. Both parents and a brother, though they're...strained. Still, they deserve to know what happened, even if the news isn't good." She paused, "Peter, what's wrong?"

"I...didn't know he had family still alive."

He didn't know a lot of things about him. Why was he strained from his family? When was his birthday? What made him come back to New York after Latveria? Why, when what; _he never asked._ Bullseye always asked, always pried and poked at what made Peter tick. He'd always rolled his eyes, acted annoyed when Bullseye asked him to go drinking or just 'spend a night raising hell'. He never asked because he never cared.

"I'm a terrible friend..."

He was crying before he realized it. Peter fell on his knees and sobbed, uncaring of the stinging pain in his eyes or the fact that he was making a fool of himself. Bullseye was gone. His friend was gone.

A figure knelt close and wrapped their arms around him, "Pete..." Lana's voice whispered. Peter ignored her and continued to cry. Everything was going wrong. Gwen's family and home were ruined and he'd lost one of his friends. And what did they have to show for it? Matt was still out there, still smiling because there was _nothing_ they could do to hurt him. He was only breathing now because Matt wanted it.

He didn't know what the others thought. Did they just want to leave and stop pretending to care or were they already planning on how to strike back even despite what's happened? He was sure Castle and Hardy were still itching for a fight. Bishop was probably wondering why she even had to pretend; it wasn't like she came for anyone besides Gwen.

Eventually he managed to push down his cries and stood, pushing Lana off gently as he did. She deserved better than risking her life with suicidal vigilantes.

"...Now what?" Bishop asked, breaking the silence that stretched on for minutes.

"Now your role is over, Ms. Bishop," Teresa said.

"Wait, what? This is how you're letting it end?" she asked back incredulously.

"No, but your part in these events have passed. I understand your sense of empathy might draw you to a seemingly impossible cause, but your place isn't here. Gwendolyne will need you in the coming days."

"But-"

"Best take this chance to escape while you still can, Hawkeye. We don't need another body on our consciences," Hardy said. Peter almost snapped at her, "Her question's a valid one, though. Our attack here only rescued a dozen women...speaking of, where did your friends take them?"

"The Chaste are looking after them now. Putting them in a hospital now would ensure the Hand retook or...silenced them." Probably the latter. Matt could always find more women if he really wanted, "Stick will want the infants recruited into the Chaste to bolster numbers, but that's a problem for another day. You all struck a blow against the Hand, hard as it may be to believe. He'll be checking over his operations."

"Spider mentioned that Murdock, the person behind the _diable,_ was the one who told him about that place. Are we sure this wasn't just a trap?"

"Thanks for the show of trust, Cat..."

"We can't be sure. Stick and a few others are convinced that something of the little boy they trained is still there, chained but still fighting. And I can presume where you're leading towards, and no, I'm not sure if it was him or the Beast that killed your father. Perhaps we'll never know."

"Either way, he has to pay," Castle said, regaining his usual gruff baritone, "We have to assume that old safehouses and frequented places are no longer safe."

"Best to lay low, at least for a few days." Spector- or was it Grant? He wasn't sure anymore, "Informing Miss. Winters should be prudent as well. She's been gathering information on the Hand and she might targeted purely for her association with us regardless."

"Hmm, good," Teresa said, "I'll convene with the Chaste. Peter, we should-"

"No." He could feel all of them staring holes into him. They thought he was just being obstinate for the sake of it. Peter smiled, bitter and open, "Don't you all get it? It doesn't matter what plans we make! We'll lose no matter what! Matthew knows our every move before we make it and no matter what we do he'll always come back! I tore him apart with my bare hands and it did _nothing!_ The only reason any of us are still breathing is because he's not done playing with us yet..."

"Peter..."

"I dunno what you that gave you so much faith, Teresa, but I ain't buyin' it. It's over. I'm not going to fight an impossible war and give him the satisfaction of watching me squirm." He laughed softly, "You all wanna keep fighting? Be my guest, but leave me out of it."

"Spider-"

"Leave him," Castle interrupted, "He's made his choice. If he doesn't want to fight, then let him stop." He couldn't tell if that was disappointment or understanding in Castle's voice.

"Pete, you're just giving up?" Lana asked.

"Yeah, I am..." She wasn't involved. Murdock never did anything to her, just like he didn't do anything to Bullseye before tonight, "Forget about this, Lana. Maybe you can still escape..." It was a fool's hope, but it was all he had now.

"Escape? I'm already in! It's too late for me to pretend I was never involved!"

"Lana-"

"Fuck that! I fought along with all of you! I proved myself! Stop trying to shut me out!"

"Tch, do what you want! I'm done!" He looked down at the ground.

"Pete...this isn't over." She put a firm hand on his right arm, "This is...things are fucked, but we can fight back. That Jack-o-Lantern prick got some hits in, but you _won!_ We can still fix this."

"Lana is right, Peter," Teresa said, "This can be salvaged-"

"I'm done." He shook Lana's hand off, "I don't want you to die, Lana. I love you, and I don't want to see you broken down again, but if you wanna keep fighting then you're gonna have do it without me. I don't have anything left: no powers, no eyesight...I can barely stand. I'll just weigh you and everyone else down if I tried..." It was a miracle he was still conscious. He wanted nothing more than to pass out into hopefully dreamless sleep.

"Pete-"

"He's reached his conclusion, girlie. Ain't no point trying the puppy dog eyes when he can't see em." That was Lockley, definitely, "Look, I brought my cab with me. I'll give you a lift where you want."

"...Sure, thanks."

"I'm coming with you," Lana said immediately.

"You got more things to worry about, girlie; like that step-sister of yours demon boy might take." He could practically see Lockley's grin, "Don't worry, I'll keep the champ safe and sound. You handle your family."

"I _am_ , you fucking schizo assh-"

"It's fine, Lana. I'll be back home. Matt already knows where it is so there's no point in moving out. Come see me when your sister is safe."

"I...shit." She sounded like she kicked the ground, "Fine, but I'm gonna be there as soon as I can, okay?!"

"Okay."

They went their separate ways after that. Lockley waited till the doors were safely locked before he said, "So...we're not really going to your place, are we?"

"No."

He laughed at that. Peter wanted to shut him up, "Fine. Just tell me where you wanna go, kiddo; I'll take ya there, no charge. I get the feeling this is gonna be our last ride."

"Doubt I'm that lucky."

* * *

It was a day later when Gwen got a message from an unknown number, _'You wanna see your boyfriend again, go to this address,'_ followed by an unfamiliar location. Her first thought was Murdock, but she quickly shelved that thought. The smug bastard wouldn't have been able to resist appearing in person to taunt her.

Gwen looked back to the bed. Her dad was still asleep and Jessica was unconscious by the bedside, arms crossed and face still somehow scowling. She didn't want to leave, and neither she or Jess had since last night. It was hardly normal, but Jessica could be...convincing when she wanted. Surprisingly enough she didn't even have to twist anyone's arm. Dr. Strange apparently understood.

"Dad..." She leaned down and kissed his forehead, "I'll be back, okay?" No reply. She sighed and looked out the window. The sky was gray and overcast and there was a light rain. She let the suit cover her and swung out quickly, closing the window as she went. The address was just a few minutes away.

She landed on the alley behind the building and and shifted back to her normal clothes. The place was shabby, as was expected from something that belonged to Hell's Kitchen. She opened the door into the lobby and frowned when she caught no one behind the counter. That wasn't a good sign, "302..." She walked up the stairs and wrinkled her nose when a shabby, gray haired moon walked past her.

She got the feeling this place was more slumlord than landlord.

The door was unlocked. Gwen stepped inside warily and nearly screamed at the sight of Peter sitting on the ground, his back pressed against the wall and half empty bottles of cheap beer spilled around him. He was covered in dried blood, "Peter!" She rushed ahead and knelt in front of him. He was still breathing, that much she could see, "Peter, are you-"

The words died in her throat when he looked up to face her. His face was marred in cuts, blood and bruises, but it was nothing compared to the slash that covered both his eyes, "Oh my God..." She reached a shaky hand out and stopped, fingertips inches away from his face. His eyes...the damage looked irreversible. She had to stop herself from looking away from the almost destroyed sclera and irises.

"Gwen...? Thought I'd be safe in Bullseye's place. Ha...guess that bastard told you where you I was...probably thought you could convince me..."

"Wh-What happened?! You-"

"Matthew..." He said, as if it explained everything, "Tried to fight him...it didn't go so well..." He looked down and simultaneously laughed and cried, "...Bullseye's dead, Gwen. I was there and I couldn't..."

"What? Peter, you're injured. We have to get you help." She would've been lying if she said the last confession shook her up much. She had more to worry about now than the life of some psychopath, even if he was one of Peter's friends, "W-We need to get you asleep. Then you'll heal. Come on, let's-"

"My powers are gone, Gwen."

She froze and looked him head on, waiting for for a clarification that never came, "Wh-What do you mean they're gone?"

"Matt took them, along with the serum." He raised his left hand weakly, "I can't fight anymore. I tried, _we_ tried, Matt...we could never hurt him. He was just toying with us and we pretended it wasn't..." He shook his head, "...I can't do this anymore, Gwen. I can't..."

"Don't talk like that." She picked him up as gently as she could, "It'll...It'll be alright." She set him down on the bed and quickly scoured the bathroom for a first-aid kit. She grabbed the (thankfully filled) case and took it back to the bed, "W...We can get through this, okay? We can..." She stopped. Peter wasn't even looking in her direction anymore. He stared at the wall blankly, his body still.

She pulled the jacket and shirt off and couldn't hold back a sob at the gashes and bruises that lined his body. She didn't have enough on the kit to help him, but she had to try, "H-Hold still..." She grabbed the disinfectant, cotton and bandages. She cleaned up the as much of the cuts as best she could and gulped. She didn't know how to sew, "Peter...I think we have to go to a hospital. I can't fix this on my own."

"They'll put me in jail if you do that," he said weakly.

"We can go S.H.I.E.L.D facility, then! We can't just stay here!" She put the medkit away and slowly pulled a loose shirt from the closet on him, "Peter-"

"There's no point." He shook his head, "We can't fight Matt. Every time we try he just comes back. There were pregnant women there, Gwen. The address you gave me. He was using them like breeding horses and used the babies to...to..." He shut his eyes and couldn't continue, "...Just leave me. Matt might come back and not even you can fight him. Just please-"

"No! God damn it, no!" She pulled the shirt over him and tried to sit him up straighter, "I-I shouldn't have given you that paper. I'm sorry, but staying here isn't solving anything!"

"It's not your fault. You always think it is, but-"

"Enough." She carried him again. At the back of her mind, she ignored the voice that reminded her of just how familiar this all was. Before everything, before the Lizard and that night at prom, she'd protected Peter from the bullies. Doing the same for him now, seeing him so fragile and weak in her arms, made her sick to her stomach. It wasn't right. He'd fought by her side and against everything this city threw at him.

"Shit..." She set him down on the couch and grabbed a bottle of water from the fridge, "Sit up please." It took him a few seconds to comply. Gwen held the back of his head and pressed the bottle's opening to his mouth. He gulped down the water slowly and finished up half the bottle before he pushed it away, "Peter, you need to drink. Y-You need to-"

"I'm fine..."

"Please don't lie to me." She sat at the edge of the couch and texted a quick message to Cap. She owed her more than a few favors at this point. She'd give her this, "Peter...I'm sorry about Bullseye, but that doesn't mean you have to give up or let yourself waste away like this."

"Doesn't it? I couldn't stop one of my friends from dying and now I don't even have my powers. What good am I now, hm? I can't fight like the others, I can't even see anymore." He touched the edges of his eyes, "Still hurts. Matt said it was hellfire. It's never going to heal, no matter how much we wait and hope. I'm dead weight now."

" _Stop_ talking like that. It wasn't your powers that made you Spider-Man."

"Yeah, it was the memories that didn't belong to me..." he muttered bitterly.

"It's not that." She held his free hand softly, "Spider-Man wasn't there when the city was being ravaged by that psychopath in the Pumpkin mask, he wasn't there at that carnival even when the city didn't thank him. That was _you_. Whatever you think, Peter, you're a hero, and it's not because of your powers or those memories or anything. You made the choice and you've saved people time and time again."

"I know what you're trying to do, Gwen. Sorry, not working." He closed his eyes, "I can't keep going, Gwen. Who else is gonna go next? It was Bullseye now, so who next? Lana? Norah? You?" His face cracked, but he quickly tried to hide it again, "I can't keep fighting, knowing that at the end of the day the only reason I lasted this long is because Matt hasn't finished breaking me down just yet."

"...Peter, that's enough," she said weakly.

"The...The place we went to. He had women there, pregnant women," he repeated, "Moon Knight said...he used the babies that were born there. They were either brainwashed into his ninjas or...or they..." He grit his teeth, "They were... _fuel_ for when he needed someone brought back. Every ninja we killed, every neck we snapped or head we cut off...someone else paid the price."

"Peter..."

"We tried to get them out. We tried. We got a dozen of them out, but then when we came back the rest of them were just...gone. All that was left were Murdock's ninjas. They overwhelmed us; we...I wasn't strong enough. We had to run, had to..." He looked up at the ceiling, tears in his eyes, "I tried to distract them, let the others escape. Bullseye came back and saved me and then Murdock..."

"I...you don't have to say anymore-"

"He was there, Gwen. I tried to fight him, save Bullseye, but he just...I couldn't do _anything_. He was just playing with me, and then when I failed Bullseye was..." He shuddered, "It's over. There's nothing anyone can do now."

"...I'm sorry." She rubbed the tears away from her eyes. She had to be strong, "You shouldn't have gone through that." Not without her. Her dad did need her, but so did Peter, "I'll help you. I always said I'd help you and I didn't. I'm sorry."

"You can't help me. No one can."

She was about to argue back when her phone suddenly vibrated. Gwen looked down and let out a soft sigh of relief at the address that popped up on the screen. _Thank you, Cap_ , "We can talk later." She picked him up again. He didn't struggle, "We'll get someone to look at those wounds of yours. You'll be safe at S.H.I.E.L.D - Murdock isn't stupid enough to pick a fight with them."

Peter didn't say anything.

Gwen opened the door halfway before her spider-sense suddenly came in full force. She barely saw the red-clad figure on the other end before she moved, turning around so the her back covered Peter. The blade of the katana cut through her back harmlessly and she twisted, kicking the ninja to the wall hard enough to crack it.

"Shit!" She kicked the door shut and rushed to the window, her costume covering her again.

"He's coming for me," Peter muttered, "You can't save me, Gwen-"

"Shut up!" She opened the window and jumped, one hand holding onto Peter while the other released a line of webbing. The place wasn't too far away. All she had to do was get him there and those fucking ninjas would back off.

She rounded the corner and Peter mumbled again, "Gwen-"

"Quiet! I don't wanna hear another word!"

"You can't save me!"

"I'm not leaving you to die! Not again!" She landed on the roof briefly and jumped higher, rain hitting against her costume. The overcast sky almost seemed like it was taunting her.

She'd rounded another corner before her spider-sense rang again. The web she'd attached to the building was suddenly cut and they fell to the ground, "Peter!" She hugged him tightly and shut her eyes. Gwen landed on the ground back first, doing her best to shield Peter from the impact. The two of them rolled along the ground and her grip on him faltered just enough for him to land a fair distance away.

"Peter..." Gwen coughed and pulled herself into a shaky stand. A few people stopped what they were to look at the scene, eyes wide with shock.

She'd barely managed to stand before the first shuriken flew through the air and embedded itself into her shoulder, her spider-sense again annoyingly absent. Gwen growled and tossed the metal into the ground. There were ninjas in front of her now, easily two dozen by her count. The head of them all was a guy in a black and piss yellow costume, each hand holding onto a miniature scythe.

"Get out of my way..."

"Spider-Woman, this does not concern you," the one in front said, the words heavily accented, "The master has given specific instructions to not harm you. Leave now, you will be warned only once."

Gwen pulled one of the ninjas and headbutted him.

That was all the response they needed.

The ninjas charged her all at once, swords raised. Back then, before Webster, they worried her. Their swords could still cut her skin and their sheer numbers made it difficult for her to dodge. They knew Murdock was just using them to test her and they didn't care. That made them dangerous.

Now they were nothing more than speed bumps.

Gwen grabbed the katana aimed at her face and crushed it in her fist. The blade broke away with a sharp snap and the ninja stumbled, "Get out of my way!" She tossed him into the nearest cluster of ninjas, bowling over three of them in one go.

Two more shurikens embedded themselves at her back. Gwen growled and tossed them back, both hitting against another one's stomach. He cried softly and fell to the ground, blood pooling around his stomach onto the asphalt.

She didn't care.

Half a dozen more fell and were quickly replaced. They were trying to distract her; they had to know they couldn't kill her. Through the assorted red-clad bodies she just barely made out Peter on his hands and knees, his breaths coming out in ragged pants. He was alive, he was okay. She just had to get through these bastards and then he'd be safe again.

And then the leader walked towards him, scythes drawn.

" _You're not taking him from me!_ " Her next growl didn't even sound human. Tentacles sprouted from her back and impaled another half dozen. They threw themselves at her even worse now, dozens at a time. Gwen charged through them and more and more ninjas came, forging any sense of self-preservation altogether in favor of using themselves as human shields. The leader grabbed Peter and raised him up by the neck while he struggled weakly.

And then he stabbed Peter right in the abdomen.

Everything stopped. Gwen paused, mouth hanging open uselessly and a ringing silence in her ears. The ninjas stopped attacking her and disappeared in a blast of smoke, taking the bodies of their compatriots with them. The ringleader let Peter drop, the impact jolting her out of her shock, "...You were warned."

Gwen let out a scream and charged towards him, fist raised. He dodged the blow and another blast of smoke covered the area. By the time she'd regained her bearings he was gone.

Her attention snapped back to Peter, "Peter..." She knelt down and cradled him, his back against her legs. The wound through his mid-section was deep, blood pooling out and staining the gray shirt. She pressed her hands against the wound to try and stem the flow, "Someone call an ambulance!" she screamed at the people who remained. She couldn't move him, not like this. He was bleeding too much.

"Gwen..."

"Don't talk." She pressed harder, ignoring the rising feeling of sickness at how _warm_ the blood was in her hands, "I can...I can-"

"No more, Gwen..." His voice was weak, "You can't save me anymore...it's over."

"No...no, no, no." She shook her head. Her mouth shook and the tears came down unabated, "Please...I-I can swing you to the facility, they can-"

Peter coughed and blood dribbled out of his mouth, "It's too late..." He smiled, somehow, even as the blood continued to rush out, "I...It's not your fault, Gwen. It's not. Never your fault."

 _"Just wanted...to be special...like you."_

"Peter, _please_." She couldn't lose him. Not again.

"I'm sorry..."

His smile fell and he lay still, eyes , "No..." Gwen's let out soft cry and shook her head, "Please, no..." She let go of the wound and wrapped her arms around him, "Please don't leave, Peter. _Please..._ " She held him close, "Peter, please. I can save you. I...I can..."

The ambulance came, but she knew it was too late. Gwen gave in and cried, holding onto him as tightly as she could. The paramedics came out of the ambulance and stopped when they spotted her. Spider-Woman holding onto Peter Parker's dead body while others just watched.

Except this time she didn't run.

They made a halfhearted effort to separate the two, but they all knew it was too late. Her best friend was gone.

* * *

 **Well...this is the perfect place to end it :D I'd like to thank everyone for sticking with me this far and I hope you enjoyed Through the Looking Glass. We've had our bumps along the way, but at least we finally ended it. It was a hell of a ride. The End.**

 **...**

 **Okay, not really, if only because I'm sure at least a couple of readers will hunt me down and murder me if I ended it here ;) Like I said before, the next chapters will have more of a Gwen focus. Kinda obvious, considering Noir's, you know, dead. Which I'm _sure_ is permanent considering he already came back before the story started and the Hand arc hasn't reached climax yet.**

 **Well, either that or I just replace him with a new protagonist. Spider-Man's still there, though he doesn't have the same history with Matt. There's also Moon Knight, who seems to be the only one who knows his shit. Or we can get Frog-Man back here for the true hero this story needs and deserves.**

 **...Okay, real talk: some people have complained about the dark tone and I'll say it now, _things get better, and not just two chapters before the ending._ Every time dark stuff happens I always seem to get readers who act as if it's rock bottom and there's no chance for improvement. Adversity and Darkest Hours happen and it's the meat of many a story, especially superhero ones. Just look at canon Spider-Gwen, Daredevil etc etc.**

 **So yeah, for anyone thinking that this is the bottom and we can't raise up? Calm down. I didn't end on the Times Square Massacre chapter and I'm not ending it here with Noir dead.**

 **Incidentally, this leads me to be really excited for writing Noir's segments in Volume 2 :D I'm gonna be showcasing the Fingers of the Hand and playing the Yakuza games again has given me a better idea of how to write differing motivations for these guys.**

 **Question:**

 **1\. Just the one one question: show the funeral or skip it and just deal with the aftermath? The former has more angst while the latter quickens the pace. Either way it shows how the different characters are affected by the sudden change, which is gonna be complicated: if they're affected too much it makes Noir bigger than he was, if they're affected too little it seems like they didn't give a shit about him.**

 **Review Answers:**

 **Brave2000 - Yeah...depowered Noir can't fight. He doesn't have Jason's training, for one thing, and he's still reliant on powers.**

 **The Red Ghost22 - Well, Peter's dead, so he doesn't have to worry about getting out of it :D**

 **Sexybutcreepy - He's a low level, barely trained metahuman fighting against either stronger metahumans or others with substantially more training. Is it that surprising he gets his teeth kicked in, especially since he doesn't have Gwen's overwhelming power?**

 **Hooded07 - I asked that question like two dozen chapters ago, I think. Long time to be suspicious.**

 **Red Rain17 - If I warned you, would you have stopped reading? :P**

 **Angry Naptime - As stated in the above AN, I don't really get this complaint since the story's always been pretty dark. Still, if you find this annoying to read then I apologize. It's how I write.**

 **Yohart Meltz - Same as above, how is this any darker than Venom dying or Peter being forced to mercy kill Martin? Is it because Bullseye's oddly well-liked?**

 **Jaquan - That's kind of a self-defeating argument though. If stopping bad men just opens a hole for worse bad guys to fit through then why bother putting on a mask and fighting at all? Might as well sit and take it. This is why I don't like the 'Kingpin is a necessary evil' argument in comics. Various shows like the Daredevil tv show or Ultimate Marvel comics prove that, no, he really isn't.**

 **That and time/dimensional travel fucking things isn't set in stone. Back to the Future has things improve at least half the time. Likewise 65-Noir shows this as well - he wasn't supposed to be alive in Earth-65, but his presence does lead to improvements among the cast and the city at large despite him being an anomaly.**

 **Persin 2 - Lana's safe...for now. We'll see what happens down the line *insert evil emoji here***


	133. No one has fun

**Finished Spidey, so back to Yakuza :) Good news is that the game has definitely given me some inspiration for Gwen's segments, so don't be surprised if you find some blatantly stolen segments for her bits.**

 **Anyway, Noir's death got some pretty positive reviews ;) Far more than Bullseye's, at least, which is either a very good or very bad thing. Either that or it's cause people figure it's less likely (though still possible, however slightly) to permanently kill off the male main character, especially with his antagonist still running around openly.**

 **This chapter is only halfway of a follow-up to the last one. I'm still trying to decide whether to show off the funeral or not, mostly cause what little votes I got were equal. We'll see, I guess, though I'm now leaning towards no to avoid having to write more :P**

 **New cover, by the way. Will take it down soon.**

* * *

Five years. Five years he'd been waiting for this.

"Wait, wait!"

"Done waiting."

Spider-Man brought his fist down Octavius' face. The impact knocked him off the chair and he skidded across the floor, smashing against the far wall with a painful smack. Spider-Man looked down at the quivering Nazi and watched as he shrunk back against the wall, both hands holding onto his broken nose to try and stem the tide of blood. Gone was the smug assurances from a week prior, leaving only the pathetic roach hiding underneath.

He clenched his bloodstained hands and picked the diminutive butcher by the scruff of his torn suit, "Five years, Octavius." He tossed him against the opposite wall. _Control yourself,_ the rational part of himself reminded him. He needed Octavius alive. It was why he waited till they got back to New York before doing this; he needed him to survive, "Bet you were living it up the past half decade, huh?"

"I-"

Another hit, this time a kick to his gut that made him puke out something yellow, "Bet you thought you had it made, huh? Didn't think anything could ever touch you again." _Shoot him,_ the less rational part of him said. The last time they were like this, all those years ago, he'd regretted not putting a bullet into the bastard's head when he had the chance. None of this would've happened if he'd just acted.

Except this time Octavius had no escape.

"This how it's going to go: you're going to build that portal again so I can go back home. Do that and you get to keep breathing." He didn't like the idea of leaving the bastard alive, but he could live with him being trapped in a cell for the rest of his miserable life in this madhouse. He'd have other Nazis to deal with when he got back home anyway, what was one more?

"I...I can't..." Octavius croaked out, looking up at him with wide, scared eyes, "Rebuilding the portal...is possible...but finding your dimension is...much harder."

Spider-Man growled and took out his revolver. Octavius' eyes widened even more and he held up both hands in a futile gesture of surrender, " _Find_ a way, cause that's the only thing keeping you alive. If not..."

"I can't do it alone!" he shouted back, "Cindy Moon has the notes! She was the first one I made contact with, the one who gave me the prosthesis you saw back in the asylum! Without her it's impossible to go back!"

"Then you're useless..." Spider-Man's finger inched towards the trigger.

"I can build you a portal, I just need her notes!" Octavius shouted frantically, "You still need me! Do you think anyone else here can build a portal?! Don't be a fool! You-"

Spider-Man pulled the trigger. Octavius screamed and curled on in himself again. It took him a few seconds to realize a bullet hadn't impacted through his skull, "You get to keep breathing. For now." Octavius opened his mouth to protest something, but he never got the chance to say anything before Spider-Man kicked him in the face, damaging his already broken nose and knocking him out.

Battered and beaten, but still breathing. It was better than he deserved.

"...I'm done."

The red light on top of the door dimmed and the lock pulled back with a dull click. Spider-Man re-holstered the empty revolver and made his way to the other room. Moon and Shadowcat stood there, the former's face masked in neutrality while the latter had a wry smile on her face. Thankfully Laura was kept busy somewhere else. He didn't want her to see that.

"Well...that was something." Moon said first, moving her shoulder in muted discomfort. She'd insisted on watching through the one-way mirror. Apparently she couldn't trust Kat to keep him from going too far. It was also why she took his bullets, "Nice Jack Bauer impression, by the way."

"...Where are my bullets?"

"I tossed em." Spider-Man scowled, "What? I didn't want you to get pissed and try to get em back; you were acting pretty damn crazed in there. You can buy some more when you get outta here." She gestured to Octavius, "Speaking of, if you're done here then I'm gonna take him to his cell. Remember, any time you want a one-on-one chat you gotta tell me or Daisy. We need to make sure you don't kill him."

"I didn't wait five years to kill myself, Moon." Her 'sister' did enough of that for him.

"S.H.I.E.L.D wants him alive. He's likely to have information on S.I.L.K and that's something they can't pass up, especially after my 'twin' escaped..." Moon said bitterly. She clapped his shoulder, "We'll call you the second we hear anything."

"He said he needed something from that twin of yours to get me back home."

"For the portal. Yeah, I heard. Like I said, we'll call you the second we hear anything."

"We should probably scram, Petey," Kat suddenly said. The return to the nickname relieved him more than he wanted to admit, "We're not gonna be any use here. 'Sides, I think Laura's getting pissy waiting for us."

"...Sure."

They took a cab back to Kat's place. He didn't say anything about how they still hadn't apologized to one another or whether she expected him to stay there regardless. He was halfway considering staying in the taxi by the time they arrived before Kat practically pushed him out of the car, "Hey, what's the hold up? I'm starving and you got days of cooking to make up for."

"What, why me?" he shot back, surprisingly easy. Laura paid the cabbie and waved goodbye, which the older man returned.

"Uh, cause Laura refuses to eat anything I make? Seriously, for someone raised in the facility, she can be a picky little shit."

"Your cooking sucks," Laura said.

"Eh, go fuck yourself."

"God, how did you two not kill each other while I was gone..." he muttered, lips quirking up in a slight smile. It was oddly comforting, as weird as that was to admit, "Right, I'll cook something up then I can go."

"Go? Go where?" Kat asked.

"Uh...out to find a place to stay?"

"What, my bed's not good enough now? Those Madripoor hotels really spoiled you, Petey."

"What? That's not-"

"Then you can stay here."

...What just happened? Spider-Man watched the two 'sisters' walk into the house. Did she just end their last argument? Shaking his head, he trudged inside with them and frowned at the mess of a living room, "I'm gone a few days and this place goes to the pigs." He picked up one of the crumpled jackets and sighed. It still had some blood on the surface, "How the hell did you survive on your own for so long?"

"You'd be surprised what maids are willing to clean up without asking questions."

"Christ..." He tossed it along with a few others to the nearby laundry basket, "Laura, go get a change of clothes."

Laura hummed and disappeared into the guest room. Spider-Man opened the the fridge and frowned at the practically barren contents, "For someone with millions in the bank you never seem to get your shopping done on time."

"There are ten different burger places around here. Cooking is for chumps."

"Chumps, huh? Well, if that's what you think-"

"Did I say chumps? I meant those with the patience and skill, which I do not have." He gave her a flat look and she grinned back, "Come on, Petey, a homecooked meal is something we really need right now. "

"Huh, you seem cheery." He grabbed some eggs and strips of ham. Nothing fancy tonight.

Kat flopped down on the couch, "Why wouldn't I be? I mean...fuck, it's _over_. Kinney's dead and so is Kimura. That's it. Weapon X is done, and you helped me with both of it." She angled her head to look up at him, "Shouldn't you be on cloud nine too? You got that Octavius prick. Now all you gotta do is wait and you'll get what you want. I'd say this is a win-win."

"He needs the Slant's research. How the hell am I supposed to get that now?" He glared down at the sizzling eggs like it was somehow their fault, "I thought it'd be over once I got Octavius. I break his legs worse than they already are and he makes the portal. Now..." He shook his head, "The Slant's been running loose for at least five years, Kat. How the hell are we supposed to get her research?"

It was just their luck that she escaped not long after they arrived. It was like fate decided it wasn't done batting him around just yet. If he got his hands on the bastard who helped her escape...

"Hey." He turned back and found Kat standing just inches behind him. She grinned up at him, showing off her teeth, "Don't sweat it, Petey. We'll find her, and when we do we go to town like we always do. Worked out so far, right?" She touched his right cheek with one hand and leaned up on her tiptoes, lips almost brushing against his and amusement dancing across her eyes.

"Kat..."

"'Sides, what's another five years?"

He didn't get a chance to respond to that before Kat leaned back and Laura trudged out of the room wearing a more appropriately fitting set of clothes. Laura looked at the both of them and raised a brow.

"What's up, squirt?" Kat grinned.

"Nothing. Is dinner done?"

"I...almost," Spider-Man said.

Dinner was a mostly quiet affair. Laura split her time between her food and the cartoon on the television while Kat looked up new jobs she could do. Spider-Man refused to look up from his meal. How was he supposed to find the Slant? Octavius was useless on his own and, if what little he got from him tonight was any indication, then he didn't have any idea where she was in New York after she escaped.

"Fuck."

"Language," Laura said. Spider-Man gave her an unamused look, "You always say we should stop cursing."

"No, I said _you_ should stop cursing."

"Christ, you're such a dad." Kat rolled her eyes.

Dinner ended soon enough. Spider-Man washed the dishes, doing his best to keep his mind off darker thoughts. Moon said she'd call as soon as they got something. _But what if they don't get anything_ , a voice whispered at the back of his head. He and the rest of her victims waited years for a rescue that never came. What if what Kat said was true and he spent another half decade trying to find that butcher?

 _Would that be so bad?_

He nearly broke the plate, "Shit..." He set the ceramic down and fell back on the couch, eyes closed. He couldn't deny he was...getting used to being in this madhouse, but was it really worth not going back to his friends and family? To not even try to prevent millions of deaths just by killing a madman with a poor mustache?

"If those in power can't be trusted, it's the responsibility of the people to remove them."

"Never was one for mottos." He cracked one eye open and found Kat staring down at him, arms crossed and a light smile on her face, "Not coming to bed? It's-"

"What are you doing?"

She stopped and blinked in confusion, "Standing, breathing, living...thought that'd be obvious."

"I thought you didn't want to see me after Madripoor." He leaned forward and looked down at the floor, " _'Too little too late for apologies, Spider-Man. I'll work together with you here and I won't even make fun, but the second we get back to New York I don't wanna see your face ever again'_. That was what you said, right?"

"Well, _ever again_ is a bit of an exaggeration."

"Kat..."

She sighed and sat next to him, "What do you want from me, Petey? I'll admit it, I was bullshitting. I don't want you out, especially not with Laura here. You didn't see what we were like without you here to play peacekeeper. Even the old man being here would've been good, and you know how I feel about him."

"Yeah..." He brought a hand through his face, "Why can't you two get along? You said you wanted to be a family with Logan once, why not try with Laura?"

"I've spent the last three years of my life killing scumbags for money. I can't just turn that off and pretend to be a cool big sis when the door closes. It's not like it's a 9 to 5 job and when my shift ends I just go 'oh, well, guess all my killing and maiming's done'. Kinney and the others made me to be a weapon and that's what I am. No use pretendin' otherwise."

"You're more than that, Kat. A 'weapon' wouldn't care if I left, right?"

"Heh, maybe..." She smiled wryly, "You know how fucked up I am, that's why I want you to stay; I never have to feel bad or pretend around you. Laura...I dunno, maybe it's dumb of me, but I think she can still be normal some day, like I might've been if Logan didn't ditch me. Without you here she has no chance of that, not with just me around. She's gonna be fucked up. Shit, she already went with us to Madripoor..."

"You think dumping her in an orphanage is a good idea?"

"What else am I supposed to do? You're not staying." It was fleeting, but he definitely saw the resentment flash across her face at that, "Can't dump her on the old man, he'll just fuck her up like he did me. Least in an orphanage she has a chance."

"You really believe that?"

"I don't have anything else to-"

He heard the scuffling footsteps before even Kat did. He turned to the guest room and, for just a moment, saw Laura's wide-eyed look of shock before the door slammed shut. An awkward silence settled over them both. Kat sighed, "Shit, we fucked this up." She laughed sardonically.

"I should...talk to her."

"Sure. Better you than me." She waved him away lazily, "Hey, we're talking about this when you're done. Promise."

"Yeah, sure."

He stood up shakily and made his way to the room. Spider-Man took a deep breath and opened the door only to find Laura laying on the bed facing away from him. Her eyes were closed and her breath was level, but it was easy to see she was faking, "...You heard us." It wasn't a question. He sat at the bedside, just waiting for her to answer. Uncle Ben did the same thing when he came back home bruised and bloody after fights with Davis and his cronies.

Minutes passed before eventually she shifted, "I heard you," she replied softly, still facing the wall.

"Hm..." Spider-Man tapped his knees. He didn't know what to say. He never was good at talking with kids; it was always something Aunt May and Mary Jane were better at. He always found it easier to talk to the geezers and vets. They didn't want to be coddled and that was just fine with him. Laura was a difficult combination - a little girl that'd seen more than most soldiers have in their entire lives. He didn't know how to deal with her.

"You talk like I don't have a choice. Shadowcat wants to leave me because she hates me. You want to leave because you don't consider this your home." She curled harder in on herself, "What about what I want?"

Spider-Man pursed his lips. They never actually asked her before. Hell, there were still days where they both couldn't believe she was with them, "...What _do_ you want."

The sheets shifted behind him and arms wrapped around his neck. Again he was reminded of how small - how young - she was despite everything he'd seen her do, "I don't want to leave. Shadowcat said she wants me to be normal, but what if I don't want that?"

"You don't? Sometimes I wanna just...toss these powers in the river and never look back."

"Sometimes I do, but..." She pressed her forehead against his back, "I wouldn't be able to. A normal family wouldn't understand me. Not this." The claws from her right hand shot out. Spider-Man didn't move; he trusted her not to hurt him, "Sometimes I want to be normal, but I'm never going to be. Shadowcat understands that, even if she hates me."

"She doesn't hate you. She tried to save you from that sadistic bi...monster."

"Hmm..." She pulled the claws back, "...You are still leaving?"

"When I get the Slant's notes, yeah..." He did his best not to frown.

Her grip around him tightened, though not uncomfortably, "I don't want you to go..." He didn't say anything. He knew that, knew that somehow she'd latched onto him. What could he say? That he didn't care about her? That she was nothing more than a temporary distraction till he was back home? It would've made it easier if that was true, but that was the furthest thing from the truth.

Her next word felt like a stab in the chest.

"Daddy..."

He opened his mouth, but no words came. Spider-Man shut his eyes and tried to laugh. Instead it came out as more of a choking cough, "...That was supposed to just be pretend. I'm too young to have a kid like you."

Laura didn't say anything and neither did he. Minutes passed and eventually her grip slackened and her breaths calmed. He wriggled out of her grip gently and set her down on the bed. She must've been exhausted, being forced to sleep on that rocky ship, "Dad, huh...?" He almost laughed at that. May always said she wanted grandchildren before she passed. Probably wasn't what she meant.

Sighing, Spider-Man left the guest room and closed the door behind him without a sound. Kat was already in their- _her_ room, "Keep it together, Parker..." He opened the door. Kat was lying on the bed and flipping through another magazine, though her attention immediately shifted to the doorway as soon as she heard the click, "You always seem to be reading. Never took you for much of a bookworm."

"I like the pretty pictures." She grinned and tossed the magazine aside, "Alright, cards on the table."

"What?"

"We promised we'd talk, so...let's talk." She sat up to look at him easier, "I want you to stay here. Not for a couple of weeks or even five years. Permanently. Laura's attached to you and I can't say I'm not either. What do you say?"

"...What?"

Her expression darkened, "We said we'd talk about it."

"Yeah, but I didn't think it'd be like this." He scratched the back of his head. It'd been years since he felt really awkward like this, " I...can we not talk about this-"

"Nope." She stood and stared up at him. Despite being over a foot shorter than him she felt a lot bigger, "It's easy. Yes, or no."

"It's not always yes or no." He looked up to the ceiling, "What about you, huh? Wanna come with me?"

"Back to the 30's? Where I wouldn't be able to walk down the street without being lynched?"

"It's not that bad..."

"Hey, 2016 has issues, but things aren't as shit. Last I checked we weren't gassing people for being Jews. New offer: why not take your family back here? You only have your aunt left, right? Take her back here. Hell, she'll probably live longer than she will back there. Wonders of modern medicine."

"You say that like popping between dimensions is like taking the city bus." He rolled his eyes, "Besides, she has a life there. Socialism is in her bones, more than it is even for me. She wouldn't just drop that to go here." That was assuming she was still alive, "Even without her I'll be trying to stop Hitler's regime and I doubt I can do that in one afternoon. That'll take months, at least."

"Ugh, you're stubborn."

"And so are you. Are we seriously bargaining about this?" He shook his head, "Kat, I'd be lying if I said I wasn't...tempted by the idea of staying here, but we can't just...talk it out like this and expect results. We both know we're not the best at it."

"Huh...you're right."

And then she tried to punch him in the face. Spider-Man barely blocked the first blow and she followed it up with a knee between his legs, which made contact. He grunted and stepped back, "What are you doing?!"

"What I do best!"

Her next attack was a haymaker that almost clocked him right in the jaw. Spider-Man shoved her arm back and elbowed her in the face, "Oh, sorry, sorry! Kat, I didn't mean that." She rubbed her fresh lip and _smiled_ , "Kat..." She licked her lips and tried to kick his side. Spider-Man dodged the blow and raised his arm to block the spinning arm blow. He twisted her around and wrapped an arm around her neck, just barely strong enough to hurt.

Kat slipped through the grapple with ease and sweeped her leg, knocking him clear off his feet, "Augh...Kat, just wait..." He raised up his right hand in a gesture of surrender. She pulled her hair back, grabbed his arm and...started kissing his palm.

He didn't get a chance to ask what in the hell she was doing now before she suddenly snapped his fingers back.

"Ow, son of a-" It wasn't hard enough to break, but it still hurt. She pulled him up to his feet and he spun her away, trying to put some distance, "This isn't how people talk, Kat." He moved his sore fingers, "Back off, before I hurt you."

The way her smile widened made it clear that was the wrong thing to say. Two more blows, both of which he blocked. Spider-Man grabbed her raised arms and pinned them to her back. Kat took it as a sign to push closer and pressed up against him, mouth inches away from his. This was _foreplay_ , he realized. Just like that time in the hotel before the Slant's agents interrupted.

"No."

He flipped her onto the bed. Kat moved immediately and wrapped her legs around his neck to flip him down next to her. She laughed and scrambled on top of him, one hand wrapped around his neck. He countered with a grip of his own with his right hand while his left held onto the offending wrist.

They looked at one another, the quiet only broken by the occasional pants they both gave. Her grip on his neck slackened and her thumb brushed along his jaw almost tenderly, "Heh..." Her smile laxed and she leaned in closer to kiss him again.

He pushed her to the side she was on her back and he was on top. _This was a bad idea_ , everything rational in him said. He could still back away. His left hand settled on her check, just relishing in the warmth. The last of his restraint melted away and he kissed her.

By the time he woke up the clock told him it was late afternoon the next day. And he was naked, "Damn..." He looked back and found Kat sleeping, equally bare for all the world to see, "God, you need to learn restraint, Peter..." He put on his underwear and grabbed for his pants. His phone clattered out of the pocket and the screen showed one voice message from Moon. Did they get something from Octavius already?

...

When Shadowcat woke up she was met with the sight of Petey sitting on the side of the bed, his broad back facing her. She smirked and wrapped her arms around his shoulder, "Hey, looks like someone had-"

Something was wrong. Shadowcat separated from him slowly and looked at his blank face, "Hey, Petey, what's wrong?"

His expression shifted. Grief or something else? "I...Parker's dead."

* * *

Spider-Man dead.

Those were the words that dominated the screen of the Bugle's communal television. Norah stood, frozen, and stared up at the screen. Everyone around her whispered and made plans. Which of them could get to the crime scene first? Would Spider-Woman be willing to provide an interview? Maybe they could find where she swung away with the body after the paramedics confirmed his death.

Norah barely heard any of it. Her eyes were glued to the screen, to the shaky cam picture some lucky _parasite_ caught: Spider-Woman kneeling on the ground, hugging the dead body of her best friend. Even through the mask it was obvious that she was in grief.

Ben was dead.

Norah moved on autopilot, trudging back to her cubicle without anyone noticing. Her mind scrambled, trying to think of alternative explanations. Maybe it was just a ploy to try and trick Murdock? That was possible...

She called the first person she could think off. The phone rang thrice before Moon Knight's voice came out the other end, "Ms. Winters, you should-"

"Is it true?"

"I...assume you're referring to Spider-Man's death." The sudden hesitance in his voice made the lump in her throat worse, "I'll take your silence as confirmation. Yes, he has passed, as has another ally of ours, Bullseye. We attempted to attack Murdock and paid the price."

He said something else, but she didn't hear him. Norah just barely managed to cut the call before her grip on the phone faltered and it clattered to the ground with a dull smack, "Ben's dead..." Saying it out loud had a certain finality to it. Just like with Martin all those months ago.

She was crying before she realized. Norah looked down at her desk, both hands gripping her hair so tightly it was a miracle she hadn't ripped it clean off her scalp. How long had she known him? A little longer than Martin, she knew that much. Aside from MJ she didn't have many she could call real friends in New York.

This was the second friend she'd lost in months.

Norah sobbed, the tears coming out in droves. It was a dumb move. Her co-workers already suspected her after her interview with Spider-Woman, but bawling her eyes out after Ben died? That would've been in the final nail in the coffin that she knew more than she was letting on. She didn't care. Everything he'd done, after all of it, and he was dead now.

She barely had time to wipe away her tears by the time she heard the footsteps approaching her cubicle.

Eddie Brock stepped in like he owned the place. His expression shifted in slight surprise when he caught her puffy eyes and tear-stained face. Norah forced a smile, "What? Never seen a girl with allergies before?"

"That's not allergies."

"I know. It was joke; you're supposed to laugh," she bit back, "What do you want, Eddie?"

"Robbie wanted to see you, but..." He paused, which was a rare sight in and of itself. Eddie didn't do hesitant, "...Are you okay?"

"Yeah, just...just peachy."

"You know, trying to lie to a journalist is a fool's errand." Norah glared up at him weakly. She wasn't in the mood for his shit, "...You knew him, didn't you?"

"I dare you to find someone who doesn't know Spider-Man, Ed."

"Most people wouldn't cry if they heard he died."

"Maybe I'm just a really big fan. I have a friend's sister who cried when she heard Spider-Woman got a boyfriend."

"Cut the act, Norah." She wanted to bite something back, maybe something about how the police were still leery at him for his antics, but she held it in, "I'm guessing you were close. Not sure how, exactly, but that's your business."

"What, not curious? Don't wanna blackmail me for an interview?"

"You know I've never been one for chasing the Masks." He grunted, "There are more things we have to worry about than a few people running around in costumes. I don't see why Spider-Man's death is any more tragic than when that cop died last week."

"Yeah..."

Eddie sighed, "Look, I'll tell Robbie you're not feeling well, if you want."

"Sure...thanks."

Eddie nodded and left. Norah looked at where he just was and grit her teeth. She needed some air.

She made her way to the rooftop and winced at the chill that greeted her. The rain had stopped, at least for now, but the biting wind remained. She rubbed the arms left exposed by her dress shirt and stood a fair distance to the edge of the roof. The last time she'd been here she met with an angel who pushed her off a roof and then showed her heaven...and God, was it fucking weird that that sentence was in no way an innuendo.

She could call Gwen. She doubted she'd answer, but it was better than doing nothing.

The door behind her opened with a loud squeak. Norah looked back and wasn't even surprised to Karen 'I'm possessed by an angel' Page walking towards her. She looked as prim and proper as ever and showed no signs that the chilly wind bothered her in any way.

Then again, why would it? Nothing ever seemed to bothered her.

"Norah, fancy meeting you here."

"Hardly." She snorted, "You went up here intentionally to talk. Unless you plan to tell me you went to the DB just for a rooftop view."

"Sorry, just making idle conversation." Karen stood next to her. Norah was far away that she didn't worry about being pushed off again, but she still walked back regardless, "...You're aware I don't plan to push you off the roof again, right?"

"Can't be too careful."

"Hmm, I suppose so." She looked at the view ahead of them.

"...Why are you here? I don't have anything new on Murdock." No thanks to her. She'd been elated all those weeks ago when she received her offer of help, but so far she hadn't done much Norah couldn't have dug up on her own given enough time. Every time she asked or pushed she'd give the same platitudes about rules.

"I'm aware." Karen paused, "Are you okay?"

"What, you expect me to buy that you came here just to check up on me?"

"You and Theresa. She's taking her brother's death with...a lot of difficulty. She's lost too much in too short a time." Her face was as neutral as ever, which dampened any sense of comfort she was trying to give.

"This is Murdock's fault. Moon Knight said so." Norah scowled, "Now are you finally planning to do something or are you just going to say the same thing again?"

The right side of Karen's mouth twitched, "I'm doing my best, but these things take time-"

"You're useless."

For the first time since she'd known her, Karen looked honest to god shocked. Norah didn't give her a chance to counter, "Every time we talk about this you always give the same damn excuse. _'There are rules, Norah. We can't upset the balance too much'_." Her scowl worsened, "What the fuck is the point of you even being here? Murdock's out there doing the same atrocities he always does and you're not doing _anything_."

"You don't understand-"

"No, I don't. Maybe it's cause I'm a pesky human who's in over my head, but I'm _here_ and I'm trying. It's more than you've done." The glare the older woman gave her was chilling, but Norah continued on, "Ben's dead, Karen, and so is another one of the people trying to stop Murdock's schemes. But you don't care, do you? Even when all of us are dead you're just going to sit on your hands because your precious fucking rules mean lifting a finger to help isn't _allowed_."

"Norah-"

"No, I'm done. I don't wanna hear a lecture about how I'm being short-sighted or how the rules need to be upheld - _I don't care_. If you don't give enough of a shit to help us when Murdock's picking us off one by one then don't bother giving me your spiel. I'm done. Either help us or just forget we exist, because right now you're not doing anything but watching Murdock's games. You might as well be helping him."

Karen didn't say anything. Norah's scowl fell, replaced by an equally ugly sneer, "Useless..." She walked out of the roof and slammed the door behind her. She had more research to do.

* * *

 **Well, at least one Noir is having fun with his life...kinda. Meanwhile Norah tells an angel to stick it where the sun don't shine and somehow doesn't think this is a bad idea or it could somehow backfire on her. Then again she hangs around the Defenders and her best friend is a woman who's bonded to a psychotic symbiote, so at least it fits her current trend of behavior.**

 **Shorter chapter than usual, but I find those are easier for most readers to read through. It's gonna be weird writing future chapters with Noir gone, but Gwen really needs more plot focus.**

 **Question:**

 **1\. I asked this before, I think, but I wonder if this story would've worked if I used others besides Noir and Gwen. SpOck and Kaine were my candidates for substitute anti-heroes while Miles Morales and Anya Corazon were for the ideal heroes. It would've definitely changed the relationship dynamics, especially since I doubt people would've really wanted to ship Anya with any of the three anti-heroes. Ditto Miles with all three or Gwen with at least SpOck.**

 **...Although, now I wonder how SpOck would've dealt with demon Murdock over there. Man of science vs. Magic demon? Sounds fun.**

 **2\. If you guys could change the Defenders team makeup, who'd you add/remove? The Avengers don't meet up much here, but at least all members are kinda connected to said group in canon. For the Defenders, most members have never shared a single conversation with one another, especially with Lana, who's a D-lister side character at best.**

 **I dunno, I wonder if people would've preferred if I used Jessica and Danny or something instead.**

 **Review Answers:**

 **Brave2000 - Replied to your PM.**

 **The Red Ghost22 - Considering Murdock and Mephisto's comment I really doubt Noir's death would be considered peaceful.**

 **Coki13566 - Somehow I don't see him coming back with stinger blades, though.**

 **Sexybutcreepy - He did say he might kill Noir if he gets bored. Remember, Murdock says he can just torment Noir's soul if he wants. That or maybe you could blame it on Gwen for involving herself.**

 **Red Rain17 - Retcon? Uh...no, sorry, not happening.**

 **Guest - Bullseye and Noir are slated for Hell, according to Murdock, so I doubt any afterlife shenanigans. Anyway, thanks for the in-depth input on the debate :) Not sure if Pittsburgh can be wholly used as an example, however, since New York is a different beast entirely. Same way we can't wholly compare, say, the US to North Korea.**

 **Gwenmaxine - *insert confusion since I have no idea if that's good or bad***

 **AnUnorthodoxDecision - Stabs in the liver area can lead to death within minutes or even seconds, so yeah :P And yeah. Moon Knight called it.**

 **Jaquan - Two down, four to go. Sadly Noir was the high point of the group. Also, this Gwenpool has had no character development or her comic powers.**

 **SwansMessYouUp - Really? This is how you'd end it? Bad guys still running loose, one lead dead, Original Noir still trapped and a shitload of plot points left unresolved? Damn, I need to level up on my comprehension :P**

 **That and it's debatable that Noir coming back was for the worse. Without him Castle would've died saving his family, Lana's mom would've died, Jack would've gone mostly unimpeded etc etc. Even Noir and Gwen's relationship had its good points, few and far in-between as they may have been.**

 **Crimsonknight700 - Enjoy it; Teresa and human emotions don't mix well. Also, I wouldn't call Peter's death shut-eye considering Murdock's taunts about dragging him to hell.**

 **Crieger - Huh, something besides 'great chapter'. That's new.**

 **emaN - What do you mean colors?**

 **Onepieceloverforever - You are right :D Well, half right. Noir apologizing was definitely a callback to chapter 27, but his death wasn't planned that far back. Hell, Murdock being possessed by a devil wasn't planned that far back.**

 **Yohart Meltz - Good people don't deserve bad shit, but if everything was happy no one would be invested, would they? It happens.**


	134. Still no fun

**Final deep angst chapter. After this we're gonna try to turn it around, so hold on tight!**

 **Side Note - According to the upcoming Spider-Gwen: Ghost Spider #3 it's canon there's a world where Gwen became Green Goblin - The Gween Goblin. That might be fun to tackle.**

* * *

She'd lost too much.

Gwen looked blankly at the freshly buried coffin as the priest droned on with words she couldn't even hear. The overcast sky above them almost seemed like it was mocking her, adding a final fuck you to the entire thing.

She'd been the one to insist on this, on a proper funeral. Teresa told her what they did with Bullseye, and as much as she hated the guy she couldn't imagine being dumped in some pit at the edge of nowhere. She wasn't going to do that to Peter, damn the 'risk that her sentimentality would open them to'. If Teresa didn't like it then she could fuck off. Gwen didn't care what his 'sister' thought.

Teresa actually did attend, along with a few others. Lana, Norah, MJ, Harry, Cindy, Castle, Moon Knight, Felicia, Spider-Man...it was a sparse showing, all things considered, but that was what happened when your funeral wasn't being used by a brushead with a terrible mustache to launch his campaign against Spider-Woman. She ignored the irony in how he had more 'friends' now than he did back when he was 'just' Peter Parker.

Ben and May were here too, but neither of them had said a word to her or anyone else. It was her fault. She wanted to call them first, tell them about what happened to their nephew - their _son_ -, but instead they had to find out about it from a news report and an online article. She'd waited too long, spent hours - days - grieving, mulling in her own thoughts and replaying the events in her mind. If she'd been faster, stronger, if she didn't hold back maybe Peter would still be...

She grit her teeth and gripped the edges of her mourning dress hard enough to tear the cloth, her eyes shut tight. She shouldn't have done this. Arranging a funeral, accepting the priest Karen Page oh so 'kindly' offered, wearing the dress she'd used when they first did this...she thought it would help, give them a sense of closure, but all it did was tear open the wounds from before. Here they were again, burying her best friend _again._ Only difference now was she wasn't accused of being his murderer.

It didn't make her feel any less responsible. This time she really could've saved him; she was just too weak to.

Gwen read the name on the tombstone over and over again. Ben Reilly, the alias he used in his earliest days here. They couldn't call him Peter Parker; that was the one thing Teresa refused to budge on. She'd only 'allowed' the funeral if they didn't draw unneeded attention, something Gwen reluctantly agreed to. She didn't want that fucking media circus catching wind of anything. Teresa even had a friend evacuate the cemetery to make sure there weren't any interruptions.

She wanted to talk to Ben and May, but she couldn't move - could barely breath, really. There was a finality to this that she could barely process. For a while she'd clung to the hope that maybe he'd come back again like he did before.

She eventually gave that up when the blood dried and his body became cold.

"Gwen..."

Gwen didn't look up even when Harry put a warm hand on her shoulder. This was an all-too familiar scene. Back then he'd taken it hard and Gwen had to comfort him. He'd cried his eyes out, muttered over and over that if he'd just spoken up he could've stopped it. She didn't understand what he'd meant back then and just thought that it was the guilt talking. Oh, how wrong she was.

"It's going to be-"

"Why are you here?" Gwen didn't even have to look to see him flinch. She could _feel_ the discomfort radiating from him, "You and Peter weren't close, not anymore." Peter was closer to _Castle_ than he was to Harry, and Peter'd made it clear he didn't like the murderer much more than she did.

"That's..."

"Do you even care that he's gone? You would've killed each other in that house if I hadn't stopped you." She knew it was wrong, that she was just lashing out at anyone she could, but she couldn't stop herself, "You weren't friends..."

"No...we weren't." He sighed, "I'm not like you or Cindy or Ben and May. I did mourn him before, but you were right back then. I used you and Peter as an excuse because I hated feeling weak. Now I..." He shook his head, "You're right, I shouldn't be here. I should-"

"Don't leave." It came out as more of a command than she intended. She finally turned to look Harry in the eye. He used to be one of her best friends, but now every time she saw him there was always something fucked up going on. How long had it been since the three of them spent time together without a care in the world? "I'm sorry, it's just...I've been-"

"Don't apologize, Gwen. I get it."

The priest said his final words. Gwen took a look at the others. Castle, Moon Knight and Felicia were expressionless. She wondered why they showed up or if they even cared. Ben and May were holding onto each other tightly, puffy eyes glued to the tombstone. Again she was tempted to go to them, but her feet remained stuck to where she stood. Would they blame her, she wondered. It was twice now Peter died in her arms.

Spider-Man and MJ looked troubled, but they did their best to hide it; the former doing a better job than the latter. Close by, Cindy looked down at the ground, her expression hidden from view, but the way her shoulders shook told Gwen all she needed to know. She didn't know why the two seemed so close and she never questioned it. Next to her was Teresa, her face passive as always. Still, Gwen saw the vice grip on her crossed arms.

Closest to her were Norah and Lana. Norah's right hand covered her eyes, but it did little to stifle the occasional sob. Despite that she looked composed next to Lana. The younger girl sobbed openly, teeth grit and her hands balled into shaky fists. Lana'd called her first when she saw the news, begging Gwen to tell her it was all a lie and that Peter wasn't dead. Gwen wished she could've said so.

They all just stood there, none of them saying a word. The ceremony, slapdash and crude as it was, was over. They couldn't stay too long, not without attracting attention. Teresa's influence could only last for so long.

Eventually, Gwen managed to force herself to move. She needed to talk to Ben and May. She had no idea where they'd go after this. Back to France? Peter was gone, but... "I'm sorry," she said before she could stop herself. Both of them turned to look at her, equally surprised, "I...I know there's nothing I can say, but...I was there and I couldn't do anything. I'm sorry-"

Her apology was cut off when May pulled her into a sudden embrace with Ben quickly following. Despite everything it was comforting being so close to them again. Gwen teared up, "It's not your fault, Gwen..." May whispered, rubbing an arm up and down her back soothingly, "We know you did everything you could."

Gwen cried. A part of her wanted them to hate her, tell her that she could've avoided this if she'd just been _better_. It would've meant she could've done something to change the outcome and make sure that they didn't have to bury him a second time.

"I'm sorry..." she said, the apology coming out in a shaky whisper, "I'm so, so sorry..."

"We don't blame you, Gwen. No one does," Ben said.

She wrapped her arms around both their backs and cried until she couldn't anymore. Her eyes stung from both fatigue and the tears. It was too much. First her mom and dad and now Peter. Last she'd seen her dad still passed in and out of consciousness and her mom...

 _"Your mother is with another who can shield her from Murdock's influence."_

 _"Let me see her."_

 _"No. She made it adamantly clear that she didn't wish to face you...not yet."_

She wanted to punch Moon Knight when he told her that, but she held back; she couldn't be sure she wouldn't just punch his head clean off his neck in the state she was in. And it wasn't like she didn't understand. Murdock made her stab her dad, all while she could still see it. It wasn't her fault, but she must've thought she could do something. Gwen knew what that felt like.

"We heard what happened to George and Helen. We'll go to the hospital...we want to see George and Jessica," Ben said.

"Thanks..."

"...Bring him back." Gwen opened her eyes and separated from the two reluctantly. Lana stood in front of Teresa, right hand gripping onto the front of the older woman's longcoat. Her expression was fierce, though Teresa looked passive as ever, "You can do it, can't you? He came back already and so did Moon Knight! You can bring him back!"

"Lana...I can't-"

"Bullshit! You can see the future, for fuck's sake! You should've been able to stop this! You can bring him back!"

"I'm sorry..."

Norah reached a hand out, but it was too late to stop Lana from punching Teresa in the face. The would-be oracle stumbled back and held onto her bloody lip, "...Are you finished?" she asked back softly, "You can blame me if you wish, but no amount of punching will magically give me the ability to bring Peter back. He's outside my purview, always has been. If The Pariah refuses to return him then there's nothing I can do."

Lana screamed and punched Teresa again, this time breaking her shades and exposing her clear irises. She didn't go for a third, "Fuck..." She fell on her knees and cried. Again, Norah reached a hand out reluctantly and held onto her shoulders. Lana didn't say anything.

"God damn it..." This was fucked. Her dad and Jess were under constant guard by S.H.I.E.L.D in the hospital, but Murdock was still out there. This wouldn't stop until he was gone.

"We have to leave," Castle said eventually, "The more we linger the easier chance there is that we get attacked."

"What are you planning to do now?" Gwen asked. It was the first time in months she'd talked to him. She had to admit, she imagined any conversations they had would've been with one of them on the other side of a cell.

"...I don't know." He frowned, "All our attempts to attack Murdock failed and we've already lost two. Future attacks won't be any more successful."

"Either way, I doubt the 'Defenders' are going to be working together again," Felicia cut in, "We were barely held together as it was. Bullseye was the one who suggested we work together and Spider was the only one who was capable of ensuring we didn't kill each other. Without either of them there's nothing tying us together besides hatred of Murdock, and I imagine we have different methods on how to accomplish revenge - if it's even possible."

"This Murdock guy was the one who killed him?" Spider-Man asked. Gwen didn't know why he was here either. He and Peter didn't get along last she checked.

"Yes, though I wouldn't try your luck for revenge, child of Anansi. You are no more protected than he was," Moon Knight said.

"Hm..."

They all went away eventually, all except for Gwen and Mary Jane. Gwen sat in front of the grave while MJ stood awkwardly behind her, opening and closing her mouth over and over again, trying to form words. It wasn't suspicious with just the two of them, right? No one knew they had powers. They were just Gwen Stacy and Mary Jane, drummer and singer to a band that no one even remembered by now.

"Gwen..."

"What happened with Janet?" Gwen asked suddenly. She didn't want any more pity.

"...We're not sure." MJ sat next to her, hands tucked into her knees, "Physically speaking, the medication's working, but...whatever this thing is doing it's mental." She raised a hand and the skin pulsed red, "...Truth be told, I think you're the only reason I'm still here. This thing wants to kill you, but it knows you're stronger. If it tries anything then it's going to die."

"You saved me before, remember? It's not just me. You're holding that thing back."

"Yeah..."

They stayed in silence for another few minutes before Gwen eventually stood up, "...I'm gonna take off. Need to...cool my head." She didn't want to fight crime today. It would've been cathartic, but what if she hurt someone too much because of all this? Purse snatchers didn't deserve broken jaws or internal bleeding.

"Want me to come with?"

"No, I...I wanna be alone."

Gwen didn't get too far from the cemetery before she saw it. A newspaper on a nearby stand, "History Repeats..." The front cover said, and smack in the middle of the page was a blurry picture of her holding Peter in her arms. She grit her teeth and clenched her fists. That was all his death was to them, wasn't it? Just another thing to sensationalize over, to discuss online and debate about.

She turned away and ran into the closest abandoned alley. She didn't want to see anymore.

Her phone rang. Gwen climbed onto the nearby rooftop and frowned at the unknown number requesting a voice call that popped up on screen, "Who the..." She tapped the accept button.

Murdock's smug face appeared. Gwen's eyes widened and she almost broke the phone right then and there, "Afternoon, Ms. Stacy! Fine weather we're having, isn't it?"

"Murdock..."

"Oh? I can tell by your tone that you're upset about something. Well then, why not confide in me? I've been told I'm a good listener-"

" _You son of a bitch!_ " She wanted reach through the screen and strangle him, "You fucking...your men killed Peter..."

"Hm? Oh, you must be talking about Ikari. If so...well, that's a matter of debate."

"You're a monster. My mom, dad, Peter..."

"Your mother and father I'll take partial responsibility for, but that was more Ms. Moon's request. Actually, I'd think Peter's death was more _your_ fault, all things considered. After all, I warned you time and time again to leave Peter and myself to our games, but what do you do? Oh, that's right, you take him and try to bring him under S.H.I.E.L.D's umbrella. Now that's just not very sporting, hm?"

"Shut up..."

"I would've been content to leave him be if you didn't stick your spidery nose to where it didn't belong. It's also why I agreed to Ms. Moon's request to, and I quote, 'make her hurt'. I knew you planned to involve yourself in my affairs sooner or later, so I considered it more a preemptive defense than anything." He paused, "So yes, it really is all _your_ fault, isn't it? For a hero you seem to have a hard time saving those you care for."

"I'm going to kill you!"

"Is that a fact? Well, I'll be waiting in my office. Come and get me."

The call cut off. Gwen looked down at the blank screen for a moment before she let her costume cover her fully. Murdock's offices...it wasn't too far away. She jumped into a swing, images of Murdock's battered and bloody face at the forefront. She couldn't arrest him. The bastard as slippery as an eel; anything she tried to imprison him with he'd talk his way out of.

But was she willing to cross that line again? After what killing Kasady had done to her?

She didn't have much longer to think on it. Something circular snapped her web clean through and she fell onto the nearby roof with an automatic spin, "...Cap." She looked up from her position on the ground. Cap, She-Hulk, Janet and Kate were in front of her, "You're here to stop me, aren't you?" None of them said a word, though the uncomfortable looks on their faces were enough, "Out of my way."

"Spider-Woman-"

"I said, out of my way." She eyed the shield that returned to Cap's arm. She'd been on the other end of that thing once before and she doubted even Webster could stop it from hurting, "I don't know how you found out, but I'm not going to let you stop me. I'll fight through all of you if I have to."

"Gwen..." Kate whispered, obviously hurt.

"Spider-Woman, you need to calm down," She-Hulk said, "I know it hurts-"

"Bullshit!" She-Hulk actually flinched back at that, "That bastard made my mom stab my dad and leave him bleeding on the floor of our burning house! He killed Peter...how the fuck could you know what that's like, huh?" She-Hulk didn't say anything back, "Don't try to stop me. Murdock's been free too long and you all goddamn know it. We let Peter and his group deal with it on their own just because Teresa said so, and look what its gotten them. I'm done standing by."

"And what's your plan?" Cap asked, "You plan to go to his office and beat him black and blue? That won't solve anything."

"Neither is sitting on our asses doing nothing! What it if'd been one of yours, huh? What if he took _your_ best friend? Or if Janet lost her daughter? Are you seriously going to just sit and do nothing?"

"I understand, but what do you plan to do? He's a demon, that much has been established. As powerful as you are, Spider-Woman, not even you could hope to fight him. If you attack him then you're only going to put yourself at risk."

"I'm still going to try. Now you can either help me or stay the hell out of my way." Again, none of them said anything, "Tch...so much for teamwork, huh? _Avengers assemble_ ," she spat, dragging out the words to make it hurt, "Thanks. Good to know who I can count on."

"...Damn it." Kate took a deep breath, "To hell with it, I'm coming with you-"

"No, you're not," Cap said.

"Cap, are you seriously going to-"

"You need to get Spinerette. She's not responding to her prioricard." Cap sighed, "The three of us will go with Spider-Woman. I doubt we'll be successful, but our chances can only improve if we work together." She looked Gwen in the eyes, "I won't try to stop you. If you're sure of what you're going to do then the rest of us will follow."

"Don't try to discourage her, Sam. She knows what she's doing," Wasp said, "Lead on, Spider-Woman. We'll be right behind you."

Murdock's office was on top of an overly expensive building that dominated every other building around it - the perfect place for the Kingpin to look down at his 'kingdom'. Gwen swung high in an arc and kicked through the reinforced window to the office. Glass shattered around her as she landed, "Murdock!" His chair still faced the opposite way, blocking him from view. The other three landed behind, "No more games! It ends here!"

"I think that should be my line."

The chair swiveled around and Moon greeted them, "What's up?" She leaned back on the chair and propped her feet up on the table, "What's with that look? Not who you were expecting?"

"...Where's Murdock?"

"Mattie? Oh, he's out of town. Has been ever since your boyfriend bit it." Gwen's fists shook, "Oh, what, you thought he'd be here? Nah, he doesn't want to deal with you. He called you a...what was it? Oh yeah, a _boring waste of time_."

Gwen grabbed the closest couch and flung it right at her. She blew the makeshift projectile to pieces with a blast of dark energy, "I don't care about you, Moon. Where the hell is Murdock?"

"Don't _care_ about me? Oh, that hurts, Gwennie, cause I care about you. It was why I had Matt do your mom's little oopsie." Gwen growled, "Oh, there's the teeth! Man, Venom's effects on you are fascinating. Under other circumstances I'd love to study it, but business before pleasure, eh?"

"Cindy Moon, you're under arrest," Cap said.

"Huh...and if I say no?"

The flung shield was her answer. They were on her immediately. Gwen swung through the air briefly and punched hard at Moon's face after she ducked the shield, "Hotheaded as always." Moon dodged the blow and tossed a blast of energy at Janet's small form. It grazed her harness, "4 on 1? Well, I guess it's more fair than last time."

"Shut up!" Another punch and another dodge. Gwen was hit with a black of dark energy and crashed into the reinforced wall.

"What, Spider-Gwen, no quips for me?" She kicked Cap away and blocked She-Hulk's fist, "Oof, you're strong! Wonders of gamma radiation, huh? I always wondered if there was a genetic component to it!"

"You talk too much," She-Hulk snarled.

"Really? Coming from Ms. Pro-Wrestler that seems...disingenuous." Moon slid between She-Hulk's legs and struck at the exposed skin, forcing her to the ground.

Janet flew after her immediately and shot a the stingers at wherever she could. Moon stood back up and grabbed Wasp by her wings, "Anyone ever tell you that buzzing's really annoying?"

"It's come up." Janet re-grew to normal size and kicked Moon right up the jaw.

"Think that hurt you more than it hurt me." Gwen yanked Janet back before she was hit, "Seriously? Can never get a good hit in with you hero types."

Gwen zipped over to her and hit her two more times before ducking under the flung shield that hit Moon square in the jaw. The terrorist stumbled back slightly and rubbed her jaw, "Never going to get how that shield's so strong." She grinned, "Alright, playtime's over."

"What?"

Gwen's spider-sense _screamed_. The elevator door opened and suddenly drones carrying harnesses flew through the air, so fast that she barely saw them. She-Hulk was caught first, as big as she was. The silvery metal wrapped itself around her. For a fleeting second Gwen thought that she'd break through - it was what she did best, after all - but instead she just screamed and struggled on the ground.

Cap and Janet were next. They tried to fight it off, but the sudden flashbangs and shocks they got left them open to being caught. Gwen tried to jump over and help them before a powerful grip on her arms restrained her, "Uh-uh, Spider-Gwen, it's just you and me now." Dark energy burned her wrists and the suit peeled back, exposing the rapidly reddening skin underneath.

"Let...go!" She flipped up and kicked Moon right in the jaw. Her grip loosened just enough for Gwen to land a short distance away.

"Close, but no cigar."

The harness wrapped around her. Gwen fell on her knees and screamed as needles stabbed all across her back, "What did you...?" Her consciousness was fading fast. She tried to struggle, to push the bindings off, but her arms refused to cooperate, "You..."

"Like it? Just a little cocktail I mixed up." Moon crouched in front of her, "I always knew how to get rid of your powers, Gwennie, but with Venom giving you a constant supply? Things became a tad more complicated. I was actually just about to finish up a new method when I got a little too nice and decided to help mommy dearest with her little love triangle problem. Shows what happens when you try to play hero, huh?"

"Y-You...the others..." It was a struggle not to pass out now.

"Others? My own little countermeasures." She knocked Gwen flat on the ground with her face on the floor, "See?" Moon mockingly tilted her head to face the others, "One good thing about you Supers: you always rely on something you never earn. Gamma radiation, super soldier serum, size altering particles and, yes, a radioactive spider bite and a symbiote oh so graciously given to you. But here's the thing, Gwennie: so you can giveth, so you can taketh away."

Through blurry vision she saw it: Wasp shrinking down till she was nothing more than an inch tall, She-Hulk returning to her normal self and Cap... _aging_ till she was too weak to even struggle.

"Amazing, isn't it? So easy to take and turn gifts against them." Moon hummed, "I'm sure they can reverse it, but how long will it take. Weeks? Months? And that's assuming they're even given that chance."

"You...can't..."

"Oh, but I can. Just like I can do this."

Moon grabbed her costume, hands pulsing with dark energy, and _pulled_. Gwen screamed and struggled weakly, but she was helpless as Moon pulled her costume - Webster - off, leaving her in nothing but tattered remnants of cloth, "Fun fact: the only reason I couldn't use the Project Venom was because the radiation was fatal. You could use it because that spider bite left you compatible, but everyone else? No dice." She grinned, "Till now."

The dark mass shifted and covered the entirety of Moon's body. Gwen watched, eyes wide, when the suit retreated and left no trace it'd ever been there, "Whatever that priest had, his healing factor was on point. The energies heal the radiation before they can even give you a skin rash. It's great when things all work out, isn't it?"

"Webster..."

"That weakness you're feeling? That's the cure running through your system. Congratulations, Spider-Gwen: you're Gwen Stacy again...well, for the next few seconds, at least."

Moon's hand morphed into a blade and she raised it high. Gwen braced herself as best she could and shut her eyes tightly.

The sudden explosions caught her off guard. Gwen opened her eyes again and was met with a wall of smoke so thick she could barely see through it, "Back off!" A blurry figure flew through the air and kicked Moon straight through to the opposite wall. The figure knelt down in front of her and she caught Cindy's hazy features, "Hawkeye, grab Janet and Cap! I got Spider-Woman and She-Hulk!"

"On it!"

Cindy webbed most of her face and slung her over her shoulder. Just barely Gwen saw Kate carrying Cap and the inch tall Janet as gently as she could, "Jump!"

The cold wind jolted Gwen awake again. Both Cindy and Kate landed on the web net down below, using themselves as cushions for their more vulnerable teammates. Through the webbing the sirens blared out, the sound muffled through the thick material. Police. The police and S.H.I.E.L.D were here.

Gwen looked up. Moon looked down at them, her expression set in a scowl. Her attention shifted to the ground past them and she shook her head, "Not worth it," she mouthed down to Gwen. She returned back to the office out of sight.

"We have to get these off." Cindy grabbed the restraints and tried to pull them off. Gwen groaned weakly and shut her eyes, the fatigue suddenly returning, "Hey, Spider-Woman, stay with me, okay? I know it's hard to breath, but we need to keep your face covered. Stay with me..."

Gwen closed her eyes and drifted off into unconsciousness, Cindy's voice following her as she did.

* * *

"Barely touched your food, Petey."

Spider-Man looked up from his plate of spaghetti and looked up at Kat. She'd invited him and Laura out for a 'rest day': shopping, eating, going to the arcade...really, it was more for Laura's benefit than theirs. Maybe Kat hadn't intended it, but it was clear neither he or Kat were into the whole video game and shopping thing everyone else in this place seemed to be obsessed with.

Didn't stop Laura, though. She seemed really happy with the arcade and the buffet, at least. He'd never actually taken her to these places before, always to parks or, if one counted it, a busted up bar in the middle of Hell's Kitchen.

It was...nice, seeing her be a kid again. She didn't even look like she was going to shiv the kid who beat her in that fighting game...okay, she growled at him, but it was progress.

Made the thought of leaving...somewhat easier. And harder.

"Petey?"

"Huh? Oh, yeah..." He stirred and shoveled some of the pasta into his mouth. It tasted good, "Thanks for treating us..."

"Yeah, I mean, that 15 dollar spaghetti really cost a lot." She smirked. It was odd, seeing her so carefree. Usually there was a sharp and biting undertone to everything she did, "Now are you gonna tell me what's wrong or am I gonna have to choke it out of you?"

"Not in front of the kid, please..." Laura gave him a confused, sideways glance. Sitting next to her was proving bad for laundry duty, "It's just...I can't explain it, alright? Parker and I weren't close, but knowing he died..."

"Hey, I get it." She held his left hand and squeezed, "It's a clone thing. I mean, you two aren't _really_ clones, but there's something about having the same genetics that really fucks with you when they bite it. Shit, the guy had your memories, didn't he? That's bound to screw with anyone."

"Yeah..." He remembered that mental case's words. Take revenge for Parker...he didn't know him that much, did he? Spider-Man shook his head. No, he could fight his own battles; they weren't his to take up the torch for, "I just...it's hard to believe the damn kid actually died because he picked a fight with a demon."

"Says the zombie trying to travel dimensions." Kat rolled her eyes and let go of his hand. Now come on, eat up. We're going to the movies after this and I'm not splurging on the shitty popcorn. Shit tastes like cardboard."

"Sure." He took a napkin and wiped the sauce from Laura's face. She needed to learn better table manners.

He shut the phone off - odd how quickly he'd grown to rely on it - and watched the horror film. Well, horror in the sense that people being disemboweled by a guy with a burlap sack on his face and chainsaw for arms was meant to be scary. He mostly found it tedious. It was hard to be shocked after seeing Octavius' experiments or the Human Fly.

"Mmm..." Laura adjusted her place on his lap and curled up closer to him, both hands holding onto the tub of popcorn she'd somehow managed to convince Kat to buy for her. The guy at the counter protested them bringing her into the film, but a few exchanged bills and suddenly all questions were forgotten, "It's cold..." She nestled so close that he almost breathed in her hair.

"You should've worn a jacket."

"You're warm enough."

Spider-Man was almost tempted to say 'won't be here forever', but he abstained. This was supposed to be a day for cheering up, didn't need to drag her back through the mud.

"Do you want some?" Laura offered the tub up to him.

"Nah, I'm good."

"Not gonna ask me?" Kat asked.

"You said it tastes like cardboard."

"Doesn't mean I don't wanna be offered some."

Kat looked down at the buttery kernels, "...Do you want some?" She offered her the tub.

"What? Fuck no, that shit tastes like cardboard. Get it away from me."

"..." Laura grabbed a handful and shoved it into her mouth, glaring at Kat as she chewed. Kat just laughed.

He almost fell asleep twice, and both times Laura pinched his leg to wake him up. He couldn't make heads or tails of the thing. Something about a mad science experiment gone wrong - and he didn't want to imagine what mad science going _right_ would look like - and now there was a psychotic killer running around. Kat called it a B-movie, which he got, at least. They had those back home too.

It was a couple of hours before the travesty finally ended. Peter slept on the drive back and before he knew it Kat was shaking him awake, "Come on, Petey, up and at em."

"Five more minutes..."

"Hey, you can have five more years if that's what you want."

"Alright, I'm up..." She always had a way of jolting him up. Spider-Man stepped out of the car and turned on his phone, "Huh, buncha calls from Moon..." He called her back and watched as Laura made her way to the door, chatting with Kat about something he couldn't make out. The phone only rang once before Moon picked up, "Hey, Moon? Yeah, I got your-"

"Spider-Man, be careful! My evil twin's out and she's...fuck, most of the Avengers are down! We know she targeted you before, so watch your-"

Whatever else she was about to say was drowned out by the overpowering blare of his spider-sense. Spider-Man screamed out a warning, but it was too late. One second Laura and Kat were glaring at one another while Laura opened the door and the next the entire house exploded.

The heat was overbearing, but it was nothing compared to the force. Spider-Man flew through the air and impacted with the car, severely denting the metal. He coughed and tasted blood on his tongue, "...Kat...Laura...?" He looked up through bleary eyes. The house was gone, nothing but a burning husk left. A fair distance away were Laura and Kat's prone bodies. Dead? No, couldn't be. They'd survived worse.

Spider-Man tried to stand and his spider-sense blared. He was too slow to avoid the blow to his back, "Hey there, Five." He looked up and glared weakly at the Slant's grinning face, "I'm in a real bad mood and I figured, 'hell, why not visit my old test subject?'. After all, you both played your part in screwing me over and handing me to S.H.I.E.L.D on a silver platter."

"Knew we should've killed you..."

"Mmm, maybe you should've." She reached down for him. Spider-Man raised his right hand and punched her in the gut, "...I'm sorry, was that supposed to hurt?" She took his hand and snapped his middle and pointer fingers back. Spider-Man refused to scream, "Hmm, seems like your pain tolerance is intact." She grabbed him by the collar and propped him up. She was stronger than before.

He barely saw the blur before Kat was on the slant's back, slashing at clawing at everything within reach. Even now she was injured, raw muscle and blood exposed to the open air. Moon screamed and dropped him. Both his and Kat's eyes met, "Take Laura and run!"

"Kat-"

"Go!"

Kat phased the both of them through the ground, Moon screaming in frustration all the while, "Kat..." He reached a hand out to the ground weakly. She was gone, "Ah..." She'd done it to buy them time. He couldn't pass out here.

Spider-Man pulled himself up from the ground and knelt by Laura's side. Her wounds looked even more severe than Kat's, "Come on, don't die on me. Please..." He took the small girl in his arms and ran, ignoring every urge to go back and look for Kat.

* * *

 **Moon's finally gotten off her ass and takes a page from Murdock's book. Granted she hasn't had as long to establish a rapport, but at least she doesn't dance around things like Mattie does: the only reason she doesn't get what she wants is because those meddling heroes butt into her business. Oh, and she's even stronger now since she got the Venom symbiote. Balance!**

 **Anyway, yeah, She-Hulk, Gwen, Captain America and Wasp are depowered while Shadowcat's currently MIA after phasing them through the ground. Hey, at least no one's dead, so that's something. Still, the amount of people left to take on SILK is middling. Somehow I don't think Cindy, Hawkeye, Spider-Man, (maybe) Laura, (maybe) MJ, and Gwen (she's definitely involved, powers or no) are the A-team for taking on a terrorist group.**

 **Noir's also still dead and the Defenders are disbanded.**

 **Well, we've reached our absolutely lowest point, so it's time for the turnaround :D Let's see how the heroes twist this into some form of a victory.**

 **Questions:**

 **1\. I wonder, would you guys be okay/happy if Noir remained dead? I dunno, I've been getting reviewers who seem to think the death was meant to be permanent and now I'm wondering if the readers would keep reading his side of the story if Peter really did die off. I doubt it, but it can't hurt to ask.**

 **2\. Do Spider-Man (Original Noir) and Noir (65-Noir) feel like different characters or just the same character under different circumstances? I'm not sure myself and it'd be nice to get an impartial answer.**

 **Review Answers:**

 **Brave2000 - By SpOck I meant Superior Spidey. Anyway, Spider-Man does still have family, friends and a goal back in the 30's. Kat doesn't help by refusing to entertain the idea of eloping there.**

 **The Red Ghost22 - She makes up for it with being best girl.**

 **SwansMessYouUp - Alright then, I'll be sure to post the story on a new site and invite everyone but you :p Enjoy your ending :D**

 **Goldfish - Um...first of all, and no offense, but please punctuate and capitalize. It's hard to read your review. Second, I'm not taking requests for new stories. Third, you seem to have the entire story planned out anyway, so why not just write it yourself?**

 **NeverendingZero - Hey, look at the question above and answer me if you want him dead :D No Gwen punching in the funeral, and Spider-Man makes it clear he's conflicted about how he feels. It's not true grief, but their genetic and memory connection added a connection he can't deny.**

 **Red Rain17 - Referenced cross-media characters like Cole McGrath and Constantine never show for obvious reasons, so no on him. Karen Page gets more development later. As for wacky ideas...not my cup of tea.**

 **I do remember there was a discussion we had on a thread elsewhere where we talked about the Web Warriors going to the Gwenverse, as in literally every person in that universe is Gwen Stacy, at which point that entire Gweniverse tries to invade other dimensions to make more Gwens while the heroes (and Spider-Gwen, who finds the entire thing fucking bizarre) try to to stop the Gwenpocalypse. It was...weird.**

 **Jaquan - Well, you were right: without Bullseye and Noir, the heart and soul of the team (heh), the Defenders just collapse. Ce'st la vie.**

 **AdrianDevil17 - How do I write so quickly? Simple: I have no life.**

 **AnUnorthodoxDecision - Spider-Man doesn't seem to be great dad material. He's not abusive or anything, but that's minimum requirement.**

 **Dr. Sugarcakes - I have to say it again, but you are one sadistic little cupcake.**

 **Yexius - 6 days for over a million words? Damn, that's flattering. Surprised you stuck around this long. Anyway, favorite is the Advanced, Dark and Noir suits. Oh, and Undies.**

 **emaN - I dunno, does Laura know what she's doing? Seems unintentional for the most part. Also, Noir does have some things like his mask, but Gwen doesn't keep those. She already has that weird ring he gave her.**

 **Yorhart Meltz - The funeral is sparse, so one could argue most people really don't care.**


	135. Reverse Course

**Whoo, fast update :D Kind of a short one too, so I guess it works out.**

 **I've been getting some comments that some people find Moon overpowered. I dunno what to tell you except she's like that in canon - during the Spider-Woman crossover she drained Gwen's powers and created a gauntlet that could match the powers of anyone from Paste Pot Pete to Rhino to _Dr. Doom_. Hell, she would've _won_ against Gwen, Silk and Jessica Drew if she didn't stupidly EMP the gauntlet for little reason. And after losing the gauntlet she apparently Bruce Wayned it up and trained all over the world. If Gwen didn't have power-ups she would've killed all three Spider-Women. **

**Draining the powers of the Avengers is acknowledged in this chapter, though it's up to you whether it's justified. Her darkforce abilities also match canon statistics - when Mr. Negative had powers he pushed Spider-Man through multiple buildings with one hand by lightly shoving and he was fast enough to cut bullets in half shot a few inches towards his back.**

 **So yeah, she's pretty strong. Murdock being overpowered is my own creation, not so much Moon.**

* * *

Things were absolutely fucked.

Cindy rushed through the halls, Spider-Man and Laura right behind her. How long had it been since she'd last slept? Ever since Gwen told her about Pete she'd thrown herself into work to try and distract herself. Being alone with her thoughts would've been the worst thing she could've done to herself. Ten years in isolation made thoughts of 'what could've been' all too common.

She couldn't do that here.

"Get her on the bed!" Cindy screamed. Spider-Man scowled and set the struggling Laura down onto the reinforced bed, "Hold her down!" She webbed her clawed feet while Spider-Man held her convulsing shoulders down. Her wounds had (mostly) healed by now, but the sheer amount of damage she took from the explosion kicked in her fight or flight response.

And damn if she wasn't fighting.

Cindy cursed and grabbed the syringe full of tranquilizers from the desk. The idea of injecting a kid with this stuff was hardly ideal, but they didn't have much choice. She leaned over her and barely missed the swipe of the claws against her cheeks, "Ah, damn it! I said hold her down!"

"I'm trying!"

"Try harder!" She webbed her down again, but she knew it wouldn't last long. Whatever those claws were made of they cut through her webs like they were tinfoil. Cindy waited till Spider-Man finally managed to pin Laura's arms and legs down before she jabbed the syringe to girl's left shoulder. Laura struggled for a few more seconds until eventually her movements slowed and her face slackened.

Reluctantly, Spider-Man let go of her and stepped back shakily. He was injured, too - burns on his arms and legs and his fingers clumsily pulled back into a usable state. It was a small miracle he hadn't passed out carrying Laura when Cindy found them.

"Fuck..." Cindy brought a hand through her face and let out a long, tired breath. The infirmary had been quarantined; no one but her and Hawkeye allowed in or out. She'd gotten some protests at first, but the sight of Captain America turned geriatric silenced any and all complaints. It was the safest place she could think of right now.

Not _that_ safe, considering what happened to the last facility they went to, but still better than being out there with her evil twin on the loose.

Kate was out trying to transfer Gwen's dad and Jessica here too while Mary Jane was already in another room with a containment unit. Janet's daughter was also in transit. From what she was messaged last it was all apparently going pretty well, which was the first breath of good news she'd heard all night. Cindy sighed and pulled her hair back into a short, messy ponytail. She was 'lucky' enough not to be with the others when they fought Moon. Would she have gotten caught and made helpless like the others if she'd been there too?

Shaking her head, she left Spider-Man and Laura and walked to the others. The Captain and She-Hulk were still passed out, but Gwen and Wasp had thankfully managed to regain consciousness. The former sat up on the bed, half her body covered in a blanket. She held onto the breathing mask weakly, the loaned t-shirt and sweats making her look even smaller than normal.

"How...How are they?" Gwen asked weakly.

"Laura's asleep. Not sure about Spider-Man," Cindy replied.

"You should be resting as well, Gwen." Wasp said. Cindy honestly found it impressive. Despite being an inch tall, if that, the older woman walked around the small table without so much as a single tremble. Thankfully her harness was stable enough to project her voice, "Given how suddenly you were drained of your abilities and separated from the symbiote, we can't tell what sort of complications may arise.

"I'm still breathing..." Gwen looked up at the ceiling.

The door behind them suddenly slammed open. Cindy looked back and cringed in annoyance when she caught Maria Hill striding towards them, her expression murderous. Either she was in for a lecture about procedures or someone ate the agent's cupcake.

"Moon. Explain."

"The Avengers and Shadowcat were attacked." Cindy gestured to the beds, "I brought them here because it seemed like the safest place to store them without getting attacked by S.I.L.K." For a day, at least. After that she honestly couldn't be sure, "Is there a problem?"

"You didn't think to inform me before deciding to take the medical bay for yourself?"

"Gee, I guess trying to save _over half the Avengers_ made it slip my mind. Silly me." The older woman narrowed her eyes, but Cindy refused to back down. She was tired of being cowed by Ms. Greater Good, "Agent Hill, are you here for a reason besides trying to find something wrong with me for wanting to save my friends? Cause I gotta talk to Kate about bringing Spider-Woman's dad here."

"A civilian now? Do have any idea how much protocol that breaks-"

"Probably less than creating a murder monster and then pinning it on somebody else." The atmosphere in the room went from tense to chilling. Agent Hill opened her mouth to counter but Cindy quickly cut her off, "This was the only place I could think of that Moon couldn't just bust in and hunt everyone down again, especially since we put up defenses after the last base got attacked. If you wanna kick us out then just say so, or else _back the fuck off_."

The ensuing silence lasted for half a minute until Agent Hill eventually let out what sounded like a snarl, "...Tell me everything that happened. Leave out no details."

"I believe I'll be more helpful in that regard," Wasp said.

Cindy sat down on the spare bed next to Gwen's and let the adrenaline finally roll away as Wasp recounted the events. This was a nightmare. Never in a thousand years could she imagine that her evil twin could take out over half the Avengers in one go. That wasn't even counting Peter's death because of someone who might or might not have been the Anti-Christ.

She was exhausted.

"She took all of our powers..." Gwen mumbled.

"That's what I find most suspect," Wasp said, a few steps away from the edge of the table. Considering her wings weren't working Cindy was more than a little worried, "She was the one who created the symbiote and the Spider that gave Spider-Woman her powers, so it's quite possible she could create a counteragent, but the Super Soldier serum, Jennifer's gamma radiation and my own Dyne particles? The only other organization that has data on it is..."

"...What?" Cindy asked.

"S.H.I.E.L.D." Wasp looked up at Agent Hill, "We worked with S.H.I.E.L.D in the past and they're the only organization we willingly shared research data and biometrics with. The possibility exists that other organizations could gather this data, of course, but all three of us at once? The chances of it are astronomically low."

"Are you suggesting S.H.I.E.L.D is responsible for this?" Agent Hill asked coldly.

"No. Despite all your mistakes, the Incident wasn't an intentional act of maliciousness. Meaning-"

"Someone's been squealing." Cindy almost jumped in her seat when Spider-Man walked towards them. She hadn't heard him at all, "Kat mentioned it before when Crime Master was ready for us. You spooks have a spy that's not on your payroll."

"We've considered this possibility before, but our searches have proved fruitless. We have enacted countermeasures, however."

"Not good enough, if what happened tonight is any indication..." Agent Hill scowled and said nothing. He wasn't wrong, must as she must have hated to admit it, "...I think I can help. Gather up everyone in this base and let me talk to them. Ten seconds with every single one and I can suss out who's squealing."

"Right, your spider-sense. You can tell liars like Pete can...could," Cindy said.

"This is absurd." Agent Hill scoffed, "You expect me to believe that you can root out a spy by, what, asking a yes or no question? How can we even trust that your abilities are foolproof? You may simply believe it's infallible."

"What other choice do you have? Over half of your 'Superheroes' are out of commission and this has been going on for _months_ now. You can try something new or you can wait till Moon and Bishop get the noose around their necks next and this place blows up." No response, "...That's what I thought. Gather the agents and everyone else around in turns. All it takes is one question."

"Everyone? You expect our cooks and janitors to be feeding information?"

"You'd be surprised who has the most information. Oh, and just to be sure, neither of you two are sharing information with the Slant, right?"

"Of course not!" Cindy shot back.

"No. I would never compromise S.H.I.E.L.D," Agent Hill said.

"...Huh, nothing. Guess I'm not surprised." He looked back to the bed where Laura slept, his expression somber, "Don't tell anyone what I'm planning to do. Say it's a routine inspection or something. Can't give anyone a chance to get rid of any possible evidence."

30 minutes later she and Agent Hill found themselves on the other side of a one way glass. So far every single agent, nurse or janitor he'd asked came up as negative. Agent Hill looked more and more doubtful as the minutes passed. Cindy trusted him, but she understood why exactly anyone else would have doubts. It wasn't like spider-sense could be scientifically verified. Being able to dodge bullets didn't mean being a living lie detector.

"I hope you understand how foolish we'll all look regardless of what happens," Agent Hill muttered.

"I'll take a pie to the face compared to my evil twin getting a leg up," Cindy replied.

Another hour passed before eventually they'd narrowed it down to the last few candidates. Cindy poured herself another cup of coffee and watched as Alistair Smythe walked into the room, his confused expression mirroring just about everyone else before him. She couldn't blame them - having Spider-Man essentially ask if you were a traitor and then letting you go afterwards with no explanation was hardly normal.

Alistair was barely on the seat before Spider-Man said, "Are you feeding information to S.I.L.K?"

Alistair blinked in confusion while Spider-Man stepped past him, right hand covering his face. It was painfully obvious that he was running on fumes, "What? I mean, no, of course not. I would never."

Spider-Man froze. Through the gaps between his fingers Cindy saw his eyes widen by just the smallest amount, "...It's you." Alistair didn't get a chance to say anything before Spider-Man suddenly struck out with a blow that impacted against his mouth. Blood and teeth flew through the air and Alistair crashed against the wall with a painful crack.

Agent Hill ran inside the room, Cindy behind her, "Hold it, Spider-Man!" She stood in front of Alistair's shivering form. Cindy grabbed his arms and pulled him back, "Assuming he's really the spy, then we need him alive!"

"No, you just need him _quiet_." He struggled against Cindy's grip and Alitair shrunk back. She was almost tempted to let him go. If it was really him then he was responsible for this entire disaster, "Kat was taken because of _him_. This lying piece of-"

"I-It wasn't me! I'd never betray-"

"Liar!"

"Enough!" Agent Hill screamed, "Need I remind you that we have no verification that your so-called precognition is 100 percent accurate? I'm giving you the benefit of the doubt by allowing you this far, but until we fully verify your claims you are not going to play judge, jury and executioner. We'll investigate, and if Dr. Smythe is found guilty then we'll follow up."

"What?! I've worked with S.H.I.E.L.D for years! Why would I turn my back on it now?!" Alistair shouted.

"That is yet to be determined." Agent Hill said.

"Does my evil twin know about this place?" Cindy asked, speaking over Hill's glare.

"What? I-I never told her anything at all! Not about this place or anything else!"

"...Half lying. It's true she doesn't know about this place, but the rest is a lie," Spider-Man muttered.

"The both of you are dismissed, Agent Moon. Take Spider-Man with you."

The temptation to let him go only worsened, but in the end Cindy swallowed the urge down and dragged Spider-Man out of the room. Agent Hill was right, much as she hated to admit it. They needed to be certain, especially if there was more than one spy. They got a fair distance away from the room before Spider-Man knocked her away, face still marred in a deep scowl.

"Spider-Man-"

"We should've killed him."

"...I half-agree, but we do need to make sure about some things. Like if this place is safe. You're sure he never told Moon?"

"Yeah, I'm sure. This place is safe." _For now_ , neither of them said, "...I'm going back to Laura. Tell me when the spook gets her head on straight and puts a bullet between that snake's eyes."

"Sure..." Cindy watched him go, mouth curled in a frown. She didn't know Alistair that well, he was more Daisy's friend than hers, but if Moon could so easily turn someone that worked with S.H.I.E.L.D for years, what else did it mean for them? "Damn it..." She mussed up her hair in frustration and walked to MJ's room. She must've been freaking out and wondering what the hell was going on. A friendly face might calm her down, "Hey, Mary Jane, figured you-"

The containment cell was empty and the two guards were knocked out not too far away.

"...Fuck!"

* * *

Gwen sat up on the bed and groaned at the sudden onset of fatigue that rushed through her body. She felt...weak- no, it was more than that. She felt _normal_ , back to how she was like before that day she'd been bitten. She raised her right hand up weakly and moaned softly. Her entire body felt like it was being weighed down by bricks and her vision swam, only increasing her urge to vomit.

She closed her eyes and counted to a hundred. By the time she opened them again she felt marginally better, "Mmgh..." She covered her face with both hands briefly and tried to ignore the rapid footsteps coming and going outside the clinic.

The door slid open and Cindy walked in, expression stormy, "...What's wrong?" Gwen asked.

"Mary Jane disappeared."

"What?!" Gwen tried to sit up higher and had to hold on to the metal bars to keep from falling back down, "What do you mean she disappeared?!"

"I mean she's not in her containment unit anymore. She knocked out the guards and went god only knows where," Cindy replied. She looked to the pacing Janet, "Wasp, I hate to ask, but we might need you here. Can you-"

"Of course. Whatever it may be, just say the word," Janet nodded, "Though, you'll have to carry me."

"Sure-"

"I'm coming with you too." Gwen took a deep breath and swung her legs over the edge. Cindy quickly pushed her back onto the bed, "What the- let go!"

"No! I don't need another disaster on my hands!" Cindy shot back, "You just got your powers taken from you, Gwen. What are you going to do?"

"I can do something! Just tell me what!"

"No," Cindy repeated, "Just stay here and _rest_. We'll look for MJ."

Gwen couldn't do anything but watch Cindy carry Wasp out with ine hand and close the door behind her, "God damn it..." She felt pathetic. Was this really what she was? Completely useless without her powers to carry her? "MJ..." She was out there. Alone. She saved her from Moon before, she was as big a target as Spider-Man, her dad and the others. She couldn't just stay here and do nothing.

It took a few minutes, but eventually she mustered up the strength to pull herself off the bed. Her legs wobbled and it took another full minute for her to be able to stand on her own without the bars, "Come on, you can do this..." She took a deep breath and took her first tentative step. Unsteady, but far better than before.

Now she just had to sneak out of a compound filled to the brim with S.H.I.E.L.D agents. No biggie.

"You know you're not supposed to be up," Spider-Man said, not looking up from Laura's sleeping face.

"Can't just sit here." Gwen panted. She knew that she didn't exercise much before getting her powers, but this was ridiculous, "...Help me."

He looked up from Laura and looked at Gwen blankly, "Why the hell would I do that?"

"If you're...anything like Peter...then you know how to get in and out of places without being seen." She'd tried her hand at sneaking a few months ago, but she never had much luck. Eventually she just gave up.

"Still not hearing a _why_ here, Stacy."

"Because I need your help." Spider-Man raised a brow, clearly unimpressed. Gwen grit her teeth, "I lost Peter already! I'm not losing MJ too!"

"You don't have any powers."

"So? If Moon took your powers would you stop looking for Shadowcat?"

Spider-Man's eyes narrowed dangerously. In that exact second she was reminded just how close he and Peter were, "...Do you even know where she is?"

"I've...got a suspicion," Gwen answered slowly, "Does that mean you're helping me?"

"Only until we get outside. Then you're on your own."

He was true to his word, and ten minutes later she was outside on a cab (paid for by Spider-Man) on the way back to Queens. S.H.I.E.L.D would search other areas first - her dad's place, crowded venues she frequented, anywhere the monster would go to kill. They thought Mary Jane lost control, but if what Cindy said about knocking out the guards was true then she hadn't. Mary Jane was still out there and Gwen wasn't going to let her go either.

"Here's good." She stepped off the cab and slammed the door closed, socked feet unsteady on the cold pavement. She probably should've gotten some shoes. Gwen waited till the cab was out of sight before she walked down the length of the street, pointedly ignoring the burnt remains of her house and the abandoned Parker household right next door. Now wasn't the time to wallow.

She walked until she finally made it to the playground.

Mary Jane sat at one of the abandoned swings, looking the same as she did all those weeks ago. All around her were empty syringes, easily half a dozen in number. The redhead gripped the chains tightly and stared down at the ground, her expression unreadable.

"MJ..."

Mary Jane's head immediately snapped up to meet her gaze. Her eyes were wide with...fear? "Gwen? No...no, no, no. You shouldn't be here." She shook her head and looked away, teeth grit.

"MJ, what's-"

"Leave me alone!" Mary Jane screamed. Gwen stepped back and her heart beat faster when the red, pulsating skin pulsed out of the gash on Mary Jane's right arm, "I told you before that this...thing was scared of you. You were strong, stronger than I could ever be. That fear kept it under, kept it from doing anything, but now..." Mary Jane clenched her fists, the the tips of her fingers sharpening into claws, "Now you're _not_. You're just Gwen Stacy now."

"...S.H.I.E.L.D is looking for you. What if they hurt you?"

"Let them. I left because I didn't want to hurt _you_." Their eyes met again and Gwen felt a painful stab when she saw the tears in her friend's eyes, "The medicine isn't working anymore, Gwen. I tried to ignore it, tried to...to- it's getting louder. It doesn't care if it kills itself, kills me, as long as it gets its revenge. I-I thought that if I ran I could keep you safe, but you're-you're _here_ and-"

"MJ-"

"...I'm sorry, Gwen."

For a second, Gwen swore she almost heard her Spider-Sense. Gwen stumbled back and only just managed to avoid the claws hitting where her head was, "MJ!" She screamed, fear leaking into her voice. Half of Mary Jane's face was covered by the symbiote, the wide mouth and sharp teeth contorting her face into a nightmarish grin, "MJ, stop!"

" **She's not here!** " Another swipe. Gwen fell onto the ground and crawled back in a panic, " **Do you know how long I've waited for this?! Murderer! You took my Other, My Cletus, from me!"**

"Let MJ go!"

" **Oh, you'd like that, wouldn't you?** " It stalked towards her, the symbiotic half of its face somehow grinning wider, " **How many days I remained trapped, mustering up the will to push through when the time was right. The redhead is weak-willed."**

"You're wrong..." Gwen crawled back. The creature - _Mary Jane_ \- watched her, "I've seen what you can do. If MJ was so weak, you would've killed me by now. She's still fighting you. You're just a parasite, she'll win."

The monster growled and morphed Mary Jane's right hand into a blade before suddenly stabbing down. Gwen raised her arms and shut her eyes.

Gwen expected pain, for the blade to cut through her arms and impale itself on her chest. Instead she felt nothing but a comfortable, _familiar_ warmth, **"No! Not again! You won't take this from me!"** She lowered her arms and gasped at the sight in front of her. The blade stopped inches from Gwen's skin and Mary Jane's left hand pulled her right arm back, grip shaky. What little Gwen could see of Mary Jane's face was determined.

Still, it almost paled in comparison to the dark substance that acted as a makeshift shield for Gwen's exposed arms.

 **'Gwen.'**

"... _Webster?_ " She didn't get a chance to ask further. Whatever fatigue and weakness she felt was gone and she moved immediately, flipping up into an upright position as MJ stumbled back, the symbiote's grip on her body worsening, "MJ!"'

"Jus **t**...l **eav** e..." Mary Jane forced out, her voice distorted, " **I** can't...h **old** it **ba** ck...for **long**...!"

"No! God damn it, no! You can fight it!"

Mary Jane charged. Gwen moved on instinct and flipped over her, causing Mary Jane to crash against the old gym, "If you won't leave... **then you have to stop me...!** "

Mary Jane charged at her again. Gwen dodged the clumsy swipes and grimaced when no web ejected from her wrist, **'Too weak, Gwen. Don't have all our abilities.'** That was definitely Webster. Any other situation she would've broken down in happy tears, but she didn't have time for that now, **'She's right. We have to stop her. Stop her from hurting others. Hurting herself.'**

 _'God damn it!'_ Gwen circled behind Mary Jane's back and waited till she turned around before she punched her straight in the jaw. Gwen grimaced at the shot of pain that ran up her knuckles - _definitely_ wasn't as strong as she was before. She still had to hold back her attacks, though. Mary Jane could push through it, she knew she could.

"Mary Jane, you can stop it! You did it before!" Gwen dodged the blow and kneed the other woman in the gut to put some distance between them, "Listen to me! You're Mary Jane Watson! You are _not_ going to let this thing control your body! You're _stronger_ than that!"

Her clawed hands stopped mid-strike. For a second Gwen thought she'd finally gotten through, but Mary Jane's hands suddenly wrapped around Gwen's neck and slammed her to the ground, " **You know nothing, murderer! The meatbag is weak! Just like you!** "

Gwen ignored every urge she had to fight back and grabbed both Mary Jane's wrists in a vice-grip. It was getting desperate, "I don't...believe you. Mary Jane...would never hurt me...no matter what you say." Gwen forced herself to smile, "Come on, MJ. _Come on_."

It's manic, moving eye suddenly widened and Mary Jane stumbled back. Gwen sat up and rubbed her sore throat and watched as fell onto the grass on her hands and knees, her breaths coming out in throaty gasps. Seconds passed and then the red flesh started peeling back, leaving no trace of the previous monstrosity.

"Gwen...?" There were tears in Mary Jane's eyes, but there was also an undeniable relief. Without any hesitation, Gwen knelt in front of her friend and pulled her into a tight embrace, "B-Be careful. I might-"

"No, you won't." Gwen shook her head.

They stayed in the embrace for a few more seconds before reluctantly separating. Mary Jane wiped the tears from her eyes and panted, "How...did you know that would work?"

"You said before it wasn't the suppressant that was the problem. Dr. Connors was the same, when me and Cap first met. After he got cured hearing Peter's name...triggered something. He transformed again. That thing is made of the serum, so..." Gwen gulped, "It wasn't physical. It was you. You were scared, scared that you couldn't control it, scared that it was changing you and you couldn't do anything about it. It pushed because you were afraid. I figured you just had to fight back."

"If you were wrong, I would've killed you."

"I wasn't." Gwen stood and offered Mary Jane a hand, which she accepted, "We need to get you checked, but you should be okay...at least for now." Their hands separated and Gwen looked down at her scuffed palms, "...Webster?"

 **'Yes, Gwen?'**

"It's really you." The sides of her eyes pricked with tears while MJ looked at her in confusion, "How are you here? Why did you-"

"I believe I can answer that." Both of them turned to the source of the voice. Teresa walked towards them, hands stuffed into the pocket of her coat, "Klyntar managed to pull its consciousness back together over a week prior. It tried to reunite with you, but I...delayed that meeting.

 **'She took me, Gwen. Kept me...contained until tonight.'** She felt the anger in its words.

"You _took_ Webster?"

"Yes, because I knew you'd act foolishly. Speaking of."

Enhanced senses or no, Gwen didn't see the sudden slap coming. Her right cheek burned and she stared, wide-eyed, at Teresa's expression of disapproval, "Do you even consider the consequences of your actions, Gwendolyne? If I hadn't broken my own rule you would've died and Mary Jane would've ended her own life out of grief soon afterwards. You should've let Cindy handle this."

"You..." Gwen wanted to counter, but nothing came to mind.

"I also told you not to involve yourself in our conflict against the Hand and yet you took Matthew's bait. The Avengers' dire straits is on you." Gwen's hands balled into shaky fists, "I've given you a chance, Gwendolyne. I pray you don't waste it, because I won't pull you from the fire anymore. Mary Jane's aid will prove useful; the one benefit from your bullheaded actions."

"You could've warned me..."

"And would you have listened? I warned you not to involve yourself and aid Peter, and look what that's wrought."

Gwen lashed out with her right fist and Teresa caught the blow easily, " _Think_ your actions through, Gwendolyne. This is your last chance. Let us handle Matthew."

Teresa turned and walked until she was out of sight. Gwen looked down at her hands and growled, the anger bubbling even as an all-too familiar warmth settled on the pit of her stomach. Gwen hated her, but she was right. She'd been rash, quick to fall for Murdock's trap because of her anger.

She was going to stop Moon; everything else could come after that.

* * *

Marc had never been one for mourning.

He stood in front of the grave of Anansi's chosen. Death meant little for some of the chosen - it was merely a delay till they returned to their task. Of course, that only truly applied if you didn't disappoint your patron. There'd been times, when he'd been at his lowest, that Khonshu had considered abandoning him. When his friends had abandoned him, when he'd lost his tools, when he sunk into drugs...

He always clawed his way back out. Khonshu said it was what he admired most about him.

Marc wondered if Anansi would give his chosen the same benefit.

"Why're we here, Marc?" Jake said. Marc didn't turn to where his see-through form would've been, "Don't tell me you actually care about the kid?"

"Marc's a pragmatist. Probably lamenting that the group has collapsed without the kid's...leadership," Steven said.

"So what if we can't fight the lawyer? Business as usual. Always more scumbags to kill, always another evil that'll rise up after we do it. Why focus on the devil?"

"...You knew, Jake," Marc said, still looking down at the grave, "You knew that if you delivered the Anansi's chosen to where Baumgartner wouldn't look, that if you told Spider-Woman and her alone where he would be, that she would come to save him." And in turn it would lead Murdock to end his life, "You sacrificed him as if he were a pig for slaughter."

"So what?" Jake shot back, completely lacking remorse, "The kid was useless after that psychopath died. Granted, he _was_ good company, but I wouldn't break down completely over it. Remember when Marlene and Frenchie called us a freak and they regretted ever getting to know us? You blew your own brains out and you - all of us - had to _crawl_ our way out of the veil. And guess what? We were better than when we were ever been!"

"No one mourned us when we died, except perhaps Marc's old paramour," Steven said, "The boy died in the arms of one who loved him and he left behind friends and family who never got to say goodbye. Perhaps a little empathy would go a long way, hm?"

"Screw that feelgood kumbaya crap," Jake said, " _He_ put on the mask, he _knew_ what that meant. Bastards like us don't get happy endings. Now all that's left is to see if he can claw his way back out of there or he's stays as useless as when he died."

"Hmph, cruel as always, Jake-"

"Screw you, rich boy-"

"Enough." Marc put down a single, dry flower atop the grave. It would be taken by the gravekeeper soon enough, but a bit of ceremony never hurt. He stood and narrowed his eyes, "...I know are you there, demon." Laughter. Always the laughter. Marc turned and met a face he knew all too well, "Beast..." Jake and Steven were gone. They always gave him privacy in matters like this.

"Moon Knight." The Beast chuckled, "Paying last respects?"

"I assume I am here for the same purpose as you."

"Waiting to see if he'll rise from the grave, hm?" The Beast tapped the cane along the dirt, "My, how you've grown sentimental in your old age." His grin widened, "And become such a liar as well. Did you tell the others about our previous song and dance?"

"..."

"No, I suppose you wouldn't. Were I in your shoes I wouldn't feel confident admitting it to others either. After all, how would they react, knowing that you came closest to severing me from Murdock and your own weakness stopped you?" The Beast put a hand on his shoulder, "And now you rely on a child to finish the battle you could've ended if only you hadn't lost yourself in grief all those years ago."

"If you are here to bait me with taunts, it will not work, demon. We both know Khonshu protects me from your influence."

"Hmm, still no fun. And you wonder why I shifted my attention to others who wore masks." He whispered in his ear, "Between you and me, I don't think Peter's coming back. You'll have to find someone else to hide behind."

And just like that he was gone. Moon Knight gave the grave one last, lingering look and walked away.

* * *

"God damn it..."

Norah walked up the steps to her apartment and tried to ignore the vibrations of her phone. It was all over the news: Avengers Conquered, or whatever else they used for a headline. Details were sparse; all they knew was a certain Supervillain defeated 4 of the 6 Avengers and it was only because of Spinerette and Hawkeye that they managed to escape. Who the villain was and why they were fighting in an 'innocent lawyer's' building was a question everyone wanted the answer to.

The Bugle definitely wanted an answer to it. It was all hands on deck.

Too bad Norah had other things to worry about.

Gwen was alright, she'd gotten a text from Spinerette on her phone saying so, so Norah wasn't in any rush to scramble with dozens of other reporters trying to get the latest scoop.

Her door was unlocked. That was the first thing she noticed. Norah's brows furrowed and she pulled out the handgun from her pack. A 'present' from Castle, and she was pretty sure she'd get arrested if anyone asked for a license. Considering the crap she dealt with nowadays a couple of years in prison for possession was the least of her problems.

She kicked the door open and scowled when she saw who was inside, "...Shit." Norah lowered the M1911 and sighed. Karen seemed completely unperturbed by the gun that was aimed at her head just a few seconds prior, "Just so you know, if you say 'fancy meeting you here' then I'm going to shoot."

"I wouldn't, if I were you."

"You're not me." Norah stuffed the pistol back into her bag and walked past Karen to the kitchen. She picked up a can of beer and downed it in one gulp with a slight grimace. She needed to get better stuff, "If you're here because you finally have a comeback to the whole 'you're useless' thing, could we make it quick? I have some more research to do."

"On Matthew. That's what I'm here for, actually. Not the 'useless' comment, the research."

"What? Come to tell me it's pointless?" So far it had been. _Weeks_ of research and the worst she could do was drudge up that he was in a frat in college. Hardly the deep, dark secret they could use for leverage.

"No, an olive branch." Karen tossed her a portable storage device, which Norah caught after some fumbling, "Months ago, I sent Spider-Man and Shadowcat to get this data. The data drive has information on a decent amount of Matthew's illegal assets. I...Ruth sat on the information. A final net in case we fall, to use her words. It's how they've been combating the Beast for centuries."

"So, what, you're just giving this to me?"

"Everything has price." Karen's smile turned wistful, "You can publish this data on the Bugle, leak it online...whatever you wish. Matthew won't expect it. He's gotten so used to the same steps every time that this will catch him off guard. It was...hard arguing with Ruth over this," She laughed, crooked, "If you do this, however, you'll paint a target against your back so long as Matthew is alive. He will not rest until he exacts retribution."

"So if we don't beat him I'm dead. All or nothing."

"Yes." Karen crossed her arms, "You told me before that you're trying. Well, here's your chance to do something concrete. I've already taken the liberty of relocating your family. I can hide them easily enough, and you as well to an extent, but you'll have to keep running from here on out. Are you ready for that?"

"Ready? I doubt anyone can be ready for that..." She opened her laptop and plugged the drive in. The lists, pictures and recordings were most definitely damning even at a first glance, "But hey, I gotta put my money where my mouth is, right? Yeah...I think I can do this."

Karen smiled and walked out. Norah pored through the files and called up the fourth person on her speed dial.

"Hey, Castle? I need a favor..."

* * *

 **Time for the cast to start fighting back :D It's still kinda dark, and the cast do pay a price for their chances, but at least they finally have a way to start pushing back without getting immediately tripped up.**

 **Now I'm kinda torn on where to go for the next chapter. I wanted to put some focus on Gwen, but readers have been already demanding for Noir to come back; one in particular even said they were gonna keep skipping chapters till Noir rises from the grave, which I guess is kinda flattering. I dunno, what do you guys think? I'm thinking of flipping a coin like always.**

 **Question:**

 **1\. I've gotten mixed views in the past about how bloated the story is. I wonder, do you think the story would've been better if I cut out some of the bigger stuff and characters? Meaning no Lana, no Moon Knight, no original Noir and his franken family, No Good!Cindy, no Norah, even less Bullseye etc etc. Just what I promised: Spider-Man Noir in Earth-65 with Spider-Gwen and trying to find a way home.**

 **Some readers like the bloated scale while others think it leads to too much filler. Just curious.**

 **Review Answers:**

 **RedHood001 - Given how fast you responded, I wonder if you just beelined to the authors notes without reading :? Don't mind either way, but still curious.**

 **Angry Naptime - I've seen bigger fics, Spidey or otherwise. And yeah, people seem to like the pairing.**

 **Brave2000 - I'll do the Red Hood fic when I can.**

 **Yexius - Uh...who's Thomas? Anyway, as Moon Knight says, Noir will only be revived if he's capable of fighting back. Whining about how everyone is better off without him would just lead to him staying dead.**

 **NeverendingZero - Spider-Man's ending happens when it happens. Also not confusing for me, but it is for many readers. I'll update other fics when I can...except maybe Road Back. Spider-Man being here with Laura kinda negates it.**

 **Red Rain17 - She's canonically cheap and overpowered. V2 will come when it comes.**

 **Goldfish - Bad guys being stronger than good guys is hardly unexpected.**

 **SwansMessYouUp - Offended? Uh...no, not really. Thought the emoticon made it clear I was joking. Guess not.**

 **The Red Ghost22 - Noir seems far more well-liked as a protagonist compared to Gwen. Can't tell if it's cause I messed up writing her or what.**

 **Leonard Church814 - She canonically drained Gwen and kicked the ass of all three Spider-Women during the crossover. Her draining the Avengers is chalked up to using data gathered by SHIELD and reverse engineering it, which has happened in canon with stuff like gamma drainers, Hulkbusters etc etc.**

 **Onepieceloverforever - No, make it long and complex :P Sides, what's wrong with just Gwen for now?**

 **Guest - When I can. Please don't spam multiple fics asking for the same update.**

 **Titan616 - Sadly Frog-Man is too busy with his rivalry against White Rabbit to deign these foolish 'heroes' with his presence. Gwen will have to make do with MJ, Spider-Man, Cindy, Hawkeye and (maybe) Laura. Buncha nerds.**


	136. Informational Page

**I got comments that people wanted an informational page due to the bloated amount of characters. Well, why not? This chapter's a list of all the 'main' heroes so far in the fic. For the sake of saving space I left out Jessica Jones, Harry Osborn and Howard T. Duck from the list. Mostly cause they do the least (Howard appeared _once_ ) and Jessica's role got severely cut due to the whole pregnancy thing. **

**If you guys want I could do something for the villains as well, but there's far less of them bumming around compared to heroes anyway so I doubt it.**

* * *

 **Spider-Man Noir/Peter Benjamin Parker**

\- Age: 18

\- Gender: Male

\- Height: 5'7

\- Weight: 174 lbs (79 kg)

\- Eyes: Hazel

\- Hair: Brown

Clone? Zombie? Hard to tell. Biologically he's the Peter Parker of Earth-65, but his disjointed memories and shaky mental state make a concrete answer of who he really is difficult. Regardless of this he continues to fight for New York, despite how often he regards the place as a madhouse doomed beyond saving. Sadly, this has earned the attention of individuals such as Jack-o-Lantern and Matthew Murdock.

Somehow manages to be the leader of the Defenders, mostly by no one else wanting the job. Despite his complaints, Noir seems to have a knack for engendering a sense of loyalty in those who are reluctant to give it; or at the very least convincing them that he's useful to keep around as a future ally.

He and Gwen disagree on a lot of things, though the two are capable working together reasonably well when not bickering with one another.

 **Spider-Woman/Gwendolyne Maxine Stacy**

\- Age: 20

\- Gender: Female

\- Height: 5'5

\- Weight: 125 lbs (57 kg)

\- Eyes: Blue

\- Hair: Blonde

The one, the only, Spectacular Spider-Woman! Gwen Stacy was a normal girl girl until a fateful field trip on her first year of high school gifted her with the abilities of a human Spider. Tragedy struck during her senior prom and for the next two years she was accused of murdering her best friend.

New York's premier hero ever since her innocence was proven, Gwen is nonetheless plagued by insecurities and troubles stemming from her continuous desire to do good and the fear that she'll lose her loved ones again; a fear only exacerbated after the loss of Venom and the continuous risks friends like Peter and Mary Jane fall under. Nevertheless she never gives in and continues to put villains behind bars.

She and Noir disagree on a lot of things, though the two are capable working together reasonably well when not bickering with one another.

 **Punisher/Frank G. Castle**

\- Age: 45

\- Gender: Male

\- Height: 6'3

\- Weight: 225 lbs (103 kg)

\- Eyes: Blue

\- Hair: Black

A family man who cared more for war than the domestic life. Frank Castle had a distinguished career in the marines and left to join the PMC War Machine after his tour ended. Despite his successes in the battlefield his family life was tumultous, hampered by his constant distance with both his wife and children and a willingness to throw himself into his work that bordered on psychotic.

The final straw came when he focused too much on pursuing the case of Spider-Woman, driving his family away permanently. Despite rescuing them later with the help of Noir, Spider-Woman and Hawkeye, he abandoned any chance of reconciliation both for the sake of revenge against Murdock and the undeniable realization that he would always feel more at home in the battlefield; regardless of what kind it may be.

 **Captain America/Samantha Wilson**

\- Age: 100 plus

\- Gender: Female

\- Height: 6'1

\- Weight: 165 lbs (65 kg)

\- Eyes: Brown

\- Hair: Black

Captain America, the first Superhero and the woman who embodies Truth, Justice and the American Way. Lost in the multiverse stopping a plot by HYDRA during World War II, she wandered the dimensions for decades until she finally managed to find her way home.

While putting on a public front as an incorruptible hero, Samantha's travels throughout the multiverse have left her jaded. Not only had she lost most of her old friends and family, but her travels showed her that the public was far too quick to turn on those they called heroes and she'd seen firsthand the disasters that came as a result. This makes her determined to ensure her home will never fall prey to this mistake, even if she has to compromise the ideals she holds so dear.

 **Bullseye/Lester Crest**

\- Age: 34

\- Gender: Male

\- Height: 6'0

\- Weight: 175 lbs (79 kg)

\- Eyes: Blue

\- Hair: Blond/Bald

The lovable comedic, heroic psychopath. Bullseye was a former S.H.I.E.L.D agent that, by all accounts, was a model leader and agent. This all changed when a botched mission in Latveria led to the deaths of all but one member of his squad and S.H.I.E.L.D was forced to disavow him for the sake of stability. The betrayal of the organization he once fully trusted drove him over the edge into the insane man he is today.

Despite his violence and sadism he retained enough of his morals to only turn his urges towards those who hurt others. Despite this, his lack of repentance and frequent mocking of those he considers hypocritical often drives people away and consider him a loose ally at best. Regardless, his loyalty for those he feels have earned his trust is unbreakable and he'd give his life without hesitation if it meant keeping them safe.

 **Hawkeye/Katherine 'Katie' Elizabeth Bishop**

\- Age: 22

\- Gender: Female

\- Height: 5'5

\- Weight: 120 lbs (54 kg)

\- Eyes: Blue

\- Hair: Black

The other (though she would claim better) Hawkeye. Kate Bishop's privileged upbringing allowed her a variety of hobbies growing up, many of which included various forms of self-defense. Touted as a prodigy, Kate's skill with a bow was almost second to none and she quickly drew the attention of Clint Barton, who offered her a place in SHIELD at the age of 18; an offer she accepted wholeheartedly despite her father and sister's protests.

Kate distinguished herself in several missions and only improved under Clint's tutelage. After years of working together, however, their relationship fell apart when Clint's family was murdered and he threw himself into increasingly dangerous missions in order to forget his trauma. Clint's refusal to stop his suicidal behavior and SHIELD's continued usage of him despite his unbalanced mental state drove her to leave SHIELD behind and try her luck at private investigation, and it wasn't long afterwards that she crossed paths with Spider-Woman.

 **Moon Knight/Marc Spector**

\- Age: 35

\- Gender: Male

\- Height: 6'2

\- Weight: 225 lbs (102 kg)

\- Eyes: Brown

\- Hair: Brown

Marc Spector's life had never been easy. Born to a Jewish couple on the poor side of Chicago, his family faced discrimination that neither his mother or father fought back against. At a young age he saw an old family friend engage in serial killing, which traumatized him and planted the seeds of his dissociative identity disorder. When he was old enough he enlisted in the marines, but his erratic behavior led to a dishonorable discharge.

Marc wandered for a while, taking work anywhere from the CIA to an illegal fighting ring. Eventually he took to mercenary work under Raoul Bushman, but a disagreement on the senior merc's brutality led to him being stabbed and left for dead. Marc was compelled to an old statue of the Egyptian God Khonshu, who offered to save him from death in exchange for being his champion in guarding all those who walk in the night. Marc accepted the offer and became the vengeance of Khonshu.

Marc seems to have extensive history with both Matt Murdock and Janet van Dyne, even fathering a child with the latter, but refuses to divulge details to anyone.

 **Wasp/Janet van Dyne**

\- Age: 37

\- Gender: Female

\- Height: 5'4. Variable.

\- Weight: 110 lbs (50 kg). Variable.

\- Eyes: Blue

\- Hair: Auburn

Scientist, Superhero and, at one point, fashion designer. Janet van Dyne has led an interesting life. She gained fame in the scientific community when work with her mentor Hank Pym led to her breakthrough in size altering particles dubbed the Dyne Particles. In her younger years she dabbled Superheroism, but eventually retired, claiming that her scientific work and her daughter work took precedence.

Despite her retirement she keeps in close contact with active heroes such as Spider-Woman and Captain America, even supplying the costume and webshooters for the former out of gratitude for saving her daughter's life. Janet's the most reluctant of the Avengers due to the group's tainted origins and is also the most adamant that SHIELD confess to its role in the Carnage Incident.

 **Bombshell/Lana Baumgartner**

\- Age: 15

\- Gender: Female

\- Height: 5'6

\- Weight: 110 lbs (50 kg)

\- Eyes: Brown

\- Hair: Brown

Growing up the way she did, Lana had little interest in the Gifted and cared more about surviving day to day and trying to help her mom make rent. This all changed when the both of them were targeted by the deranged serial killer Sin Eater and her mom was grievously wounded in front of her, awakening her powers. Helping Noir get revenge, she found herself getting attached to the vigilante afterwards and started to use her powers to stop crime when she could.

The youngest active hero so far, but don't let her age fool you. Growing up on the streets of Hell's Kitchen made Lana street smart and, despite her moments of rashness, she's not naive and can fight alongside others decades her senior. To most she'd be described as stubborn and rebellious, but for a select few she shows loyalty and determination that's almost impossible to match.

 **Spinerette/Cindy Moon**

\- Age: 28

\- Gender: Female

\- Height: 5'7

\- Weight: 130 lbs (59 kg)

\- Eyes: Brown

\- Hair: Black

Cindy's life can almost be purely described as from bad to worse. A normal teenage girl with an affinity for hockey, everything changed when she was bitten by a radioactive spider during a field trip and manifested powers she could barely control. While the arrival of her erstwhile mentor, Ezekiel Sims, seemed to turn her life around, his paranoia over her possibly being 'The Bride' in the web of life and destiny led him to lock her in a bunker for ten years; a decision she agreed to after her family was murdered in an unrelated incident.

She stayed in the bunker for ten years before an offer from her dimensional counterpart led to her being taken away from her home dimension. While she enjoyed freedom for a brief moment, the knowledge of her counterpart's malicious actions led her to try and release at least one of the test subjects - Noir - an action that led to her imprisonment and months of painful experimentation.

Despite this, Cindy has retained most of her morals and settled quickly into the role of being a Superhero once she was freed a second time. This doesn't mean she's naive or forgiving, however - just ask Harry.

 **She-Hulk**

\- Age: 31

\- Gender: Female

\- Height: 5'10/6'7

\- Weight: 150 lbs (68kg)/700 lbs (317.5 kg)

\- Eyes: Green

\- Hair: Brown/Green

Growing up, Jennifer Walters could hardly be called confident. Meek and mousy, the young woman focused on her studies and graduated from a law degree with honors from UCLA. Her life changed one day when she was diagnosed with a deadly disease that had no known cure. Her cousin, Bruce Banner, refused to give up on her and used an experimentation gamma radiation treatment to save her life.

The treatment saved her life, and as a bonus gave her abilities most could only dream of. It wasn't all good, however: Bruce's success got the attention of many interested parties, including a certain General Thaddues 'Thunderbolt' Ross. Bruce was forced to run while Jennifer searched for him, to no avail.

Despite the source of her powers, Jennifer quickly grew fond of them, preferring to stay in her transformed state and using her newfound confidence to build a career in wrestling and show business (though she's been known to practice law on occasion). Contrary to her appearance, Jennifer regards violence and killing as an absolute last resort and believes works of charity and aid are far better at lasting change.

 **Black Cat**

\- Age: 22

\- Gender: Female

\- Height: 5'10

\- Weight: 120 lbs (54 kg)

\- Eyes: Blue

\- Hair: White

Even from a young age Felicia had an affinity for theft and subterfuge, skills that her father, renowned thief Walter Hardy, only encouraged. As soon as she was deemed ready she helped her father with his heists, stealing not jewels and money but rather the rare, priceless artifacts that could never be replaced. Material wealth mattered little to them both - only how irreplaceable something was.

Tragedy struck when Walter decided to steal the first dollar of Wilson Fisk, then known as the Kingpin. Fisk sent his top enforcer, Matt Murdock, to retrieve his stolen item and kill Walter Hardy as a message: _no one_ steals from the Kingpin.

Her father's death left her on the streets of New York, her home and previous assets forfeit - another message from the Kingpin. She survived by singing and drawing the attention of the crowds until, eventually, a short-lived partnership with the band the Mary Janes propelled her to stardom. Despite her reversal of fortune, she can never forget what happened to her father and seeks revenge against Murdock now that Wilson Fisk is behind bars.

 **Carnage/Scarlet Spider/Mary Jane Watson**

\- Age: 20

\- Gender: Female

\- Height: 5'8

\- Weight: 120 lbs (54 kg)

\- Eyes: Green

\- Hair: Red

Mary Jane Watson always craved attention, whether it was on the stage, with friends or even in the presence of strangers; much to the annoyance of her few close friends. Many who knew her could describe her as irritable and belligerent, particularly a certain Gwen Stacy, who often missed band practices and was late to gigs due to her double life as Spider-Woman.

Despite this, when Mary Jane found out about her friend's identity she was wholly supportive and even changed herself for the better as a result. At the back of her mind, however, she'd been jealous of the power and fame Gwen got, even if she understood the struggles the other girl went through, and wondered what it would be like if she received powers instead.

Her wish, in a way, was granted when an argument with Glory Grant and an incident with Norah Winters caused her to become careless and slip into an alley, where she was almost assaulted and killed before the remaining traces of the Carnage symbiote bonded to her. Now all Mary Jane wants is to go back to normal, though circumstances often force her to use the symbiote to save herself and others.

 **Shadowcat/Katherine 'Kat' Pryde**

\- Age: 18

\- Gender: Female

\- Height: 5'1

\- Weight: 110 lbs (50kg)

\- Eyes: Brown

\- Hair: Black

The most successful Wolverine clone by Weapon X, Katherine Pryde was raised by the facility to be a weapon. Mistreated and abused, Katherine attempted escape multiple times and was always repelled until she managed to free the other experiments with her. The ensuing fight killed of most of Weapon X's personnel and with only her and Logan surviving the escape, with Katherine latching onto Logan out of desperation and a longing for a sense of family.

The pair spent two years traveling together, much to Logan's reluctance. Eventually during their stay in New York, Logan's growing memory flashes caused him to leave her. Alone, Katherine found herself barely surviving in the streets and took to prostitution at the age of 14 in order to avoid starvation. This lasted for a year until an incident made her kill her pimp and helped draw the attention of SHIELD.

They made her an offer: work for them as a mercenary and bounty hunter or take her chances on her own. Katherine found herself taking to mercenary work with perhaps unsurprising ease, though her newfound lust for violence caused her to alienate those around her. She didn't care; as long as the jobs kept coming she'd keep doing them.

 **Spider-Man Noir (Original)/Peter Benjamin Parker**

\- Age: 23

\- Gender: Male

\- Height: 6'4

\- Weight: 250 lbs (113 kg)

\- Eyes: Brown

\- Hair: Black

The Spider-Man of Earth-90214. His life took a turn for the worse when an attempt to re-capture the former Nazi Otto Gunther Octavius led to the both of them being taken through a portal to Earth-65. No sooner had he arrived was he captured by SILK and its leader, Cindy Moon, who experimented on him for the next five years until an attempt to bond him with the Venom symbiote killed him due to radiation poisoning.

Brought back months later for unknown reasons, Spider-Man is determined to continue the goal his 'brother' abandoned: to find Otto Octavius and get out of the madhouse with his sanity intact, though he's been starting to doubt even that in recent days.

 **X-23/Laura Pryde**

\- Age: 11 (appears 8 or 9)

\- Gender: Female

\- Height: 4'6

\- Weight: Unknown. Variable dependent on Adamantium claws.

\- Eyes: Green

\- Hair: Black

The only other success besides Katherine Pryde. Laura was treated to a harsher regiment compared to the previous test subjects in order to break any sense of rebellion; an attempt that succeeded given her pre-disposition to taking orders from those who hold her leash. Despite this she held no true loyalty to the facility, only seeking out a new handler once the old one died.

Her rescue by Shadowcat and Spider-Man caused her a lot of confusion. Despite arguments, neither of the two ever tried to impose orders and now she grapples with the idea that she's free and her actions are her own. Though she struggles to understand this, she's slowly but surely growing to accept the freedom the two have given her and learns to place what she wants over what others expect of her.

 **Norah Winters**

\- Age: 23

\- Gender: Female

\- Height: 5'8

\- Weight: 118 lbs (54 kg)

\- Eyes: Blue

\- Hair: Blond

The 'normal' one. Norah was just a regular journalist for the Daily Bugle till the Sin Eater investigation put her into contact wit Spider-Man and, soon enough, the rest of the Defenders. Norah gives the impression of being flighty and unable to take anything seriously, but this is far from the truth. She's willing to risk her life for what she believes is right and her continual support of the Defenders, even including the likes of Frank Castle and Bullseye, hints at a darker viewpoint others aren't privy to.

She's also a journalist who knows the secret identity and addresses of many heroes, including Spider-Woman, but is unable to report on this. Being Norah is suffering.

Madame Web/Teresa Parker

\- Age: 26

\- Gender: Female

\- Height: 5'9

\- Weight: 140 lbs (64 lbs)

\- Eyes: Formerly blue. Currently gray.

\- Hair: Brown

Hero. Prophet. Witch. Teresa's been called all these things, and they're all technically true. A former SHIELD agent in the same squad as Bullseye, the society of the Web dragged her out of the pit and nursed her back to health. It was only later that she found out that they did so only because they believed she was destined be the new Madame Web, a role she took without realizing the burden it would entail.

At first she'd been ecstatic; visions of the future that she could use to prevent disaster. However, it became all too clear that her role was to watch, not to save, and she quickly grew bitter and detached as she was forced to see catastrophe upon catastrophe come to pass and do nothing lest she make it worse - or, in some cases, ensuring bad things came to pass because the alternative was too costly to even consider.

This leads to her...odd relationship with her resurrected brother. As a Spider outside her purview, his fate and actions are unknown to her and she believes this gives them a chance to stop evils like Matt Murdock that pre-destined Spiders like Gwen never could. Despite this, however, her manipulative and detached actions only serve to alienate her brother and everyone else around her, who accuse her of seeing them as playthings and puppets for her visions.

 **Frog-Man/Eugene Patillio**

 **\- Age: 18**

\- Gender: Male

\- Height: 5'9

\- Weight: 185 lbs (84 kg)

\- Eyes: Brown

\- Hair: Red

The true hero this story needs and deserves; what else needs to be said? He doesn't appear much, but the few times he does he absolutely steals the show and proves exactly why he doesn't get involved more - Murdock, Moon and everyone else would fall to his awesome might and the others need their times to shine, which he's nice enough to give them.

* * *

 **Done. Hopefully it helps clear up at least some things given the complaints on how bloated the entire story is.**

 **Review Answers:**

 **Guest - As I said to Goldfish, I'm not taking requests or demands for fics. I'm also not a fan of Naruto.**

 **NeverendingZero - Story or character? ...Yes. MJ hasn't done much, though she did get focus a few chapters back when the characters - mostly Noir, Felicia and Norah - were helping her retain her sanity. We'll probably be bringing back Noir later. As for Moon Knight, maybe.**

 **Brave2000 - Marvel and DC? Not really. Each verse has enough heroes who have similar counterparts that I don't need to.**

 **Crimsonknight700 - Compelling? He hasn't really shown up or done a lot, but thanks. As for Frog-Man, he's sadly a no-show, mostly cause he'd end the story if he ever got involved.**

 **Michael - As I've mentioned and shown many times before, bonding Noir to a symbiote _doesn't work_. Besides, we already have two symbiotes on the good guy side. We really don't need a third.**

 **Goldfish - Ignoring the fact that the two could've used protection or were careful enough to shoot inside, you mean? They can be dumb, but they're not idiots.**

 **Titan616 - Gwen tends to think with her heart rather than her mind, which leads to her being played like _damn fiddle!_ by the bad guys and being needlessly stubborn, as Noir and many others can attest. Her hero complex can also lead to really bad decisions - as Teresa says, going de-powered and alone to MJ? Dumb move. Also makes it look like Gwen doesn't trust Cindy _at all_ to not violently abuse her friend, which is kinda offensive. **

**Redhood001 - Well, hopefully this page clarifies some things ;) Still don't get why people like GwenxNoir, at least as a 'cute pairing'. Some readers love them because it's hilariously dysfunctional and destructive, which I completely get. It's only when readers claim the two are so good for each other and all their arguments are just lovers spats that I really scratch my head.**

 **Jaquan - Eh, Gwen fails to see things through far too many times to be considered healthy. She gets away with it cause she's extremely superpowered, but she does it even when she doesn't have that safety net, as this chapter shows. That and the thing with Murdock was a blatant trap and she somehow browbeats three other Avengers into it.**


	137. This shit is Trippy

**Alright, this chapter is...trippy, even by my standards. I know I've tackled the Spider Totem magic BS thing before, but this chapter goes into goddamn overdrive and hurtles off a fucking cliff. I promise this'll be the last of its kind. I just need to explain away the next step on the Noir plot and this was the best option.**

 **With that said, for those who wanted Noir back? Here ya go. Enjoy.**

 **Side Note - Really gotta update Two Spiders on a Web. Some people seem to think it's dead...**

* * *

"Peter, up!"

Peter's eyes fluttered open and were quickly met by the early morning sun, "Ugh..." He turned around and threw the blanket over his head, ignoring Aunt May's calls and the telltale padding of footsteps up the stairs. He had ten seconds, if that, but damn if he wasn't going to milk every second for what it was worth.

"Hey, Pete, open up!" An all too familiar voice called out, followed quickly by a banging on the door.

"Go away..." He curled deeper into the covers and shut his eyes stubbornly.

Of course, he knew his best friend would only take that as a challenge. He barely heard the door open before he weight crushed over him without mercy, "Gah, the hell!" He turned to the source of the weight and found Gwen sprawled shamelessly over the blanket and looking down at him with the patented Stacy grin, "Did you seriously just jump on me?! We're not 10 anymore!"

"I know, that's why I knew it'd surprise you."

"Ugh, off! I'm being crushed here!" He looked away and tried to hide his red cheeks. Gwen was hardly shy about contact, but he wasn't wearing anything but a shirt and shorts and the smell of her perfume really wasn't doing good things to him.

"You callin' me fat?"

"Yes."

"Wow, chivalry really is dead." She rolled her eyes exaggeratedly and got to her feet. Shirt, jeans and chucks was hardly the sexiest combination, but anything looked good on her, "Seriously, though, up. We're gonna be late for school and you promised you'd help us set up for prom tonight."

"Right, prom..." Peter sat up and rubbed his messy hair. He'd been so busy working on the serum that he almost forgot about it, "I'll...I'll be down in a bit. Just gotta change." He wanted to ask Gwen to the thing. Just friends, or maybe more...if she wanted, of course. He wanted it, but he didn't want to make things awkward or anything. He didn't want to lose his best friend.

"What, shy now? I've already seen your Spider-Woman undies, Pete. Very fashionable."

"Out!" She cackled and ducked out of the door, avoiding the pillow he threw her way. Peter threw off the blankets and cringed at the teal blue boxers. So what if he was a fan? A lot of people were. Yawning, he stood up and put on a Trek Wars shirt, a pair of loose jeans, sneakers and a Spider-Woman hoodie. Gwen would make fun, but it was better than freezing his ass off.

Gwen was already helping herself to breakfast by the time he got down, "Nice outfit," she said, right on cue. Peter rolled his eyes at her grin and sat next to Uncle Ben on the table.

"Morning, Uncle Ben."

"Morning, son." He lowered the paper and flashed Peter a wrinkled smile. It always amazed him how his uncle could be so warm after going through the Great War. Most men would've been broken, "Excited for prom later?"

"Ah...nah, not really." He dug into the wheatcakes and shrugged, trying to play it cool. Both him and Aunt May spent the last week 'nudging' him to ask Gwen out and it was getting harder and harder to come up with excuses, especially with Gwen here. The last thing he wanted was for either of them to blurt out his kinda-sorta-pretty small so it's not a big deal crush on her.

"Now, Peter, don't be like that," Aunt May chided gently, "These kinds of things only happen once. Why not enjoy yourself?"

"It's just...not my kinda thing, you know?"

"Yeah, Aunt May, Pete's too cool to be hanging around us normies," Gwen teased.

"Ah, shut up..." He smiled down into his plate.

"Oh, Peter, don't forget there'll be another rally later," Aunt May said.

"Yeah, I remember." Getting up on the soapbox to preach about the values of socialism. A lot of people didn't see the point, but that just made it more important that they kept doing it. It was impressive how Aunt May never gave up, no matter how many times she was browbeaten and bribed. Between her and Uncle Ben shutting down three sweatshops the past month, things were really looking up, Depression aside.

"Really? Damn, I forgot all about it," Gwen said, "Thought we were gonna see Frankenstein? Rumor has it there's gonna be color and everything."

"Colored film? Now that's just crazy talk, Gwen." Peter shook his head and checked his cellphone, "Crap, we should probably go. If we're gonna finish setting up by the end of the day we need a headstart."

"Says the guy who tried to burrow into his bed."

"You want my help or not?"

"Alright, alright. Grouchy."

The walk to school was pleasantly chatty. Peter talked about the latest Spider-Woman sightings and Gwen just nodded along, half-heartedly responding every time he showed her a picture of her doing a swing trick or stopping Bodega Bandit again. She never got why he was such a fan and he didn't get why she wasn't. Who wouldn't love the girl who could swing across buildings and crawl on walls?

If only he could be like that. Well, with any luck he could be soon.

"You're late," Mary Jane said as soon as they were through the auditorium.

"Yeah, sorry, Pete was really into his pillow today," Gwen shot back, ignoring the redhead's slight glare.

"Whatever. Just help us set up already." Mary Jane turned her attention back to Betty Brant and started ignoring them. Peter always found the singer intimidating. Gwen said she was harmless - _like one of those handbag chihuahuas_ , to use her words - but Peter wasn't so sure. There was definitely something up with her, and it wasn't just the temper that was barely matched by her hair.

"I'll...set up the stereos and everything," Peter muttered.

"I'll help out," Gwen said.

With the two of them it was done relatively quickly. Gwen was...stronger than he thought, practically carrying the heavy machinery one handed like it was no big deal. Peter tried to ignore the deflating feeling in his chest when she'd teased him about skipping arm day. It was a just a friendly joke, but it still strung, knowing that she'd expected him to foul up even carrying something.

"So..." Peter started slowly. The other three members of the band were arguing about names while Gwen sat on the stereo, legs swinging idly, as Peter calibrated the sound, "You're, uh, going to prom, right?"

"Considering I'm part of the band? Just maybe," she said sarcastically, "If MJ had it her way it'd be a one-woman show, but sadly she only has two arms."

"R-Right, I mean..." He coughed awkwardly, "I mean...afterwards. You guys aren't playing the whole night, right? You're...gonna go down to...dance and drink punch and...stuff..."

"Don't forget the dresses. Dad bought that little blue number especially for me." Yeah, he'd seen it before. Gwen usually never wore dresses, but the few times she did she was an absolute stunner. This time was no exception, "Why? You thinking of coming along?"

"Ah..maybe, just..." God, why was this so hard? This was Gwen. He'd seen her with chipped teeth and covered in mud, so why was a single 'would you go out with me?' so damn hard? "Um...just thinking that...the two of us could go together as friends or...more than that..." His face was burning now and he refused to look up from the stereo. Was she happy? Surprised? Both?

"You mean, like, a date?" He didn't nod, but he was pretty sure she got the gist of it, "Oh, um...wow, that's...wow..." A sinking feeling suddenly settled on his chest. That wasn't a good 'wow', "I...I'm flattered, Pete, but, um...Harry already asked me out, like, a week ago. I said yes. Didn't think anyone would ask me, ya know?"

"O-Oh..." His hand stopped on the nozzle.

"And I mean, even if he didn't...I don't think that's a good idea." He didn't have to look up to know how uncomfortable she looked, "We've been best friends since we were nine. Do we really have to change that? I mean, dating is like...what happens when- _if_ we mess it up? I don't wanna lost my best friend, not over a few dates or some making out. You agree, right?"

"A-Ah, yeah, totally!" He forced himself to smile. Best friend. _When_ they messed it up. She was trying to be nice, but it was all too clear: she didn't feel the same, not even a little. To her he was just the puppy who followed her around and nipped at her heels because she was the only friend he had.

And why wouldn't she pick Harry? He was as big a nerd as Peter was, but at least he owned up to it. Green Goblin, they called him, and he didn't give a shit even while Peter tried to pull him down to make himself feel better about being a loser. Gwen didn't have to pity Harry, didn't have to worry that he was so insecure that he'd hurt his friends just to not feel pathetic.

"H-Hey, we're still on for Dollar Dog after the prom, right?"

"Yeah, sure..."

He finished up his tweaks and left before Gwen could say anything. He was such an _idiot._ What did he think was going to happen? That he confessed his love and Gwen would reveal she always felt the same ever since she saw him in all his scrawny, awkward glory? Now he'd made things weird and he'd be lucky if Gwen kept hanging out with him now, especially after she and Harry-

Peter's self-deprecating thoughts were cut off when he bumped into someone and fell onto the floor, "Hey, watch it, Parker!" Carl King sneered down at him while Sally Avril and his cronies looked on.

"S-Sorry..."

"What was that? Couldn't hear you over that s-s-stutter." King grabbed his jacket and pulled him up. Peter didn't fight back; he knew it'd be pointless, "You plannin' to wear this jacket to prom, Parker? What, think Spider-Woman's gonna be your date?"

"N-No..."

"Oh, shit, what was I thinkin'? You with a date? Who'd go out with your scrawny ass?" Peter balled his hands into fists and blinked back tears. This was the worst. The perfect ending to a crap day.

Of course, he should've known things could always get worse.

"Hey!" Gwen's voice brought him anything but relief. The shout caused King's hold on his jacket to loosen, which Gwen used as a chance to pull him behind her, "Touch him again and you won't like the way I touch you." Gwen snarled, looking up at King without a hint of fear or hesitation.

"Ooh, Parker's girlfriend to the rescue," Sally scoffed, "You know how pathetic it is how much you're hiding behind her, right?" she asked, looking past Gwen to stare right at Peter.

"Last warning," Gwen said.

"Fine. Let's get outta here before the commish's daughter gets us arrested." King threw up his hands and walked away, Sally and the rest of his cronies following soon after. Gwen let out a tired breath and turned to him.

"You okay, Pete?"

He couldn't answer. Peter barely managed a nod before he ran, pushing past the entrance hall and running until he managed to get back home. He slammed the door to his room shut and fell down on the bed, letting the tears flow. He was so fucking pathetic. Gwen always had to save him, always had to pull his ass out of the fire. It didn't matter if he was Peter Parker or Spi...Spider...

...Or what? Who was he besides Pathetic Parker?

"No more..." He grabbed the box underneath his bed and picked up the syringe filled with green fluid. It still needed testing, the rational part of his brain reminded him, but he didn't care anymore. How long would he have to wait while King and the others made fun of him? While Gwen looked at him as the pathetic tagalong she had to protect because they played together when they were kids?

He was done waiting.

Peter uncapped the syringe and and jabbed it at his left wrist before suddenly stopping, the needle an inch above penetrating the skin. What the hell was he waiting for? He could do this.

 **"You know what happens if you use that thing."**

He'd get powers.

 **"No. You're going to die and you ruin Gwen's life for the next two years."**

He wouldn't...

 **"Yes, you will. But you don't care, do you? You just wanna be _special_."**

His hand shook and the needle almost pierced skin before he screamed and tossed the syringe against the wall. The glass shattered on impact, spilling its contents to the floor. That was the only sample he had. It'd taken him stealing notes from Professor Connors and materials from the chem lab just for that one vial.

His only chance to stop being pathetic, and he threw it away.

He collapsed against the wall and cried, hands covered his eyes in a hard grip. Pathetic, pathetic, pathetic! Why did he do that? He should've just taken the risk. He should've just...just...

Ruined Gwen's life? Turned himself into a monster?

"Fucking finally."

His head snapped to the source of the new voice and he almost screamed at the new figure sitting on his bed. An older man covered in head to toe in black leather and blood. His clothes were torn and bloody and through the tears Peter made out numerous cuts and bruises that lined his skin, the wounds covered in fresh crimson.

Still, it paled in comparison to the gaping wound in the middle of the bullseye tattoo on the man's forehead, blood still pouring down the hole. Despite the numerous injuries the stranger showed no signs of it bothering him and casually flipped a card between his fingers.

"Wh-Who the hell are you?!" Peter stood up quickly and eyed the door. Could he make it if he ran?'

"What? Forgot about me already, kid? Shit, this place has done a number on ya."

"I...I dunno what you..." His head hurt. Peter grimaced and held his head with one hand while the other grabbed the wall to keep him steady, "I...I don't..."

 _"Hey...it's alright, kid. We had fun...I'll see ya around."_

"...Bullseye."

Everything came rushing back. Waking up in that alley, all those months brushing against death, the insanity he'd faced, Murdock...it was enough to make anyone go mad. Peter knelt on the ground and screamed, face pressed against the floor in a futile attempt to muffle the piercing sound. All this...it was a lie. All of it. Another illusion to keep him pacified.

Bullseye just sat and waited for him to finish.

Minutes passed before the screams eventually settled to hoarse, rasping breaths. Peter picked himself up off the floor and wiped the tears away roughly, "You're...You're _dead_..."

"So are you, last I checked." Bullseye shrugged.

"How is this possible?"

"You're askin' me? I thought I'd be in a cauldron full of lava by now, but instead we're here in this little suburban nightmare." He shuddered, "Man, I tell you, it gets _old_ watchin' you kill yourself with that poison. You'd think a guy would learn after the first couple dozen times."

"Dozen? What are you talking about?"

"I mean this little day of the groundhog thing you've been doing. Same shit as always: that girls wakes you up, you make an ass of yourself, she saves you from getting humiliated even more than you already were and then you stab yourself so you can go all Lizard-y. Then Spider-Girlie kills you." He grinned at that, "It was funny the first two times, but after that...shit, I actually feel sorry for Spider-Girlie. And that's just wrong."

"Where are we...?"

"Who knows? Might be in Hell, might be somewhere else. You keep repeating the day you die and I'm forced to watch. Can't say shit; just see you day in, day out gettin' killed. Maybe it's cause I died and you watched it go down? Irony at its finest." He gestured to his wounds, "Whoever put us here kept the wounds on me. Still stings like a motherfucker."

"God..." He almost collapsed again. Peter shook his head and took a deep breath, "Fuck...even when we're dead we can't stop it."

"Sure about that? You stopped repeating the same day over and over. Seems like we're takin' baby steps." Bullseye leaned back on the bed and grinned, "'Sides, you learned a valuable lesson: Spider-Girlie's no good for you. I mean _I_ coulda told you that, but hey."

"Haha, you're impossible." Peter smiled, and despite the situation it was actually genuine, "I...never thought I'd see you again."

"Yeah, kid...me too." Bullseye smiled back and managed to look sincere even through the blood.

The moment didn't last too long before a sudden quake almost put him on the floor again. The shaking lasted for only a moment and soon enough everything was still and quiet again, "...I'm guessin' leave it to beaver's over." He gestured to the outside. Peter looked through the window and grimaced at the black street only lit faintly by unseen sources of light.

"I get the feeling we're not supposed to stay here."

"Me neither." Bullseye opened the window, "Come on, kid, jump!"

He actually did jump, and it took him a second to remember that he didn't have his powers. Peter landed on the ground clumsily and fell on his side, pain shooting up his legs up to his torso at the impact, "Ah, son of a...!" Bullseye landed next to him and gave him a look that crossed between pity and amusement, "Shit...damn Spider-God..."

"Not feeling very Super?"

"Yeah..." Peter raised a hand and Bullseye pulled him up into a shaky stand.

"Need me to carry ya?"

"Hey, keep those hands to yourself, bleedy." The joke was in poor taste; exactly the kind Bullseye loved, "...Where the hell are we supposed to go now?"

"My guess is the path that doesn't lead to some kind of all-covering darkness, so...there." He pointed ahead, "God, I'm starvin'. Any chance we're gonna find a restaurant in this place?"

"Sure, about as much of a chance we'll find a hospital to fix those holes of yours..."

"So, that's a no on the sushi?" He sighed and let his shoulders droop, "The afterlife's shittier than I thought it'd be."

"You are way too calm about this."

"Being dead tends to do that to a guy."

They walked along the empty road for what felt like hours. The road continued endlessly - no twists, no turns, not even a single slope. For a moment Peter wondered if they were somehow going around in circles, but it was impossible to tell with the houses covered in the all-encompassing darkness and the road behind them following as soon as they were far enough.

"Alright, that's it." Bullseye stopped and sat in the middle of the road, "We're going nowhere. We can't even fly, which you'd think a ghost could do."

"I agree..." Peter frowned and crossed his arms, "Maybe we should've stayed in the house."

"Hmm..." Bullseye looked down at the asphalt, "I don't blame you, you know?"

"What?"

"For me dyin'. I don't blame ya." He met Bullseye's gaze and blinked at the somber expression on his face, "Ain't your fault, or Durand's or anyone's. I made my choice back there."

"...Why are you telling me this?"

"Cause I know you blame yourself. You and your girlfriend are the same that way." He smiled up wryly, "Truth is, kid, I knew my number'd been punched ever since S.H.I.E.L.D threw us to the wolves. I was a dead man walkin' even after that Latverian couple nursed me back to health and I was dead even when I met you. You helped me keep goin' longer, but it was always gonna end this way."

"You couldn't see yourself..."

"What? Settlin' down? Getting a house and being the crazy uncle to you and Spider-Girlie's kids? Nah..." He laughed, soft and bitter, "I meant what I said back then. We come into this world screaming and crying and covered in blood and shit and that's how we were all gonna leave it. Truth is, dyin' on that floor with Murdock's blade in my gut? One of the best ways to go out."

"How the hell can you say that?"

"Cause I went out savin' someone." Peter opened his mouth, but nothing came, "In Latveria...there was nothing. Years I kept replayin' it in my head and all I could remember was I couldn't save anyone. Back in that shithole surrounded by dead ninjas...I saved you. It didn't last long, but I saved you. I ain't got any illusions it'll save me from the fires, but I can, heh, _live_ with that."

"Bullseye..."

He reached a hand out to touch him until his head suddenly flared in pain. Peter didn't have time to shout out a warning before webs lashed out through the darkness and dragged Bullseye back, "Bullseye!" He disappeared into the shadows and Peter followed. The pain in his head made it difficult to even keep walking. Peter shut his eyes and pushed through, ignoring the screaming urge to pass out.

He had to save him. He had to.

And suddenly the pain disappeared. Peter opened his eyes and was assaulted by a bright red, pulsating light. He fell on his hands and knees and grimaced when he saw the interweaving spider webs that made up the floor.

He knew this place.

Peter looked up and almost laughed when the Spider-God greeted him. It was the same as always - a giant, flesh colored spider many times his size with long, hairy and grotesquely muscled legs. It stood at the center of the web, its mouth open in a wide grin as spiders spewed from inside its mouth. At its forehead was the mark of Anansi, the same mark he'd seen in that statue at the docks.

 _" **You** saw?" _ The giant spider chuckled at that, the numerous spiders around the web skittering all around with a sudden fervor. Many of the small arachnids fell onto him and he had to resist the urge to swat them away, _"Are you so certain of that, little man?"_

"...Where's Bullseye?"

The Spider-God shut its mouth and regarded him quietly for a moment and then, without any sort of fanfare, moved its bulbous body to the side with surprising speed. Peter's eyes widened when he saw what it was hiding: Bullseye's body cocooned in a web while innumerable spiders skittered around him. All Peter could see of him were his eyes, which were wide and bloodshot.

"What are you doing to him?"

 _"Every web needs it flies."_

"No!"

Peter rushed ahead to where Bullseye lay and was immediately thrown back by the Spider-God with a casual flick of its leg. He skidded along the webs and coughed, tasting blood in his mouth somehow, _"Do not get cocky, little man."_ The Spider-God covered Bullseye again, _"In here, the pain is all too real. The only reason you yet exist is because of me."_

"Ugh..." He pulled himself ignored the bleeding cut on his lip, "Let him...go..."

 _"Why does it matter? He is destined for suffering, whether at my hands or that of the demon's."_

"I said let. him. go!"

Peter charged forward again. The Spider-God's expression of glee knotted into annoyance and it flicked him back again, _"Petulant child."_ Peter tried to stand before a large pincer stabbed him in his right shoulder and pinned him down, _"Did you forget your promise? In the labortatory, when death came for you. You vowed yourself to me. You are mine, little man."_

Peter cried out in pain and tried to push the pincer off his shoulder, to no avail.

 _"Do you even know what you are? Or does that no longer matter to you so long as you keep running?"_ The Spider-God crawled over to him and stopped only when its face was inches above his, _"Without me, you're nothing more than a desperate little boy, searching pathetically for scraps of the better Spider's gifts. And now you defy me."_

"Let...him...go..."

Everything suddenly went black. Peter gasped and stood, one hand covering his wounded shoulder as he looked around frantically. He was back in his room again, _"Who are you?"_ The room shifted to his room, back in the 30's. His...

" _Which is home, little man? The decrepit house where you grew up in poverty or the one where you were bullied into a monster?"_

"I..."

 _"Who raised you? The veteran who died in agony and the old woman who will die alone? Or the two who you forced to leave due to your carelessness?"_ Ben and May...both of them.

"Stop..." Peter fell on his knees and looked down at the ground.

" _Are you a man pretending to be a spider, or a spider pretending to be a man?"_ His mask. He reached a weak, bloodstained hand out and grabbed it, _"What are you, really? The hero who died fighting against evil? Or the monster who ruined his friend's life?"_

"Peter..." _Not again_. It was an all too familiar scene: Peter Parker's broken, battered body being cradled in Spider-Woman's arms. The auditorium was destroyed and he could already hear the sirens, see the scared victims inching for a closer look. _Run,_ he wanted to scream, _Run before this ruins your life and they brand you a murderer. You deserve better._

"I just...wanted to be special...like you..."

"Shut up!" Peter screamed, hoarse and desperate, "It's not her fault! It's yours! It's...It's..."

"Mine!"

The Lizard charged towards him. Peter was too weak to avoid its large, clawed hands from grabbing his neck and slamming him to the ground. The mask fell from his grasp and landed inches away, "Give it back!" Peter let out weak, choked cries, "It was supposed to be me! I was supposed to be special! I was supposed to be with Gwen! Not you!"

"Gwen...doesn't..."

 _"Do you think you can change things?"_

"You had your chance!"

 _"Child or Hero? Victim or Monster?"_

"I..." Was this how it was going to end? Purged by this...monster?

"You're nothing!"

 _"What are you?"_

No, not yet.

 **"I'm Spider-Man!"**

Peter pulled his legs back and kicked the monster off. The Lizard stumbled back and he used the brief chance to pull the mask onto his face. The Lizard growled and charged, claws rushing through the air clumsily. Peter ducked under the blow and kicked the scaly monstrosity right in its jaw.

His shoulder still hurt, but he ignored it. Peter slid between the taller figure's legs and kicked his back. The impact caused it to stumble, which Peter used as a chance to clamber onto its back, "You need to learn to shut up." He wrapped a net of webbing around its jaw like a makeshift muzzle and jumped, slamming its head on the ground with a painful crack.

Its next attack was dazed, slow. Peter dodged the clumsy slash and punched the Lizard's muzzled jaw. Again the blow forced it back and Peter continued, punching and kicking at its face till it finally fell to the ground.

Peter clambered on top of the large figure and hit it again and again and again till his knuckles bled. Blood and teeth flew out its jaw and its struggles lessened till it was barely twitching, "It's your fault!" He hit again, ignoring the shot of pain that ran up his hand, "All of this is your fault! If you'd never tried to be special none of this would've happened!"

How much tragedy could they have avoided if the kid wasn't so hungry for revenge? Osborn wouldn't have turned into a terrorist, Gwen wouldn't have been branded a murderer, the Parkers wouldn't hav lost thier son, Doctor Connors and countless others wouldn't have had their lives ruined. It was all because of him, because he was addicted to the idea of lording himself over his bullies.

"If it wasn't for me...you wouldn't be here..."

"Shut up!" He wasn't punching the Lizard anymore. Peter Parker stared up at him, his face marred by scales and his eyes transformed into slits, but still undeniably _human_. He raised a bloody fist and glared down at the pathetic figure, "Rrrgh!" He brought his fist down one last time.

His hand impacted next to his head. The two of them stared at one another for a moment before Peter let out a slow, strangled breath and practically collapsed next to him. He sat up and stared ahead, the glare still on his face," Damn it..." Why? He'd blamed the kid for everything that went wrong ever since he woke up in that alley and started getting his memories. Why stop now?

"...You want to blame me for everything," he whispered, "It's not my fault."

"Yes, it is. Yours, ours...but it's no one else's fault." Peter muttered back bitterly, "I don't know what I am. Maybe I'm a stranger who stole someone's body, maybe I'm just a kid playing pretend so he can run away from what he did. I don't think I'll ever know the answer. But..." He sighed, "I caught a glimpse of what you went through. I know what they did to you day after day. But it doesn't excuse what you - we - did."

"It's we now, huh?"

"I'm trying to be open." Peter looked down at his bloody knuckles, "I hated you for so long, always just saw you as someone I didn't want to be. A brat who wanted to be special, a friend who thought he was entitled to someone's love. That _is_ what you are, but it's not _all_ that you are."

"...You think this changes anything?" he sat up too, face still bloody and beaten, "I'm dead, and you can go back. Why not gloat?"

"Do you want me to?"

"...No." He tucked his knees to his chest, "We both died, but it's so different it can't even compare. I died a monster. I know you think I was trying to shift blame to Gwen, but I wasn't. I just wanted to explain, to tell her that I didn't mean to...to hurt anyone, least of all her. Despite all that, I know you deserve to go back more than I do."

"So what was that back there? A fakeout?"

"The serum." He sneered, "You know what it's like. Everything dark and angry about you it pulls out, turns you into an animal. I won't deny I resented Harry for having the guts to do what I couldn't, but he was my friend. Even if I tried to pull him down and I felt jealous, I...I still cared about him. I wasn't always a monster."

"So...what are we, really? Two separate people or is this just my mind trying to piece whatever's left of me together?"

"I dunno. There's not a single science book I've read that ever tackled this," he said softly, "...I know you don't owe me any favors, but tell Gwen and the others that...I'm sorry. I never meant for any of this to happen."

"Yeah...sure."

And suddenly he was alone again. Peter looked down at the blank void and smiled bitterly, "That was what you wanted, right?" No answer, "I could never understand you, and I don't think I ever will. You torture and then give powers, threaten then save lives, damn your protectors and punish the guilty...I don't know if you knew this would happen or if it didn't matter which of us came out on top. And really, I don't care. Let's end this charade."

 _"You assume to know what I want, little man?"_

"Enough with the carrot and stick," Peter stood up, "You threatened me before, said you could always find a different Spider to play to your tune, but that was a lie, wasn't it? If you could do that then you wouldn't have brought a corpse back. Twice." A growl emanated from the darkness, "Thing is, Spider-God, you need me as much as I need you. And this time I want an actual chance."

 _"You had your chance."_

"No, I didn't. Murdock could see my every move, me and everyone else who tried to stand against him. We were _never_ going to win." He glared at the source of the rumbling, "You hid me from Teresa and you could've hidden me from that demon, but you didn't. It ran when it saw you once. What's the matter? Afraid to go all in?"

 _"You are not my only child."_

"You're talking about the 'real' Spider-Man. Yeah, sure, but I'm the only one who's staying in this madhouse. He's leaving...and I get the feeling that's what you want. A Spider in both dimensions." Nothing, "I'm calling your bluff. You didn't give me a chance before but I'm taking it now. I want a legitimate chance to end this nightmare, and you're going to give it to me."

 _"Or else what?"_

"Or else we stay here, and you try to find a new plaything that'll fight even half as hard as I will."

For a moment, Peter almost expected the Spider-God to come out of the darkness and run him through. Instead a bright light opened in front of him, the rectangular shape reminiscent of a door, _"One chance, little man. That's all you get."_

"It's all I want...except maybe letting me get drunk. Any chance for that?"

The sound of its laughter was worse than any growl or scream.

 _"No."_

Peter walked to the door and stood in front of it, a few steps from passing through. The Spider-God growled but he remained standing. It knew what he wanted.

"Guess this is goodbye, kid." Peter turned around and smiled when he saw Bullseye, his wounds healed and his clothes mended. A small gift from his patron.

"Did it hurt you?"

"What, that thing? Nah, felt like a relaxin' spa." He chuckled, "Still not sure if that thing really planned to eat me or it was all part of that fucked up test you had to go through. Don't think I wanna know."

"Yeah...so, what happens now?"

"Now? Well, now you get to go up there and make Murdock squeal like the pig he is and me...well, I think we both know where I'm goin'."

"...You could come with me."

"To where? My headless meatsack's rottin' in one of Moonie's construction sites and I don't got any special magic or weirdo bosses itchin' to bring me back." He grinned, "Eh, it's better this way. We all get what we deserve, I ain't runnin' from what's due to me. Just make sure you send that demon into someplace worse, yeah? And say hi to Durand for me."

"I promise."

Peter offered his hand, which Bullseye took in a firm handshake. The gesture lasted for a few seconds before Peter pulled the older man close into an embrace, which he reciprocated with a soft chuckle.

"See ya around, kid." Bullseye gave him a two fingered wave and walked back to the darkness. Peter watched until his figure fully disappeared before he turned and walked through the gate.

* * *

The first thing he felt was suffocation. Peter struggled to breath and clawed his hands out to the darkness. He expected to catch wood, but instead he felt the undeniable touch of spider-silk at his fingertips, "This is off to a good start..." He scratched and clawed at the cocoon of webbing that surrounded him before he heard the telltale sounds of tearing. He was close.

Only when the silk was torn away did he finally feel wood. A coffin. He was in a coffin, "Really not a good start..." He couldn't see anything, but his spider-sense guided him. He groped for where the wood was the weakest and started punching, ignoring the bite of splits on his knuckles. He didn't go through all that just go get buried alive.

Minutes passed and eventually wood made way for dirt. Peter turned recoiled his head when the soil hit against his cheeks and kept digging. Damn Spider-God and its fucked sense of humor. Emerging out of a cocoon from a coffin six feet under must've been its idea of a joke.

He didn't know how long it took, but eventually he smelled fresh air. Peter pushed his way through the wood and dirt and took deep, gulping breaths of the wet night air. It was raining, he noted blearily, and he was in a cemetery. They buried him good and proper.

Peter coughed and pulled himself out of the grave. His limbs felt like jelly, and the blindness didn't help in the least. His spider-sense thrummed like a heartbeat, showing him the closest approximation to sight it could.

It was like a world tangled in a web.

He lay there for a few minutes, letting the rain wash over him. He opened his mouth and drank the water in greedily. He felt thirty, hungry and exhausted, but he couldn't stop here, "Come on..." He pulled himself up and trudged to the entrance, letting his spider-sense guide him as best he could. Had to find shelter, then he could contact the others. Make Murdock pay.

He was barely past the cemetary entrance before he fell. Peter landed face first onto the concrete and groaned weakly, his body refusing to cooperate. He knew it'd be too much to expect the Spider-God would bring him back at a hundred percent, but he at least thought he'd be able to walk on his own two feet.

Soft footsteps drew closer to him. Peter looked up slowly and 'saw' the shadowed figure, webs tangled around her like veins, "Oh my God..." He knew that voice, "It's you, isn't it? Little Peter..."

"Helen...?"

"Yes." She nodded, and the water around her shifted in a chaotic hum, "It's gonna be alright now. I'm taking you to a friend."

He wanted to ask more, but it was all he could do to nod before his consciousness finally left him.

* * *

 **So Noir's back, but he's not exactly in fighting shape. Bright side is he managed to punch his way out of a cocoon, coffin and six feet of dirt, so he's off to a good start ;) Not so bright side, Bullseye's still dead and still going to Hell, but at least he and Noir managed a proper goodbye this time and the angst is...mostly resolved.**

 **And yes, the Spider-God is nonsensical and really contradictory, but that's really how Anansi is like in canon. Good and Evil aren't things it follows since it has the viewpoint of a** _Spider_ **, meaning that, despite most of its hosts being heroic, it cares nothing for morality in and of itself so long as the hosts prove competent Hunters and Protectors. Torturing and then gifting its host is par for the course.**

 **I'm also very aware how goddamn cringy that 'I'm Spider-Man!' line is, so no need to tell me. It's the most comic book thing I've done in the entire fic, and that's saying a lot.**

 **...Before anyone says anything: yeah, Noir is even more like Daredevil now, except instead of a world on fire he sees a world tainted with vein-like webs. You decide who has it worse.**

 **Review Answers (same as previous AN):**

 **Guest - As I said to Goldfish, I'm not taking requests or demands for fics. I'm also not a fan of Naruto.**

 **NeverendingZero - Story or character? ...Yes. MJ hasn't done much, though she did get focus a few chapters back when the characters - mostly Noir, Felicia and Norah - were helping her retain her sanity. We'll probably be bringing back Noir later. As for Moon Knight, maybe.**

 **Brave2000 - Marvel and DC? Not really. Each verse has enough heroes who have similar counterparts that I don't need to.**

 **Crimsonknight700 - Compelling? He hasn't really shown up or done a lot, but thanks. As for Frog-Man, he's sadly a no-show, mostly cause he'd end the story if he ever got involved.**

 **Michael - As I've mentioned and shown many times before, bonding Noir to a symbiote _doesn't work_. Besides, we already have two symbiotes on the good guy side. We really don't need a third.**

 **Goldfish - Ignoring the fact that the two could've used protection or were careful enough to shoot inside, you mean? They can be dumb, but they're not idiots.**

 **Titan616 - Gwen tends to think with her heart rather than her mind, which leads to her being played like _damn fiddle!_ by the bad guys and being needlessly stubborn, as Noir and many others can attest. Her hero complex can also lead to really bad decisions - as Teresa says, going de-powered and alone to MJ? Dumb move. Also makes it look like Gwen doesn't trust Cindy _at all_ to not violently abuse her friend, which is kinda offensive.**

 **Redhood001 - Well, hopefully this page clarifies some things ;) Still don't get why people like GwenxNoir, at least as a 'cute pairing'. Some readers love them because it's hilariously dysfunctional and destructive, which I completely get. It's only when readers claim the two are so good for each other and all their arguments are just lovers spats that I really scratch my head.**

 **Jaquan - Eh, Gwen fails to see things through far too many times to be considered healthy. She gets away with it cause she's extremely superpowered, but she does it even when she doesn't have that safety net, as this chapter shows. That and the thing with Murdock was a blatant trap and she somehow browbeats three other Avengers into it.**

 **Red Rain17 - If you mean main Noir, then no, he's stuck at 5'7. He's just shorter than average due to his pre-death genes, diet, exercise or good ol' Parker luck. Older Noir is 6'4, though, so that's something.**


	138. Slow Road

**I knew I said I'd update Two Spiders, but I just couldn't relax while writing it. That and recent events pushed me to write this.**

 **Spoilers for the recent Spider-Geddon, but it's enough to bear saying: THEY FUCKING KILLED NOIR! Those bastards! I'll be honest, that bummed the _fuck_ out of me. I was hoping the recent Spiderverse movie would inspire more interest in him for comics and then they just chump him and Spider-UK to the Inheritors cause 'stakes'. Fuck. **

**Some readers theorize they'll be brought back, but I have my doubts. Making this doubly grating is there's a voiced Spider-Geddon prequel comic for Noir where he and Black Cat/White Widow stop Herman Schultz from selling his shocker tech to the Nazis. Guess we can kiss _that_ plotline goodbye.**

 **Side note - No proofreading this chapter due to reviews. Sorry.**

* * *

Gwen knew she'd get in trouble the second she and MJ got back, but it still didn't dull the feeling of absolute embarrassment at Cindy forcing - and she wanted to make that clear - her and MJ to kneel on the floor while she lectured them. She had to remind herself again that the other Spider was almost ten years her senior, despite how she looked and often acted. It made the words easier to swallow.

"Are you fucking kidding me?!" Cindy screamed again. Mary Jane cringed and looked like she wanted to run away right then and there, "Bad enough that Mary Jane knocked out the guards and snuck out - which I _still_ have no clue how no one caught her on the way out - but you and your depowered butt decided to go after her?! Are you insane?! There are easier ways to commit suicide!"

"I was-"

"I'm talking here!" Gwen winced. Okay, she was _really_ pissed, "Do you have any idea how bad we were scrambling to find you two?! Or were you so busy hugging it out at the playground that you didn't think about that?!"

Mary Jane spoke next, "I thought-"

"Doesn't matter what you thought!" It was Mary Jane's turn to wince, "Agent Hill wanted to mobilize all of S.H.I.E.L.D to catch you! I barely managed to convince her not to do it, and it's a miracle she didn't fire me on the spot!" She closed her eyes and pinched the bridge of her nose, exhaling loudly through her nose, "Do you realize you were _this_ close to S.H.I.E.L.D declaring a quarantine over New York?"

"I...didn't think it'd be that bad..." Mary Jane mumbled.

"Yeah, you knock out the agents stationed to guard you and escape with an unstable symbiote whose previous host went on a city-wide murder spree. I don't see why that'd look bad at all." Cindy threw her hands up in frustration, "Judging by the fact that Gwen's alive and you're not a horrible, bladed monstrosity, I can only assume that things haven't gone completely pear shaped."

"Don't you mean gone kiwi shaped?" Gwen said before she could stop herself. She also thought it was always the butler that did it instead of the driver, which was weird.

"Swear to God, Gwen, I am _this_ close to webbing your mouth shut." Cindy threw her a murderous glare, "Why the hell didn't you tell me you knew where she was, huh? Instead you went and got Spider-Man to smuggle you out, and I'm still talking to him about _that_."

"I..." Gwen gulped. She knew why, but saying it out loud was harder than she thought, "I...I was worried about MJ and I thought that if S.H.I.E.L.D caught her first then they're hurt her..."

"What, and you thought I'd do the same thing? _After_ I helped save your butt from my evil twin and screamed at Agent Hill so you could stay in the infirmary _and_ made sure that your dad and Jessica were transferred out of the hospital safely? Wow... _nice_. Real show of trust there." Gwen winced again. Okay, saying it out loud definitely made it sound worse than it already was.

"...Sorry."

 _ **'She's angry.'**_

 _'Yeah, she is.'_ Despite the situation, Gwen found herself smiling just a little. Things were still fucked, but having Webster back...it relieved her in a way she couldn't really explain. It was like getting something back that she didn't know she could lose.

"...Are you _smiling_?" Cindy asked, nearly making Gwen jump up from her place on the floor.

"What? Uh, no, no..." Gwen coughed, "You were saying?"

Cindy stuck her right hand out palm first. Gwen looked down at it before Cindy said, "Your phone. Gimme it."

"...What?"

"Your phone. I'm taking it, you and Mary Jane's."

Mary Jane gave it up with no argument. Gwen didn't, "Are you...are you fucking serious? You're _grounding_ us?"

"Yes. Phone. Now."

"Cindy, seriously-"

"You can give me your phone or I can take it from you. You have that...suit back, but I'm still stronger than you right now and I'm pissed off. Give. It."

"This is bullshit!"

"Murdock knows your number. I'm not gonna let him call you again and then you run off and get yourself killed. Final warning."

"Wait, you seriously think I'm gonna do that after what happened? Don't you trust...uh..." She paused, "...Alright, I walked right into that one." She sighed and handed the older Spider her phone, "Just...make sure to tell me if someone calls, alright? It might be my mom or Lana or...you know."

"Sure. You'll get this back when you earn it." Gwen scowled lightly at Cindy's sardonic smile, "Alright, I'm done yelling. You two, get some sleep. I'll go with Mary Jane to her containment unit - the agents need a bit of time to let the grudge cool over - and Gwen, you go to this room." She tossed her card, which Gwen caught after some fumbling. Reflexes were slower than her normal, but she'd take it, "No leaving. Your dad'll be here in a few hours and this place is the only safe ground we have right now."

"Right..."

Gwen left the infirmary and made her way down the hall. The S.H.I.E.L.D agents...she had no idea if they knew or not, but she didn't let it worry her too much. Camera phones were prohibited on the grounds and it wasn't like there weren't already dozens of nutcases going to the papers claiming they figured out who Spider-Woman was. A few people already put her up as a possibility after they found out Peter's identity.

Peter...

She took a deep, shuddering breath and pressed the card into the reader. The room inside reminded her of her apartment minus the mess - a bunk bed on the left corner, a small table at the center, a closet full of shirts and sweatpants and a small tv stuck to the upper right wall. All in all it was a very spartan affair and the dull silver coloration did little to change that idea.

"Mmmgh..." She threw away the shoes Cindy loaned her and practically collapsed on the bottom bunk. She knew she should've been sleeping, but rest the last thing from her mind, "...Hey, Webster?"

 ** _'Yes, Gwen?'_**

"...Nothing, just wanted to see if you were still there." A part of her expected it all to be a dream, that any second now she'd wake up and find out she was still on the floor of Murderdock's office with Moon above her, "I missed you."

 ** _'I missed you too, Gwen.'_ ** An all too familiar warmth settled at the bottom of her stomach. She missed that too, ** _'We're...weaker than before. What happened to the rest of us?'_**

"Moon, the one who made you, she...took it." She adjusted her place and looked up at the bottom of the top bunk.

 ** _'We will get it back. Be whole again.'_**

"Thanks. It's been...it's been really fucking shitty these past few days." That was an understatement. It took all she had not to break down again, to lash out in anger at someone - anyone -

 ** _'What happened?'_**

"Didn't read my mind?"

 ** _'You said you didn't want me to do that anymore.'_**

"Do it. I...I can't explain it. I can't."

 ** _'...Okay.'_**

Gwen closed her eyes and took a deep breath. She didn't feel anything at first, but if she concentrated she could...it was hard to properly described. Someone flipping through her memories like a book? It was the best way she could put it in words.

 ** _'I'm sorry about your family. And Mary Jane. And Peter.'_**

"Yeah..." she muttered, "The past few months have been pretty shit, actually. I'm glad you're back. It's been..." She covered her eyes with her wrist to stop herself from crying. Webster already knew, but she still wanted to avoid it, "Wh...What about you? How are you back? I-I mean I'm happy that you are, but when you saved me back then...I thought I'd lost you forever."

A small tendril slowly rose from her shoulder. Gwen put her arm down and blinked at the small, smooth 'face' that greeted her. It looked like a baby snake, **_"So did I."_** A small, thin tongue darted out and licked her cheek. It didn't freak her out in the least, _**"I don't know how I came back. I think it's because of you. The suit. The rest of us. You were gaining better control of it, but you never forgot me. It kept what remained of me tethered."**_

"How could I forget you?" She smiled and rubbed a finger under its 'chin', earning her a low, almost purring sound in return. Its bright white eyes narrowed like it was smiling, "You saved me. I wouldn't be here if not for you."

 ** _"...I was so angry at the blind woman for keeping us apart. But at least I saved you now. The other symbiote...it is angry."_**

"Yeah, well, I killed it's boyfriend. Not surprised." She watched the tendril curl around her pointer finger and squeeze gently, "I don't suppose you could help do something about that? As in get Mary Jane away from that thing? I figured you'd know more than anybody else."

 _ **"No. During the fight, it was...the bond they share is stronger than ours. Not slow or organic. You wear me like a suit, and the bond gets stronger over the months. The red one forced itself through her wound, bonded to her inseparably. Even if it wished to it cannot be separated from her, not even if she dies. It would be able to take over her corpse, but eventually the decay would become too much and it would die as well."**_

"Great..." The 'snake' suddenly unfurled itself and looked at the door, "What's wrong?"

 ** _"Someone is coming."_**

'Someone' ended up being Kate. Gwen sat up on the bed and patted Webster's head with a finger, "She won't hurt us," she whispered. Kate stopped mid-stepped and stared at the small 'snake' next to Gwen's head, "What?"

"Nothing. I heard you got your...thing back, but I guess I needed to see it to believe it." Webster visibly calmed at Kate's tentative smile.

"Yeah...so, why are you here?"

"I'm bunking with you. Figured you wanted someone to keep you company."

"...Cindy sent you to spy on me, didn't she?"

"That obvious?" She sighed and sat next to her on the bed, "She's worried. I mean we nearly lost over half the Avengers and then you ran off to find Mary Jane after losing all your powers. I hate to say it, but I kinda agree with her. You worried me too."

"Yeah, yeah..." Gwen blinked as Webster suddenly got closer to Kate and started nudging its head at her pocket, "Uh...whatcha doing there, Webs?"

 _ **"She has chocolate. I'm hungry."**_ It took an almost whining tone. Right, it'd probably been months since it fed.

"Huh? Oh..." Kate pulled out the half-eaten chocolate bar and unwrapped it, "Yeah, it's actually been in my pocket all day. Not sure if it's still good, but you can have it if you want."

Without warning, Webster shot out and opened its toothless mouth to chomp on the top of the square bar. Considering it had maybe a inch of width, if that, it looked more than a little silly. Kate awkwardly held the chocolate bar up as Webster continued to take baby bites, "Yeah, sorry...I'm still teaching it manners. Remind me to tell you about the time it snuck off to gobble on the chocolate fountain."

 ** _"I said sorry for that."_**

"No, it's cool. I just...haven't seen the little, uh, _being_ so close before." Kate reluctantly petted the top of its head with her finger. Webster stopped chewing and licked her fingertip, smearing saliva and chocolate on the skin, "Huh, it's like a puppy."

"Yeah..." Gwen reached for the remote, "Can't sleep now, so wanna watch some tunes?"

"Sure, just...not the news. I don't wanna be reminded of how fucked we are."

"Yeah, you and me both." Gwen switched the TV to webflicks and curled up on the bed with Kate next to her, Webster chewing on the chocolate bar as the two of them watched and made fun of whatever show came on.

For the rest of the night, she almost forgot how bad things were.

* * *

"Something wrong, sis?"

Cindy looked up from the ground to meet 'her' brother's gaze. The look of worry he gave her hurt, "Huh...oh, kinda..." She looked back down at the grass again. They'd met up like this at least once a week ever since that disastrous first meeting. She'd been reluctant despite herself, but he insisted that 'he wanted to bond with his big sis again' and she couldn't say no.

It only made her feel guiltier.

She wasn't his sister. Moon was a crazy, psychotic bitch with sadism that put the most hardened serial killers to shame, but was it right for her to trick her family to try and replace the one she lost? Albert trust her, and his mom and dad...they were getting there. She wouldn't be invited to celebrate Christmas anytime soon, but they trusted her to help Albert out on his studies and attend his party.

Which only made this worse.

Albert touched her shoulder and squeezed it gently, "Hey, sis, come on. You can tell me."

"I..." What could she tell them? That she wasn't really their sister and daughter? That because she spent months trying to connect with them they had to go into hiding now in case Moon tried to use them against her? They were just beginning to trust her again. She didn't want to lose that, "Albie, I...I gotta tell you-"

"Albie? You never called me that before."

She called her brother that all the time. Moon didn't, "Yeah, it's...sorry."

"It's cool, just didn't know you were one for nicknames. What's up?"

"It's..." She took a deep breath and clenched her hands into tight fists. It was now or never, "Okay, I'm gonna tell you something I've been keeping a secret for a while now and I-I want you to listen and not spaz, alright? Cause this gonna be freaky."

"O...kay?"

"Alright, so um..." _Just say it_ , she screamed internally. _Just tell him you're not his sister. It's better if he's alive and hates you than the opposite, right?_ "Alright, so I've...I've been lying to you, to all of you. I came a few weeks ago and said I was just busy, right? Well, that's...not exactly true." Half true, if you counted being tortured and then being a S.H.I.E.L.D agent/Superhero as being busy, "I...I'm-"

"I think I know what you're going to say." Albert took her hands in his.

"Wait, really?" How? She thought the clothes would be enough to throw them off, "You know I'm-"

"I know you're Spinerette."

Cindy opened her mouth, but nothing came. It wasn't what she was going for but it was surprising all the same, "I...what are you... _how_ did you...?"

"What, you think I wouldn't recognize my own sis?" He grinned and squeezed her hands reassuringly, "I mean there's something you did, your face looks...different on camera, but I still recognized you. Mon and dad didn't, but I think that's cause you're in denial. It all makes sense, doesn't it? You didn't leave us cause you got tired of us like mom said. You were trying to protect us from the bad guys."

"I..."

He suddenly pulled her into an embrace, "Hey, sis, it's cool. I ain't gonna tell anyone, cross my heart and all that."

"That's..." It worked, didn't it? Telling them she was Spinerette, they'd listen to her then, "I...I guess so..." She forced herself to smile. _Lying again_ , "That's actually what I came here to talk to you about. My...job."

"Really? Well, shoot."

"Something's...happened. You know that Supervill who took out the Avengers?" _Your sister,_ she thought bitterly. Albert reluctantly, "Yeah, well, she knows who we are. She's targeted us, our homes, people we care about..." Shadowcat was still MIA and it took everything they had to convince Spider-Man and Laura not to go out turning the city upside down to find her, "I think you might be in danger. All of you."

"You think this Supervill will come after us?"

"...I dunno, but I don't wanna risk it." Was her evil twin so messed up she'd go after her own family just to spite someone? She didn't want to take the risk, "I'm in contact with S.H.I.E.L.D, they can keep you safe for...a while." Days? Weeks? She had no idea, "I-I know it's a hard sell right now, you're gonna have to stop schooling and work, but I want you guys safe. I promise we'll fix this."

"Wow, that's...that's heavy." Albert exhaled softly and scratched the back of his head, "Mom and dad are gonna be pissed - more mom than dad - but I'll help you turn them around. When they find out you were one of the people who saved the city, like, twice they'll listen."

Cindy pulled him into an embrace, "Thanks, Albie."

The trip back 'home' was spent talking about her double life, "Really, it's not a big deal." Cindy stuffed her gloved hands into the pockets of the red longcoat and ignored how the heeled boots pinched at her feet. Whoever thought heels and leather pants were a good combo needed to be shot, "I'm still pretty new at this thing. And I mean Hawkeye's got more experience than me and she's 21."

"You're still a Superhero," Albert said, "How'd you get your powers anyway? The only science field trip you went to was at high school, and that was over ten years ago. You telling me you had powers since I was 18?"

"Not...exactly." That was exactly it - only difference was it didn't happen _here_ , "It's complicated, okay? I really was bitten by a radioactive spider and it really did give me powers, but it took a while for me to get a handle on it. It was...pretty crappy for a while there." Ten years. She wishes she could say it passed by in the blink of an eye, but she still remembered all of it. Photographic memory could be a bitch sometimes.

"Define 'pretty crappy'."

"I couldn't control my powers those first few months. Imagine webs jumping out of your fingers constantly or waking and finding yourself cocooned to the ceiling. You would've...you would've been scared of me." Her real brother was. He'd curled in on himself and said that she scared him, that he didn't want to see her like that. He'd apologized quickly enough, but the memory lingered.

"Of you, sis? I doubt it." He smiled gently, "Come on, we're close. I wanna see mom and dad's face when you tell em you're a freaking Superhero."

They'd probably kick her out, hate her, maybe, but she'd accept that now. At least Albert trusted her, "Yeah..." She took a deep breath and walked up the steps behind Albert. Should she just say it straight up? Both here and back home, her mom was no nonsense and didn't like dancing around something. _Rip the band-aid off quick_ , she always said. Better you deal with it now than later.

"Hey." Albert stopped and turned back to look at her, "You alright, sis? You look like you're about to swing off."

"Really tempted to, actually," she said slowly, "...No, just, let's get this over with before I puke up my lunch, kay?"

Albert knocked on the door, "Mom, dad! We're back!" No response. Odd, they should've still been home by now, "Mom, dad?" The door was unlocked. Cindy's brows furrowed and her hand already inched towards the gun she kept hidden in her coat.

An instinct that proved all too right when they got to the dining room.

"Twinsie!" Moon leaned back on the chair and grinned up at her, her posture lax. To her left and right were her mom and dad, both of them looking down at the table and shivering. Cindy's face twisted into a scowl while Albert looked between them in complete confusion, "I knew you'd get here sooner or later. Always the problem with you - so predictable."

"Really? You sure didn't see it coming when I got Peter out."

"And now he's dead. Funny how that works, doesn't it?" Moon hummed, "Now-"

"Wh-What the hell's going on?" Albert looked between the two of them, eyes wide with panic, "Sis, what's...what the hell's-"

"If you wanna talk to your big sis then you should be looking at me, little bro," Moon said, "This charade's gone on long enough, I think. How long were you planning to trick them like that, huh? You 'Superheroes', always lying through your fucking teeth."

"Shut up!" Cindy pulled the gun from her side holster and aimed it at Moon's head. Albert stepped back in fear while Moon's mom and dad's shivering only worsened.

"Really? A gun? Super strength, enhanced agility, organic webbing and the first thing you do is pull out a _gun_? I can't tell if it's because you spent too much time with Six or it's cause of those chuckleheads who 'trained' you. Either way, I am disappoint." She sighed melodramatically, "Then again, you did apparently manage to kill Jessie, so maybe it's not completely useless."

"What do you want?"

"I came here to talk and see my family. It's been years and I thought they'd want to see their _real_ daughter again." She smirked, "If you're gonna shoot me then take your shot, but I gotta warn you that I might just explode if I get hit with one of those bad boys. I'm sure you could survive it, but mom, dad and Albert? Eh...I have my doubts."

"You'd kill them?" Her grip on the gun became shaky.

"No, _you'd_ kill them. You have to be the one to pull the trigger, after all." Her smirk became outright predatory and she reached her hand out, "Now, what's say we put the gun down and talk? It's been years since I've had mom's tea."

"I don't..." Albert shook his head, "What the hell's going on...?"

"I'm sorry..." Cindy gave him an apologetic, sideways glance and handed Moon the gun. Her depraved counterpart took it eagerly and crushed it in her hands.

"Phone too. Don't wanna get interrupted."

"...Fine." She handed Moon the phone and watched as she crushed that too. Cindy had to stop herself from smiling; Moon had no idea what she just did, "Alright, now what?"

"Now? Well, you sit down and we talk. We have a _lot_ of things to talk about, you and me."

* * *

Lana kicked another loose stone down the sidewalk and scowled, her face covered by the oversized hood.

Hell's Kitchen was...different. Not in any obvious way someone outside looking in could tell, but she wasn't an outsider. She'd lived here all her life and she knew something was wrong. Spider-Man - Pete's - death, everyone in the city knew by now. He'd only been in the Kitchen for months, but the people had already gotten used to him. Hell Kitchen's own Guardian Spider.

And now he was gone.

Lana stopped, hands shaking and lips quivering with barely suppressed grief. He was dead, and there was no going back. When that pumpkin headed prick blew up Times Square and the ungrateful fucks made him quit, no one in the Kitchen really believed it. The 'hero types' never gave up, and as long as he was breathing every desperate victim out there thought he'd always change his mind.

No chance of that anymore.

Lana growled and hurried down the sidewalk, making sure to keep her head down. Pete and Bullseye...the Kitchen lost two of the people who ever gave a shit about it in two nights. No one saw Bullseye's body - hell, she hadn't seen it - but there were already rumors going around the longer he didn't show for his daily murder sprees. The thugs and lowlives were getting confident, cocky.

And what about her? Well, nothing, that's what. The 'Defenders' were gone. Castle, Hardy and Moon Knight were still alive, but she'd be fucked if she ever saw them them working together again. What the hell was she supposed to do on her own? Pete didn't even trust her to take her along on the shitshow a week ago; she had to find out from his bitch of a _sister,_ of all people.

 _He just wanted to protect you,_ a part of her said. She knew that. It didn't make it any easier. Hadn't she proven herself already? She helped save his ass from those terrorist fucks, she saved Ben and May from that pumpkin head motherfucker's goons, and what did she get? Treated like a kid who couldn't be trusted to wipe her own ass? It wasn't fucking fair.

"You asshole..." It was easier, being angry at him. Better than being lost in grief again.

Lana exhaled and pulled out her phone like she'd done again and again for the past hour. It was pointless - who was she going to call? Her mom? Lily? Pointless. They'd comfort her, give out the practiced lines, but they didn't _know_ , not really. Moon Knight, Punisher and Black Cat, they'd understand, but damn if she was going to call _them_ asking for a pat on the head and a shoulder to cry on.

There was Gwen, but...

"Fuck..." Her finger hovered over the call button before she eventually growled again and pocketed the phone. She couldn't call her. What were they supposed to do, wallow in how miserable they both were?

Besides, they weren't really friends.

She didn't have much time to wallow till she heard the rough voice from the nearby alley, "Drop the bag, lady!" Lana stopped and took a deep breath, her eyes closed. Sun was barely going down and the assholes were already out to play, "I ain't fucking around, sister! Give us the bag!"

Lana was almost tempted to leave it till she saw the scene in full. Then the anger returned in full - the assholes were mugging a fucking _nun._ She didn't put much stock in prayer or religion - hard to do so in a place like the Kitchen - but even she knew that it took a special kind of asshole to go that low. They didn't even have the balls to do it themselves. She counted at least four of the asswipes surrounding the old lady.

She had to make this quick.

"Hey!" The leader turned towards her, his grip on the nun slacking. She didn't give him a chance to say anything before she continued, "Let the lady go or I'm gonna blow your fucking balls off!"

"Piss off, bit-"

Guy didn't even have time to scream before she shot him with a blast hard enough to smash him to the end of the alley. His three cronies joined him seconds after with only one of them getting a chance to pull out a pocket knife, "Tch..." She kicked the knife away and scowled, "Overconfident pricks." She turned to the shivering nun and offered her a hand, "You alright?"

"Oh, yes." She accepted the offered hand and let Lana pull her up. Her clothes were dirty, and her habit was askew, exposing her long, ginger hair, but otherwise she looked fine, "Thank you for intervening when you did. I don't know what they would've done."

"Please tell me you're not peddling cocaine in that bag of yours."

"Nothing so severe. A few painkillers, bandages, disinfectant. I'm sure they could've sold it if they needed." The nun picked up the plastic bag and sighed softly, "I knew things were dire in this place, but to be assaulted so openly..."

"Welcome to the Kitchen, lady. It's a shithole." Lana smiled wryly. There was a reason she didn't like Sue hanging around here, "Look, I'll feel bad if you get attacked again the second I turn around, so let me walk you back. It'll be my good deed for the day."

"I don't want to impose, but you've saved me once already. I can't exactly refuse. Please follow me."

Lana waited till they were out of the alley till she asked, "So...what's your name, anyway?"

"I go by Margaret Grace, but most people call me Sister Maggie. And you?"

"Lana." Huh, so she didn't know who she was. Fine with her. One more person who didn't think she was William Hollister's pet freak, "If you don't mind me asking, why does a nun need so much stuff? Charity work?"

"Ah, no. I have a...guest, and he's injured. The trauma he's suffered through is...shocking. We're trying to help him as best we can."

"Seems like a story that's way too common in this place."

"I agree." She gave Lana a soft smile, "Is something bothering you, child? I know it's not my place to pry, but in my line of work I've often lent an ear to those with troubles. It's the least I can do after you helped me."

"It's..." Lana let out a frustrated breath. A part of her wanted to clam up, but the want - _need_ \- to talk overpowered it. Who cared if the woman knew? Wasn't like they'd see each other again, "My...friend- fuck that, he was more than that. He died a few days ago and we just buried him yesterday."

"A lost loved one. I understand."

"Yeah..." Lana kicked at the ground listlessly, "I...shit, I loved the guy. He could be an asshole, and I mean a gigantic one, but his heart was in the right place and he always did the right thing, no matter how much he bitched and moaned that he was being a chump for doing it. And I..." Her hands shook, "I couldn't even say goodbye. Had to hear it from his fucking girlfriend an hour after."

"I'm sorry for your loss. Not being able to say goodbye is...difficult."

"You sound like someone whose been there, too."

"Yes, my husband. I came back a few years ago and found out he was long gone. Problems with the mob, which I hear is sadly common in these parts. I lost my son as well. I never got to say goodbye to either."

"Ha, this place is a shithole..."

"I wouldn't use those words, but I agree with the sentiment."

The rest of the walk was spent in awkward silence until they finally made it. Lana looked up at the all-too familiar church and frowned, "...Thought they closed this place down after Father Martin got dragged through the mud?"

"It's only a matter of time, I'm guessing." Sister Maggie hummed and gestured to the door, "Would you like to come inside? I could prepare some tea."

"I-" She was interrupted by the sound of a loud crash coming from within, quickly followed by the sounds of breaking glass, "...Looks like you got problems. More muggers?"

"No, it's our guest. He's been...hectic." Another crash, "I suppose we'll have to postpone. You're welcome any time you wish, Lana."

"Yeah, sure..." Right, like she was coming back here when the nuns were taking care of nutjobs. No thanks.

Maggie watched the girl go briefly before she turned and walked back into the church. The child was hurt even more than she was already willing to admit. This city...it had its claws deep in her, that was plain to see. She could only hope that they would be able to end the demon's influence soon.

She opened the door that led to the backroom and found the room in a disheveled state: bed messy, table flipped and glass shards littering the floor. At the center of the room was their new guest. Spider-Man sat crookedly, both palms pushing him upright as he breathed out raggedly. Helen sat behind him, her arms wrapped around his shoulders as she whispered comforts into his ear.

Spider-Man turned to meet her gaze and she met milky white eyes, "Where...who...?"

"He doesn't remember anything," Helen said softly, her grip on his shoulders never wavering, "Who he is, who I am, where we are...nothing."

"It's to be expected. Coming back from death...it damages the very being. We've all experienced it." Maggie knelt and brought a cold towel through his sweat soaked forehead. He flinched at the first contact before eventually calming, "The both of us were brought back once, but he's returned twice now. The only other one who did so was Marc, and his mind was fractured because of it."

"I don't understand. He remembered me back at the cemetery, he..."

"He remembered enough until he could drag himself to safety. Beyond that..." Maggie put the towel back down, "His memories will return, in time. His identity was already compromised even before he returned, so this shouldn't be a surprise. His mind is building itself back together."

"So..what? The only thing we can do is wait and hope?"

"Yes." Maggie pressed the bottle of painkillers into Helen's shaking hands, "Make sure he takes these only twice a day."

"How long is he going to be like this?" Helen looked down in pity at the shivering young man.

"The first of his memories will return in days, as should the rest of his motor functions. He needs to heal, to understand. He's been through a lot." So had Helen. It was nothing short of a miracle that the woman was upright and worrying about others after what she'd gone through. Still, it was clear she was only doing so by focusing purely on her daughter's friend, "He needs rest."

Maggie set the rest of the supplies down and walked out the door, the sound of Helen's soft lullaby accompanying her.

"Hush little baby, don't say a word. Mama's gonna buy you a mockingbird..."

* * *

 **Mixed bag: Gwen has Venom back and is getting better, but Cindy's charade just got caught out, Lana's still supremely pissed off and hurting and Noir now has memory loss. I know some of you are already rolling your eyes, so I'll just say right now that Noir does recover his memories. It just takes a bit considering he got rebooted.**

 **And of course one can only guess what happened with Shadowcat or the remaining Defenders. Guess we'll see soon.**

 **Questions:**

 **1\. Pretty sure I asked this before, but would you guys prefer more segments with Gwen and Noir fighting together as a battle couple? Another friend pointed out that Spider-Man and Shadowcat fight as partners for the majority of their run, and they're not even a couple(yet?). The Madripoor arc in particular was singled out since the two of them fought Kimura while Noir chased after Octavius (mostly) alone.**

 **So, do you guys want more of that? A suggestion I got was Noir and Gwen vs Murdock and Moon. Granted I have no clue how that would be in any way balanced out, even taking into consideration Noir's Darkforce and Symbiote immunity, but it does sound suitably epic.**

 **2\. Plot question: who would you guys prefer to find Noir first between Lana and Gwen? Both of them would have the most dramatic reactions, and being the first would change some plot events around. Leaning towards Lana right now, but wanna know what you guys think.**

 **Answers:**

 **NeverendingZero - The idea seems to be that the Beast can't just peer into a mirror and see what he's doing anymore. Anything else is still unknown.**

 **Brave2000 - Teresa did offer training before. Probably a good chance to take it now.**

 **Nerdman3000 - His lack of those things is part of his identity, and why he makes do with alternatives like parkour or motorcyles. Giving them to him streamlines the entire thing.**

 **spidergwen - Uh...yeah!**

 **Jaquan - As Cindy points out in this chapter, Gwen refusing to trust her is really damn offensive and makes Gwen look like she thinks really low of Cindy _after_ she went out of her way to protect the Avengers and their loved ones. Standing up to Hill really should've tipped Gwen off.**

 **Coki1356 - Uh...what? Helen's not with SILK.**

 **Dr. Sugarcakes - No other entities so far.**

 **AdrianDevil17 - She was drugged and physically tortured. Exact details are unknown, but it's enough for her to have nightmares and scars. Oddly no drug addiction, though.**

 **KasugaRomio - In my defense, the line was meant to be cheesy. And oddly enough readers seem to like it.**

 **The RedGhost22 - Blame the writers. From what I can gather 65-Peter died two years prior to the current timeline and they graduated shortly after. So Gwen graduated at 17, meaning she either started early or has a late birthday since she's 19 during her original run.**

 **Going by the timeline, and assuming same age range, then Noir was actually 17 during the start of the story and likely only aged up to 18 by the Sin Eater two month timeskip. Eugene's a high school senior soon graduating, so 18 fits. It's really just Gwen, Noir and Harry who are fucking weird.**

 **Fullmetal57 - Thanks! And hey, if you wanna go back then don't let me stop you. I am a very needy person ;)**

 **emaN - Uh...do you mean our homie Bullseye? Cause it sounds like you're talking about Bullseye there.**


	139. Lots of Talking

**Been a while. I blame games both old and new for distracting me. I'm afraid I'm going to have to disappoint people - this chapter is mostly setup. Next chapter will be more exciting, I promise...or at least I'll try to make it more exciting. I'm a very boring person.**

 **Spider-Verse is so close :D Some fans are still banking that Noir will return from his death in Spider-Verse cause of the movie, but again I have my doubts. Let's see if I'm wrong or not.**

 **Oh, and please check question number 2 in the lower AN. It'll affect the story.**

* * *

If there was one person Cindy _hated_ , it was her evil twin. Sure, she had no fond feelings for Ezekiel or that bastard Shocker, but the former at least thought he was doing the right thing locking her up and the latter was long dead and she didn't want to waste energy hating a dead man. She'd tried for those first couple of years, alternating between who she wanted to hate and spite more if she ever got out of the bunker, but eventually she got tired of it.

The same couldn't be said for her fucked up reflection.

Moon sipped the tea in front of her and gave her mom a smile, "Ah, I missed this. No matter how many people I hired no one could ever match up to your tea, mom."

The older woman didn't say anything. Cindy clenched her hands under her fists and scanned the table. 'Her' mom and dad sat at Moon's left and right, respectively, while Albert was the closest to Cindy herself. She was almost tempted to throttle the psychothic bitch then and there, but she reined herself in. Moon was right about one thing: she didn't want to think on what would happen to the rest of them while the freaks had their superpowered punchout.

"What's wrong, mom? Cat got your tongue? I thought you'd at least yell at me for not being here sooner."

"Stop it." Cindy growled.

"Wasn't talking to you, twinsie," Moon said, eyes never leaving her mother, "Come on, mom, where's the spit and hate? It's been years since we saw each other. Don't you wanna yell at me about how much I disappointed you?"

"N-No...just...please don't hurt us..." Nari muttered, voice laced with obvious fear.

"I said stop it!" Cindy slammed her hands down on the table and stood up. Moon followed immediately and before she knew it her twisted reflection had her neck in a vice grip.

"This is a family conversation, twinsie. Not for pretenders." Cindy opened her mouth to retort and Moon tightened her grip on her neck so all that came out were choked gasps. Her skin burned at the contact, "Now, you'll have your turn later, but for now just sit there and smile."

Moon shoved her back into the seat. Cindy coughed and rubbed her neck, jolts of pain running through with every breath she took, "You haven't changed at all..." Cindy rasped, glaring up at up at her through half lidded eyes. She refused to let herself cry no matter how much it hurt, "What is it with you, huh? Do you just...get off on the idea of being scared or hurt?"

"Please, like you're much different." Moon snorted, "You dress it up prettily, but you sure didn't hesitate to gun down my agents or poor Jessie. You know his family's still grieving and wondering where daddy dearest went?"

"And what about the people you hurt, huh? Peter, Mac, Edward, that poor Maxine girl...all of them you tortured for God only knows how long because you wanted guinea pigs for powers of your own. Even after they died it didn't stop you, huh?" She looked in distaste at the pulsating dark energy on Moon's hands. She took the corpse of Martin Li to get those.

"Sticks and stones, twinsie. Come back to me when you actually own up to that symbiote your bosses made." Moon waved her away dismissively, "Now pipe down, I wanna talk to my family. So sorry you can't steal them anymore-"

"What the hell's going on?!" Albert looked between her and Moon. He wasn't as scared as his parents and Cindy desperately wanted to keep it that away, "I-I don't get this. Why are there two of you? Why are there-"

"Simmer down, little bro. No need to get a heart attack." Moon rolled her eyes and leaned back on the chair, arms crossed, "I was hoping to wait for the big reveal, but I could never say no to you. So...how much do you know about the multiverse? Know what, dumb question, pretty sure only comic books deal with those. Let's make this simple then: the impostor in the copycat outfit sitting next to you? Not your sister."

"What...?" Albert gave Cindy a look that she couldn't decipher. Was it doubt or betrayal? She was never good at reading faces, "I don't...I don't understand."

"I'm not gonna bore you with the science, so I'll just give you the cliffs notes - alternate dimensions exist, I have a portal that allows me temporary access, and I took this ungrateful little leech off hers. And what do I get? She steals from me, pretends to be me so she can have _my_ family and then murders my agents without a single shred of remorse. That's gratitude for ya."

"Steal? Murder?" Cindy couldn't stop her voice from cracking disbelief, "Those people weren't yours! You act like they're your things, that you could just...break them whenever you wanted just because you could. Your men were kidnapping people and now you act like you're the victim because your group of terrorists got a bloody nose? And what you did to the Avengers..."

"Aww, you're worried about them, aren't you? Always too busy sticking your neck out for everyone but yourself. I swear, I have no clue how we were ever supposed to be the same person."

"Feeling's mutual." She just had to stall her for a few more minutes. That was all, "You wanted to 'talk'?"

"Yeah. There's something that's been burning at me for a while now, something I never actually thought to ask during your detention: Why? Why fuck me over? I gave you everything. A way out of your bunker, a penthouse, all the luxuries you could ever want; and in exchange all I wanted from you was some blood sampling and demonstrations of your spider-given gifts. Why the hell would you give that up for Six?"

"I told you already..."

"What, because it was wrong? Really?"

"Is it so hard to believe that a person couldn't just ignore what you were doing?" Cindy sneered, "I'll admit, I hesitated. I was scared, scared of giving up the first taste of freedom I'd had in decades for the sake of strangers. If I could go back now I'd slap myself upside the head for being such a coward. I waited months, and in all that time you and everyone who worked for you killed and turned so many...the only thing I regret now is I got caught before I could help the others."

"How heroic. And cliche. Practice that in front of a mirror?"

"Fuck you." It felt so juvenile cussing her out like that, but it felt good, "Let's turn this around. What the hell is up with you? You're rich, you have men willing to die by the busloads for you, so why the hell are you so obsessed with powers and trying to take over the world? Isn't what you have enough?"

"What, so I'm just supposed to wallow at 'good enough'? Your lack of vision's showing there," she replied, "Contrary to popular belief, I don't actually want to take over the entire world. Who wants to herd around 7 billion giraffes? I'd be too busy being the zookeeper to actually do anything."

"So why all this? Why the murders, the experiments..."

"Just because I don't want to take over the entire world doesn't mean I'm happy to be lazy. If you want something then you reach out and take it. Well, maybe you don't. Ten years in a bunker? Yeesh."

"...You came here for a reason. If you're here to kill me then give it your best shot."

All three members of the Moon family looked between them in a panic, Moon smiling lazily while Cindy glared. Cindy clenched her hands together tightly before Moon suddenly laughed, "Man, you are one-track. If I really wanted to kill you, did you think I would've gone through the trouble of gathering up the whole family? No, I learned my lesson. It's why your Avengers pals are breathing through tubes right now."

"So what _do_ you want?"

"Do you believe in second chances, twinsie? Nevermind, don't answer that, I know what you're gonna say: 'Everyone deserves a second chance'. Predictable." Cindy pursed her lips. Moon was wrong. She wasn't much a believer of second chances, at least not for most people, "You'd probably be surprised to hear that I believe in the same."

"Really?" Cindy looked at her flatly.

"Really! I mean, you think I haven't had to deal with a some uppity employees? Even Octavius had his moments. Nice job catching him, by the way, but he's useless - he can't get Five back on his own and he sure as hell doesn't know anything you can use to hurt me. Speaking of Five, his girlfriend's doing just fine. Really interesting test subject. She growls a lot, but that's what the muzzle's for."

"You're fucking sick." They'd be here soon, "Just tell me what you want."

"For the sake of the good times we had, I'm offering you a deal: you give me the rest of the Avengers and I'll let you go, no strings attached. Can't bring you back on the payroll since you've already proved unreliable, but you'll be free to Superhero it up over here long as you don't step on my toes again. Hell, you'll be the solo hero of New York. Won't that be fun?"

"...You seriously think I'll take that offer?"

"I'm an optimist." Moon shrugged, "We could always do this the hard way, but do you really wanna try it? You couldn't take me with your buddies back when I just had the priest's powers, so what do you think your chances are with the symbiote and you by all your lonesome? I think the marks on your neck are a pretty good indicator." She smirked, "So come on, do the smart thing and suck up your morals. You already did it once."

"You damn-"

"Wait," Albert said suddenly. He looked at his sister - _his real sister_ , she reminded herself bitterly - with obvious hesitation, "What you're talking about...you were the one who took out the Avengers a couple of days ago? And Maxine...that girl who burned all those people before Spider-Man killed her, you made her that way?"

"Well I don't like to brag, but yeah." Moon's smirk widened, "What's up? Didn't think your sis was such a badass genius?"

"No...I just didn't realize she was such a monster."

For the first time since Cindy'd known her, Moon honestly looked surprised. It only lasted for a moment before her eyes narrowed in a half glare, "I know it's been a while, but you're really fucking up the brotherly teasing there. Is that really what you want to say to your sist-"

"You're not my sister!" Even Cindy was surprised by the sudden ferocity in Albert's voice, "I...I thought you were just busy and that's why you cut off contact with us, but you're..." He shook his head, "You're a goddamn Supervillain! And you don't even feel bad about it! You're just sitting here smiling and laughing and scaring mom and dad! What...What the hell happened to you?"

"What makes you think anything happened to me?" She asked back, "Hell, here's something I'm curious about: you grew up with me and knew what I was like, so how the hell did you buy into spider-me's little spiel of suddenly wanting to make up for lost time? Mom and dad at least had the decency to be suspcious, but not you. No, you were just all too eager to buy into the lie."

"Guess I wanted my sister back..." He gave Cindy another undecipherable look and turned back to Moon, "Were you always like this?"

"You have no idea, do you? Tch. No, you were too busy with your head in books while mom and dad didn't give enough of a shit to pay attention. The fact that you're surprised just says it all." She sighed, "Sorry to disappoint you, Albie, but the sister you're looking for? The one who helped you walk the dog and played frisbee at the park? She doesn't exist. That was just my twin playing pretend to replace the family she couldn't keep safe."

"...She was more a sister than you were."

Moon never got the chance to answer. Cindy saw the flash of light at the window opposite her and moved, "Down!" She grabbed Albert with one hand and attached two lines of webbing to 'her' parents with the other, thanking small fortunes that both managed to land. She dragged them all down on the floor harshly just before the light brightened further and a blast went through the window right to Moon's back.

The heat was overwhelming. Cindy covered Albert as best she could while the blast smashed Moon to the other end of the house, her spider-sense blaring all the while. As soon as it stopped she stood up, grabbing all three Moons as she did, "Come on!" She dragged them through the broken window, ignoring their screams and the smell of burnt flesh in the air.

"What the hell took you so long?!" She glared up at Harry, who was dressed in full Goblin armor. Standing a few feet behind him was Kate and around them all a score of armed S.H.I.E.L.D agents, "How long from my signal being lost does it take to realize something's happened?!"

"We came here as fast as we could!" Harry shouted back.

" _That_ was fast?" She shook her head and pushed the three other Moons to the agents, "Doesn't matter. Here, get them away from here. They're civilians."

Albert looked back to her, "Cin-"

"I'll explain later **."** She turned away from Albert and cringed when Moon shot through the rubble, her expression murderous, "Oh...this is not going to be fun."

* * *

Mary Jane sighed and looked up at the ceiling of her containment unit, the back of her head banging at the reinforced glass, "Damn it..." She looked back down at the newly installed turrets facing all four sides of the clear cell. After her previous escape they'd decided that guards who could sympathize with the pretty, 'just a victim' redhead would be better replaced with turrets programmed to shoot her the second she stepped so much as an inch past the containment cell.

She didn't blame them - turrets wouldn't open the door just because she put on a few tears and promised that she just wanted to get some fresh(er) air and that she'd taken her meds so she wasn't a danger to anyone.

She missed Cindy; at least she actually talked to her. The turrets weren't much conversationalists, even if she started calling them by nicknames. The one on the right was Annie, short of Annabelle.

And she sure as hell was better conversation than the parasite.

 _ **'You can't ignore me forever.'**_ Mary Jane didn't say anything, refusing to give this thing the satisfaction of even getting a scrap of her attention, ' _ **I'm part of you. You can't pretend I'm not here. Even if your tongue doesn't move I know what you say. The silence doesn't mean anything.'**_

"Wonder when Cindy's coming back," she said aloud, trying to drown out the monster's voice, "So boring being here _alone_."

 _ **'You're being petty.'**_

Thankfully she didn't have to wait much longer. MJ stood up and smiled when the door opened, only to frown worriedly when she saw the state Cindy was in, "What the hell happened to you?" The older woman's suit was torn at her arms, legs and sides with bleeding cuts obvious through the spider silk. Besides that her hair was covered in no small amount of soot and she had fresh bruise over her right eye.

"Met up with my evil twin...it didn't go so well." She put both hands on the wall of the cell and panted, "Two dead agents, Gobby's armor got wrecked and he probably needs surgery, Kate's arm is broken and...well, you can just look at me. Guess she thought I didn't have enough scars. Bright side is we managed to make her retreat, so...maybe we've finally got breathing room. "

"How are you still conscious?"

"Pure stubbornness." Cindy smiled lopsidedly, the gesture obviously strained. The dead agents must've been weighing on her, "Anyway, I swung over here to give you a heads up that I probably won't be here for a while. Probably gonna go comatose the second I make it to the medbay, so...yeah. Any last requests before I head off into dreamland?"

"Uh...I could use something to eat, I guess."

 ** _'Raw meat.'_**

"Anything works, as long as its cooked really well." The monster growled, "Oh, and get better."

Cindy gave her a weak thumbs up and trudged out of the room, **_'Denying me won't do anything.'_** She turned back and started humming loudly, wishing that she had her phone or a tv to try and drown out its screeching, **_'I don't understand why you won't help me. I can give you everything you want. The power, the rush, I'm your only chance to surpass that murderer you so envy.'_**

"You gotta face it tiger, face it tiger. I'm your last shot..." she sang.

Minutes passed until the door opened again. Mary Jane's head snapped to the sound and she rushed back as soon as Gwen stepped into the room, balancing a tray filled with a well-cooked slice of beef, toast and soup, "Gwen...you shouldn't be here."

"I shouldn't?" She held the tray with one hand and input the keycode for the door in the other. Mary Jane wanted to scream at her to stop, but her tongue felt bloated in her mouth, "Well, Cindy swung by the infirmary and passed out, so I figured I could play delivery girl. Besides, we need to talk."

"A-About what?"

"It should be obvious, I think."

Gwen set the tray down and sat in front of it. Mary Jane hesitated briefly before she sat on the other side, making sure to keep Gwen out of arm's reach. It didn't take Mary Jane long before she forgot any sense of manners altogether and grabbed the steaming hot beef, chewing on it like a starving dog. Gwen didn't say anything; she wasn't much different with chocolate a few months ago.

Gwen waited for her to finish most of the large slab before she spoke up, "So...how've you been?"

"...Fine." It wasn't a full lie, at least. She felt better than she had in months, even if the paranoia and being locked in a cell to wallow in boredom weren't ideal, "You? Back in that playground, you got that...symbiote thing back?"

"Yeah..." She smiled slightly and a small, thin blob reached out from her right shoulder. Mary Jane blinked; it looked kinda cute.

 **"Hello."** It still weirded her the hell out that it sounded almost exactly like Gwen.

"Yeah, hey..." She picked up the bowl of soup and a spoon and ate slowly, "So...what did you wanna talk about?"

"What happened in the playground." Mary Jane looked down at the soup and cringed, "Ah, not like that! I don't blame you or anything. I just...I wanna make sure you're alright. We didn't get the chance to really talk before S.H.I.E.L.D picked us up."

"And then Cindy grounded us." MJ smiled slightly at that. It was silly, looking back on it, but she was so relieved after everything that she was all too happy to go back to the cell without even her phone for company, "Speaking of, I don't think she'll be happy when she finds out you snuck in here."

"Technically she didn't not allow me to talk to you. She more...encouraged it. Besides, I trust you." A warmth spread across Mary Jane's chest at Gwen's smile.

 ** _'Murderer...'_**

"Shut up," Mary Jane said automatically, forgetting to ignore the thing entirely. Gwen looked hurt, "Ah, not you!" This...thing, I can't get rid of it. It's still talking, still snarling at me. It's annoying."

The snake-like blob moved from Gwen's shoulder till it was close to Mary Jane's face, **"May I talk to it?"**

"Uh...that doesn't sound like a good idea. Wasn't it the reason you and Gwen nearly died?"

"I'm with MJ here, Webs. That thing is..." Gwen said.

 **"I blame the host for that."**

"Right...well, even if I agreed, I have no clue how you can talk to it. Not like I can just...let it out like Gwen can with you. We aren't exactly friends."

 **"I can draw it out safely. You only need to raise your hand."** It moved again, stopping only inches from her face, **"Please trust me."**

"Gwen?" She looked past it to Gwen.

"I..." She looked down briefly and nodded, "I don't like it, but I trust Webster. If it says its safe then I'm willing to give it a chance."

"Not sure everyone else would agree." Mary Jane gestured to the cameras and turrets, "Just...do it quick before I change my damn mind."

Mary Jane raised her hand slowly and Webster made contact with her palm. A gentle warmth engulfed her skin and slowly spread to the rest of her body. Mary Jane closed her eyes and took a deep breath, "Gwen, are you there?"

"I'm here." Gwen reached across the table and held her other hand till the warmth eventually faded.

Her breathing slowed and she opened her eyes again. Webster was floating in front of her again, ** _"Damn you..."_ ** Her head snapped to the side and she almost recoiled when she saw a small, deformed red blob with white eyes and teeth on her shoulder, **_"Come to mock me? You got your Other back and mine's still gone."_**

"Your Other was a murderer!" Gwen snarled, "All those people he murdered...I still gave him a chance to surrender and he just laughed."

 _ **"You would've separated us if he surrendered!"**_

"For fuck's sake, shut up!" Mary Jane yelled, "I'm sick and fucking tired of you playing the victim! That bastard Kasady was a murderer and you were happy to play along! You ruined my life!"

 ** _"If it wasn't for me, you would've been raped and killed in that alley!"_**

"I'd take that over turning into a monster and hurting everyone else!"

 _ **"I gave you everything you ever wanted! You wanted to be special, to be famous, to be better than everyone! You wanted revenge against your dad! I gave you everything and you caged me!"**_

Mary Jane didn't even realize how close she and the monster were till Webster suddenly slithered between them. The redhead pulled back on instinct and let out a frustrated breath, "I'm tired of you being in my head. Ever since you 'saved' me every day's been a fucking nightmare. I'm afraid to even touch the people I care about because I can't be sure I won't hurt them."

"MJ..."

 _ **"And you've given me**_ **nothing** _ **. I saved you again and again, and each time you cage me after you beg for my help."**_

"Don't act like you keeping me alive was because you were selfless. You need me."

 **"You need each other."** Webster said, **"You are inseparable now. Trying to hurt, kill, one another will only lead to both your deaths."**

"Webs...if you're seriously trying to make them get along, I don't think it's going to work," Gwen said.

"It wants to kill Gwen, and I can't forgive that." Mary Jane looked down at the tray and resisted the urge to use it bash the blob at her shoulder, "How many people have I killed ever since I've been stuck with you?"

 _ **"You don't feel guilty about that. If you did, you wouldn't love the murderer's dead toy."** _ Gwen's hands clenched tightly and she pursed her lips, _**"All you cared about was the murderer. Everyone else could die."**_

"Shut up!"

 **"You've been with Mary Jane longer than your last host,"** Webster said softly.

 _ **"And you've spent months buried in yours,"** _ the red blob hissed back.

 **"Can you not care for her the same way you did your last Other?"**

 ** _"You mean if I can stop trying to avenge my Cletus."_** Mary Jane shuddered at the way it said that bastard's voice. Like a lover, **"He gave me everything. The creators wanted a weapon, poked and prodded and cut me till they were satisfied with my capabilities. I tried to jump to the other Spider-Man and he rejected me too. Cletus was the only one who gave me kindness."**

"Oh, gimme a break. You expect us to feel sorry for you?" Gwen scowled, "Webster was made as a weapon too and we were able to move past it because we worked together and _talked_. All you've been doing is abusing MJ and then get angry when she doesn't let you do what you want, so shut the hell up with the sob story."

It didn't answer. The monster sunk back into her shoulder without another word, leaving the three of them alone in the cell, "Huh...well, that shut it up." Mary Jane let out a held breath, "...No offense, 'Webster', but this was a waste of time."

 **"Maybe, maybe not. We will need help if we wish to fight back."**

"And you think that thing will help us? Help Gwen? Can't tell if you've been spending too much time with Gwencent or blob solidarity."

 **"Symbiotes change with their host. It was made as a weapon and bonding with the murderer worsened its mind further. Perhaps you can save it."**

"Hah, yeah, and next I'm gonna be a superhero like Gayle wants." She scoffed, "No offense, Webs, but there's more of a chance Tiger comes back a second time than me being this thing's psychologist."

* * *

"I'm back."

Helen adjusted the groceries on her arms and nudged the door to the back of the church open with her hip, the nun's habit uncomfortably restricting her movements. She wasn't fond of it, but Maggie had a point that it drew a whole lot less attention inside a church.

The two occupants of the room didn't so much as acknowledge her entrance. Helen sighed softly and set the paper bags down on the tables. One week. One week since he'd come back from the dead, over a week since she'd last seen Gwen and George, and so far little Peter hadn't budged at all. Maggie had assured him that his condition would improve soon enough. Helen was sincerely beginning to doubt.

Peter sat at the bed, blank gaze leveled downwards and hands holding onto his shoulders. Draped over him was a bloody and torn leather jacket, big enough that it covered him like a blanket. Days ago he'd suddenly disappeared without warning only to return with the jacket. Every attempt to question him on it ended with blank stares. According to Maggie it was from an old friend and it would be good for his recovery.

Helen was mostly curious on how he managed to sneak into his old apartment and take it without being seen. Apparently it wasn't just riding a bike that people never forgot.

At his side was a small pug. The puppy nuzzled the jacket and whimpered, his face downcast as Peter once again ignored him. It was his dog - she vaguely recalled Gwen mentioning it to her before - and to be perfectly honest she liked having him around. Maggie wasn't exactly the most talkative and she could've sworn Peter sometimes smiled with the little guy around.

"How was your day?" No answer, as expected. Helen continued, "I'm fine. Mostly had to deal with moving around in this thing. You'd think a nun would have less trouble buying groceries, not more."

Nothing.

"It's getting late. How about an early dinner?" She waited a few seconds, "Alright, hope you like mac and cheese." It was his favorite back when he was still in the single digits. He usually didn't eat nowadays, but it wouldn't stop her from trying.

The monotony of the cooking helped keep her mind off everything. She hadn't called Gwen on the advice of Maggie. They needed to keep Peter secret, she said. _If your daughter finds out he's alive she'll rush over here and expose him._ Helen couldn't exactly disagree. Gwen was stubborn and headstrong, two traits George swore up and down came from her side of the family.

She'd seen what happened to her and the rest of the Avengers. Spinerette and the others rescued her and she hadn't been seen in the week she spent here. She took that to mean that she wasn't dead or captured, at least. Hopefully George was okay too...

"Alright, bon appetit!"

Peter looked down at the scrambled eggs and roasted beef and ate without a word, ignoring the vein-like webs that covered the food. He wasn't hungry, but refusing to eat was pointless. He hadn't eaten for the first three days and yet she still put food in front of him three times a day despite her obvious frustration.

"Here, boy." Helen laughed and fed the (oddly attached) dog a small slice of beef, a smile on her face. He shut his eyes and groaned softly at the light headache that came, "Are you okay?"

He didn't answer. She was...familiar. He couldn't see what she looked like - even seeing her smile was hard - but the way she talked, the way she acted...he knew her, or someone like her, before. Scattered memories, images that had no meaning even if Helen said otherwise. He didn't know what drove him to take the jacket back with him, but even the thought of separating from it caused his chest to hurt.

It belonged to a friend...right?

"Oh, I should probably tell you..."

Helen talked to him most days, spending hours and hours chattering about anything that crossed her mind. She was the mother of someone he held dear, or so she claimed. Was she the one that caused the pangs of memory? It was...frustrating. At times it felt like her name, others names, were at the tip of his tongue, but as soon as he tried to remember he was left feeling empty.

"Huh, finished your plate again. Progress." She smiled again. Even through the webs that covered her face it was a comforting sight, "Alright, I'll clean up. You go watch TV or something."

She pressed the remote to his hands and picked up the dishes. Peter looked down at the device and at Helen's back. Why was she so kind to him? Was it because he was an old friend of her daughter? He would've thought the frustration would've been too much eventually and yet she was still here, still trying to get him to help him recover; or at least say something.

He felt...grateful.

"...Thank you."

The plates dropped on the sink and Helen turned around, eyes wide, "Did you just..." Peter looked up at her, clear eyes meeting blue. Helen laughed and hugged him in relief, the pug barking happily next to them, "You're talking again! Oh, you're talking again! Finally!" She kissed the top of his head and looked up at the ceiling in relief, "Do you remember anything else?"

"...No." Peter shook his head, "...Sorry."

"Oh, it doesn't matter. You'll get better soon enough. I'm just glad you can talk again." She laughed again, "Alright, well...tell me if you need anything, all right?"

"I...have question..." he said slowly, "Why are...you...helping me?" The words had to be forced out. Helen felt slightly guilty.

"Well...I wanna say cause it's the right thing to do, but that's not it. Well, not all of it." She sat down on the chair next to him, "I knew you when you were a kid. We weren't that close since I got sick not long after we moved to Queens, but you and Gw- my daughter were best friends." She didn't say her name. A part of her still hoped he would remember that on his own, "When I came back you were still close. Different, but close?"

"You're helping me...for her?"

"Yeah...it sounds kinda manipulative like that, doesn't it?" She wondered what Gwen was doing now, "It's not just that, though. I came back because of a monster and he was the one who killed you. A part of me's hoping that you can free us both from him. It's selfish, I know, but after what he made me do I can't bear the thought of him escaping justice. I'm sorry."

"Don't...I understand."

Helen smiled and turned on the television, only to immediately regret it when the news came on, "Various leaks sourced from Bugle journalist Norah Winters have connected Matthew Murdock to numerous illegal crimes, many of them perpetrated by Wilson Fisk, the former 'Kingpin of Crime'." The bastard's picture came up on the upper right, "Has Murdock continued his former defendant's crimes? So far he hasn't been available for comment, but-"

A chair suddenly flew through the air and smashed the television screen loudly. Helen turned to Peter and gasped at the look of pure hatred on his face, "Murdock..." He growled and threw another chair at the already broken television set. The puppy whimpered and shrunk back closer to Helen, "He's...He's the one who did this to us...isn't he?"

"You remember?"

"Not...exactly. It's...seeing his face, I know that he did something wrong to us, even if I can't remember everything." His words came out faster, stronger, "You said he took you from your daughter?"

"Yes, and my...former husband. He...He made me..." She shook her head, "I can't face either of them, not Goerge and not..."

"Gwen..."

Helen didn't get a chance to ask how much he remembered before the door suddenly opened and Maggie walked in with an old man behind her. She didn't recognize him, and his attire - a ragged janitor's outfit that was a bit too large for his lanky frame - didn't help in the least. Peter moved immediately, standing between her and the new pair. She immediately felt embarrassed - a teenager half her age was trying to protect her despite his state.

Maggie looked down at the destroyed television and frowned, "I'm...guessing you didn't see something nice."

"Probably saw Mattie." The old man's voice was rough, like sandpaper over her skin, "He's angry. Good, we can use that." He wasn't looking at either of them. It was only at a second look that she noticed how milky white his eyes were, "Revenge is as good a motivation as any."

"Who are you?" Peter asked.

"You can call me Stick, and right now I'm the best chance you got for revenge."

"Why...should I trust you?"

Stick suddenly threw two short sticks, one aimed at each of their heads. Helen closed her eyes and turned away before Peter grabbed both sticks out of the air, the tips just inches from their face. She turned back just in time to see Stick charge towards Peter and hit in in the gut with the tip of his broom.

"Sloppy."

Peter countered with the sticks. Stick dodged the clumsy strikes and swept his leg, knocking him to the ground, "Really sloppy." He shoved the tip of the broom to his neck, "You know why you died, kid? It's cause you thought those fancy powers of yours could carry you forever." He pressed the stick harder, "You want any chance of getting your revenge then you're gonna have to shape up. If you can't kill me then you sure as hell ain't killing Mattie."

Stick pulled the broom back and Peter stood, rubbing his neck tentatively, "Mattie...you know him?"

"Once, but the one I remember's long gone." He grunted, "You don't gotta trust me, but you need training. Hate me if you want; that'll probably make the training easier. Just make sure you're serious about shaping up." He picked up the sticks and and tossed them both at Peter. Again, he caught them out of the air, "Muscles remember, but that's not good enough. I'll be back tomorrow. Get ready."

And just like that he was gone, Maggie following after him. Peter coughed and looked down at the ground with a scowl, "Hm..." He looked back to Helen, "Are you alright?"

"Y-Yeah...sorry I wasn't any help."

"It's fine...he wasn't trying to kill me." He looked down at the sticks - escrima sticks, she noted idly - and swung them experimentally, "...Not really my thing." He let them drop and picked up the jacket left discarded on the ground, "...Thank you."

"Yeah, sure..." She bit her lower lip. She had to ask, "Before that old man came in you mentioned a name."

"Gwen...that's your daughter's name, isn't it?"

She nodded reluctantly, "How much do you..."

"Just the name." He breathed out slowly, "You said we were friends...was that all we were?"

"I..." She wanted to tell him, but was it right? He didn't know Gwen, barely even knew Helen herself. Could she really color his views so heavily even if it was the truth, "I can't say what you were. Even Gwen couldn't. It was...complicated. Sometimes it seems like you hated each other, other times you'd think you were both inseparable. I think only you can decide that once you remember."

"I suppose..." He nodded and smiled faintly, "Well...guess it's time to stop lazing around."

* * *

 **Yes, I totally did skip the fight between Moon and Cindy's assembled team, why do you ask? :P In all seriousness nothing really happened plotwise since it was just a beat em up attrition fight. That and I just wanted to handwave away why Harry isn't involved and Cindy states he got his ass kicked and armor destroyed during the off-screen fight.**

 **Anyway, we've got our current status quo: Cindy managed to get her family out and gave Moon a temporary black eye, MJ's far more confident against Carnage's control over her and Peter's finally getting some goddamn training rather than just being a brute. Sadly he doesn't take the Daredevil route and dumps the escrima sticks. His loss.**

 **I'm still trying to determine who should be the sixth Defender between Iron Fist, Teresa and Ghost Rider, so if you didn't comment before and have a preference do so now :) As for the SILK retaliation team: Gwen, Spider-Man, Mary Jane, Cindy, Kate and Laura are the current party makeup. Might shift Laura out dependent on how cool the audience is with a child being on the team.**

 **Questions:**

 **1\. Do you guys mind that Noir's such a psycho magnet? It seems excessive enough that his villains are halfway made up of psychopaths, but half his allies as well, particularly Bullseye. By contrast Gwen really only has Moon as a psycho antagonist. I dunno, maybe people find it weird or too over the top/**

 **2\. Do you guys think Carnage can make for the redemption play? Given everything it's done I'm personally tempted to say no, but canon Venom has done a lot of fucked up shit and it got redeemed somehow. I wonder if you guys would prefer if Mary Jane and Carnage achieved at least some form of teamwork, strained as it may be, or it continues to be treated as a runaway truck MJ just forces to run over bad people.**

 **Review Answers:**

 **Breaker666 - Peter and Gwen's hero lives become less strained the more the story goes on, mostly cause she learns to trust Peter not to be a psychopath about his kills. She even comments about him keeping his guns at her drawer.**

 **As for Lana, it's clear Noir considers her family, perhaps even above the Parkers. Hell, he outright told her that he loved her after Bullseye died; the only other person he gave the L word to was Gwen. Him going for her first was justified, and in the case of the return from Madripoor it was cause he didn't want Bullseye to see Gwen unmasked.**

 **Spidergwen - Half the cast? He slept with four people, one of which was Gwen and the other was Lori, who he paid for. So really he only legitimately slept with two people - Felicia and Norah - and both the circumstances are hardly sexy: Felicia tried to steal the data drive and Norah's was a bad case of comfort sex.**

 **The Red Ghost22 - The math for comics makes no sense so just roll with it. As for Matt, I think he's off the romance path. Killing a guy tends to do that.**

 **emaN - Manipulate events? That seems grossly out of character, even if she might be tempted. Helen even faces the same thing and gives a neutral answer rather than bullshitting and saying he and Gwen were the most in love and agreeable couple ever.**

 **Dr. Sugarcakes - Noir and Norah have this dynamic in Volume 2 since she's the (now famous) journalist and Noir's the sneaky vigilante. She also gets stealth segments.**

 **REQUIEMCROSS - Peter's only a damsel when facing baddies he can't feasibly take on his own or manage to outsmart him. Also, no on copying Matt since it's out of character for Peter to be a showman. Rest of the questions: we're not even sure if he's still infected, GR might be in if he wins the vote, healing is not the same as using your bones as weapons, and Peter's behavior makes sense considering he's a teenager fighting a devil.**

 **Titan616 - Depends on how long the amnesia lasts; they might prank him during a lighter moment.**

 **Guest3924 - It does come with a new costume :) Ever since Sin Eater he's been wearing Arkham Knight Red Hood attire. He's shifting back to a more classical, sleek look to fight Matt.**

 **Cyclopz - Yeah, but Noir was coming back. In the comics he seems to be killed permanently for pure shock value.**

 **ArkT - The readers have no fucks given when it comes to minors killing people :P Hell, if I included Lana she'd probably be neck in neck with Laura. As for Peter's fighting chance, it's more that Matt can no longer just see what he's doing like a player reading a walkthrough. It's not easy, but now he has a legit shot of doing some damage.**

 **Lives2DieAgain - Um...I guess I'm entertained! As for Castle, he features more later.**

 **I Bow To No One - Enjoy.**


	140. World Tangled in Web

**Man, Into the Spider-Verse is so freaking close! Still holding out some hope that comics Noir will be saved cause of it, but as we edge closer to the ending of Geddon I lose more and more hope.**

 **Anyway, relatively short chapter here. Just some more of Noir's recovery and hints towards his training. I'll probably leave most of the training off-screen since I doubt people want to see a montage of Peter waxing Stick's car. Next chapter will focus more on the other heroes like Gwen and possibly the rest of the Defenders.**

 **Oh, and something to clarify. When I said Carnage could be 'redeemed' I didn't mean it would turn heroic on its own. I mean that it finds a way to cooperate with Mary Jane so it can get its violence fix vs her having to force and blackmail the thing into not going nuts. It'll still remain amoral, the main difference is its relationship to Mary Jane.**

 **Speaking of the final Defender, it seems like Teresa and Ghost Rider are the most voted. We'll see where it goes.**

* * *

"Again."

Peter picked himself off the floor and spat out a bloody wad of saliva on the floor. Even with his powers his body hurt, the wounds from where Stick bludgeoned him with the staff protesting sorely at his movements. The old man was skilled, something he attributed to 'decades of training without using a cheap shortcut'. Evidently he had a dim view of enhanced abilities - or 'cheats', as he called them.

"I said again."

He raised his hand to block Stick's next attack and cringed when the reinforced wood met flesh. The old bastard could've used something lighter, but he decided the bruises were a good incentive for him to do better. Peter dodged the next blow and move automatically, raising his hand to web his so-called teacher right in his crusty face.

Stick twisted the staff and smacked his wrist with a painful thwack. Peter hissed and step back, "Wrong." Stick put the end of the staff to his neck again, "Relying on your cheats is what got you in this mess in the first place. You wanna do that? Go run at Mattie and let him bury you again. Least then you won't waste my time. Ain't got enough years to give you any."

"Too bad," Peter said through gritted teeth.

"Now, again. Anticipate my moves."

It was hard. He still remembered how to fight - like riding a bike, Helen said - but everything Stick taught him was a opposed to that. He gravitated towards guns, to webs and putting someone down as fast as he could even if it knocked out a few teeth. Stick was doing his utmost to beat those instincts out of him. _Be prepared, be smart, don't be a moron again._

 _Don't fight like Spider-Woman._

Spider-Woman, the name everyone seemed to know. Helen looked at her fondly - at little too fondly, which made it obvious there was a connection there - while Stick called her a thundering dumbass, a kid who hammered nails in with a wrecking ball because of her powers. He wasn't sure what he thought. All he heard about her was that she'd gotten attacked and now she was swinging around again.

He knew her. Or, at least he knew he was _supposed_ to know her. Hearing her name brought out familiar tingles at the back of his head, the same way a few others did. Gwen, Lana, that bastard Murdock, Bullseye-

He didn't see the end of the staff coming for his face till it was too late. Peter fell on his backside and cursed under his breath as his hand rubbed his nose. Not broken or bleeding, thankfully, but the old man's look of disappointment was even worse, "I have no clue how the hell you've lasted this long."

"You and a lot of others, I'm guessing." He picked himself up and walked past Stick to the table. The basement they were training in was hardly the most luxurious, something he could tell even through his limited vision, but it suited their purpose well enough. It helped that no one else knew about it. Apparently some broad named Karen put up the money from her own pocket for it.

"Giving up already?"

"Just need to cool off before I decide breaking your nose is worth it." Peter said without looking back. He took some water from the basin and splashed his face. It'd been a week since they met, a week since these beatings disguised as training sessions. He rubbed his hands over the small, rough stubble and breathed through his nose. He was tired.

He didn't know what possessed him to ask his next question, "Can't you fix your eyes?" Stick didn't say anything, "You've told me about your abilities. Restoring your eyesight should be easy."

"I could, but I don't see the point."

"Being able to see isn't a good enough reason?"

"Not really." Stick waked to a close-by chair and sat down. Even now it was clear he was guarded, constantly waiting for some kind of attack, "I was born blind. Ever since I came here screaming and crying it was black. I got used to it, and when I got recruited it was useful."

"Useful?"

"People rely on it. It's a crutch, one they don't even realize they have till it's too late. A bright flash, a scary face, even a pair of keys thrown up in the air, and your eyes jump out at it. Isn't long, maybe it's just a second or two, but in my line of work a second or two's all it takes before you're on the floor spitting up your own blood."

"Now there's a picture." Sarcasm was easy. Did he make a lot of jokes before he lost his memory? "Guessing you won't fix my eyes then?"

"Make you even more useless than you already are. Mattie can break your mind just by looking into your eyes. People like me and Terri don't have that problem, and now neither do you." He turned to the side and said suddenly, "Let's go."

"Now? Wanna beat me again that badly?" Yeah, he was definitely a joker.

"Not training. Out." Stick stood back up and dropped the stick, "Some fresh air'll do you good. Maybe help make you less stupid."

"You know you calling me stupid doesn't actually do anything, right?" Peter said, "'Sides, I haven't been out of the church since..." Since he went to get that - _Bullseye's_ \- jacket. He'd been so out of it those days, moving only on instinct and whatever scraps of memory his brain managed to cling to. Even then he knew that what lay outside was hardly pleasant.

"What's wrong? Scared of the big bad world? Planning to hide behind the nun's skirt again?"

"Don't talk about Helen..." The old prick seemed to take some special glee in needling anyone he could. If he thought it was helpful then he must've lost more than just his eyes, "What the hell do you want to go outside for anyway? Planning to beat me in public?"

"Shut up and start walking."

"Right..." Peter rolled his eyes and took Bullseye's discarded jacket. If Stick had any issue with him wearing some bloodstained and damaged, he didn't mention it. He pulled up the hood from the gray sweatshirt underneath and wrapped the scarf around his mouth. Stick didn't mind him looking like 'a blundering idiot', to use his words, but he made sure to hammer in that he had to keep his face hidden outside of the backroom and the basement.

Dead men weren't supposed to be walking around.

The outside world, such as it was, was as nightmarish as he imagined. It was bad enough that every single bit of brick, wood and plastic in the church was covered in web-like veins, but it was another thing entirely when the entire sky was wrapped in it. He felt like a fly trapped in a giant spider web and that any second now the owner would come back for its meal.

He focused most of his attention on Stick. Even if he looked like a mannequin wrapped up in veins at least he knew he was just a bastard with too much time on his hands. The voice helped, "You alright there?"

"I'm fine..." A car rushed past them, the smoke and webs creating a grotesque sight. He needed to fix this soon before he went insane, "Any reason you dragged me out here besides to make me throw up?"

"You need to get used to how the world looks to you now."

"Thanks, 'master'."

"Hmm...take a seat on the bench there." He nudged his head to the left where, sure enough, there was a bench. Peter decided against arguing and left to wherever he wanted to go.

It was...difficult being out here. The church was quiet and the small room he spent his days in, while still grotesque, had a sense of familiarity to it thanks to exposure and Helen's presence. Here everything was loud. The buildings around them rose as giant, cracked walls and the scores of people were more like faceless, featureless mannequins than anything comforting.

"Amazing, isn't it?" Peter didn't say anything as Stick sat to his right, "All these people, millions of em, and not a single one has any clue what's under the cracks. The Beast's come so close to killing so many and the world just keeps spinning."

Stick handed something to him. It took Peter a second to realize he was looking at a cone full of ice cream. He almost said something sarcastic and dry about the confection being poisoned, but he bit his tongue, "Thanks..." He tried his best not too look at it and just focused on the taste. His other senses were fine, at least, so little pleasures weren't lost.

"You aren't the first one who's fought in this war," Stick continued, "Gotta admit, though, you've lasted longer than most. That big ogre gets tired of people eventually and he goes to find a new toy. You're the second person to come back."

"Second?"

"There was another person who came before you. You remember him as Moon Knight." He didn't, but he let Stick continue, "He fought just as hard you did, till the beast finally broke him down."

"What happened?"

"He was one of the few with someone on the outside for help." Someone on the outside...he was talking about the thing that brought Peter back, or at least something like it, "Beast couldn't kill the madman, least not without him coming back. So he went for something else." He made a noise that Peter couldn't decipher, "He got sloppy, got together with someone who gave him a little ball of insanity all for his own."

"Meaning?"

"He killed himself." Stick made a sound at the back of his throat, "All the Beast had to do was put a knife to the baby's throat and tell him that if he wanted her and the mom to keep kicking all he had to do was cut his own neck open. He did it, and when he came back he decided going after Mattie wasn't something he wanted anymore. Mad bastard could've ended it right there and he chose two people instead."

"That's what you got out of that? Hate to see what you do with your kids..."

"Never had any, never planned for it. Pointless, especially in this kind of life." Peter looked down at the melting ice cream, "He put his chips on you, kid, but you ended up being a disappointment too."

"Is that supposed to mean something to me?" Peter gave him a sideways look, "I don't remember much of what happened, and even if I did it wouldn't matter. You haven't won this 'war' last I checked, so be disappointed all you want. Till you do anything to prove you're any better than me I don't give a single fuck about your lectures and history lessons. Why are we here?"

To his credit, Stick didn't seem at all put off by the rebuttal, "Training's not good enough. I tried to train you like I did Mattie, Ellie and Terri, but your cheats are different. You weren't an agent, you were one of those...bleeding hearts who put on a mask and saved people. So let's do that."

"What are you talking about?"

"Pay attention. Can't be hard to find trouble in a place like this."

Peter wanted to tell him to screw off, but he knew what he was talking about. Ever since they'd gotten deep enough into the crowds he'd felt the thrumming at the back of his head. He wanted to believe that it was just the lingering effects of Stick's beatings. He wasn't that deluded, "So this was your plan? Fill me up with ice cream then send me out to get stabbed?"

"You're wasting time."

"...Fine." Peter sneered and tossed the cone into the ground. He knew where to go. He pushed his way through the crowds, the thrumming at the back of his head becoming more and more insistent. He'd heard stories of what Hell's Kitchen was like - the one piece of New York that refused to move on from the past. Stick blamed the state of the place on this demon he was training to fight. Personally, he figured the blame was more on the people than some supernatural monstrosity.

...He just might have been a cynic before getting buried.

The scene in front of him both new and all too familiar. A man on the ground, one hand raised up to plead, while another man stood and aimed a gun at his head. He had no idea what the situation was. Could've been a mugging gone wrong, could've been a man taking revenge for someone murdering his daughter. A smarter person would've made sure first.

Him, he just trusted that his headache was steering him right.

Peter charged the man and tackled him shoulder first, knocking the gun to the floor of the alley, "You fucking- more of your freak friends, huh?!" The man didn't seem surprised in the least by the interruption. He stood up pulled a knife from the inside of his jacket, "All you fucking Spider assholes! You think you can fuck with us, huh?!"

The attacker's strikes were slow and clumsy. Peter dodged the sharp blade and grabbed the man's outstretched arm. A quick blow to the elbow and the knife clattered to the floor, "Ahhh, you son of a-" Peter punched him in the face hard enough to knock him out cold. The lack of a face made it easier; like he was beating down a mannequin instead of a person.

Being in a fight - the danger, the risk, the consequences - was different from the sparring matches with Stick. Easier somehow.

"...You alright?" He turned and offered the injured man a hand. He was wearing a mask, the cloth flapping with every strained breath he took. Peter smelled the blood around his mouth and chest. Nothing fatal, thankfully.

"Y-Yeah..." He accepted the hand and pulled himself up. He was slightly taller than Peter, "Maybe I ain't cut out for the hero biz, huh?"

"Hero...you one of them people on the news with powers?"

"Me? Ha, no, not really. Just...a fan." He wiped the blood from his mouth, "You know Spider-Man?"

"Yeah...sort of." Thank God for the hood and scarf, "You tellin' me you're him?"

"Uh...guy's dead, so I don't think so." He was smiling, or at least Peter assumed so. Hard to tell with a mask, "See, Spider-Man did a lot for us here in the Kitchen. He had a bit of a fan following even before he died, but after, well...we decided to do our bit to pitch in, put on masks and continue the work, you know? News calls us Spider worshipers. We wanted to...'honor' him, I guess."

Right, well...he didn't know what to think about that, "By getting beat up in alleys?"

"Heh, yeah, guess this outing was a bust." He rubbed the back of his head and laughed. Odd, considering how close he was to getting shot, "I actually did pretty well before, but this guy snuck up on me and clocked me over the head. No amount of training can fix a cheapshot and a gun inches from your face."

"Guess not..." He picked up the gun and examined it. If the guy even had half a brain it wouldn't be registered anywhere, "Do me a favor, next time be more careful. A mask doesn't make you invincible or bulletproof. The real Spider-Man sure as hell wasn't..." He still had the scar on his abdomen from where the blade - _sharp, cold and long_ \- ran him through.

"I get it. But hey, you look like you can take care of yourself. You wanna join us? We meet up at warehouse 7 by pier 13, it's pretty close by. It's not illegal - we just try to do a neighborhood watch kinda thing...well, most of us do. A few others are a bit more into copying wholesale."

"Not really my scene, but...I'll think about it." Stick would've hated him drawing attention to himself. All the more reason to at least check on it, at least, "Stay safe..."

"John Jameson III, but John'll do." He took Peter's hand in a firm handshake.

"Ben Reilly." The name sounded familiar...hm, probably wasn't important if he couldn't remember it. The guy was barely out of sight before Stick walked down the opposite end of the alley, "Get what you want?"

"This was for you." He knelt and examined the knocked out thug, "Muscle memory ain't everything. A real fight gets the brain thinking again about what you do best."

"Hoping I'd pick up on something better to train with, huh?" He looked down at the gun, "Guess you weren't wrong. Enough with the staffs and escrima sticks, old man. I ain't a martial artist or one of your kung fu prodigies."

"Then what are you?"

"Someone who feels more at home with a gun on one hand and a knife on the other." He pocketed the gun and the knife from the floor, "You know how to fight, so I'm guessing you can teach me to fight with what I'm good at."

"Not much of a fan of weapons. Another crutch, easy to lose and then where'll you be?"

"...Point. Fine, let's compromise - I'll learn whatever you think is useful, but you also teach me what I want. Just don't treat me like a replacement for one of your old regrets. Deal?"

The old man actually smiled at that, even if it was wry and bitter, "Deal."

Both of them left the alley and Peter's sixth sense suddenly blared again. Not danger, something else. He looked up and saw her. She swung through the air on a long strand of web, her body covered in a costume made from a mix of black, white, pink and teal. She was saying something, but he couldn't make it out over the sound of car horns and the voices around him.

She looked normal. No webs, no body as featureless as porcelain. That more than anything made him pause.

He didn't notice the soft hit to his gut till it was too late, "Come on, kid. Now ain't the time for gawking."

"...That's Spider-Woman." He knew her...or, at least he knew he was supposed to know her. Some big name superhero beloved by the city, to hear the news tell it.

"Yeah. Gonna pine after her?"

"I...no." Peter shook his head. He had more important things to focus on, to worry about. Besides, he could focus on the names he knew for now. Lana, Murdock, Gwen...maybe Helen would tell him more about her if he asked. Speaking of, "...You mentioned I had a sister before." She attended his funeral, apparently. He wondered how Stick knew that since apparently he didn't.

"What about her?"

"I...I wanna meet her." Family...he couldn't remember any of them. Meeting would help, right?

"Not a good idea."

Stick started walking and Peter followed, "Why not? She's family, it can't hurt to try and make sure she knows something."

"Didn't realize you lost your brain on top o' your memory." Stick grunted, "I'll talk to Terri when I can. Just don't say I didn't warn you."

"Yeah, sure..." The guy was just trying to get under his skin again. How bad could his older sister be if she mourned him?

* * *

History class with Ms. Hassan. Great.

Lana sighed and took notes, only half paying attention. They'd finally left ancient greece and now they were on the wild west talking about outlaw gangs. She blew a breath through her nose. Who the fuck cared about Arthur Morgan and his merry band of selfish pricks? Wasn't like there weren't criminals outside they could pay attention to instead.

And it wasn't like anyone else was paying attention either. At least weren't looking at her anymore, which was the only thing she was thankful for. Those first few days after Pete's death half the people looked at her like her newly born puppy just died and the other half wanted to know exact details, as if Spider-Woman gave her a fucking blow by blow of what it was like for her best friend to die in her arms.

She hadn't really talked to anyone else in days. Kamala, Sue, Gabe and even fucking Hart tried, but she shut them out. What the fuck was she supposed to say? 'Thanks for your practiced lines about how much my life sucks right now'? No, better they didn't become her punching bags. Not even Hart deserved that, especially considering she didn't even try to ask for an interview.

The bell rang, signaling the end of the day. Lana packed her books and tried not to frown when Gabe walked towards her, "Hey, Lana..." he said softly. Guy was an awkward little shit. She found it both endearing and really fucking annoying, "We were gonna hang out after school at the 70's diner. Wanna come with?"

"Nah, I got my job." She opened her pack to show off her costume, "Next time, yeah?"

"Uh...sure."

Yeah...so far she'd passed five next times. Good thing Gabe was too much of a beta to call her on it.

She still put on the costume, and she never heard so much as a peep from her 'teammates' after Pete died, which William was super fucking happy about. Now she was just a solo Superhero. She didn't mind too much; it gave her an excuse to beat the shit out of people like it was a fucked up therapy session and they were the stress dolls.

She pushed herself up to the nearest rooftop and, after making sure no one was around, changed into the costume. Her mind wandered. Spider-Gwen was swinging around again, but Lana didn't try to call her. She was still alive, so she could do whatever the fuck she wanted.

The real person she was worried about was Winters. She put out that exposé on all of that bastard Murdock's dirty laundry a week ago and so far no one had seen her. She tried to call her phone and even asked around the Bugle, but it was the same either way: she was MIA ever since the dirt hit the net and she painted the biggest fucking target on her back as a result.

Lana was also kinda disappointed that daddy dearest actually was telling the truth of only getting some early, very much legal deals from the blind prick. Shame.

She put the mask on her face and made for the Kitchen. It was the easiest to find scumbags and she could be at least 70% sure that all of them deserved whatever they had coming to them. The last 30% were just people trying to survive, but they were assholes all the same. She and her mom never killed people for the twenty bucks in their wallet, so those assholes didn't get a free pass either.

She just hoped she wouldn't run into Pete's fanclub. Pricks were more damsels than badasses.

She moved on autopilot, rushing from one crime to next before the poor bastards being victimized could even say 'thank you'. Probably for the best; about half of them would probably say 'fuck you' cause she was a freak and last she checked being a dickhead wasn't grounds for taking an explosion to the face.

The sun was down by the time she finished. Lana dropped onto a side alley and panted, hands holding herself up against the wall, "Shit..." She looked down at her right shoulder and puckered her lips in distaste at the fresh line of blood on the pale skin. She got careless, didn't see the guy switchblade before it was too late, "Hope this doesn't scar." She tapped the (hopefully) shallow cut and hissed. Looked worse than it did, she knew that from experience.

Thank fuck she brought a tanktop. She took of her costume and put on the tank and shorts, "Shit. Sorry, Lily." She ripped off the sleeve of the shirt and tied it around her shoulder as a makeshift bandage. Crude, but it would do the job. At least in the Kitchen no one would look twice at a banged up teenager. If she was lucky they might not even think she was an underage hooker.

Lana was barely out of the alley before a barking came up by her feet. She looked down and blinked when Spider-Pug looked back up at her unblinkingly, "SP?" She knelt down and petted him, "Where the hell've you been?" He disappeared a day after Pete died. She didn't worry too much; he always found his way back eventually.

He nuzzled her palm before suddenly taking off, "...Huh." She found herself wandering through the Kitchen after him. The pug turned back to look at her if she slowed, which made it obvious he was expecting her to follow. She didn't mind. Going home to Lily's felt wrong, and she wasn't dumb enough to sneak into Peter's old crappy apartment now that the landlord was getting wise to the fact that Bullseye wasn't coming back.

Besides, there wasn't any point without him there.

"Lana?"

Her head snapped to the source of the voice and she saw sister Maggie. It was only when she looked around her that she realized she was close to Martin's old church again, "Hey, sister..." She looked to SP's last spot and found him missing. Fucking typical.

"You're hurt." She looked at the bloodstained cloth worriedly.

"It's worse than it looks," she said automatically. It was what she always said when dealing with her mom's worried prodding.

"Still, it won't do to leave it dirty. Come inside and I can patch it up."

"You don't have to-"

"I insist."

"...Sure." She was tired of arguing. Lana followed the nun inside and suppressed the frown that threatened to come out. The last time she came here it was after that fucker Carter shot her mom up and Pete...

"It's just over here."

Maggie led her to a side room that looked marginally less shitty compared to everywhere else, "I'll get some tea going so we can have a drink after we patch up that cut. Green tea good?"

"Sure."

Lana gingerly drank the sweet drink as Maggie cleaned the cut. She was right; it looked worse than it was, "You don't seem that surprised at being injured," Maggie said, face still focused on the cut, "Wound like this doesn't look like something you get from tripping."

"We're in the Kitchen, sister. If you're still surprised about that then you don't belong here."

"Perhaps." She wrapped a (proper) bandage around it, "Are you feeling better?"

Again she found it easier to talk to a stranger, "...Not really. I'm not screaming or crying anymore, but that doesn't mean much." She finished off the tea and coughed. Pete always took his drinks bitter and she'd picked up on the habit. Well, that and the underage drinking, cause apparently that was better than underage smoking somehow. Spider-Gwen and her morals struck again.

"You have my sympathies." Maggie tapped the top of the bandage and nodded, "The cut should heal in a short while."

"Thanks, doc." She moved her arm experimentally, "Do a lot of patch ups?"

"At times. When I was younger I helped my husband out after his matches. Nowadays I use it to help anyone who needs medical attention and are too disadvantaged to afford professional treatment." Her expression turned somber, "There are far too many in need here, and ever since Father Martin passed..."

"Yeah, I know." Lana didn't bother elaborating.

The short-lived conversation was interrupted by something crashing in another room, "Oh no..." Maggie stood and frowned.

"What's wrong?"

"It's our guest." She packed up the first aid kit and and the teacup, "He's gotten far better than when he first appeared, but sometimes he has relapses. Dreams, I think. Traumatic memories resurface most when we least expect it. Please, leave through the front door."

"...Sure." She waited till Maggie was gone before she stood. It was a nice distraction, at least, "Maybe I should've went with Gabe..." She pushed open the door and wasn't even surprised when Spider-Pug was there again, "You got a shitty way of disappearing, you know that?" She rolled her eyes when he gnawed on the surface of her sneakers and tried to drag her where Maggie went.

She wanted to leave, but she always had a soft spot for the little chub ball, "...Fine, but this is the last time." She made her way to the back room and stopped when the sound of shattering glass reached her ears. Whoever this guest was he was violent.

Lana pushed open the door and peeked inside. The room was dimly lit, but it was easy enough to see inside. Sister Maggie was there along with a blonde nun she vaguely recognized. She turned her gaze to the other end of the room and stiffened, her breath catching in her throat. His eyes were wide with panic, but she recognized him easily, "Peter..." It was impossible. Peter was _dead_ , she watched his body get put six feet under herself. It wasn't...

"Peter, it's alright! It's alright!" The blonde said. She raised both hands and stepped closer before another plate crashed against the ground, "No one's going to hurt you! It's alright!"

"Bullseye..." He didn't sound angry. Panicked, maybe. The name caused her to gulp nervously, "He's...He's dead...he died to..."

That was enough for her. Lana kicked the door open and rushed into the room, both hands aimed at the two nuns, "Back off!" She felt scummy - threatening fucking nuns tended to do that to you - but she clamped it down. Peter, if it even was him, was in danger and she couldn't just ignore that, "I said back off him now!"

"Lana! What are you-"

"Not asking again!" She screamed, cutting off sister Maggie's question, "Back off before I blow you to kingdom come!"

"You don't understand!" The blonde nun said. From behind her Peter(?) fell on his knees, hands clutching his head, "We're helping him! His...His memories are fractured, and he has episodes. We're not..."

She was almost tempted to disregard the nun's pleading entirely till Spider-Pug suddenly charged into the room and stood in front of her, growling. Lana's brows furrowed and she lowered her hands, "...You trust em?" The puppy barked and walked around in a circle. She had no idea what that meant, but she was going to take that as a yes, "Shit...I can't believe I'm doing this."

Lana let out a held breath and willed away the rings of light. Both Maggie and the blonde sighed in relief and the latter walked past her to kneel by Peter's side, "Peter, it's okay now. No one's going to hurt you here."

"No one..." It sounded like him. Rougher, definitely, but still recognizable, "I..."

"The episode should pass soon," Maggie said, "I didn't expect the most traumatic memories to return first. We can at least take comfort that this is the worst it will ever be."

"What the fuck is going?!" Lana screamed, "How's..." She looked down at Peter again, eyes lingering on the tattoo at his left wrist. It was definitely his. She'd badgered him for days to get a friend of hers to do a custom job. First and only one of its kind, she said, "How is here? He's supposed to be..."

"Dead?" The blonde asked. Looking closer, Lana was damn sure she'd seen her somewhere before, "Yeah, he is. And so am I. But we're here now and we're trying to..." She paused, considering her words, "It's hard to explain. All that I can say is he's safe here."

"Safe..." Even the word felt alien. Shaking away the feeling, Lana knelt next to the nun and looked Peter in the eyes, ignoring the damage to his eyes. She didn't care about the how or why. He was alive, that was all that mattered, "Pete, you alright?" He looked for better than he did just a minute ago. Gone was the blind panic and fear, replaced by an exhaustion she knew all too well.

His next words felt like complete slap in the face.

"Who...are you?"

She sucked in a surprised breath, words catching in her throat, "Wh-What?"

"He doesn't remember much," Maggie said from behind her, "We're trying to help him regain his memory, but so far it's been...slow going."

"What the fuck do you mean he doesn't remember?!"

"Exactly what Maggie said," the blonde replied, "It's only a matter of time till he remembers..."

Lana didn't like the uncertainty in her tone. Gritting her teeth, she looked Peter in the eyes, "Pete, it's me! Lana!" He blinked slowly, eyes still blank, "God damn it, don't tell me you forgot about me!" She grabbed his left wrist and tugged it up, "Remember this? I had to needle you for a fucking week before you agreed and you bitched the entire time you were getting it! You...You..."

She was crying now, and she was too damn exhausted to clamp it down.

Peter blinked slowly and his eyes became a tad clearer, "Lana..." He shut his eyes and groaned softly, "I remember the name...but nothing else."

"No..." This couldn't be how it was. Coming back from the dead only to forget everyone? Forget her? It was sick, twisted joke, "Fuck...this isn't happening. Not like this."

The nun gave her a pitying look, "I'm sorry." She squeezed her shoulder. Lana took some small comfort in the gesture, "He'll remember. It might take a while, but he will." She sounded less uncertain now.

"Yeah." Peter stood up shakily and offered Lana a hand, which she reluctantly accepted, "...We were friends, weren't we?"

"More than that." She didn't know how to describe it. Like brother and sister? That was how it must've seemed, but she didn't like to think about that considering how she felt about him, "You sure you don't remember anything?"

"Nothing but your name, sorry." He sat down at the bed, "You, Murdock, Bullseye, Gwen...I remember those four." She felt a painful stab in her chest at the last two. Bullseye was dead, sacrificed himself to save him, and Gwen...she didn't like to think about it. It was hard enough when he wasn't an amnesiac.

"Are you okay now?" The nun asked.

"Yeah...sorry, Helen. I remembered Bullseye being killed by that blind bastard and it..." He sighed, "I'm okay. Maggie said the worst is over."

"Right." 'Helen' looked between him and Lana, "I assume you want to stay?"

"Yeah...that'd be nice," Lana mumbled.

Both Helen and Maggie left the room, leaving just her, Peter and SP in the room. The pug whined softly and nudged Lana's foot, pushing her towards him. It took her a few seconds to muster enough courage to sit next to him, "How...How long have you been..."

"Alive? A little over a week ago." He looked down at the ground.

"Can you see?" The scars and the clear color made the answer obvious, but she still felt compelled to ask.

"Sort of. Everything looks...distorted. I know you're there, but I can't see your face. You look like a mannequin with veins." She cringed. That must've been unpleasant, "I'm sorry I don't remember you. For a while there I couldn't even remember my own name."

"It's alright. I'm just glad you're alive." A lie. She wanted - _needed_ \- him to remember her again. He was one of the few people who gave a shit about her, who understood what they all went through. Kamala and Sue didn't know what it was like to have her mom shot in front of her, "Just...promise that you won't die again, Pete. I lost you once already, I don't wanna do it again."

He didn't say anything. Lana closed her eyes and lay her head against his left shoulder. For a second she thought he would push her off. Instead he did the same, his cheek resting at the side of her head. For now, it was enough.

* * *

 **Well, that's Lana and Noir reunited. Still doesn't remember her, but he seems stabilized now that the worst of his memories have passed. Now we just have to deal with Gwen, Cindy and the rest of the Defenders. Least we can be sure the surviving Defenders will take it pretty well given all they've been through/not really giving a crap about Peter as a person.**

 **Like I said before, I'll leave the training mostly off-screen since I want to avoid having a training montage. Hopefully that's fine for the readers.**

 **Note - the Spider Worshipers were based on the Devil Worshipers in the MCU, a group apparently inspired by Daredevil to vigilantism. Sadly, outside of one mention in an early episode they're never referenced again. Odd.**

 **Questions:**

 **1\. Just curious about something. Before the Gwen/Noir shipping reached critical mass, my original planned pairing was Noir/Norah. Well, I say pairing, but in practice they were more 'close friends with benefits'. There were hints of this during the Jack arc like when Norah kissed Noir before leaving and Noir dropping everything to go help her investigate.**

 **Went nowhere, but I wonder if people would like it, especially given how popular vigilante/journalist partnerships seem to be in media. Just take a look at PS4 Spidey and MJ. Also would've made Norah's teary reaction to his death more justified than it currently is.**

 **2\. Speaking of partnerships, I wonder if people would've preferred if Spider-Man and Shadowcat never had that plot point where they had romantic feelings for each other and just remained partners in crime. Note this would likely also mean Laura not being adopted by the both of them to keep the theme of partnership intact. Laura makes them a family unit, romance or no.**

 **NickaDiny - ...Wasn't that long.**

 **Brave2000 - He's not gonna be a kung fu master like Iron Fist, but he does improve.**

 **NeverendingZero - Murdock'll probably be happy that his boyfriend's back. Moon's brother did provide a decent distraction, yes, though he lost the house...**

 **ArkT - Laura being present is similar to Madripoor - no one invited her, but she refuses to leave. It's not like they can leave her since she can track Spider-Man down regardless.**

 **Usernamesarebullshit - MJ's main flaw is her desire for fame, but so far it hasn't caused her to harm her friends, so I don't count it as immature. And yeesh, someone doesn't like Teresa.**

 **DigitalEmperor0001 - I did introduce Danny and Ketch before, but they weren't repeat characters like Teresa. Besides, there's not much introduction needed besides 'they can help fight Matt'.**

 **emaN - Toxin would require someone making a new symbiote or either Gwen or MJ giving birth to a new one.**

 **Guest3924 - Teresa could fulfill the brother-sister team-up trope we're sorely lacking :P As for Iron Fist, him not meshing well with the team has its own brand of comedy since you have five anti-heroes and then suddenly Mr. Kung Fu Honor Guy busts in.**

 **Matton - Lot of binge readers recently, wonder why. As for Carnage, we'll see. BTW, symbiotes are usually referred to as 'it' since they take the genders of their hosts.**

 **GRim the MAVERICK - Runaways are referred to in V2, no on Luke Cage, and Cloak and Dagger play a role in the Roxxon arc in V2.**

 **Guest 1 - Another binge reader. Been getitng those a lot.**

 **Guest 2 - Thanks, that's flattering :) I'm more hoping for a tvtropes page myself, but we can all dream.**


	141. Teenagers are not good heroes

**Three days to Spider-Verse for me :D To celebrate, I decided to write a chapter. Writing's been going slower for me - this chapter took three days because I was being so damn lazy :/ On the bright side, this'll be the last of the exposition and 'training' chapters. Next chapter will have us finally make some progress into dealing with Murdock and Moon.**

 **I'm planning to update Two Spiders on a Web after this. Really need to stop going all in on this fic.**

 **On a side note, what is it with the amount of binge readers I've been getting lately? Has Spider-Verse just gotten people hyped up for Noir and Gwen?**

* * *

Being back on patrol was odd after so much time underground. Gwen swung over a nearby office building and used a nearby flagpole to propel herself higher. She would've been lying if she said she didn't miss it. Besides saving people, being Spider-Woman gave her a feeling of freedom that she couldn't get anywhere else, not even on the sage with the rest of her bandmates. It was true even after people accused her of murdering her best friend.

"Gwen, you there?" Cindy voice said through the earpiece.

"I'm here." She hung on the side of a building, two fingers tapping the earpiece at her left side. New addition. Thankfully they didn't graft it inside like they did with Cindy, "Anything?"

"Yeah, SHIELD got a hit on weirdos in mask hitting up a warehouse with fragile chemicals. Camera footage is pretty clear." A picture appeared through her lens. Definitely S.I.L.K agents, "Need any backup?"

"No, I'm good for now."

"Sure. I'll be close by in case you need anything."

Gwen released another line of webbing and swung again. It'd been...a month now, she guessed, a month since their days had been spent attacking any and all traces of S.I.L.K activity. S.H.I.E.L.D helped a lot, despite her reservations about them. They couldn't mobilize agents for every little thing - didn't want to cause a panic, Hill said - but they didn't need to now that Gwen and the others were willing to pick up the slack.

Turned out she didn't need to do anything. By the time she got there Spider-Man was already there and the S.I.L.K agents, all dozen of them, were on the ground in various states of knocked the hell out, "Hey..." She landed on the ground and cringed at the agent lying down on a puddle of blood and teeth. Still breathing, but he wouldn't be making any open mouth pictures any time.

"Spider-Woman." He let go of the last agent and let him fall to the ground. His knuckles were covered in blood, "What are you doing here?"

"I could ask you the same thing. Spinerette told me about this place. I didn't call dibs or anything, but..."

"It's an open channel. If you want to get to these bastards first then be faster."

Oof, cold. Gwen followed him outside to the nearest abandoned rooftop. Despite 'working together' for weeks they'd shared maybe three words weekly, and that was if she was lucky. Most of the time he didn't even go to the safehouses they were assigned which, fine, it was his business, but not when he was leaving Laura alone without her dad(?). Girl didn't even say anything if he wasn't around.

"Hey." He stopped and looked back at her, the mask giving the appearance of a cold, unfeeling glare. It was eerie just how close she and Peter appeared...and how different. There were definitely similarities, but there was something there she couldn't place. It reminder her of meeting him all those months ago in that back alley after he'd saved that kid. If only she knew then how much crazier her life would become...

"What?" His voice was rougher than Peter's, more natural. Peter tried to put a growl to his voice that he'd eventually replaced with voice synthesizers. Spider-Man sounded like someone who'd been through all five years of screaming.

"You going back to the safehouse?"

"No."

He turned away and began to walk. Gwen moved automatically, "Hey, wait-" She grabbed his wrist and he immediately pulled it away like he'd been burned. It was a jarring reminder that she hadn't gotten her strength back just yet, "You-"

"Don't touch me." She actually shrunk back when she saw the narrowed eyes beneath his goggles. _That_ was far too familiar, "I ain't him, Stacy."

"What are you talking about?"

"I ain't your replacement Parker."

Gwen's hands clenched and Webster whispered, **'Calm down, Gwen.'** There was a warmth on her stomach and shoulders. It helped, but not by much, **'He's not the bad guy.'**

 _'Sure about that?'_ Her snarl was hidden by her mask, "I'm not...treating you like replacement," she said slowly.

"Aren't you?" He asked back, a mocking lilt to his voice. She wanted to punch him in the face, "No, I get it. I read up on you. Best friend accidentally killed and you treated Parker like he was the next best thing." Her hands started to shake. _He isn't wrong_ , the the traitorous voice hissed at the back of her mind, "Well I'm not going to play ball just cause you lost your friend twice. I can actually save Kat, not like how you couldn't save him-"

He didn't see the punch coming. Spider-Man stumbled back from the force of the blow and held his bleeding lip. It was an all-too familiar scene, except this time she didn't feel a shred of guilt.

"...You're right. I fucked up and because of it Peter's dead. You're right." She laughed, soft and bitter, "You know, I was going to ask you back because Laura's been _alone_ ever since you started doing this. She won't talk to me or anyone else and she stays up all night waiting for you. But hey, I guess you don't give a shit about that, right? No, easier to get drunk and have Cin waste time picking you up when you pass out in some alley or condemned building."

"...You don't know anything."

"You think I don't know what it's like to have someone I care about taken from me? To feel helpless because I can't do anything?" She glared up at him, ignoring the prick of tears at the side of her eyes, "I know that feeling more than I could ever want. I know you're hurting, and I'm not saying you should pretend nothing's wrong, but for fuck's sake there's someone else here who cares about you! Are you gonna pretend she doesn't exist because a bottle's easier company?"

She turned and swung away before he could respond. Maybe he'd tell her she was right, maybe he'd tell her she could go fuck herself. Didn't matter. She was tired, tired of beating down S.I.L.K patrols so S.H.I.E.L.D could take them for interrogations that went nowhere. It was frustrating waiting for the big information payday that never came.

Especially since it didn't change anything.

She landed on a high rooftop and took off her mask, breaths coming out in frustrated pants, "Fuck..." She punched the wall and cracked the surface. She'd thrown herself into fighting Moon. For revenge, for justice, for whatever reason she could conjure up to make her forget that she still hadn't done anything about Murdock. Teresa told her to stay out of it. Was she really supposed to just wait for weeks, months, years until that bastard got his just deserts?

 **'Gwen...'**

"Not now, Webster..." She sat with her back against the wall, knees tucked into her chest as the sun set. She was exhausted. It'd been weeks since she saw her father last, since they were taken out of New York with Ben and May to another SHIELD branch for their own safety. Jessica wanted to stay and help, but she'd be damned if she would let her when the bump was just showing. She wanted someone to go back to.

Day eventually made way for night and she mustered enough energy to stand, "Ugh..." She put on her mask and leaned across the railing, looking down at the brightly lit streets below. She still saved people whenever she had the time, but there was something different about it now. Too many people were curious. What happened to the Avengers? Who was the villain that beat you?

Who's that new Spider-Man?

She jumped. The inverted view was oddly calming, as was the sight of the rushing ground. She waited till she was a scant 50 feet from impact before swinging again into the direction of the safehouse. They changed places weekly; the best way to avoid being tracked, or so Cindy said. Right now they were at a place on Midtown, pretty close to Hell's Kitchen. Wasn't the best spot, but considering Murdock disappeared more than a couple of weeks ago they figured he had more problems.

Besides, if he really wanted them dead it wouldn't matter where they hid.

Gwen landed in the alley and, after waiting to see if her spider-sense would blare, quickly shifted back into a casual outfit. Most likely it'd just be Laura alone there again. MJ and Cindy stayed sometimes, but there was nothing they could do for her, "Fucking Spider-Man..." She pressed the card against the reader and input the ten digit code. Tedious as all hell, but at least it meant they had a pretty good line of defense for anyone who came knocking.

Her expression brightened as soon as she saw the flash of purple. Kate sat on the couch and winked up at her, "Kate!" The older woman grinned and accepted the hug Gwen gave her, "I thought you were still..."

"Nah, fully healed." She stepped back and twisted her left arm, "Clean bill of health from the doc to go and help you guys."

"We're done for the day, but it'll be nice to have you here." She looked around quickly, "Seen MJ?"

"She went out to get some food. She'll be back."

She did come back a few minutes later, and both Cindy and Spider-Man were with her. Their eyes met briefly and Spider-Man quickly looked away. She tried not too feel too guilty at the sight of his still-healing lip.

Before anyone could say anything Laura padded out of the room and threw herself at him, "Laura..." He raised a hand and let it hang at the air awkwardly. Laura didn't care. She pressed her face against his side and embraced him tightly. Gwen couldn't blame her. It'd been weeks since she'd seen him, weeks since she didn't have to worry that he wasn't face down in some alley because got overwhelmed or drank too much.

Laura looked up at him and frowned, "You're injured."

"Yeah...got careless." He smiled down at her gently, "Sorry for making you worry."

They gathered around the table and dug into the takeout. Despite everything, she found the small touch of camaraderie comforting. Better than being trapped in the S.H.I.E.L.D facility, at least. Kate's presence helped. The archer grinned and chatted up everyone on the table as best she could, adding a sense of cheer that'd been sorely lacking since they started this messed up crusade.

Gwen's eyes focused on the silver circle around MJ's neck. At first glance it looked like nothing more than a thin choker, but the button at Cindy's 'bracelet' was an all too sobering reminder. A collar. MJ insisted she could help and Cindy finally managed to argue her case on that condition. One press and she'd be shocked like a disobedient dog, and enough presses and her head went pop. It was either that or she stayed in the cell for the next few months.

The only comfort Gwen had was that she could trust Cindy to hold the remote. Better than that bitch Hill, at least.

"What's up, Gwencent?" MJ asked.

"Ah...nothing..." She looked down at her noodles again. They'd already had their arguments about it and she didn't want to dig it up again, "So, um...how are Gayle and your mom?"

"They're fine. Worried I didn't check in for a while there, but hey." She shrugged with one shoulder, "They're safe. Cindy's evil twin doesn't know who I am."

"Alistair didn't get to tell her everything before we caught him." Cindy frowned. Among all of them she'd been one of the most frustrated to find out just how fragile S.H.I.E.L.D's secrets were, "Got a report from Daisy. Interrogation's a bust, no surprise. Moon doesn't tell her toadies _anything_. I hate to admit it, but I don't think we're going to get anywhere like this."

A heavy silence settled over the group. They'd steadily been losing hope ever since since the first couple of weeks. Still, to hear it so bluntly said... "We have to do something," Gwen said eventually, "Moon couldn't have been _that_ much of a control freak. She had to have talked to someone."

Spider-Man suddenly cursed under his breath. All eyes turned to him as Laura held his hand and looked up at him with worried eyes, "Peter...?"

"...She would've told Octavius," he said softly, "He was one of her scientists. He must know something. If not her base then her partners, the people she's in bed with...he can give us a lead."

"Guessing there's a but in there," Kate said.

"He's not gonna give it up for free," Cindy said, "We can't just threaten to kill him, he'll know we need him alive for that info...so he's gonna want something in exchange." She bit her lower lip, "Most likely it's gonna be a plea bargain. He gives up his info and he gets away with indefinite house arrest. S.H.I.E.L.D's made more than a few deals like that with H.Y.D.R.A turncoats."

"Meaning he doesn't get to pay for what he's done, all the people he's killed." He looked down at Laura briefly, "He worked in Weapon X, not to mention everything he's done to dozens...hundreds of innocent people. He doesn't deserve to walk."

"But what other choice do we have?" Cindy asked, "We can keep going like this and hope for a miracle or we can extend the olive branch. I guess...I guess you have to decide what's more important to you."

 _Shadowcat or Octavius_ , she didn't say.

He looked down at Laura again, and it was clear in his eyes just how torn he was. He turned away and let out a slow breath, "...Fine, we'll talk to him." His hands shook and Laura squeezed them again, "...Tomorrow. I need to calm down, to...keep my head on clear. If we go now I can't be sure I won't just snap that bastard's neck."

"Yeah. I need to talk to Daisy anyway, have her set it up."

Dinner ended on that awkward note. Gwen tossed and turned in her bed, unable to sleep. All she could think of now was what would come tomorrow. If Spider-Man could swallow his all too justified hate and got the information, what then? They couldn't beat Moon so far with all of the Avengers and now they lost half of them. Would the second go be any better than the last?

 **'Gwen, you need to rest.'**

 _'I can't,'_ She sat up and sighed, rubbing both hands through her face. The spiders in her stomach were getting worse, _'How are we going to beat her, Webster? When I did it the first time we outnumbered her 5 to 1 and I still had all of you with me. How are we supposed to win now that she has the rest of you?'_

 **'She might have taken it, but she does not know how to control it. Not like you or I.'** Her right hand was covered in a thick, dark glove, **'We can work together, use our knowledge to defeat her. Trust me.'**

 _'You know I do.'_ She sighed again and stood up. She couldn't go to sleep like this. Everything inside her itched to go on patrol, but she clamped it down. Cindy was adamant that they keep the superheroing to a minimum. The last thing they needed was getting caught without backup again.

Nothing said she couldn't go for a walk, though.

She let Webster change into a pair of shorts, sneakers and a jean jacket and walked outside. Everyone else was asleep, though she made sure to take her phone with her. She'd just take a walk for an hour or two then go back. No sense in worrying everyone else.

Of course, it was just her luck to run into something barely ten minutes out.

It was hard to describe. There was definitely a mugger (or rapist...) and definitely a victim, but the person between them could've been anything. A big guy, and the dark leather jacket only added to that. What really grabbed her attention was the mask. If it was just another masked vigilante she would've let it go. The fact that the mask was a poorly made Spider-Man replica from some cheap knockoff store made her stop.

She hid behind a dumpster - _don't touch anything, don't touch anything, don't touch anything_ \- and shifted into her costume just in time to see the big guy beat the would-be criminal down into the ground. The smaller man stood up suddenly and ran, "Yeah, you better run!" The Spider-Man impostor screamed, "I see you around here again you'll get worse than a busted nose!" He turned to the victim, "You alright?"

"Y-Yeah...thank you." She nodded shakily.

Gwen felt distinctly out of place. She took a step close and coughed.

The big guy turned to her and put up his fists till he saw who she was, "Holy shit, Spider-Woman? Or are you someone else in a costume?"

"No, pretty sure it's me." She stuck herself to the wall by her right hand and pulled herself up. The woman gaped till Gwen put herself back down, "Uh...hate to sound so clueless, but could you explain...all this?"

"Huh? Oh, you mean the mask." Without any further fanfare he took the mask off. Guy must've been in his 30's, if the beard and everything else was any indication, "Just, uh, doing my part."

"Sure, but why that mask? Or is it just a coincidence?" Please God let it just be a coincidence.

"Well, we're...we're fans, I guess. Ever since Spider-Man...you know, some of us thought we could pick up the slack. Do our bit for New York. We figured it'd be the best way to...I dunno, honor him?"

She was speechless. Gwen opened her mouth, but no words came. She'd heard some mumbling on the news about the so-called Spider-Worshippers, but she assumed it was just a bunch of kids playing dress-up. At worst it'd be a passing fad till people found something else to prop up as a cause. Seeing this grown man putting on a mask to save a woman from being attacked in some back alley was...

"You have to stop this."

The older man blinked, "Wh-What do you-"

"This isn't a game!" Gwen hissed, eyes narrowed, "I...I know you and everyone else just want to help, but-"

"H-He helped me!" The girl piped up. Looking closer, it was uncomfortably clear just how young she was. She looked maybe 17, and that was stretching generously.

"Still..."

"I...I guess you'd be worried, considering what happened to-" Her eyes narrowed further, "But hey, if you really want us to stop then it's not me you gotta talk to! We're having a meeting at the usual place. If you really wanna say your piece then you could come with."

"Sure...lead the way."

* * *

Seeing two hot, older shirtless guys fighting, one of whom was her crush, would've been a dream come true for most teenage girls.

Lana wasn't most teenage girls.

Sure, she could appreciate it, but all she could think about was everything else going on. How much more training did Peter need? Why would this next next attempt be better than the last one? How long till they called the rest of their fucked up group for the reunion?

 _Why didn't he remember her yet?_

Lana cringed as Rand smacked his palm right at Peter's face. The teenager crashed flat on his back and rubbed his jaw, "...Nice hit." Rand smiled and offered him a hand, which Peter accepted. The guy was nice...way too fucking nice, actually. Hard to believe he was friends with that bitch Teresa, "You're still holding back, Rand. Thought Stick said-"

"I'm not Stick." He made his way to the other side of the mat again and put up both hands, "Come on, you're getting better. Just a little more."

Lana watched the two exchange blows, arms wrapped around her knees. She spent most of her days after school here and her friends were getting suspicious. It was one thing to go out heroing, it was another to just disappear till the next day as soon as school ended. They probably thought she was getting high or some shit. Probably would've been less hard to explain than watching her resurrected crush learn karate and gun-fu from a billionaire.

Peter ducked the next blow and hit Rand square in the gut. Rich boy flinched at the hit and Peter grabbed his arm, twisted and pinned him on the ground, "Say uncle." He pressed the back of the (unloaded) gun at the back of his head.

"Alright, uncle!" Danny smiled and accepted the hand Pete offered him, "Hmm, you're getting better. I'm not so good with guns myself. Orson might've been a better teacher."

"You were decent enough." Pete grinned. He did that a lot more than he did before, "So, what else we got?"

"You seem pretty set for now. I'll come back tomorrow for another sparring session and then you can go back to Stick."

"Great..."

Rand left while Peter toweled off and drank some water. Lana wasn't (too) ashamed to admit she stared and felt more than a little disappointed when he put a shirt on again, "Nice job." She tossed him a subway sandiwch and scoot over so they could sit side-by-side. It was the normal routine they'd had for the past month and she didn't really feel like changing it.

...Though she _really_ would've liked if he got his memory of her back. He remembered Klepto Hannah, for fuck's sake.

Spider-Pug trudged into the room and scratched at her ankles. Lana smiled and put him on her lap, which he immediately took as a cue to lie down and begin sleeping, "You're really lucky SP found you." And that he didn't bring someone else to this little pow wow. Castle would've dragged him out of here and shoved him to the closest Kingpin racket, "So...any progress?"

"No, sorry." He shook his head, "I remember more and more every day, but some things just...keep pulling every time I seem like I'm close to remembering."

"Yeah...well, you'll get it soon." She'd been saying the same fucking thing for 4 weeks now. At this point she was sure the Spider-God or whoever it was was just fucking with her, "Least you're not as emo as you were back then?"

"Was I...really that bad?"

"You better fucking believe it." She snorted, "I mean you didn't cut yourself or listen to Linkin Park or shit like that, but damn could you be a fucking downer. Really did feel like you stepped out of one of those Malt Eagle films."

"You're exaggerating."

"Oh really? 'Leave me alone, Lana! I'm Spider-Man and I have no friends! I have to be alone because I'm dark and broody and shit!'" she said, lowering her voice to an exaggerated baritone. Peter looked torn between retorting and laughing his ass off, "'Oh, I can't go out to the arcade right now! I'm too busy smoldering in the corner and thinking about my next monologue!'"

"Alright, you made your point!" Peter laughed, "If I was that depressing, I find it hard to believe you'd stick around for so long."

"Well, you had your uses." She grinned back.

"I'm sure I did." His next words came out in the same exaggerated baritone, "'Wherever I go the wind follows. And the wind? It smells like _rain_."

"What are you-"

"Sometimes I let matches burn down to my fingertips just so to feel something, _anything_."

She giggled, "Quit it!"

"I have to close off my feelings so I can live with the moral ambiguity of my violent actions!"

She broke down into a fit of giggling laughter. It wasn't funny - far from it, actually - but seeing him without the threat of Murdock or Jack-o-Lantern or anyone else hanging over his head was an all too rare sight that she didn't care. Peter laughed alongside her, looking younger and happier than she'd ever seen him before. For a second she thought it'd almost be worth it for him to never remember if he stayed like that.

"...Hey, Lana?"

"Hm?"

"What were we, before I forgot?" They looked at each other's eyes. It still weirded her out somewhat when she saw the milky irises, "You said we were more than friends and you keep coming here even if I still don't remember you."

"I...well that's..." What could she say? All she'd told him was that he'd saved her and her mom without much details beyond that. Something told her that telling the amnesiac about the religious nutjob serial killer wouldn't be a good idea, "Wh-What do you mean?"

"That's, this is hard to say..." He scratched the back of his head and blushed, "I mean were we... _more_ than friends?"

 _...Oh_. Lana opened her mouth but no words came. What was she supposed to say to _that_? She knew what she _wanted_ to say, "We were..." She looked down at the sleeping puppy on her lap. This what she'd wanted for months. A chance to tell him how she felt without being under Spider-Woman's shadow, "I..." God, just say something! Anything, "I...I love you."

Peter's eyes widened, "You-"

"But!" she said quickly, already regretting her next choice of words, "We weren't together. I...I fucking _wish_ we were, but we weren't. You were...already with someone else." Spider-Woman. Gwen Stacy. His best friend and killer, "So...no, we weren't more than friends. Not like that, anyway."

"Huh..." He looked up at the ceiling, "Do you...want to be more than friends that way?"

"Yeah," she said without hesitation, "But not like this, when you don't even remember me or her. Once you get everything back and you still think that then...fuck yeah, let's do it. But not like this."

"Huh...well, thanks for being honest." He smiled again. It felt a lot less calming than before, "I hope I remember you soon."

"Yeah, me too..."

She said her goodbyes soon after. Lana walked out of the church and let out an exhausted breath, "Shit..." She brought her fingers through her closed eyes and wiped away the few pinpricks of tears. A part of her was already screaming for wasting her chance to stop being under Spider-Gwen's shadow, but she didn't care. She wasn't going to lie just so she could get what she wanted.

"That must've been difficult."

Lana wiped at her eyes frantically and glared at Teresa. The fucking bitch was leaning against the church wall with her arms crossed like the most pretentious asswipe ever, "Fuck are you doing here?"

"Watching over my brother."

"Right...guessing he has no idea you're here." Teresa shrugged noncommittaly and Lana sneered, "God, you're such a fucking creep."

"Guilty as charged." She pushed herself off the wall and stuffed her hands into her pockets, "Need someone to talk to?"

"Fuck off." Lana gave her the middle finger and turned away. No way was she going to to talk to that bitch.

"...You know, I'm used to being hated, but last I checked I never did anything to you."

Lana pursed her lips and didn't say anything. Much as she hated to admit it, Teresa was right. She'd definitely heard about some of the shit she'd gotten up to, but the blind bitch hadn't actually _done_ anything to her, "Still don't trust you," she said eventually, sounding more pathetic than she wanted to admit, "Especially not with Pete the way he is now. For all I know you'll trick him into trusting you so you can stab him in the back again."

"Wow, usually I have to talk to people at least twice before they get a poor opinion of me." Teresa smiled wryly, "I'm going to get some food. You can come with me if you want, my treat. Or don't, if you really hate me that much."

Lana went with her. It beat going back home and she'd never say no to free food.

* * *

"Where are you going?" Helen asked.

"A meeting." He picked up the mask and stuffed it into his jacket. It was poorly made, bought for cheap from a costume store not too far from the church. Still, it'd do the job, "Shouldn't be gone long."

"Want me to come with?"

"No, I'll be fine." He smiled back at Helen and pulled up the hood of his jacket. He decided to leave Bullseye's jacket behind for the sake of practicality. Something told him that showing up in something covered in gaping tears and dried blood would attract the wrong kind of attention even in a place like Hell's Kitchen, "Just hold down the fort. Want me to bring anything back?"

"Just make sure you come back in one piece, hm?"

"Ha, sure."

He waved goodbye and left through the back door, making sure to avoid Sister Maggie. She was kind enough, if a tad distant. Something about her scared him somewhat. Her eyes were definitely someone who'd seen far too much in such a short amount of time, "Hm..." He opened the door and breathed out slowly. It was night now, though it made no difference to him. World still looked as distorted and broken.

Peter pulled out a cigarette from his pocket and lit it quickly. Helen frowned on the nicotine, but it helped calm him down. Besides, he'd already died once. Or twice, to hear Stick tell it, "Where is this place..." Reading maps were borderline impossible considering the state he was in and yet Stick still argued up and down it was an improvement, "Shit..." He should've asked for better directions from that Jameson guy.

It took him some stumbling, but he eventually managed to get some decent directions. Peter stuffed his hands into his pockets and tried to ignore the milling, faceless mannequins around him. Some days he almost preferred the idea of being blind. It'd be less nightmare inducing.

His thoughts shifted elsewhere. Most of his memories were back now. The Defenders, the monsters he put away, his disjointed identity. There were nights he spent awake, trying to keep himself from going insane as the memories flooded back. Helen helped.

He still didn't remember Lana or Gwen. Sister Maggie said that it was expected. They were two of the people he was closest to, so it made sense that they'd come last considering how tangled they were with the rest of his memories. He didn't really get it, but he didn't bother to question her on it. Wasn't like amnesia was something you could really get experience in.

 _'Gwen...'_ He shook his head. She and Lana were the only two left. For the past week he'd thought that maybe there was something between him and Lana, but there was nothing there; at least not in the way she would've liked. That would've just left Gwen Stacy, his childhood friend and Helen's daughter. He wondered what she was like. All he remembered was a smiling blonde woman with an infectious laugh.

The warehouse was a pretty big place. Peter put on the mask and knocked on the door. The slit on the door opened and a pair of goggled eyes peeked out, "Here for the meeting..." Peter raised both hands and turned around in a circle. Technically he was a month late, but Jameson - who was apparently related to that bastard with the mustache - hadn't exactly set a time and date.

The place was crowded. Peter counted at least two dozen in the crowd alone, which didn't even count the people up on the walkways and rafters above. It gave him an odd feeling. Flattering in one way, but also creepy in another. He remembered himself now and he really wasn't a figure someone should look up to anymore than they would Castle or Moon Knight.

He only half paid attention to Jameson's speech about heroism and helping your fellow man. Truth be told he didn't know why he came. Maybe he just wanted to see what these so-called 'Worshipers' were like. He'd been hearing about them on and off for the past month. Some people called them inspired everyday heroes, others called them a cult worshiping a dead vigilante. Could've been both.

Jameson just finished his speech by the time his sixth sense blared. Not danger, something else. Peter looked up and saw her swing in, "Spider-Woman..." She stuck out immediately. A figure in white and black that lacked the web veins of everyone around her. She landed on the makeshift stage and Jameson stumbled back, eyes wide in surprise. Apparently this wasn't planned.

The people around him began whispering excitedly as she stood and looked at them all, her expression unreadable under the mask. His sixth sense kept humming, "...Why are you doing this?" she asked eventually, voice soft, "I...you know what happened to Spider-Man, how it ended. Why would any of you put on the mask? If you have any idea how much danger you're putting yourselves in you'd stop!"

It took a while for someone to answer, "Spider-Man saved me," said a man near the front of the crowd, "Going back home. Would've been stabbed in that damn street for twenty fucking dollars if he didn't stop that bastard. Didn't even ask for nothin', not even a thank you. Just tells me to be careful and make sure I was prepared next time."

"Y-Yeah," said someone else, a woman this time, "I was out with my boyfriend when we got taken by these guys with masks. Boyfriend ran and left me behind. God only knows what they would've done to me if Spider-Man hadn't shown up. He stopped them and even made sure I was out on the street before he left. If it weren't for him I wouldn't be here now, so...I wanna help like he did."

Almost all of them were the same, a victim saved and 'inspired' or someone who just wanted to their bit to pitch in. He didn't know to feel. Flattered? Maybe, but more than anything he felt like an alien. He didn't know any of them, not their voices or even their faces when they took off their masks. He'd saved these people, so why didn't he remember any one of them?

"Fact is, Spider-Man made the Kitchen easier to live," Jameson said to Spider-Woman, "Many of us wouldn't be here if it weren't for him and my dad blaming him for that bastard Jack-o-Lantern should've been a wake up call. Instead we waited till he was gone."

Spider-Woman said something back, but he couldn't make it out. A sudden headache overwhelmed him and he pressed both hands to his forehead.

 _"Peter..." She knelt down and cradled him, his back against her legs. The wound through his mid-section was deep, blood pooling out and staining the gray shirt. She pressed her hands against the wound to try and stem the flow, "Someone call an ambulance!"_

"Ah..." He shook his head, breaths coming out in ragged gasps. She knew him. Spider-Woman was there when he died.

He didn't have long to dwell on that. His sixth sense drew his attention to somewhere else. **There**. One of the figures shook his head and walked away, unnoticed by the crowd and Spider-Woman, "Move..." He pushed past the milling mass of people and followed him outside. His sixth sense hadn't steered him wrong so far.

The man ducked into an alley. Peter looked around quickly and climbed the closest pipe and jumped to the nearby fire escape. At this time of night he doubted anyone would notice him, "What are you doing...?" Peter's eyes narrowed when ten more figures appeared from the other end of the alley and they met in the middle. The green jackets gave him an uneasy feeling.

"They over there?" one of them asked.

"Fuck yeah. Stupid fucks'll let practically anyone in." The one he followed said, chuckling, "We can get em all now. Won't see it coming."

And then they put on the masks. Even if he couldn't see the exact features, the shape of of it was enough, "Lanterns..." His grip on the railing tightened. The gang of crazies that worshiped that mad bastard Jack. They hadn't gotten them all, but to think he'd see them again like this.

He didn't need to be a genius to figure out what they were planning. They looked at one another and one of them pulled out an unlit molotov cocktail from his jacket, "Those Spider fucks aren't gonna see us coming." _A gang war_ , he thought bitterly. Just pathetic assholes who thought burning down a bunch of innocent people would make them bigger than they were. The guy with the molotov lit the bottle with a match and laughed.

He wasn't laughing so much when Peter tossed his lighter through the bottle and he lit up like a Christmas tree.

"What the fuck?!" One of them screamed. Peter jumped from the fire escape and kicked him in the jaw.

"It's one of the Spider fucks!" One of them charged towards him, fist raised. Peter dodged the blow, grabbed his arm and smashed him against the wall. He recalled similarly unfavorable fights in the past, but this was the first time since he'd woken up in that grave.

Three of them attacked this time. Peter propelled himself from the wall and jumped over them, "Too slow." He tossed one to the other and headbutted the third that tried to kick him. None of them were even close to Stick or Danny.

His sixth sense blared and he moved. He flipped back and bullet whizzed past where he just was. Bastards were packing heat. Peter landed on the ground and disarmed the fifth gang member before he could fire. One smack to his elbow later and his arm was twisted at a painful angle, "Ahhh, you son of a bitch!"

"Thanks." He took the pistol and shot both of the charging gang members behind him in the legs. They both fell to the ground, screaming and holding onto the fresh wounds. Peter twisted the gun and smacked the handle against the struggling shitheel right in the forehead. He fell to the ground without a sound.

Four of them charged this time. Peter moved automatically, remembering what Stick taught him. _If you're outnumbered you gotta use everything you got. They gotta worry about hittin' each other, you don't. Make sure they don't get around you in a circle, and for God's sake don't let em get a single hit in. All it takes is one hit and you're on the ground spittin' up your teeth._

Peter grappled the last of the four to the ground and stomped on his head hard enough to knock him out, "...Just you left." He looked to the 'traitor' at the end of the alley. Even through the mask it was clear the cowardly bastard was close to pissing himself. His eyes darted to his knocked out buddies and lingered on the bastard that held the molotov. Still alive, but the burns wouldn't win him any Mr. New York awards.

He ran. Peter debated whether to even bother chasing after him till his sixth sense blared again.

Coward didn't get far before a thin line of webbing attached to his back and pulled him up, "Not so fast." He looked up and watched as Spider-Woman dragged him up with one hand while the other kept her attached the wall. His sixth sense didn't warn him anymore. Was it getting used to her?

"L-Let me go! I didn't do shit!"

"The mask says otherwise." She clicked her tongue and attached him to the wall. He almost felt sorry for the poor bastard when he got wrapped up. Getting hit or stabbed was one thing, being wrapped up like the metaphorical fly on the web was another. Then again maybe he was just biased. Waking up in a web cocoon in a coffin tended to do that to a guy.

It would've been best if she just swung away with a quip, but of course she didn't. Peter picked up the his lighter and tried to ignore the padding footsteps behind him. Stick told him to keep away from her. _The less people know who you are, the better._ The only reason he'd even gone tonight was because of the mask. Back in the warehouse he was just another faceless 'fan' in the crowd.

"You're one of the Spider Worshipers, right?" He grunted noncommittally. Walking away now would just be too suspicious, "Right...well, I'd warn you about the danger and everything, but it looks like you know what you're doing." Her gaze lingered at the squirming burned man, "He needs an ambulance, but I guess I can't say anything considering you were outnumbered. You shouldn't have gone after them alone."

Another grunt.

"...What, cat got your tongue?" Her tone was light and forced at the same time. Peter pointedly kept facing away and deliberated on whether it was a good time to walk away, "Not very friendly, are you?"'

He had to say something. She wasn't going to leave on her own.

"Guess not."

He'd meant to mask his voice, but the intentional gruffness did a poor job of it. Spider-Woman gasped behind him and he cringed. He shouldn't done this. He should've just stayed in the church. _And then what_ , a traitorous voice hissed, _just let these bastards kill your entire fanclub? So much for being their hero._

"...What?"

"You sound like..." Her voice was soft and shaky, "Could you take off your mask?"

"Why should I?"

"Just do it...please."

He tried to walk away. She put a hand on his shoulder and he froze.

 _"No...Please, no...Please don't leave, Peter. Please...Peter, please. I can save you. I...I can..."_

His heart beat faster and he shrugged off her hand. He turned around and they looked into each other's eyes. Again he was reminded of just how much she didn't belong in the in the alien and nightmarish landscape.

He ran.

"H-Hey, wait!" Gwen cried. She chased after him and, just before he rounded the corner, she could've sworn she saw wisps of smoke, "I said wait!" She looked to where he should have gone and found nothing, "What the..." He disappeared. The only person who could do that was...

 **'Gwen, we need to call an ambulance and police for them.'**

"Uh...y-yeah."

She called both as quick as she could and camped out at a nearby rooftop to watch as they were loaded into either the back of an ambulance or a police car. She wasn't really paying attention. All she could think about was the group's guardian Spider. Maybe the voice having a resemblance was just her wishful thinking, but everything else - his skills, the way he acted, how he disappeared so fast - wasn't.

 **'Are you alright, Gwen?'**

"Not particularly..." she muttered, "I...I dunno what's happening, Webster. Am I going crazy?"

 **'I don't know. I haven't been alive long enough to understand.'** The skin on her arms pulsed, **'Do you want to find out?'**

"How?"

 **'We can track him.'** She raised her right arm and blinked when the pulsing quickened, **'Like when we tracked Peter to the church all those months ago. I put a piece of us when you held his shoulder.'**

Gwen's mouth split into a relieved smile and she laughed, "I could kiss you right now, Webs."

Just like before she followed Webster's instructions and she found herself swinging through and all too familiar path, "...Here?" She landed on a close by roof and narrowed her eyes at the former Mr. Negative's church. She heard the place shut down, which wasn't much a surprise considering the head was an (unwilling) Supervillain, "Are you sure, Webster?"

 **'Yes. This is where the piece leads.'**

"Alright." She took a deep breath and landed, making sure her costume had shifted to back to something normal. Gwen swallowed nervously as she walked up the steps, her heart beating a mile a minute. What did she expect to find? Peter come back from the dead, like it was that easy? And even if he did come back, why the hell would he run away like that? Wouldn't he have been happy to see her again.

 **'Back room. It's close now.'**

She stopped in front of the ajar door. There was movement inside, _'You can do this...'_ Taking a deep breath, she pushed the door open and saw him (Peter?) standing at the other end of the room in front of a table with his back towards her. His mask was off, exposing the messy brown hair, _'Brown hair's common. It doesn't mean anything.'_ She stepped forward and the wood creaked.

"Helen?" She stopped, "Back already? I...something happened, I think-"

He turned around and they both froze. The first thing he noticed were his eyes. She saw hints of it through the mask's goggles and it was clear she hadn't been seeing things: he was blind. The irises were a milky color and at the sides of his eyes were gashes, the same gashes he had when she saw him at his apartment over a month ago. Aside from that there was a rough stubble and a bruise on his right cheek.

It was him.

"Peter..."

His mouth opened and single word managed to escape, "...Gwen?"

That was all the answer she needed. Suppressing her tears, Gwen stumbled forward grabbed the sides of his face gently. He didn't get a chance to say anything else before she pulled him into a sudden, desperate kiss. She felt him, tasted him. He was real, "Peter..." She wrapped her arms around his neck and deepened the kiss, afraid that if she let go he'd suddenly disappeared.

It made him pushing her away hurt all the more.

She stumbled back and looked up at him in shock, "P-Peter?"

"I...that's-"

"Gwen...?" She turned around and gasped when she saw her mother dressed in an honest to God nun's habit, "Wh-What are you doing here?"

"I..." She looked between the two of them. Peter _and_ her missing mom? She was sure she wasn't dreaming, but... "What the fuck is going?"

"How the hell did you find me?" Peter - and she was sure it was him now - asked, "I left before you could-"

"It doesn't matter now," her mom cut in, "Gwen, you shouldn't be here! It's not safe-"

"Fuck that!" She screamed, "Peter, how are you..." Alive. _Not dead_ , "Mom, I don't..."

"Please calm down, Ms. Stacy." Another voice cut in. The nun that stepped into the room was a complete stranger. Gwen wanted to shout back till she gave her a piercing stare, "I understand you have some questions. We'll get to them in due time."

"I...what the fuck..." Her legs wobbled and fell on the closest chair, "Peter...what's going on?"

"That's...it's difficult to explain."

"This'll take a while. I'll brew some tea so we can get comfortable."

"Gwen, there's something you should know first," her mom said, "Peter's...his memory's damaged. He's remembered most of everything by now, but there are still gaps."

"Amnesia..." She looked up at Peter. He refused to look at her, "This is a joke, right? Tell me this is a fucking joke." Alive but forgotten her. Why? It wasn't fair! "Peter! Tell me it's not true!"

"Screaming at him won't help, Ms. Stacy," the nun said, "Ms. Baumgartner was much the same when she found out. Please calm yourself."

"Lana knows?! How long?!" None of them answered, "You gotta be kidding me. Mom and Lana, you both knew and you didn't say anything? And mom, do you know how worried I was? I thought you were..."

She was stopped from breaking down entirely by her mom suddenly embracing her. A part of Gwen wanted to push her off in a rage. Instead she just stood there and let the warmth comfort her, "I wanted to tell you sooner."

"Then why didn't you?" she asked back softly.

"I can answer that," the nun said, "But please, take a seat. This will take a while. Don't worry, you won't leave here with questions unanswered."

She looked between her mom and Peter one last time and took a seat. They better had a _damn_ good reason for keeping her in the dark.

* * *

 **Yes the last scene with Gwen is a rehash from Lana's last scene in the previous chapter. Apologies. I was actually torn on whether I should write that scene in or have them meet up later instead. Ultimately I chose this since, despite it being a rehash, this allows me to write a later action scene better than if she was still unaware Peter was alive. Battle Couple segment, finally :D**

 **Still, dependent on how long the amnesia goes, Gwen and Noir might not be the couple by the end of this. Lana's gotten a month long headstart already. Time for a new pairing?**

 **...**

 **Alright, put your pitchforks down. I'm just joking. Yeesh.**

 **Questions:**

 **1\. For those who read both this fic and Two Spiders on a Web (and aren't too biased to either), who has better chemistry with Gwen in the early chapters: Noir or MCU Peter? Kinda wondering if Birds of a Feather or Opposites attract are more appealing to a wider audience.**

 **2\. More a curiosity thing but, given the antagonist's personalities, do you think it would've worked better if Moon was Noir's antagonist and Murdock was Gwen's? Backstory wise it fits better given that Moon tortured both Spider-Men and Murdock was Gwen's first target. That and it would've made Noir's friendship with Cindy doubly awkward if she was technically both his best friend (Bullseye aside) and his personal big bad.**

 **Also would've removed the demon thing since Gwen's thou shalt not kill is a good enough reason for her not to snap Murdock's neck. OTOH, no Defenders - most wouldn't care about Moon at all.**

 **Review Answers:**

 **Brave2000 - Noir and Gwen reached shipping levels that 'shouldn't be possible' because readers kept arguing and badgering for it, hence the Norah romance subplot was awkwardly cut off with no resolution.**

 **Raymond49090rc - As long as it takes to finish this volume.**

 **Edmaster123 and PercyParker10 - Another couple binge readers. Really no clue what's happening, but appreciate it all the same.**

 **Chris - Noir's canon first love was Felicia Hardy, a woman in her 30's that used to be a high class prostitute. Felicia also slept with Noir while she was sleeping with Crime Master and various other people before and after she fucked him. Didn't stop Noir from loving her regardless and wanting a relationship. Given this it's very unlikely he cares that Shadowcat's a '17 year old hoe'.**

 **Also, what other women? Look at his segments and you'll notice he rarely ever talks to anyone outside of Shadowcat and Laura, and something tells me he's not attracted to the 11 year old. The only other females he talks to are Cindy and Gwen, and only ever in a distant and very cold way. Him being 6'4 and muscular means nothing since he's not running around clubbing for dates.**

 **Edmaster 123 again - You're really not supposed to sympathize with Bullseye too much in this fic. No matter how cheery he is, he's still a psychotic asshole who didn't care about changing himself.**


	142. Double Date

**Spider-Verse has given me some inspiration. I'm thinking of a oneshot idea mixing both Comics!Peni and Movie!Peni with the former as the latter's older sister. Given that the comics Sp/dr world is based on Evangelion it should be pretty clear that this likely doesn't end well...so it's right up my alley :P I'll post it as a new fic if/when I ever get done with it.**

 **Anyway, here's a chapter where we _finally_ make some fucking progress in the plot. Consider it an early Christmas gift, I guess :)**

 **Side Note - Spider-Verse fans seem convinced Noir and Peni have a close relationship due to their interactions in the film. Needless to say I'm taking any inspiration I can for Laura and Spider-Man :P**

* * *

The explanation was short and all too familiar. Her best friend dead, then he wasn't dead and he'd lost his memory. Again. Peter was back and he didn't remember her. _Again_. It was like a fucking joke everyone but her was laughing at.

Her mom wasn't any better. Apparently Moon Knight stashed her here and she decided calling to let them know she was alright 'wasn't the best idea'. She'd heard the arguments, heard the pleas and the guilt about how she couldn't face them after what she'd done to her dad, but she still felt bitter. Did her mom really think she'd hate them for what Murdock made her do? That they wouldn't be happy to know she was alive and not rotting in one of Murdock's basements?

"Any other questions, Ms. Stacy?"

And then there was the nun.

Gwen had no fucking clue what her deal was. She hadn't said anything more than that she was Sister Maggie and that Peter and her mom were safe as long as they stayed in the church. She didn't buy it. She'd seen firsthand what Murderdock was capable of so what chance did a single nun in a broke-down church have?

"Who are you?"

Sister Maggie raised an eyebrow and crossed her arms, "An odd question."

"Call me curious. Unless you're hiding something." Gwen narrowed her eyes.

"Gwen..." Her mom put a hand on her shoulder.

"No, it's quite alright. I have nothing to hide," Sister Maggie said, "Well...I doubt you want my entire sordid history, so I'll just introduce myself. My name is Sister Margaret Grace, though most call me Maggie. Had I been married I would've been Margaret Murdock."

A chilling silence settled over the room. Gwen's hands balled into tight, shaky fists while Peter's eyes narrowed by the barest amount. If Sister Murdock noticed their reactions she paid them no mind. She picked up her cup of tea and took another slow sip, showing no sign that she was at all worried about their response, "You're..." Gwen said eventually, voice coming out in a choked whisper, "You're Murdock's...what, exactly?"

"His mother."

"Mother..." Peter muttered, "He mentioned you before. You're supposed to be dead."

"The Beast... _takes_ what he wants." She pursed her lips and rubbed her hands together. It was only then that Gwen saw the marks of what looked like badly healed scars on her fingertips, "I'm supposed to be dead and I'm not, so too is Helen or you yourself. None of us are supposed to be here and yet here we remain, alive."

"This is insane..." Gwen covered her face with both hands.

"Matthew said the demon offered him a deal: you or his father. He chose you," Peter said.

"Yes. I heard about what Jack did. I can't fault him for not wanting to lose, but pride was his undoing. Perhaps if he swallowed it Matthew wouldn't be the way he is now," Her smile was soft and bitter, "Or perhaps that's wishful thinking on my part. A mother always wants to see the best for her child." She shared a glance with her mom. Gwen didn't like it, "For some of us it's easier."

"This doesn't make any sense!" Gwen screamed, "If you're Murdock's mom then how the fuck is staying here safe for either Peter or mom?! After what he made my mom do..."

"Yes, I heard about that. I'm sorry." She actually sounded sincere about that. It just made Gwen dislike her even more, "As for their safety here, it's because the Beast can't affect me. I don't know if it's due to a twisted sense of pride on the deals it conducts or rules that even it can't disregard, but I'm safe from its machinations. My boy...Matthew gave up everything to bring me back. Helen was revived of its own volition, meaning there was nothing stopping it from taking control of her."

"But-"

"If you don't trust me, then trust Karen page. This sanctuary's under her protection." Gwen wasn't sure how much of a reassurance that was, "Peter and Helen have been safe here for a month now, and they'll remain as such so long as they need."

"...I don't like this," Gwen mumbled.

"I understand your reservations; in your place I'd feel the same. However, they're safer here than they would be anywhere else. I ask that you allay any thoughts of taking them from here towards whatever safehouse or haven you're considering." Gwen clenched her hands again. She was _so_ tempted to just grab them both and swing them back to the safehouse, "If you still have doubts then you can stay the night. Perhaps that can soothe your fears."

"It'll take a lot more than that." Gwen scoffed.

"I'm afraid it's all I can offer you." Sister Murdock stood and picked up the tray full of cups, "I'll leave you two alone. Come, Helen, we should give them space."

"H-Hey, wait, I wanna talk to mom too-"

Her mom brushed her hair back and kissed her on the forehead, "We can talk later, okay?" Gwen couldn't say anything else and just watched her mom leave with _Murdock's mother_. She wanted to scream at her to stop, to tell her that none of them blamed her for what Murdock made them do, but nothing came out. All she could do was watch as the the two of them left, leaving just her and Peter in the room.

Were those chirping crickets just her imagination?

"Guessing you're staying the night," Peter stood and picked up a torn and bloodstained jacket from a nearby chair. She just barely recognized it as the same one he wore before...all _that_ happened, "'Less you wanna head back?"

"N-No, I'm cool here." She bit her lip. Cindy was going to be _pissed_ when she woke up, "So, uh...where do I..."

"Here's good." He gestured to the bed, "I'll take the couch."

"We could share..." Gwen wanted to slap herself as soon as the words were out of her mouth. Peter still didn't remember her and the first thing she says to him is a come-on? Jeez, "U-Uh, I mean, it's your bed. I can take the couch."

"Ah...no, it's fine." His eyes didn't say anything, but the redness in his cheeks told her all she needed to know, "I...uh, I might just be making an idiot of myself, but given the way you acted earlier can I assume that we were...'close' before I..."

"Y-Yeah, we were... _pretty_ close." She licked her lips and crossed one leg over another nervously. Why was she acting so damn hesitant? They'd already been through this before, "I mean...I figured that'd be obvious considering the whole, you know..."

"Yeah..." He coughed awkwardly and pointedly refused to look at her. It looked...odd. Any second now she expected him to sigh or make some dry remark about people being drawn to things that were bad for them, "Well...like Helen said I don't remember anything. No one was willing to tell me about it; apparently they thought it'd be better if I found out on my own."

"Well, I didn't think you'd have amnesia. Again," she said defensively.

"I didn't exactly choose to forget everything." He sighed (there it was) and sat across from her. She still found it hard to look him in the eyes and see the milky irises that greeted her back, "Memories are coming back now, at least for Spider-Woman. Not so much Gwen Stacy."

"I'm both of them, you know. Can't have one without the other."

"I know, alright? Why do you think the memories are so disjointed?" He shut one eye and and frowned, "I remembered you being there when I died. Part of the reason I left that little gathering was because of it."

"Speaking of, what the hell were you doing over there?"

"I don't know. Jameson told me about it and I guess I got curious. Or bored. Stick's had me meditating and eating nothing but protein bars and bananas ever since he started beating me. Guess I just needed to clear my head." She frowned. The more she heard about this Stick guy the more she didn't like him, "Thought they were just a bunch of punk kids who wanted to piss off their parents. Didn't realize they were..."

"People you saved?" He didn't say anything. Gwen leaned forward and took both his hands in hers, relishing in the warmth. He was _alive_. Broken memories or not she could be thankful for that, "I told you before that not everyone in this city is like Jameson- uh, Hitler stache Jameson. His son seems cool." She paused, "I wonder if Jolly Jonah knows his kid is leading the Spider-Man fanclub."

"Doubt it. Still, I saw you trying to stop them..."

"Yeah..." She tightened her grip, "I got what they were trying to do, but after what happened to you I..." She took a deep breath, "I thought the same as you, that they were a bunch of people just putting on masks cause they thought it was cool. When I heard about everything I changed my mind. They're not kids and I can't stop them from making that choice any more than dad could stop me. Just cause I have powers and they don't doesn't mean I can tell them what to do."

He was quiet for a moment before he looked her in the eyes again, "I'm sorry."

"For what? No, you know what, it doesn't matter. You don't have to-"

"Yeah, I do." He took a deep breath, "One of the first things I remembered was who I was. Two lives swirling in my head. The kid who got bullied and turned into a monster and the kid who grew up in the streets during the Depression. Dunno who I am, but I know what I don't want to be." A monster. He didn't say, but both of them knew, "Coming back wasn't easy. I had to say goodbye to Bullseye again."

"I'm sorry." She still didn't like the violent bastard, but he and Peter were friends of a sort.

"Yeah...so's the kid." She blinked. What did he mean by that? "Before I left I...I dunno what it was, but I...saw the kid in whatever place the Spider-God put me in. He told me about what happened to him. How jealous he was, the serum...but that he was still friends with Osborn and that he definitely still cared about you both. Maybe we're separate people, maybe it was just that giant spider playing tricks on me, but...he wanted me to tell you that he's sorry and that he never meant for any of this to happen. I'm sorry."

Gwen couldn't say anything. She closed her eyes and pursed her lips, but it did little to stop the tears that ran down her face, "...I never blamed you." She said after minutes of quiet, "That entire thing was a shitshow and I'm tired of us looking someone to blame. I blamed myself, Harry blamed himself, the city blamed me and then they blamed you. I just...I just want to _move on_. I think I... _we_ deserve that."

"Yeah..."

Conversation ended on that awkward note. A part of her was tempted to go out and talk to her mom, but she suddenly felt exhausted. Gwen settled into the bed and let out a breath she didn't know she was holding. She felt...odd. There was an all too familiar pain in her chest, but besides that there was an undeniable relief. A part of her always wondered if Peter felt betrayed, dying at the hands of his idol and best friend. Now she knew he didn't.

She moved on the bed and faced the couch. Peter was already asleep, or at least he was making a good show of pretending. He looked small, stuffed under the bloodstained jacket. Gwen allowed herself a smile and lulled into a mercifully dreamless sleep.

She woke up an incessant vibrating at her pants pocket, "Mgh..." She snuggled deeper into the covers.

 **'Gwen.'** A tentacle pulled the phone out of her pocket and waved it in front of her face. She tried to bat it away and Webster pulled it back, **'It's Cindy. If you don't call back she'll think you're in danger.'**

"Alright, alright!" She opened both eyes slowly and groaned. Gwen swung her legs over the edge of the bed and grabbed the phone, making sure to do a quick scan of the room. Peter was still fast asleep. Not a dream then. She breathed a sigh of relief and tapped the phone screen, "Hello-"

"Where the fuck are you?!" Cindy screamed. Peter sat up on the couch and aimed a pistol around warily, "Gwen, I swear to god if you've been kidnapped-"

"I'm fine, I'm fine!" She rubbed her eyes and toed her shoes on. 4 am? It was way too early for this crap, "Just...took a walk. I'm fine."

"And you didn't think to check in or tell anyone? Fuck's sake, Gwen." She practically saw the other Spider exhale through her nose, "Look, wherever the hell you are, Spider up. We got a lead."

"What? I-I thought that you two were talking to Octavius tomorrow?"

"He changed his mind. Guess he didn't want to leave Shadowcat trapped any longer." Pugface trudged through the door and gave her a wary look. Webster sprouted a tentacle from her free palm and petted the top of his head. Gwen swore the thing smiled and barked loudly, playfully biting the appendage, "Is that a dog? Where the hell are you? Hold on, let me get a look at the tracker-"

"No! Geez, I do deserve _some_ privacy, Cin." She shook her free hand. Webster spectacularly failed to give a crap and continued to play keepaway with Pugface, " I'll be over there in like ten minutes, just chill." She shut the phone off before Cindy could say anything else, "Alright, Webster, knock it off!"

"Huh...guess those two are friends." Peter said from the couch. He brought a hand through his face to shake off the fatigue, "...Isn't it supposed to be dead?"

"Came back after Evil Cindy took all my powers...it's a long story." She batted the tentacle and forced it back into her hand. Pugface immediately started whining and nipping at her heels, "I get that this is a reunion, Webs, but can it wait?

 **'You had your reunion with Peter. Why can't I have mine?'**

"...Point. Look, Cindy's calling us. We gotta go." She wanted to talk to her mom, but the last thing she needed was S.H.I.E.L.D raiding this church, even if she didn't trust Murderdock's mother for a fucking second, "I gotta go. You...uh, take care of yourself."

"Sure."

Before she could stop herself she leaned down and kissed Peter in the lips. He blinked up at her in surprise and she suddenly felt the urge to swing away, "Ah...well, see ya!" She ran out the door, her costume morphing to cover her body.

Peter touched his lips and blinked. It was...familiar, "Hmm..." He put on the jacket and petted the dog. He was almost to the door before his sixth sense suddenly blared, "...I know you're there."

"Sharp as ever, I see." The figure that stepped out of the corner was...odd. Human looking like Gwen, but the spindly pattern of tattoos seemed to scream out at him. She smiled, "Recognize the patterns?"

"No..." He crossed, "You're Teresa, aren't you?"

"The sister you wanted to meet a month ago. Till your memories returned." Her smile fell. Appropriate, considering he didn't have much fond memories of her.

"Why are you showing up now?"

"Not before you recovered your memories, you mean," He nodded slowly, "Well...I'd be lying if I said I wasn't tempted. It would've been a fresh start, tabula rasa without all the baggage of our previous...relationship."

"So why didn't you?"

"I remember something you told me before: you'd rather be stabbed in the front than the back." She let out a seemingly amused sigh, "Say I did take advantage, make you believe that I was the best sister in the world, what would happen when you eventually recovered your memories? Perhaps we'd continue to get along or perhaps you'd believe I tried to manipulate you again. Either could happen. I didn't want to risk that."

"So why now? You finally wanna start being a family?"

"Yes, but that's not why I'm here." She sat on the bed and crossed her legs, "You want payback against Murdock. I'm here to tell you that that's not something you can get just from one fight. So let me ask you this: are you ready to start?"

"You even have to ask?" Peter smiled wryly.

"Guess not." She laughed, soft but sincere, "Well then, we need to call your old friends. And...get you some new clothes."

* * *

MJ couldn't believe she was doing this.

The redhead sighed and looked down at the crimson dress she wore. It was sensual and showed off just the right amount of skin to entice, but not enough that she came across someone who was looking to railed against a nightclub wall. Any other time she wore it she would've been going out to a club with the girls or cause the gig they got called for something outside of garage band.

Now she was using it to sneak into a fucking Supervillain lair.

She took a deep breath and looked at the others. Spider-Man worse a freshly loaned suit with the sleeves rolled up to his elbows, exposing the faint bruises on his arms and knuckles. Not too far away Cindy was dressed in a similarly crimson number and a pair of gloves that went up to her elbows, though she decided to forgo makeup in favor of leaving the numerous scars open for the world to see. Apparently no one asked questions where they were going.

Gwen looked the most out of place in her sky blue prom dress and white boots. Somehow MJ doubted even the fake ID would fool the bouncer given how she looked.

"Everybody ready?" Cindy asked.

"Sure." Gwen gave a thumbs up.

"Yep." MJ tapped her shock collar choker thing nervously.

"Let's just get this over with." Spider-Man grunted.

The Supervillain lair was an out of the way nightclub called Club Scorpion. MJ looked up at the bouncer wearing a green mask and waited for Cindy to flash the invite and the ID's they got from Octavius and S.H.I.E.L.D. She shouldn't have been here, the rational part of her screamed. She should be at home with her family and _not_ using a symbiote that wanted to turn her into a serial killer.

Of course, it was just her luck that Wasp decided now was a good time to come back and get Kate for help with something. It was either this or babysitting Laura, and somehow she figured this was less risky.

The club was loud with strobing lights that were all too familiar, "This place is huge!" Gwen yelled.

"Yeah, we don't have much time. Club closes in an hour or two, we gotta split up." Cindy looked at them all in turn, "Alright, split up. Spider-Man and MJ you take the right, me and Gwen'll take the left."

"Wait, shouldn't I be with MJ?" Gwen asked.

"After your little nature walk? Yeah, not happening. And leaving you with Spider-Man's not much better since I can't be sure you won't kill each other." She tossed the collar remote to Spider-Man, "If she shows any signs of acting out, press it once and she should calm down. Your spider-sense'll tell you."

"I know the drill."

"Yeah, I'll be over here pretending I'm not disturbed by you talking about me like that," MJ snarked.

"I'll buy you a steak to help make up for it," Cindy smiled wryly and grabbed Gwen's arm, "Now come on, and I swear to God if you wander off I _will_ gonna put you in one of those kiddie leashes."

"You know I usually liked to be wined and dined before I agree to that stuff."

MJ watched them till they disappeared into the crowd, "So..." She looked up at Spider-Man. She'd never actually talked to the guy, unless you counted him staring at her when she went in for testing, "Where do you think we should start?"

"Hell if I know. The nightclubs and speakeasies in this place are different from back home."

He suddenly threw the remote at her. Her eyes widened and she caught it clumsily, thankfully without pushing the button, "Hey, what the fu-"

"You keep it. You probably know more about that thing than I do."

"I..." She put it in her dress. Thank God the thing had pockets, "Are you sure that's a good idea? What if this thing-"

"Trust me, I've been on the other side of that thing before. I know." He gave her a severe look and sighed, "I think you know enough about yourself not to go nuts."

"W-Wait, what do you mean you've been on the other side? You don't mean just fighting it...do you?"

"No..." He sighed again, "When I first tried to escape from the spooks that thing was getting out too. Tried to latch onto me...didn't go so well. Only had it for a bit, but I know how hellish it was. If you managed to keep your head on this long then I know you ain't losin' it now."

"Huh...well, thanks." She looked down at the floor, taking note of the shifting lights. Aside from Gwen, Gayle and her mom no one seemed to trust her not to go nuts without someone hovering over her shoulder. Even Peter had his doubts, though she couldn't blame him considering what almost happened between them.

She wondered how Norah was doing. She'd tried to contact her as soon as she found out what she did, but so far she'd had no luck. The only thing she got was a voice message minutes after Norah spilled the beans about the Kingpin's dirty secrets reassuring MJ that she'd be fine and that she'd have to lay low for a few days. Considering it'd been a month already she wondered just how 'fine' she really was.

"So...you got the info from this Nazi Octavius guy?"

"Yeah." He refused to look at her.

"What's your deal with him?"

"Is now really the time to start playing Twenty Questions?"

"Why not? We can do that and look out for this...Scorpion guy." She pulled the picture from her pocket and frowned. An older Black man in his 40's wearing a fancy suit with purple - seriously? - shades covering his eyes. She doubted they'd find him on the dance floor, but it was better than nothing, "So, what's the deal with you two?"

"He's the reason I'm here." He scowled, "I know you have Nazis here, but back home they're another breed entirely. Strong enough that they can throw thousands of people into those camps." She refrained from telling him that she'd read up on World War II already, "Octavius was one of the worst. Broke down Negros, turned them into slaves by taking everything that made them human. The blood on his hands could fill the grand canyon..."

"And now he's going to walk, because of that deal you made," she finished.

"It's not just that. If his information pans out then he'll be put into a comfy little gilded cage so the spooks can keep pumping him for info."

"Meaning...?"

"Meaning he doesn't have to build that gizmo to take me back home. If I can't get anything good to offer up to the spooks I might've trapped myself here." He suddenly scowled, "That answer all your questions, Red? Or do you have anything else stupid you wanna say?"

Mary Jane felt her cheeks heat up in annoyance, "Hey, it's not my fault! Don't take it out on me!"

"I'm not-"

"Uh, yeah you are! Trust me, I've done it before." She crossed her arms defensively, "You wanna get pissed off, go hit a wall or something cause I ain't gonna be your punching dummy."

They stared - really, glared - at one another briefly till he eventually looked away, his expression softening, "...Sorry." He released a frustrated breath, "It's bad enough that Kat's missing and I might've just shot myself, but I have to be here with you."

"Uh, wow. What'd I do to piss you off?"

"Nothing." He shook his head, "You're...you look like my best friend."

MJ's eyes widened and she stepped back, not realizing how close they were, "Wait...Tiger mentioned something before. His-"

"Mary Jane. My best friend. Girl who was practically family since we met up. She and Aunt May...they're two of the only people I have to go back to. I don't even know if Aunt May's alive, so Mary Jane's one of the only people I know I have left," His expression hardened again, "So you're gonna have to deal with my sour puss long as we're partnered up. If you can't then that's not my problem."

"Yeah, sure." She sighed. Great, now she felt like an ass. It wasn't her fault she was friends with the guy in another dimension! She wasn't even friends with Peter before this Spider-Man bullshit, and after he died... "Look, let's check out the bartenders. We can probably get something from them."

Across the nightclub, Cindy cursed as two more people drunkenly refused to answer their questions. Well, she said drunkenly, but it was pretty damn obvious they were faking. Whoever this Scorpion guy was he had some pull, "Shit..." She stuffed the photo back into her pocket and scowled. They were getting nowhere. Octavius told them that this guy was their best shot. If he was lying-

"Any luck?"

"No." She turned to Gwen, "You?"

"Nada. I don't think we're going to get anywhere just asking around." Her shoulders sagged, "Wanna sneak around?"

"We get caught out and we can kiss our one shot goodbye." Cindy chewed on her lower lip. Octavius was clear about that. Scorpion was a very paranoid man - any hint that his racket was compromised and he'd cut his losses and run. It was how he survived after stabbing her evil twin in the back, "Let's do one more sweep and then we can start busting down walls."

"Sure, whatever you say."

Cindy's eyes narrowed. Something was up with her, "Something happened." Gwen froze and her eyes widened comically. Cindy almost facepalmed. She had no clue how the other Spider managed to keep her identity hidden for so long. Her poker face sucked, "Alright, spill it."

"Wh-What? Nothing-"

"Oh, bullshit."

"I...alright, but you can't tell anyone. She said it's better if we kept it under wraps-"

Spider-sense.

Her attention snapped to Mary Jane and Spider-Man. The redhead leaned across the bar and flirted with the bartender while Spider-Man stood next to her. Walking up behind them were two men in suits. They were two steps away from contact when they pulled out the silenced handguns.

"Behind you!"

She didn't know if they somehow heard her or it was Spider-Man's spider-sense; didn't matter in the end. Spider-Man turned around, grabbed the gunman by his collar and smashed him facefirst into the countertop. Mary Jane followed suit and threw a clumsy punch that knocked the bastard clear across the floor, his gun skidding across the floor.

The music stopped. Cindy barely had time to mutter a curse before everyone ran for the exits and more gunmen came out, "Guess we're doing this!" She jumped into the air and webbed down two of the gunmen on the way down. Gwen followed after her and knocked out another who planned to unload on her back, "Thanks!" She flipped over to another one and kicked him in the jaw, knocking off teeth like mints.

"So much for keeping a low profile!" Gwen threw a guy through the air and webbed him to the roof.

With the four of them it took practically no time at all for the thugs for hire to go down. Cindy webbed the last of the goomba squad down and frowned. They got caught out, "Shit..." She inhaled through her nose and closed her eyes. Back to the drawing board-

"Well done."

All four of them turned to the source of slow clapping. Cindy pursed her lips as Scorpion walked towards them, taking the smallest amount of satisfaction that the expected smug grin was absent. Instead his face was knotted in displeasure like someone who'd been forced to suck in a lemon, "Guess you're Scorpion." She grinned viciously. She tried not to think about how similar it made her look to her evil twin.

"And you're Moon's counterpart."

"How'd you figure that? Was it the webs? Bet it was the webs."

"Hardly, that can be copied. No, she wouldn't have let my men live." He scanned the unconscious thugs on the floor and ceiling then looked at them all in turn. Thankfully Gwen and Mary Jane had enough sense to cover themselves in masks, even if it looked silly, "So...I'm guessing there's a reason you came here."

"Why did you send them out to shoot us?" Gwen asked.

"A test, Spider-Woman. I needed to be sure." He spun his scorpion (seriously?) cane, "Either Moon finally found me or her counterpart came to make a deal. Enemy of my enemy is my enemy's enemy. I doubt you have much love for those in my line of business, but you have more important matters to worry about." He finally smiled, predatory and confident, "So let's deal."

Cindy smirked back, "You wanna deal? Fine, here it is: you give us every shred of information on Moon or we glass this place."

"Really? That's your opening statement?" Scorpion actually laughed.

"Yeah." Cindy crossed her arms, "Way I figure it we got two options. We get the information from you or we get nothing. If we get nothing then you don't have any value to us, and you've already shot at us. Octavius talked, Jefferson. We know the things you've done."

His smile twitched, "Octavius, of course. That cockroach." He clicked his tongue, "I'll admit you have me at a bind, but I'm not one to be bullied. If you expect me to just give you everything I have and let myself be taken you have another thing coming."

"This isn't-"

"What do you want?" Spider-Man said, cutting off Gwen's protest.

"If that bastard Octavius sold me out then I have to assume many of my safehouses are compromised. So, let me make a deal: I will leave the country unmolested and untracked. You won't drag me in chains and drop me in a hole so you can pat yourselves on a job well done. In exchange I'll give you information on the locations of Moon's bases, including where she does most of her experiments."

"You want us to let your get away scott free after everything you've done with her? Are you fucking kidding me?" Gwen growled.

"You can knock me out and try to extract the information the hard way, but I'll warn you that I didn't last so long in this business by being a stool pigeon like Octavius. You might be able to extract it eventually, but how much time would you lose? Can you afford it after the damage Moon has done?" His smirk returned, "That's my deal. My freedom in exchange for the information to damn Moon."

"Shit..." MJ muttered.

Cindy balled her hands into shaky fists. This was different from Octavius. He'd still be imprisoned, even if it was comfortable. This was exchanging another evil for another. She knew coming in she'd have to give something up; it didn't stop it from tasting bitter on her tongue, "...Fine." Gwen looked at her with wide eyes, "I'll talk to my bosses. You give us the information and if it's legit you can go."

"Pleasure doing business with you-"

"Not so fast." Cindy nudged her head to the security cameras, "I want all copies of the security footage showing our faces. And don't even _try_ to sneak off with a copy to sell to the black market, we'll know." She turned to Spider-Man, "Make sure he deletes all the data and that he doesn't have any backups here or anywhere. He tries to sneak off with anything but that suit he's wearing, shoot him."

Scorpion's lips pursed in displeasure, "Can't resist getting a final shot in, can you?"

"Take it or leave it."

"Hmph...fine, we have a deal."

They shook hands. Cindy suddenly felt dirty.

* * *

An hour later and the information changed hands. Hours later they were back at the safehouse now, but Gwen felt anything but safe. She paced across the living room, ignoring the annoyed looks Cindy threw her way. Gwen knew it wasn't her fault, that she was as disgusted by the deal as they all were, but she couldn't stop herself from feeling angry and bitter. They'd just let a terrorist go to be someone else's problem.

"We're ready." Cindy stood up from the couch and tapped her phone, "S.H.I.E.L.D's already handling most of the other bases, so we can deal with the last place." She zoomed in on the image, "It's one of the labs where 'extreme subjects' go."

"That's where Kat'll be," Spider-Man muttered, "Let's go."

"Sure-"

"Not you." Cindy shook her head. Gwen was getting really tired of being interrupted, "Going all at once is gonna screw us." She zoomed out the map, "The place isn't too far from here. You and MJ stay here with Laura. Me and Spider-Man'll go first. If we run into anything that needs your help we'll call you."

"This is bullshit!"

"You remember what happened last time you all went at once?" Gwen shrunk back at Cindy's glare, "Club Scorpion was one thing, this place is another. We don't want a repeat of last month."

"And you think you two going is better?" MJ asked.

"My evil twin can't drain our powers. Trust me, she's tried." She touched a long scar on her wrist briefly, "Stay here. We'll call if we need help."

And just like that they were gone. Gwen screamed into her wrist in utter frustration and trudged out to the alley, ignoring MJ's questioning look. She knew she'd screwed up back then, but did Cindy really have to rub it in the way she did? Did she think she didn't know she was the reason Cap was geriatric and She-Hulk was in an induced coma? "Fuck..." She kicked a stone to the wall, slightly denting the brick.

Her bitter musings were cut off by the sudden call on her phone, "Unknown number. Swear, if this is Murdock or Moon..." She tapped the screen, "Who is this?"

"An old friend." Gwen's eyes narrowed. Teresa, "You seem frustrated."

"I'm really not in the mood." Webster tried to warm her stomach. It didn't help, "What do you want?"

"Well, I'm breaking my rules. Check your phone."

She got a picture. Gwen opened the message and nearly dropped her phone when she saw the image inside. Murdock and Moon talking close to a window in a wide, luxurious office. The timestamp said it was taken five minutes ago.

"What the hell is this?"

"Exactly what it looks like. Matthew and Ms. Moon are meeting. It seems they're both in somewhat dire straits now that Norah's cast a light on Matthew's dealings and Ms. Moon is currently in the process of most of her resources being deprived from her. Her empowered agents can only delay the inevitable, and so they're trying to make a deal. Pool together their resources till they can get back on their feet."

"They can't!"

"I agree." Another message, "I sent you an address. Wait an hour and then make your way there. Don't tell Mary Jane or the others. They have their own tasks."

"What? Why-"

"Trust me."

She cut the call. Gwen looked down at the blank screen, mouth agape. Trust her? After everything she'd done? _'Then again, you'd be dead if it wasn't for her,'_ she thought bitterly. She and MJ both, _'What do you think, Webs?'_

 **'I do not trust her, but you are right, she saved your life. If I joined you the first chance I was able to I would've been taken by the Creator as well. She does not wish us harm.'**

 _'Guess that's gotta be good enough.'_

The hour passed by painfully slow. As soon as the timer ran out she morphed into her costume and swung to the address. It wasn't too far from the safehouse either. She recognized it as one of Murdock's offices, a place that let him get a view of the city, "Fucking Kingpin..." She swung out into a high arc and landed on the wall of a nearby building, which gave her a good view through the windows illuminated by the sunset. Murdock and Moon were still there.

Moon looked agitated, which was more satisfying than Gwen thought it'd be. Even Murdock's smile looked strained, _'These two bastards...'_ She growled. How many lives had they ruined? How many would they continue to ruin before they were satisfied?

Moon stopped and looked down at her right hand. The skin shifted to a black color and pulsed. She mouthed something in shock and looked up.

Right where Gwen was.

Their stare off was brief. Moving on instinct, Gwen swung through the air and kicked through the window. The sound of shattering glass overpowered Moon's surprised scream, "Pizza delivery!" Gwen shouted. She kicked Moon with both feet and smacked her to the wall. She hated to admit it, but she probably hurt herself more than she hurt Moon.

"Ms. Stacy-"

"Nope!" She webbed the couched and threw right at Murdock's smug fucking face, "No witty banter from you!"

"You don't fucking give up, do you?" Moon sent a blast her way. Gwen jumped to the ceiling and tossed the table right at her, "You seriously haven't learned anything, have you? You couldn't beat me four on one, what makes you think one on two's gonna be any better?"

"I'm an optimist!" She dodged another blast and did a swing kick aimed at Moon's gut. Again a jolt of pain ran of up her legs at the impact, but Moon actually doubled over, from surprise if nothing else. She'd take it.

 **'The energy that covers her, it's preventing us from being whole again.'**

 _'Really would've appreciated knowing that earlier.'_

Gwen moved to jump away. Moon grabbed her right leg and smashed her to the ground, "Really, Stacy?" Moon grabbed her neck with her left hand and raised her up, ignoring the kicks Gwen sent her way, "Did you really think this would work out for you? What was your plan, just rush in here and take us both out?" Murdock was smirking behind Moon. She would've given anything to wipe that grin off his face, "Still, I gotta respect how committed you are to being a moron."

Her planned and thoughtful comeback was cut off by a glint of dull gray. Moon looked down her arm and blinked at the throwing knife embedded in the skin, "What the-"

A sudden, unseen impact forced Moon's head up and made her stumble back. Gwen fell briefly before the same unseen force took her in its arms and she was set down on her feet close by. Wisps of smoke appeared, revealing a humanoid figure-

"Peter?"

He looked different, but it was definitely him. The bloodstained jacket and jeans were gone, replaced by a sleek black attire that more closely resembled armor. His arms, legs and chest were covered covered in the armor while everything else was covered in black cloth. His mask hugged his face tightly and was topped off with a pair of goggles that masked his eyes from view.

"What the fuck?" Moon rubbed her jaw.

"...Mr. Parker," Gwen might've just been imagining it, but she could've sworn that Murdock was actually surprised, "Back from the dead. And here I thought you just went to a different kind of Hell."

"That's Six? Fuck, these bastards just won't die." Moon sneered.

"Peter-"

"Can you fight?"

"I...yeah." Gwen nodded and lowered herself into a combat stance. Peter's presence next to hers dispelled all her doubts.

"Two on two, is it?" Murdock grinned, "Very well, let's make it fair."

Peter charged ahead, but not at Murdock. He disappeared midway and suddenly appeared behind Moon, "Hey-" Moon's call was out off by a knife running through her back, spilling dark colored blood to the floor. Gwen followed his lead and kneed Moon in the face before slamming her into the ground.

"A head-on assault, Mr. Parker? I'm disappointed."

Murdock drew the katana and slashed down. Peter grabbed the blade between his palms and stopped it inches from his face. Now Gwen definitely saw surprise, "Hey, Murderdock!" She kicked him in the face, webbed his back and tossed him to the wall.

He flipped himself upright mid-throw and landed on the wall feet first before propelling himself back towards them. Gwen jumped to the ceiling again while Peter ducked, grabbed his extended wrist and pulled him down before stabbing a knife into his back.

Spider-sense.

"Look out!" Peter turned invisible just before Moon blasted where he just was, hitting Murdock with the full force of the dark energy. Peter re-appeared in front of Moon and stabbed a knife through her gut before disappearing again.

 **'Gwen, he's weakening the energy.'**

 _'Time for us to get some hits in.'_ She landed in front of Moon, punched her four times in the face and then slid between her legs. The terrorist stumbled forward and and Gwen kicked her in the back twice, making her land near Murdock.

"...Haha." Murdock stood up shakily, his shades broken to reveal the inhuman eyes underneath. Peter appeared next to her and aimed a gun at his face, "I can't read your movements, Mr. Parker. I guess your patron's given you another gift." He laughed, "You know, if you'd left well enough alone and abandoned this crusade I would've let you live your life. Now you've-"

"Shut up."

Three bullets impacted through his forehead. As expected he remained standing, but this time the wounds didn't instantly heal, "...Huh." He raised two fingers and wiped away some of the blood, his mouth parting open in a chilling grin, "Picked up some new tricks, have you? Who was it then, hm? Stick? Or was it that would-be Chosen One Rand?"

More bullets was his response. This time Murdock dodged the shots and aimed a slash right at Peter's mid-section. Gwen rushed ahead and grabbed his arm, the blade almost cutting through her skin, "Ms. Stacy. This isn't your fight."

"You know, I'm really getting tired of people telling me that."

She headbutted him. The impact was hard enough to make her dizzy, though it also made Murdock stumble back. Peter emptied his magazine into Murdock's chest and kicked him towards Moon. Moon side-stepped his flung body and sneered, "You know, if I knew how much of a colossal pain in the asses you two would be I would've killed you long ago. Especially you, Stacy, you ungrateful little shit."

"Your mistake."

Gwen charged forward to punch her face and Moon blocked the blow with both hands. Peter jumped over them both and slashed her back again, "Agh, son of a-" Gwen kicked the knife still embedded in Moon's gut. Hard.

 **'Gwen, now's our chance.'**

"Take her down, Peter!"

Peter webbed her back and slammed her down into the ground. Gwen straddled her and morphed her hands into claws, "...There." She grabbed a handful of symbiote flesh from Moon's mid-section and pulled. A part of her almost felt guilty, hearing Moon's desparaete screams, but then she remembered what happened a month ago. Moon tore them apart and laughed while she did it. Taking Webster back wasn't wrong.

She'd pulled a chunk of the flesh away before both their spider-senses rang. Peter let go of Moon's shoulders and just barely managed to block Murdock's katana, "Thought you'd dealt with me so easily, Peter?" Murdock's face was nightmarish, the skin cracking to show something black and monstrous underneath, "You thought this was victory, hm? A single stroke to end your struggles?"

"Peter!"

Gwen made to charge at Murdock when Moon suddenly grabbed her neck in a vice grip. Gwen grabbed hers in return, "Nice...try, Stacy." Moon forced herself to grin and stood up, blood dribbling down her chin, "I'm still stronger than you. You're just...a kid who got lucky."

"Our men are coming over here," Murdock said, the sword inching closer and closer to Peter's shoulder, "Face it. You've both lost."

"Not yet."

Peter let the sword go. Gwen's eyes widened and she screamed at the sudden crimson that burst from his right shoulder. He didn't seem to notice or care and unholstered his pistol again, shooting Murdock four times in the gut before kicking him out of the window, "Matt!" Moon twisted her head only to come face to face with the gun. Gwen almost screamed for him not to pull to trigger, to not kill her, but he shot before she could.

The bullet didn't kill her. Moon's head snapped back and suddenly her body turned a photonegative color, "We gotta go!"

Too late. Gwen put up her hands and screamed as an all too familiar wave of energy washed over them. She managed to stand her ground; Peter wasn't so lucky. He was flung through the same window, "Peter!" Ignoring every part of her body screaming out in pain, she tackled Moon out the window too jumped out after.

The rushing wind only worsened her injuries. Peter spun through the air briefly before he managed to pull himself upright and their gazes met. She didn't say anything. Time seemed to move in slow motion as she raised her hand and shot a webline straight at him.

He grabbed hold. She pulled him up with one hand while the other fired another webline above them. Both weblines snapped taut and Gwen screamed in pain, **'Gwen!'** Webster shouted. The wounds, she was too weak to hold on, "Peter..." She looked down at him. One of the goggles lenses had cracked, allowing her to see the eye underneath "I...I got you...just...just hold..."

Her grip was failing. Peter looked around quickly and started swinging on the web, "Hold on just a little longer!"

He was close to the building wall by the time she finally let go. Peter ejected a thick line of dark webbing and stuck himself to the wall with one hand while the other held onto the line of webbing that still kept their arms attached.

This time it was her turn to fall. Gwen forced herself to to hold onto the web even when the sudden pull of the web made her arm feel it would snap right off the socket. Gwen looked down and thanked small blessings that she was close enough to drop. She looked up at Peter one last time before she let herself fall to street level.

"Ah..." Everything hurt. Gwen bit her lip to keep from screaming again and watched as Peter slowly lowered himself down. He didn't get a chance to say anything before she wrapped her arms around him in a relieved embrace, ignoring the pain and the people openly gaping at them in shock, "You're alive...you're alive..."

"Yeah..."

He looked past her to Murdock and Moon's prone bodies on the street. For a brief, hopeful second she thought they would've gotten lucky and gravity did all the work for them. It didn't last long.

Murdock's finger twitched and he stood up, "You gotta be fucking kidding me."Gwen gaped as the demonic lawyer stood up shakily, his smile replaced by a look of utter rage. The wounds from before were still there. He looked like he should've been dead.

"Haha...you've gotten far better." Murdock looked at them both. Moon started to pull herself up as well, sporting a similar look of rage, "Impressive. Shame it won't last."

He snapped his hands and...

Nothing.

"What-"

A crescent shaped projectile embedded itself on Murdock's shoulder and then quickly exploded, "Your men have been disposed of, Demon." Moon landed in front of them protectively, both hands holding to a crescent blade each.

"Yours too, Ms. Moon." Wasp landed next to Moon Knight, aiming her stingers at Moon's scowling face. Gwen didn't even know she was active again, "Now, make this easy for us and just give up."

"What, you think the four of you can take us?" Moon tauned.

"Perhaps not, but all of us certainly have a chance," Moon Knight said.

A laser lit up Murdock's chest and she heard the telltale sound of a suppressed gun firing off followed by an explosion. Gwen's head snapped up to the nearby building and she saw Punisher with Lana and Felicia next to him.

Moon stepped forward only to get a blast on her shoulder. She growled and kept walking only to get kicked back by Cindy, "Back off, 'twinsie'." She let go of the webline and landed on all fours. Gwen saw the sneer even through the scarf.

"It seems we've been outplayed, Ms. Moon." Murdock's smile was wide and ugly, "Fine then. A tactical retreat."

Her spider-sense blared and a wall of fire erupted in front of them. Gwen stumbled back while the others covered their eyes. The heat was unbearable. By the time the fire had dissipated the both of them were gone, "They escaped..." Gwen muttered.

"We wouldn't have been able to beat them anyway," Peter said, "This was supposed to make Murdock and his moll run scared. Give us a chance to fight back better."

"Still..."

"Trust me, Spider-Woman. Neither of the two are people you fight in one stroke," Wasp said, "Come on, we should leave the streets. Too many prying eyes and ears here."

Gwen nodded and let Wasp carry her up to where Punisher and the rest were while Cindy did the same for Peter. Castle holstered his rifle while Felicia raised an eyebrow, "...I have to admit, when I got that call I didn't actually expect to see you alive again, Spider."

"Good to see you too, Hardy." Peter took off the mask. There was nasty gash on his forehead, but apart from that he was remarkably alright not half dead.

"Maybe next time give us more warning, Pete," Lana sighed, "Barely managed to take get those ninjas before they stabbed you in the back."

"Where the others?" Gwen asked.

"Laura, Spider-Man, MJ and Kate are at the church. You know where," Cindy let out a tired breath, "We managed to save Shadowcat and the other test subjects. Teresa called us, said the church should be safer. Considering she's the reason you're not knee deep in ninjas and S.I.L.K agents right now I decided to give her the benefit of the doubt."

"Thanks, Cin..." Peter mumbled.

"Oh, don't you even start. If you didn't look like a breeze would make you keel over I'd punch you in the face for not telling me you came back from the dead. Again," Contrary to her words she was sporting a full smile. A moment of silence passed and then Cindy suddenly pulled him into an embrace, "...I'm glad you're alive, Pete."

"Yeah, me too..." Peter smiled back, "Good to see you, Cin."

"We should leave this place before we draw more attention," Moon Knight said, "Split up and rendezvous at the church."

Gwen and Peter shared one last look before Wasp tugged her up again. The relaxing flight and the exhaustion finally hit and Gwen closed her eyes, falling into a surprisingly peaceful sleep.

* * *

 **Yeesh, this took me like a day! I hate fight scenes. Anyway, we finally had a fight where Murdock didn't roflstomp the heroes, he got his teeth kicked in and he was actually forced to retreat. I know some (many?) of you are calling bullshit considering how weaksauce the fight was, but just as many are probably just happy that Murdock and Moon _finally_ got egg on their faces that they don't care.**

 **That and they prove they really should switch baddies: Gwen's symbiote protects her from Murdock's stare and she's strong enough to overpower him. Meanwhile Noir's invisibility and Darkforce negation makes him perfect for taking on Moon. Shame they stick to their current dates.**

 **So yeah, we've actually gotten to the point where the leads can do more than just barely survive against their baddies and, thanks to Cindy's deal making and Spider-Man sucking up his bile against Octavius, they managed to deal heavy blows against SILK. We can actually see the ending (for V1) coming, ladies and gentlemen, and I'm excited.**

 **Next chapter: more dealing with the baddies.**

 **Questions:**

 **1\. I've gotten comments indicating people are happy with Noir's shift to a lighter, jokier character. So...I take it this is a move people are mostly in agreement of continuing? Cause I figured Gwen filled the niche of the happy, snarky Spider to Noir's cynical, jaded prick.**

 **2\. Not sure if I asked this before, but screw it. As of the current chapter, does Noir still feel like Noir or does he just feel like an OC with the name? Especially since Orignal Noir's running around too...**

 **Review Answers:**

 **HopeIsAnIllusion - Well, now he has the Far From Home Stealth Suit :P Didn't help much against the katana, but hey.**

 **Brave2000 - John Wick fu :P Being serious, no clue since I'm not a martial artist and Noir presumably adapts and changes moves. Closest thing I think would be Russian Sambo. Peter focuses on takedowns and ending a fight quick.**

 **The Red Ghost 22 - You're another person who likes Noir being less broody. As for Gwen and Moon, the problem is lack of chances for them to talk like Peter and Matt. And to be fair I did have it so that both Gwen and Peter damaged both antagonists for a little bit of payback.**

 **Raymond49090rc - Earth-65 Peter was based on Peter as written in the 60's by Steve Ditko, so he does have the capacity for heroism. However, for most of the story Noir barely has any traces of 65-Peter's identity and identifies purely as Noir, so one could argue he's as heroic as Noir would be if he didn't endure the five years of torture.**

 **Guest - Your english is fine :) And yeah, I fucking hate writing fight scenes. Aftermaths and effects are much better.**

 **Titan616 - To be fair Stick just says she's a bad fighter who's reliant on her powers, which is pretty true. Compare comics Gwen to Spider-Verse movie Gwen and you'll see how massive a difference even being trained in ballet will give you over copying Kung-Fu movies. As for Logan Laura fics, check out archiveofourown. Pretty good selection there.**


	143. Group Date

**Writing this chapter (all in one day...) has made me all the more relieved that Volume 2 is going to be much less...stupid in scale, especially Noir's segments. And by that I mean we're actually going to stick to street level stuff for the most part and all the demons, world ending threats and etc etc are gonna be left out of focus.**

 **This chapter is mostly talking, but we do get some action near the end. I thought the tone was pretty appropriate so hopefully no one finds it dragging.**

 **New cover, by the way :D Someone made a fanart for Spiderverse Noir and I thought it was a decent approximation to how Original Noir looked in this fic. 65-Noir's more of the nerdy type.**

 **Side Note - Check out the fic 'Real Folk Blues', which another author will post over here hopefully soon. It's a crossover between Peni Parker and Spider-Man Noir that has the former trapped in in the 30's. So far it's pretty good :)**

* * *

The church was an all too relieving sight. Peter let out a soft breath as soon as they were inside, "Home sweet home..." The others were walking around the practically barren building with varying degrees of familiarity, some of them already making their own corners to get some rest. They would be safe here for the time being - for one night, at least. They needed it.

He took off the armor as soon as he was in the back room and frowned at the slash across the shoulder. Teresa told him it would only _blunt_ Matt's blows, keep him from losing chunks of his body altogether. Beggars couldn't be choosers, he supposed, but he couldn't help but be disappointed, "So much for a Melvin Potter guarantee..." He put it on top of the table and tapped two fingers on the already-healing cut. Stick's training was the only reason the Hellfire hadn't ravaged him through.

He was exhausted. Peter took a deep breath and brought a hand through his face, thankful that he couldn't see his reflection even if he wanted to. That fight had gone better than their last attempts, at least.

Peter trudged back to the main room. Everyone had already settled into their own groups: Cindy, Gwen, Bishop and van Dyne sat in a small circle at the center while his brother and Pryde were huddled together on the leftmost side. Their little hellion and Waspling were chatting and running around, probably surprised that there was another kid considering where they were. Something told him van Dyne wasn't happy about her kid sneaking back into town to try and 'help' her mom.

The rest of them were scattered around in their own little pockets. Mary and Summers were talking animatedly about the journalist's disappearing act with the latter trying to calm the irate redhead down. The rest of his team were scattered around ignoring everyone else. Castle was at the upper right corner checking his guns while Moon Knight and Hardy were checking over their own injuries. Lana looked around awkwardly till she finally spotted him and immediately came over.

"Fucking finally." She looked up at him and nudged her head to an empty space, "Come on, I don't wanna hang around these pricks on my own."

"Always the charmer, Lana."

Contrary to what she expected, Peter did end up gathering the other members of their makeshift team. Some of them (Castle) were hesitant at the idea of actually being within touching distance of one another, but they all agreed to the justification of a planning meeting. He made sure to place their group a fair distance away from the others; the last thing he needed was another argument like the time they went after Jack.

None of them said a word at first. Castle opened one of his MRE packs and everyone decided it was good enough as any as an ice breaker, "Here." Moon Knight tossed him and Lana a cold sandwich each while Felicia made do with what looked like a bar of chocolate.

The next couple of minutes were spent in awkward silence, the only sound being their chewing and the occasional drifting chats from the other groups. He didn't know how to feel seeing (almost) all of them again. He gauged enough from his memories to know that, apart from Lana and Bullseye, he hadn't exactly been friends with any of them, but they'd also helped him even when they had nothing to gain. Kasady and Jack came to mind immediately.

It was Hardy who broke the silence, "Alright, I'll bite. Coming back from the dead: an explanation, Spider?"

"You think I'd know the intricacies after what happened last time?" He took a small bite of the cold ham, "My boss decided to give me another chance; tortured me and Bullseye for a while before he did. Didn't even remember my own name for a while. Took me a while to start moving again, even longer to learn how to fight better."

"How long have you been breathing?" Castle asked.

"About a month."

"A month? And you decided to wait that long to tell us you had a plan because?" Hardy asked flatly.

"Because I didn't have a plan." He scoffed, "Like I said, I couldn't even remember my name, let alone any of yours. And even if I did, there wouldn't have been a point. The last time we went after Matt he sent us packing with our tails between our legs. I wasn't looking for a repeat."

"Yeah, well, this time we kicked his ass. Him and the rest of his fucking ninjas," Lana said, mouth still full of food, "I mean fuck's sake, how many ninjas can he have left at this point? There aren't _that_ many suicidal retards in New York, are there?"

"You would be surprised, Ms. Baumgartner," Moon Knight muttered, "The Beast preys on desperation, especially in New York. His presence has...tainted this city, Hell's Kitchen most of all. Remember the destitute you ignore, the powerless who wish to lash out against the world. The Beast tempts them with a taste of comfort and an outlet for their vices and uses it drag them under his shadow."

"...Meaning he's like every two bit crime lord who takes desperate assholes for the meat grinder. He's nothing new." Lana rolled her eyes, "Whatever this guy is, he _ran_ from us. He's not as invincible as you're hyping him up."

"No one's invincible, but you're being overconfident." Castle grunted, "You got careless earlier. You're lucky you didn't take a knife to the neck."

"I didn't." Lana's voice had taken on a harsher edge.

"...Castle's got a point, Lana. You should be careful," Peter said.

"I'm _fine_ ," she grit out, "Look, you don't have to look out for me, okay?" She looked away and (presumably) scowled. Her heartbeat was intense. Not shy or nervous. Angry.

"What's wrong?"

She didn't answer for close to half a minute before she eventually sighed, "I don't want you to keep me out for 'my own good'. I've fought with you guys over and over and I'm sick and fucking tired of you assholes looking down on me just cause I can't buy booze yet. Pete's not much older than I am and you pricks don't have any problem following him around, so why am I treated like the runt?"

None of them said a word. He got why Castle had his doubts - he'd been a father, despite abandoning his kids - but the others didn't have much in the way of excuses, himself least of all. How many times had Ben and May begged him to stay away from danger because he was 'too young'? Keeping Lana away hadn't saved her; especially not from Jack, as much as it frustrated him to admit.

"I suppose she has a point," Hardy said eventually, "We can't exactly afford to turn away help, especially not after our most recent loss. It wasn't even us who hit that _diable_ the hardest. That honor goes to Winters."

"Someone talking about me?"

All of them turned their head to the new arrival. Summers looked down at them, hands on her hips and her head titled teasingly. Smiling? "I thought you'd be with Mary," Peter said.

"Eh, I already got the third degree from her. She's talking with the Avengers now." She sat down next to Castle (and across from Peter) and crossed one leg over the other. Without saying a word Castle tossed her one of his MRE's, which she caught easily, "Hope you guys don't mind me cutting in."

"I'm surprised you'd prefer to be here with us lowlives," Grant said.

"Didn't feel right bunking with the good girls," she said, only half sarcastically, "'Sides, I wanted to do this." She reached towards Peter and, without missing a beat, slapped him on his right cheek. Hard.

Peter rubbed his cheek and glared at her, "The hell was that for?"

"That was for me crying my eyes out when you died." She slapped him again.

"Aright, what was _that_ for?"

"That was just me letting off steam." He pressed his lips together and waited to see if she'd slap him again. She didn't, "Woah, what's up with you? You look like someone shit in your cornflakes."

"...I hate you."

"I love you too." Now he knew she was smiling. Summers took a generous spoonful of pork sausage with gravy(?) from the pack while Lana cringed next to him, "What?"

"Ugh, how can you eat that shit? I can smell it from here..."

"Well I couldn't exactly go on my caviar and foie gras diet when I was hiding out. It was either get used to MRE's or starve." She took another large bite. Peter wrinkled his nose and frowned; the greasy smell was pretty damn foul, "Sides, could be worse. Tried the Asian stuff, and that crap made nearly made me throw up. Least I can swallow this with only minor gagging."

"You did throw up. I had to clean it up afterwards," Castle muttered.

"Wow, thanks for letting that all out there, Frank." Peter's eyes narrowed. 'Frank'? They seemed to be getting friendly, "Besides, you stopped complaining when I actually made a proper sandwich the day after. Consider it payment for services rendered."

He grunted and continued eating his meal.

"...Alright, since when did you two get so close?" Lana asked, "That's probably the most words I've heard Castle say that wasn't some kind of threat."

"Who'd you think I was hiding out with for the past month?" Summers asked back, "Couldn't hide from the Kingpin on my own and I figured Frank was a better option than Black Cat or Moon Knight. Felicia Hardy the mega popstar isn't exactly a private figure and Moon Knight...no offense, but you kinda freak me out."

"No offense. We tend to have that effect on people," Grant replied jovially.

"I wasn't looking for roommates anyway." Hardy shrugged, "Alright, now that the ice has been broken, lets get down to brass tacks: what's our plan now?"

"Killing Murdock." Peter finished off his sandwich and leaned forward, "We made him run scared, but that won't last forever. He'll be trying to gather strength and men, make some kind of counterattack. We need to use the breathing room wisely." He pulled out a piece of paper from his pocket and set it at the center, "This."

"What is that?" Lana asked.

"Silver from Judas Iscariot. We're going to find it."

"...You know, you'd think after a while I'd stop being surprised, but somehow I continue to be," Felicia said flatly, "Are you honestly telling us to go on a treasure hunt for the thirty pieces of silver?"

"I'm sorry, did you want to raid the base of the devil again?"

"...Point." She pinched the bridge of her nose and sighed, "Alright, fine, you want us to go on a treasure hunt. I don't even care anymore."

"I've heard of this," Spector said, "Silver infused by the taint of Judas himself. Thirty pieces of silver to betray all of Humanity. After payment the rage, confusion and guilt bubbled and Judas took his own life, but something remained. Judas' malevolence, perhaps his soul, had bonded to the silver and they retain a power that very little could match."

"No offense, but this kinda sounds like the bible horror stories gran used to tell me," Summers said, "What exactly do these 'almighty' pieces of silver have besides this guy's soul?"

"Judas' desire for revenge which surpassed those even of Angels and Demons. Judas had willingly betrayed mankind and yet he considered himself the bereaved party. Such anger and selfishness tainted the coins in a way that cannot be replicated. According to certain circles they can be used as a weapon. Being such as Angels and Demons will return to the wheel of reincarnation if slain. The silver would purge them from it."

"Shit, this is fucking insane." Lana covered her face with both hands, "I think I missed it when Murdock was just a blind prick with a bunch of ninjas."

"I think we all do," Peter said, "Teresa's trying to look for some leads, but she could use your help, Summers."

"On it." She gave him a thumbs up. Least she was confident.

"Meantime we gotta hit Matt where it hurts." He pulled out a second, larger piece of paper and set it down on the ground, "The Chaste drew up this map. Can't really see it, but they told me there were some places we can hit. Rackets hiding something Matt would prefer to keep hidden."

"Is this gonna be like that storage building?" Castle asked skeptically.

"Nothing so severe. Mostly places where he gets most of his funding or where he trains some of those braindead morons for his Pajama Brigade. The Chaste...haven't been able to find the women." Maybe they really should've just killed them. Was it better to die quick or suffer and hope for the miracle of a rescue? "Now that Matt's in a panic they'll be vulnerable to attack. This is the only chance we'll get."

"If you're hoping to do it stealthily then you're out of luck." Summers tapped something on her phone and showed him the screen.

"...I can't see."

"Huh? Oh, shit! Didn't even see that!" He rolled his eyes at the terrible pun, "Well, you and Spider-Woman's fight with the Kingpin and the very charming Ms. Negative are all over the news. Good news is Murdock's officially on the run since it's pretty hard to explain away being caught fighting with a terrorist leader. Bad news is everyone and their grandma knows that Spider-Man's back from the dead. Again."

"I figured people would think someone else just took up the mask."

"Well, they _would_ , except for Spider-Woman hugging you and going 'you're alive, you're alive'. People just kinda added up from there."

"Yes, Stacy tends to wear her heart on her sleeve," Felicia said. He was quickly reminded of the rather awkward fact that everyone in the building, many of whom Gwen could hardly call friends, already knew who she was under the mask, "I have to say, Spider, I still don't understand your choices."

"Jealous?"

"Hardly. You're not that great a catch, in all honesty." He'd pretend that didn't hurt. Always with the Felicias... "I just thought you'd pick someone else. The 'kind and gentle' Spider-Woman to soothe the savage beast within? It sounds like something Watson's sister would come up."

Lana snorted loudly to try and change the subject, "What are those shitheads saying?" she asked Summers.

"Oh you know, the youzhe: people claiming they always knew you were faking being death, some jerks saying no one asked for you back, others celebrating the return the return of 'the hero this city needs and deserves', a few wondering if this means you're immortal and, of course, a handful of tasteful comments about your new choice in costume and how it accentuates your butt. The response has been pretty positive on the last one."

"Good to know." Peter smiled wryly.

She tapped the screen again, "Jameson's throwing a bitch fit. Old Hitler stache looks like he's having a heart attack."

"I don't care."

"Yeah, me either." She turned the phone off and pocketed it, "So, why don't you tell us what being dead was like?"

It was...odd talking to them all like this. He'd gotten used to Lana, even if he still didn't fully remember her, but the others (except Summers) were acquaintances at best. They spent the better part of the hour exchanging stories (or briefing each other, as Castle called it) on their activites for the past month. Castle, Moon Knight and Hardy had kept active, at least, disrupting Murdock wherever they could and, in the case of the first two, bagging any other criminal in reach. Summers helped wherever she could, though she didn't divulge much more details than that.

It was by the time that Norah was talking about gun practice that Peter noticed Spector's attention diverted elsewhere. The unmasked vigilante stared at the Waspling as she played tag with his brother's hellion. He couldn't see his expression, but he was obviously troubled.

"You know you can talk to her," he whispered. Thankfully they were next to each other (and they were too busy listening to Summers), so none of the others heard.

"What would I say?"

"'I didn't want to leave you' seems like a start." The older vigilante's hands clenched into tight fists, "I heard what happened from Stick. I doubt she or van Dyne blame you considering what you did for them."

"I dragged them into my conflict. I was the reason they were at risk."

"Pretty sure Wasp was old enough to choose if she wanted to put her neck out. You didn't drag her anywhere." He shrugged, "If you don't want to talk to her then at least stop staring. Don't want anyone to think that there's another reason for your staring."

"You've become...different after your rebirth."

"Really? I didn't notice." His mouth curled, halfway between a smirk and a sneer, "Hey, Lockley in there?"

"What do you want, kid?" Lockley asked. Loudly. The others stopped talking and turned to look at them, "Never heard you ask for me specifically."

"Consider it a special occasion. Got a question for you." Lockley crossed his arms and waited for him to continue, "When you sent me back to Bullseye's place...did you know it'd kill me?"

A heavy silence settled over the group. Lockley just laughed under his breath, "Sure." Lana's breath hitched and she immediately tried to reach for him, but Summers thankfully held her back, "You were useless the way you were. And hell, look at you now! You wouldn't have been able to send Murdock packing a month ago, so don't tell me I was wrong. A boy died and a man returned."

"But you didn't know I'd come back."

"Calculated risk." He waved a hand through the air without a single care, "If you came back you'd be stronger, and if you didn't...well, nothing of value would've been lost." He could practically see the bastard's shit eating grin, "What, don't tell me you're mad."

"Just curious. In any part of this plan where I die, did you even think about what would happen to Spider-Woman or Lana or the Parkers or anyone else who wasn't in on your little gamble?"

"Didn't come up." He shrugged, "But hey, you're back and revved up. No harm no foul, right? Water under the bridge." He offered him a hand. Peter looked down at the would be peace offering and, before Lana threw Summers off completely, laughed.

And then he punched Moon Knight in the face. Hard.

Gwen was in the middle of talking with Kate about needing more arrows when she heard the loud impact. She turned to the source and gaped when she saw Moon Knight flat on his back on the floor with blood on his lip,"...Sure, water under the bridge." Peter shook his hand, walked towards their table and said to Janet, "He's been staring at your kid. Might wanna talk to him about it." He jerked his thumb back.

"Right..." Janet looked torn between being confused and amused. She shook her head and called Hope (who was going to be so grounded when they got her out tomorrow) to help Moon Knight up.

"Uh...what the futz was that about?" Kate asked, watching as Janet helped him to the back room.

"Family dispute. Better leave em to it."

"Family? What do you-" Kate's eyes widened, "Wait, are you telling me he's...no!"

"Ask em yourself. Doubt they'll lie about it." Peter shrugged.

"It's...nice to see you again, Tiger," MJ said, awkwardness practically dripping from every word. Her face was knotted in uncertainty, like she wasn't sure if this wasn't just some messed up dream. Gwen knew the feeling all too well.

"You too, Mary." Peter smiled back slightly. Gwen was suddenly (and annoyingly) reminded of the redhead's confession about liking them both just weeks ago, "You look like you're doing better."

"Think so?" She let out a somewhat forced laugh and raised her right hand, letting red flesh cover it briefly before shifting back to normal, "Monster hasn't talked since I got out of the containment unit. Getting kinda paranoid, actually..."

"You'll be fine..." He squeezed her shoulder.

"The new suppressant should give us fair warning, at least." Cindy crossed her arms, "Just don't hesitate to speak up if you need anything."

"Peter, could we talk?" Gwen asked suddenly.

"Huh? Oh, sure..." She gave her goodbyes to the others and walked with Peter to the makeshift backyard, passing by Moon Knight, Janet and Hope along the way. She only caught the tail end of their conversation, but it was clear Hope was being eased in to who exactly daddy dearest was. Gwen wished her luck. Something told her she wouldn't take it as well as Princess Leia did.

They'd barely gotten outside before Peter pulled out a packet of cigarettes and lit one, "...Don't mind, do you?"

"Not really." That was the truth. The fact that he was alive meant she wouldn't said shit about him snorting a pack of coke...okay, she would, but she wouldn't have been as hysterical about it, "Speaking of vices...do you know anything about the serum right now?"

"Haven't had any episodes so far." He pulled back the sleeves of his right arm. No scales, just pale flesh, "Teresa thinks it's cured, especially after my talk with the kid and the boss giving me an actual second chance, but...I dunno. Better to be safe than sorry."

"Yeah..."

"Why'd you call me out here?"

"Do you...remember me now?" She licked her lips nervously. She hated even asking the question.

"No..." She winced. Blunt, but honest. Better than the alternative, "Sorry."

"It's not your fault..." She stuffed her hands into her jackets. Right now she would've loved to have Webster chip in, but it was off having another reunion with Pugface, "So...are you okay? We took some hits back there."

"You took more than me..." He took a slow inhale of the cancer stick.

"Yeah..." She looked down at the ground.

"...That's not all, is it?"

"Nope." She pulled out her phone and tapped the contacts, "Pretty much everyone knows Spider-Man's back from the dead now, so...I thought that maybe now would be a good time to talk to Ben and May."

He took another long inhale of the cigarette and blew the smoke upwards, "Sure that's a good idea? We aren't exactly out of the woods yet."

"I know, but...I think they'd wanna talk to you." He didn't say anything, but he nodded all the same. Gwen took a deep breath and tapped the number for a video call. The phone rang twice before May and Ben's face popped up on the other side of the screen, "Hey, you two...someone wants to talk to you."

She handed the phone to Peter. She heard a gasp from the speakers and Peter smiled softly, "Hey..."

"Peter..." Uncle Ben whispered, "Is that...is it really you? We saw the news, but-"

"It's me...well, as much as I can be. More than before, at least." He'd probably meant it as a bit of a joke. It didn't work.

"Your eyes-"

"I can't see you on the screen, but I can hear just fine," Peter interrupted, "Look, I'm fine; as much as I can be considering everything. Me and Gwen and the rest...we're alive. Still living." _Surviving_ , the cynical part of her mind whispered, "I'm...sorry for everything. It took me a long time to recover."

She turned away and gave them some privacy. Gwen crossed her arms and looked up at the church lit up by what little of the moon peeked through. The night clouds were getting darker, which meant rain. Her mother was elsewhere preparing rooms for them all, which left her with nothing to do but stand here awkwardly. She tucked her arms deeper into the sleeves of the loaned jacket and tried not to listen in too much on their conversation.

Minutes passed until Peter eventually handed her the phone back, "I hope you two are alright," Gwen said.

"Better than before." May's smile held more strength than before, "What about you, Gwen? George has been worried."

"I know, I talked to him earlier." She tried not to think about the fact that he was still confined to bed and, soon enough, a wheelchair. He'd put on a strong front about it, at least, and Jessica was clear that she 'didn't give a fuck that he'd start shitting himself'. Crude, and thankfully they weren't _that_ desperate, as Dr. Strange was quick to tell them, but reassuring all the same, "Just worry about yourselves. We'll be fine."

"I hope so. Love you, Gwennie," Uncle Ben said.

"Love you too." She shut the phone off and took a deep breath. Maybe she was being too optimistic, but she actually felt somewhat good. Better than before, at least, "...Let's head back inside."

By the time they got inside Hope was alone and sitting with her knees tucked to her chest on Peter's bed. The oversized shirt and the mismatched socks she wore only added to the awkward atmosphere. Gwen and Peter shared an uncomfortable look before Gwen sat next to the younger girl, "...Hey, what's wrong?"

"I found out who daddy is."

"Oh..." They shared another uncomfortable look, though Peter looked marginally less put off. Must've been because of whatever they were arguing about before, "So...do you wanna talk about it?"

"I guess." Peter made a gesture and tried to leave the room. She threw a glare at his retreating back and pulled Hope into a one-armed hug with one hand while the other shot a web at his back to keep him from running, "Where are Janet and...you know?" She glared up at Peter and mouthed 'Don't you dare leave me!'. He sighed and took a seat on a nearby chair.

"They said they wanted to give me space. Mommy always does that whenever I get mad."

" _Are_ you mad or is it something else?"

"Dunno..." She puffed up her cheeks, "Mommy lied."

"How?"

"He said daddy was a superhero." Gwen winced. The words cut deep, and they weren't even about her.

"I mean...he's kind of a Superhero-"

"No! He just...wears a weird sock on his face! He doesn't have a shield or powers or anything!" Gwen almost laughed at the childish complaints, "And he looks tired! He's just...he doesn't look like a Superhero!"

"You know, you and your mom don't have powers either. You use science."

"Yeah, but we shrink and get bigger. He just...shoots stuff or blows it up or cuts people. It's...creepy." She puffed up her cheeks again, "Mommy told me the reason daddy never talked to us was because he was out saving people and doing heroic stuff. She lied."

"...He did have a good reason for leaving," Peter (finally) said, "A bad man came after your mom and dad when you were just a baby. If your dad didn't leave he never would've stopped coming after you." He was holding something back, Gwen realized, but she didn't say anything and let him continue, "Can't say how much of a good dad he'd be, but...he didn't want to leave you, and maybe once we stop the bad man you can talk again."

"I dunno what to say."

"That's alright, I don't think he does either." Peter gave her a lopsided smile, "No rush, kid. I'm sure they'll both be happy once you decide it's okay to start talking again."

"Yeah..." She nodded, "I wanna play with Laura. I don't wanna talk to mommy and...daddy yet."

"Sure. I doubt my brother will mind."

* * *

Spider-Man helped Shadowcat down the steps to the basement room, "You alright?"

"Yeah, I'm fine..." She waved off his hand and trudged to the farthest bed. The others were still moving around upstairs; still planning, still patching their wounds and figuring out what they wanted to do next. He didn't know if he felt the same. Only reason he'd helped fight the Slant for the past month was because he wanted to get Kat back...

...And he'd given up Octavius to do it.

He suppressed a scowl and took a seat next to Kat without a word. He didn't know what to do now. Octavius' information checked out, so now he got a fancy new cage he could stretch his useless legs in. No need for him to go back home and take a bullet to the back of the head like he deserved. A part of him wanted to rage at the unfairness of it, but an even bigger part knew that he'd made his choice and that it was worth it.

"Penny for your thoughts?" She nudged his thigh with her foot, "You're scowling again."

"Always look like this."

"Not always. Sometimes you look constipated." She grinned back at the halfhearted glare he threw her. Despite the month of torture she seemed to have held up pretty well, all things considered. The fast healing helped, "Now seriously, what's the deal?"

"Nothing, just..." He sighed, "You sure you're alright?"

"This again? I'm fine." She rolled her eyes, "I'll admit, it wasn't a five star hotel, but I've had worse. You've met Kimura, right?" Still had nightmares about her sometimes, though he didn't tell her that. What was with Slants and wanting to gouge his eyes out? "I dealt with it. Kimura had years to work me over, that bitch just had weeks. Not even a competition."

"What do you plan to do?"

"Me? Well, I plan to make sure that cocky bitch gets just a little taste of what she put me through." She willed the claws on her right hand and smiled manically, "Means I have to work with Spider-Girlie to do it, but I can deal. I know you're going home, so...good luck with that, I guess."

"Yeah..." He looked down at the mattress. This wasn't the end, he reminded himself. Octavius couldn't have gotten him back home without the Slant's notes anyway. He still had something to work towards.

"...Alright, what's wrong?"

"Nothing-"

"Bullshit, you can't lie to me. Literally, I can smell liars. Comes in real useful." She leaned in closer and he suddenly felt the urge to pull back. She was always like that; unconsciously moving so that she had the upper hand or the high ground all the time, "Now spill, what's got you by the balls?"

"I...it's Octavius." He let out a tired breath. She wasn't going to let up, "He's...he can't take me back."

"What, you lose your cool and crack his head open?" She tilted her head to the side.

"I had to make a deal." She blinked once, twice and said nothing, so he took it as a cue continue, "Deal was he'd give us an in to find the Slant's hideouts. Information checked out and he'd get a plea bargain." She still said nothing, "Well...it was useful, so he's out of my hands now."

"...You gave him up to find me."

"Yeah..." He didn't see the point of lying. He doubted he would've taken the deal if she wasn't in danger. Spooks could've harped on about the greater good all they wanted, but Octavius had already escaped the noose once because some paper pusher in some cushy office balanced the scales and decided it was worth it.

He tried to get up, but Kat reached an arm out and blocked his chest. He gave her a questioning glance and, without any warning, she suddenly shoved him down on the bed, "Agh, lighten up." That actually hurt somewhat. He coughed and looked up only to find Kat straddled over him with an unreadable expression. He blinked, "Uh...if this is the point where you make fun of me, could we-"

"Shut up."

They looked into each other's eyes for another few seconds before she leaned down and caught his lips in a kiss. The kiss was rough and desperate. Kat's hands held his shoulders to keep him from moving and her nails dug into the skin. He grunted in slight pain and she used it as a chance to deepen the gesture, prying open his mouth and practically shoving her tongue inside.

"Mmmgh, Kat-"

"Shut up."

"No, wait, the others-"

"Don't care."

Her hands drifted down and he knew from experience his clothes weren't going to last much longer. He grabbed her hands and pulled them away, "Not now." He shook his head, "Others are coming."

He barely managed to push her off by the time Laura and her new playmate stamped down the stairs. Laura stopped and gave them a glare, all too aware of what nearly happened, while her playmate was thankfully clueless, "...Others are coming. We're going to play upstairs a bit longer."

"Don't need to ask us for permission, munchkin," Kat said, more than a little put off.

The two of them shared a silent, awkward glance before Spider-Man stood and made his way for the closest bed as the others began trickling down. Something told him Kat would make him pay for that later.

* * *

Peter was into his sixth cigarette by the time Helen came out of the back room, "Out late." She jumped up in shock and dropped her bag. Not a good sign, "Going for a walk?" She hadn't come down or met anyone since they arrived; even Maggie had said a few words. So he'd waited till everyone else was asleep and camped up topside. He had a bad feeling.

He was right, sadly.

"P-Peter..." She put a hand on her chest and tried to calm her breaths, "Wh-What are you doing up?"

"Don't need to sleep much." He shrugged, "Better question, what are you doing up?"

"I...I was..." She looked down at the bag, "I was just going to to-"

"Leaving?"

She stuttered the first few words out till she finally managed a reply, "Y...Yeah..."

"Not even going to say goodbye?"

"...Bye-"

"I'm not talking about me."

Neither of them said a word for the next minute. Peter finished off the sixth coffin nail and was into his seventh when she spoke up again, "I can't face her." She held onto the fabric of her jeans tightly and Peter tapped his phone, "I heard about George. He's in a wheelchair because of me. How could I..." She took a deep, shaky breath, "How can I face them again, after what I did? Murdock made me do it, I know that, but it was still my hand on the knife, me that stabbed George over and over again when he didn't even fight back..."

"Did you even talk to Gwen?"

"I know what she's gonna say." She shook her head, "She'll say it wasn't my fault, that-that..." She clenched her hands tightly, "I don't belong here, not anymore. I died ten years ago, Peter. I never got to see Gwen grow up, George moved on, Ben and May helped them bury me...I don't have a place here. I can't be a mother, a wife...and if I keep clinging to the hope that I can be I'm never going to get anywhere."

"So your plan is to just leave and start over somewhere else." Another drag, "I don't disagree, but don't you think Gwen deserves a goodbye? She lost you a month ago, that much is clear."

"...You must think I'm a coward." She took a slow breath. Holding back tears? "And I am. I just...I don't know what to do anymore. You're going off to kill Murdock, and after that I'll either be free or..." Neither of them said anything again, the only sound being the patters of the sudden rainstorm on the chapel roof. Maggie assured them she'd be safe, but the doubts still remained, "Either way I'd rather be alone."

"Hmm..." Soft footsteps came from behind her, though they were masked by the rain, "Maybe try telling her that?"

"What-" Helen turned around and found herself face to face with Gwen with Cindy not far behind her. The blonde's eyes were wide with shock and denial and Helen stepped back, "Gwen, how did you-"

"Called her. She heard everything." Peter stood and walked pst them, "Looks like you two need to talk."

"You-"

Helen's complaint was cut off by Gwen suddenly slapping her. It wasn't strong enough to severely hurt, but the echoing sound still echoed across the confines. Helen rubbed her cheek and froze, "Were you seriously going to leave us again?" Gwen whispered. Helen didn't answer, "What do we have to say to convince you that we still love you, mom? That neither dad or I blame you? Do we have to get on our fucking knees or something?"

"Gwen..."

"If you wanna leave then you can leave! But...not like this...not like..."

A sudden headache nearly made him trip. Peter gripped a neaby chair to keep from falling and Cindy immediately tugged him towards the backroom. Apart from Gwen and, to an extent, Teresa, she was one of the few people who didn't look like some kind of mannequin, "What's wrong?" she asked softly.

"I..." He remembered her. Gwen and Lana, the last of his memories. Peter raised his free hand to wipe away the tears. It wasn't as bad as Bullseye, but... "I'm back..." He smiled at Cindy, who only gave him a look of utter confusion, "...Nevermind, I'm fine." He took a deep breath and stood up straigther, wiping away the last of the tears. The memories were bittersweet - lies, arguments and fights - but beyond that they were something he was all too glad to have back.

"Right...good thing you being a weirdo didn't change at all." Cindy's lips curled in a somewhat forced smile.

"Yeah..." He laughed softly, "...Why are you awake? I only called Gwen."

"Who do you think was on the bed closest to her? Heard her phone and went up cause I was worried. I've been doing that way too much these past weeks..." There was obvious fatigue in her words.

"...We didn't get a chance to talk earlier. How've you been?"

"Honestly? Not so good." She pressed her back against the wall and crossed her arms, "Things didn't go so well after you...died." She coughed, "Half the Avengers got lured into a trap, Shadowcat got caught, my evil twin told on her family about my fib...it's been pretty shit. I've been trying to keep us all from collapsing, but it was an uphill battle for a while there. This is the first real win we've gotten in weeks."

"You seemed to have handled it just fine."

"Trust me, you didn't see the shouting matches." She smiled wryly, "I wasn't built for this kind of thing, Pete. I spent ten years of my life with only VHS tapes for company and now I'm wrangling a bunch of vigilantes and Superheroes to make sure we don't get killed. I'm just glad Wasp is back; let her deal with this shit."

"Hmm, wish I could pawn it off too."

She laughed under her breath and punched his shoulder with her right hand. He would've brushed it off as a friendly gesture if not for the soft, almost imperceptible beep, "Wait." He grabbed her wrist and tilted it up.

"What are you-"

"Quiet." He pressed it closer to his ear. Even with the proximity and its closeness he barely heard it, "Something's attached to you." He traced his hand across her wrist till felt the bump. Anyone else might've considered it just a bit of swollen skin. Peter scowled and pulled it from her flesh.

A small circle maybe a quarter the size of her fingernail. He couldn't see it well, but considering its camoflauge capabilities it was a heavy piece of tech.

"...A tracker," Cindy whispered, "Scorpion must've planted it on me."

"Who's- damn it." He crushed it between his fingers and scowled, "Is he a threat?"

"Not by himself, but..."

"We gotta go." He gestured to Gwen and Helen, "Wake the others up, tell them to get ready and take only what they need. Might be nothing, but I'd rather be safe than sorry." Cindy nodded and went down into the basement. Peter made his way to the backroom and put on the armor quickly, ignoring the still damaged shoulder. Beggars couldn't be choosers.

"Peter, what's going-"

"Someone put a tracker Cin. We might not be safe here." He turned to Helen, "Where Maggie?"

"She left to visit the homeless encampment with your dog. She does it every-"

"Means we don't gotta worry about them." He looked back and found everyone already gathering, some of them more groggy and fatigued than others. Least they were fast, "Alright, we gotta go. Everyone-"

Spider-sense, and he wasn't the only one. Gwen, Cindy and Spider-man immediately turned their attention to the front entrance of the chapel.

"Masks on!"

Everyone with a mask barely managed to put it on before the double doors were suddenly flung back by a powerful blow. Peter stepped to the side while others ducked or jumped over the makeshift projectiles, "Heh, nice place." Moon stepped over the entrance flanked by a group of her agents. It was obvious by their coloration that at least some of them were the hard to kill bastards from before.

"That's not her. A robot of some kind," Peter muttered.

"LMD." Cindy crouched, her expression morphed into a glare, "How the hell did you find us?"

"Caught Scorpy when he tried to leave. Thought I'd make him pay for his old debt, but then he offered you up and, hey, I hate you guys more than I hate him, so..." She shrugged casually, "Easy choice."

"Non-combatans and kids out the back," Peter whispered.

Gwen dragged her mom to the backroom entrance only to be blocked by more figures. Murdock's last lapdog Ikari and more of Murdock's pajama brigade. They were surrounded, "Master Murdock has ordered your demise." He stepped forward, both hands holding onto a single, large katana, "There will be no second chances."

"Uh...this doesn't look good," Kate said, bow already drawn.

"Yeah..." Front or back, neither were very good option.

Moon attacked first. She charged towards them without a single hint of hesitation and Cindy moved, blocking her from landing a hit. After that it was utter chaos, each member of the group either charging for the S.I.L.K agents or to Murdock's ninjas while the opposing groups did the same.

Peter ducked under Castle's sweeping fire and slid under the legs of a nearby ninja. Peter grabbed him by the neck and dragged him to the left just in time for Bishop's arrow to skewer through his forehead. He threw the rapidly bleeding body to a cluster of SILK agents and ducked laser fire, "Don't bunch up!" He grabbed one of the dropped lasers and fired till the magazine was empty.

Through the side of his vision he saw Waspling flying through the air in a panic. For a second he thought that she would make it outside but, whether through sheer panic or a lucky hit, one of her wings clipped off and she crashed to the ground, back at full size with a ninja towering over her.

He almost ran towards them before Moon Knight suddenly landed in front of her and deflected the katana aimed at her neck with his wrist gauntlet. Wasp quickly followed by shocking the ninja hard enough to leave him convulsing the floor.

"Non combatants and kids, outside!" Peter screamed. Moon Knight grabbed Waspling and rushed outside with her in his arms, Wasp right behind them. Not too far away Mary used herself as a barrier to protect Summers as they ran for the back too. Summers occasionally shot behind them with her handgun, but he couldn't see if she actually hit anyone.

"Outside, munchkin!" Shadowcat screamed. She was in the middle of fighting Ikari while Spider-Man attempted to suffocate another S.I.L.K agent close by.

"No!" Laura charged towards a group of three ninjas surrounding Feliciaand cut through them . Felicia looked briefly surprised at the sudden save before shifting her attention to a nearby S.I.L.K agent.

Gwen was still trapped protecting Helen in the corner while Cindy was being lifted neck first by Moon's robot. They needed to get out of here, "Castle, grenade ahead! Hawkeye, flashbang up top! Everyone cover your eyes!" It was a longshot, but he figured they'd been through enough of this to figure out what to do.

His hunch was proven correct when Bishop shot a flashbang arrow straight through the air just when Castle tossed the explosive. The others blocked their eyes. Peter didn't, "Come on..." He waited for the grenade to arc close to the entrance. At the rate it was going it would shoot through the entrance to the street.

Peter shot it.

The explosion was enough to perforate the remaining of the S.I.L.K agents and knock Moon's robot off balance. It screamed out something unintelligible and Cindy used it as a chance to kick her away. Before she could recover Gwen swung over and kicked it hard across the face. The artificial skin peeled off from the force of the blow shortly before another hit decapitated it altogether.

"Run!" Gwen screamed.

Helen was already gone when Peter looked into the corner, which he could only hope meant she got out alright. The others rushed to the back entrance with Peter at the back, taking out some of the still vulnerable agents and ninjas as they went.

Peter was nearly to the exit before his spider-sense rang, "You will not escape!" Ikari slashed the rooftop and collapsed the wall on top of the entrance, cutting him off from everyone else. He just barely heard Gwen's scream before more shouts followed. Peter turned back, his face murderous, "Did you think we came with such a paltry force? All they've done is run to the bulk of our fighters. None of you will survive this night."

Ikari charged towards him, blade drawn. Peter ducked under the blow and put some distance between them. It wasn't hellfire, but the blade was enhanted by something nasty. "I don't have time to deal with you." Peter heard the sounds of more struggles from outside. He needed to get out there, "Did Matt really think you could kill me?"

"I have done so before."

"Except this time I'm fighting back."

He didn't duck the blow this time. Taking a risk, he raised his right arm and deflected the blade like Moon Knight did earlier. The katana briefly scratched the surface of the armor before Ikari shifted targets. Peter blocked it with his left arm and pushed him back, remembering Stick's training.

 _"Mattie's lapdogs are predictable. Ikari and Otomo are tied to their blades. They always look ahead, never thinking about anything besides running targets through. They can't change. You can."_

He side-stepped the upwards slash and ran up the wall. He couldn't crawl on walls like Gwen or Cindy, but he could still move fast. Peter webbed the bookcase behind the ninja and pulled it as he fell down. Ikari twisted around and slashed it, momentarily taking his eyes off him. Peter unsheathed his gun and fired three times.

The masked bastard actually deflected two of the bullets, but the third hit its mark. The yellow cloth on his left shoulder rapidly stained with blood and he stepped back, his grip on the katana weakening slightly.

Peter turned invisible.

"I do not need my sight to defeat you!"

Two more bullets deflected and a third dodged. The spent magazine fell to the ground and Ikari charged towards him, forgoing finesse entirely. Peter side stepped the blow and waited till he impaled the blade on the wall before he webbed the bastard's hands stuck.

"What-"

Peter reappeared and smashed his fist over the tangled arms. A sickening crack echoed across the small room and Ikari fell briefly before his still tangled hands kept him on his knees, "You-"

"Shut up." He reached both hands out, grabbed the sides of his face and twisted. Another crack, softer this time. Peter looked down at the limply hanging corpse. The neck was snapped, so Matt couldn't bring him back. And at least he got some payback.

Time to find the others.

Peter looked to where the wall was the weakest and tapped his finger against it, "Here..." Taking a deep breath, he braced himself and tackled the wall.

He'd stumbled right into another chaotic fight. He barely had time to pull himself up and feel the rain against his clothes before a ninja charged towards him, katana raised. Peter grabbed the ninja's arm and snapped his wrist, making him drop the blade before he headbutted him, "Shit..." Everyone else was fighting an agent or a ninja. Ikari wasn't lying.

He'd taken down his sixth ninja by the time his spider-sense blared. Not danger, something else, "What the?..." His head snapped to the nearby wall.

Was that...a motorcycle?

His question was answered when a flaming bike crashed through the brick. Peter throat suddenly went try and the rain around them turned to vapor, "Ketch!" The Rider in all his glory. The flaming blue skull and looked over the area and all the agents and ninjas froze.

 _ **"Burn!"**_

Torrents of fire and molten metal engulfed the area. Peter covered his face and stepped back, but he felt no danger. The fire and chains cut through every single enemy without so much as scratching any of them.

It ended just as quickly as it began. Peter lowered his arms and gulped in the unnaturally warm air and rainwater as Ketch stepped off his bike. Every single agent and ninja was dead, "...He's new." Kate put her hands on her knees and panted. She was injured - all of them were - but by some miracle they were all still breathing. He'd consider this a victory.

"Apologies for taking so long." Teresa stepped past the broken wall.

"Didn't think to warn us about the attack?"

"I wasn't aware it would happen. That's the downside of being so proactive; things come before I can see them." She crossed her arms, "Regardless, you're all alive and can continue fighting."

"Yeah, uh...just what are we supposed to do now?" MJ asked uncertainly. Peter immediately pitied her. She looked just as shellshocked as expected and Norah, who was sporting a nasty cut on the right side of her stomach, was squeezing her shoulder to try and calm her down.

"Now we split up and fight our own wars. You all know which is your fight." Teresa regarded them all, "Say your goodbyes. This...might be the last chance for all of you."

Goodbyes were short. Peter said his farewells to Cindy, Helen, Mary and his brother and stopped at Gwen. There were a lot of things he wanted to say, but this wasn't the time or the place. Not now.

So he said the only thing he could.

"I remember you."

The eyes of her mask widened and she pulled it off her face, "...Your sense of timing is shit, Peter."

She kissed him. Peter immediately reciprocated the gesture, uncaring of the rain or the fact that everyone else could see them. Teresa's warning rang in his head again, ' _This might be goodbye...'_ As if reading his mind, Gwen tightened her grip on his face and deepened the kiss one last time before both of them reluctantly separated.

"Gwen-"

"I better see you after this."

"...Yeah, count on it." She nodded and pulled down her mask before swinging away with the others. Peter watched her go briefly and let out a soft breath, "...See ya." He turned to everyone that remained and they all nodded.

Time to end this.

* * *

 **Whoo, jeez that was a nightmare to write! Still, we're at endgame folks! You know I actually did plan for some arcs like half the Defenders being put in prison due to Murdock's machinations, but I cut it out for the sake of pacing. I also wanted to have a Punisher and Lana interactions segment so we can FINALLY get some focus on Castle again, but I might also have to cut it out. Depends on how in-depth you guys want the search for the Judas bullets to be.**

 **We also see a bit more of Noir's new personality, most notably him helping Moon Knight and Helen reconcile with their kids when before he probably would've just left them alone. Good change or bad? You decide.**

 **Regardless, the end is finally in sight and...wow, I almost can't believe this fic has gotten this far. Hard to believe it's already been two years since I wrote this :) For anyone who's stuck around so far, hopefully your patience will finally pay off! And an early Happy New Years!**

 **Review Answers:**

 **HopeIsAnIllusion - This seems to be a pretty common opinion. Wonder if people changed their minds given his behavior here.**

 **AnUnorthodoxDecision - Well he's not exactly idealistic now or anything, just less brooding. Anyway, yeah, two years now. We'll see how much longer this lasts.**

 **Brave2000 - To be fair, Cindy was meant to be the middle ground - she shares most of Gwen's personality but none of her lecturing. She's also willing to kill, but not nearly as much as Noir. As for fighting styles, it honestly doesn't matter since fight scenes are very undetailed. Just assume he has John Wick fu. If you really need something, then Russian Sambo is good.**

 **Red Rain17 - Well...it's his name. A lot of people say 'Gwen!' over on Spider-Gwen too, comes with the territory.**

 **Guest - Same as before, except with some added chi abilities.**

 **Koryu87 - Examples of melodrama? :)**

 **ArkT - He's wearing the Agent Spider suit from the upcoming Spider-Man: Far From Home.**

 **The Red Ghost 22 - Long review. Anyway, Noir's costume is the upcoming modern day Noir suit for Far From Home. As for Moon, I mentioned it as a problem early on. Murdock being possessed explains why he can dick around. Moon can't. Even the LMD's are risky since they can be traced if she keeps sending them out to fuck with Gwen, meaning she gets far less appearances. I'll fix this with Hobgoblin in V2. That and it's fair to say that Moon being a group antagonist contrast with Matt only beelining for Noir.**

 **Gwen did refuse to kill Moon earlier, if you recall. Time will tell if she does it again. As for Noir: he was 17 during the early parts of the story and turned 18 by about Sin Eater, assuming we follow canon aging and. Considering he was dead two years it explains why he's 18 and Gwen's 20. Please space apart your next review into paragraphs, thanks :)**

 **Butterfingered Guest - Glad you liked the fic. Let's hope future reviews are less clumsy :P**

 **Eragen - Well, you see it in this chapter. He's less broody, has a wry sense of humor and even actively keeps Helen and Gwen from separating rather than sitting awkwardly and complaining it's none of his business. Also, no scales.**

 **Anti-W.T.F - I always have time :) As for your review: yeah, my writing style is hit of miss, but it's too late to change now and many like it; though I don't get what you mean by rush/ambiance.**

 **As for theme, I didn't really go for Isekai. If anyone leads a charmed life it's Gwen. Noir consistently gets shit on, beaten up, has less powerful upgrades and much more deranged antagonists. As for the way out, it's coming, don't worry. V2 will be more controlled and paced with smaller scale baddies.**

 **Your language was fine...though the jizz note was TMI.**


	144. Loose Ends

**Been a while. Apologies for that, but I've received a sudden spike in anxiety and I've had my ups and downs. If I'm lucky it'll pass, if not I'm going to go to a therapist. Hopefully it passes :/ Anyway, this is the first of the last 5 chapters for Volume 1 - two for Gwen, two for Noir and then a single epilogue. Next chapter will be Noir and we'll be alternating till we reach the epilogue.**

 **Also, latest Ghost Spider issue confirms it: Noir's still fucking dead. My salt about this cannot be counted. Oh well, at least the new direction the new Spider-Gwen author is taking the series is enjoyable, so I still have something to look forward to.**

 **Side Note - Probably _really_ egotistical of me, but anyone interested in doing a tvtropes page for this? A reviewer on the last chapter said they were but I'm wondering if anyone else is willing to give it a shot. Can't really promise payment, but I can try to for something writing based for someone who does it :)**

* * *

Mary Jane clenched her hands over and over as a wave of anxiety rushed through her. Even now, after everything she'd been through, she still couldn't stop the nervousness at the pit of her stomach, "You ready, Red?" Shadowcat looked back at her, obviously doubtful. Mary Jane couldn't blame her. They had to watch each other's backs, after all.

"As much as I'll ever be..." Mary Jane muttered. In front of them was an abandoned factory in the outskirts of the city that, according to the blueprints they managed to dig up, was the LMD (weirdo robot clone thing) facility that Cindy's evil twin used. Wasp was adamant that they get rid of it first: it was the only way they could be certain that they caught the real (evil) Cindy Moon.

Well, either that or they killed her, which Spider-Man and Shadowcat seemed all for.

The plan itself was simple - Cindy and Gwen attacked one side while she and Shadowcat attacked the other. The four of them would draw enough attention to themselves that Spider-Man and Wasp could sneak in (Kate was off scouting at another location with some S.H.I.E.L.D agents). The entire neighborhood was abandoned - something about a long overdue gentrification plot - so no civilians to get caught in the crossfire. Easy.

Except for the whole 'could possibly die part'. That was less easy.

"Hey, cheer up. It ain't work if you're having fun." Shadowcat winked at her and grinned. Mary Jane hadn't known her for long, but it was clear why she and Gwen didn't like each other. She reminded her of that Bullseye guy Peter was friends with, "Sides, what are you worrying about? I heart about that suit ya got. Just let that thing pop off and it'll be easy street."

"I really don't want this thing to 'pop off', thanks." She looked back down at the factory. Days later and the monster still hadn't talked to her and it went from relieving to nerve wracking. At first she thought that she'd won or that maybe the medication finally made it shut up, but now all she could think about was the possibility that it was just biding its time to strike when she least expected.

"Suit yourself." Shadowcat shrugged and finished off the last of her donut. For someone who spent the past month under extreme torture she sure as hell didn't act like it.

Another minute of silence passed and Mary Jane couldn't stop her thoughts from drifting. It'd been days since she'd seen the so-called Defenders apart from the occasional unconfirmed sightings in the news.

An uncomfortable feeling settled at the pit of her stomach again. She'd spent most of their time at the church railing against Norah for her disappearing act, mostly under the assumption that they'd still have time to talk by the next day. And Peter...seeing him again relieved her in a way she couldn't explain, but letting all that out when Gwen and that Lana girl and the rest of his friends were there was...it felt like anything she could've said and done wouldn't have been appropriate.

Eventually the silence became too much and and she spoke, "How do you do it?" Shadowcat turned to Mary Jane and raised a brow, "How do you just...sit there, so calm? We're going to go in there and we're going to be..."

"Killed? Worse case scenario, of course. Best case we might get maimed." Shadowcat shrugged, "Not really a big deal."

"...Are you serious?"

Shadowcat sighed, "Look here." She released a single claw with her left hand and cut through her right wrist. The cut bled for a few seconds before quickly healing itself, "I'll let you in on a secret: just cause it heals fast doesn't mean it doesn't hurt."

"That...doesn't explain anything," Mary Jane mumbled.

"I mean that if we die then at least it'll be quick." She phased the claw away, "We stay alive and we keep getting more and more chances to get fucked up one way or another. When we die it's lights out, like...going to sleep. You ain't scared of falling asleep, are ya?"

"There's a difference between hitting the sack and dying. You don't wake up once it's 'lights out'..."

"Yeah, but you'll be too dead to care. Non-existence is convenient like that." Shadowcat's grin was a mix of jovial and grim, "Then again, I'm probably the wrong person to ask. Most kids don't get it beaten into their skulls - literally - that they're expendable and that if if you fuck up there's nothing waiting for you but getting your body tossed in a ditch."

"That _really_ doesn't help." Mary Jane tucked her knees into her chest.

"Sorry." The apology actually sounded halfway sincere, "Alright, here's something: you got any family? Friends? Except Spider-Girly, I mean."

"Huh? Uh...yeah, of course." Norah, Gwen, Gayle, her mom, Peter, Betty, Glory...

"Then think about em. Just...think about everything ya got to lose and what'll happen if you don't win. Just keep thinking about that, over and over and over till you get sick of it."

"Did you do that before?"

"Yeah- well, kinda. Usually I thought about how much more badly Kimura'd beat me if I didn't make it to the extraction point. Didn't help; she beat me when I got there anyway. Apparently she was betting on me dying."

"Jesus..."

"Eh, she's dead now so I still win. Nowadays I'm thinking about better things to come back to."

Mary Jane didn't get a chance to ask for clarification before an explosion came from the other end of the large building, "That's our cue." Shadowcat stood, twisted and let herself fall with her arms spread out. Mary Jane's eyes widened and she jumped after her, catching the younger girl with one hand while the other pressed twice on Gwen's loaned webshooter.

"Are you crazy?!"

"You know I can heal, right? And do this?" She phased herself out of MJ's arm and _walked to the ground_ like Jesus coming from on high. Shadowcat grinned up at her, "Good thing about phasing - apparently molecules on air count as stepping stones. Who knew, huh?"

"...Let's just get inside," Mary Jane muttered.

The good news was there wasn't too many of the S.I.L.K goons and she didn't have to kill anyone and hate herself.

The bad news was apparently all the LMDs could be activated and sicced en masse.

It was subtle at first - just one or two robots every couple of goons - but soon enough the two of them found themselves surrounded by bots with no humans in sight. Mary Jane put her hands up and stepped back, heartbeat racing. The robots looked like clear white mannequins and some of them were already halfway through the process of being fitted with Moon's likeness by the time they got out of the assembly line. This left the occasional one looking a discount Eradictor with bits of artificial flesh and faces attached to a milky white exoskeleton.

"Fuck..." Shadowcat moved and soon they were back to back, "Didn't think there'd be this many."

"Kinda stating the obvious there. Guys, you there?" She tapped the comms and was met with the sounds of screaming, cursing and at least a couple of explosions, "I don't think we're gonna get any help here."

"Wouldn't want Spider-Girly's help anyway."

And with that Shadowcat unsheathed both claws and charged right into the biggest cluster of bots. Mary Jane gaped at her for a moment before following her lead, albeit not as suicidal. She focused her attention on the more solitary bots and punched through them, recalling every single self-defense lesson she was taught...before quickly disregarding them. Something told her punching guts and kicking nuts wouldn't help here.

The bots were twitchy and it felt like the time she played that VR arcade zombie game with her sister. They swarmed her all at once, punching, kicking, grabbing (though thankfully not biting) at anything they could reach, "Off of me!" She smacked another bot hard enough to bisect it and tossed another at a nearby wall. Shadowcat was still fighting up ahead, though she was slowly but steadily getting overwhelmed.

She ducked under a charging bot and backed away in a panic, "Spider-Woman!? Spinerrete!? You there!?" Nothing but the sounds of fighting. Mary Jane screamed and pulled her head back just in time to avoid a punch aimed at her jaw, "Back off!" She kicked it away in a panic and used another as a makeshift club to try and give herself some breathing room.

She hadn't told the others, but the medication was a double edged sword. No more nightmares - well, not any more than the usual - and she didn't hear any more voices in her head besides her own. But that also meant she wasn't as strong as she could have been. She still had some control, she wouldn't have survived for so long if she didn't, but it paled in comparison to what she had a few scant weeks ago.

Two bots managed to pin her to the wall. Mary Jane punched and kicked at anything within reach, screaming all the while. _You shouldn't be here_ , a part of her said, _You were an idiot thinking you could keep up with Gwen_. Mary Jane didn't have her bravery, her experience. She wasn't a hero. She was going to die here because she thought she could help.

They were all over her now. An electrified hand slowly reached for her face and she looked away with her eyes shut. She was torn between praying, screaming for help or putting up one last futile resistance.

A searing heat in her chest made her yell. Looking down, she found at least three robots impaled by a large, red spike before another tentacle sprouted from her back and pushed her away from the wall, "What the-" She stopped. Now wasn't the time to look a gift horse in the mouth. She grabbed another bot and crushed its head in her hands, ignoring the fake skin that clung to her hands.

Her hand shifted to a blade and she cleaved through four more of the LMD's, enough to finally give herself some breathing room.

 ** _'You're going to die if you don't move.'_**

 _'Not you again!'_ She didn't get much of a chance to argue before another strike made her scramble back, "Shit!" Who needed so many fucking robots? She ran up the wall and shot a line of web to the ceiling. Across the factory floor, Shadowcat phased through two more bots and bisected the third as she made herself solid again. She couldn't even count how many bots were around her.

Shadowcat needed help, but she couldn't make herself go down. Mary Jane attached another web to the roof with one hand and clung to the surface with another, claws breaking through the metal, "Damn it..." Her heart beat against her chest and her breaths came out in quick bursts. ' _Help her! Help her, damn it!'_ she screamed internally. Shadowcat was relying on her.

 ** _'You can't save her on your own.'_**

"Fuck off!" she screamed. It came out weaker than she would've liked, "You're not taking over again!"

 ** _'Take over? You begged me for help last time! The only reason you've lasted so long is because I gave you so much!'_** She didn't know if it was her anger or the monster's, but her mouth split open in a snarl and a long tongue slithered out between the row of now-sharpened teeth, _**'You need me!'**_

"I don't-"

 ** _"And I need you."_** The monster's words, but it came out of her mouth. Mary Jane didn't reply, **_"That murderer's Other was right. If you die, then I will die. I cannot leave another host, not like with my Cletus. I would not survive."_**

"So what, now I'm supposed to just believe you wanna play nice and won't go after Gwen again?" She felt like an asshole. Here she was having a conversation while Shadowcat was fighting for her life down there, "Just fuck off!"

 ** _"I do not wish to die."_** The words were blunt and, somehow, Mary Jane believed it, **_"The murderer's Other was right. You can't survive without my help, and I can't leave your body - cage - anymore. The medicines you've taken have made me too weak. Reliant."_**

"So what? After everything you've done, you just want a pass?"

 ** _"Are you willing to die to make sure I do?"_** Mary Jane didn't answer, **_"You are not willing to sacrifice yourself, and I do not wish to be shackled to a decaying corpse. You hate me and I hate you, but we both wish to survive."_**

"Fuck..." Mary Jane closed her eyes briefly and took a deep breath. They were running out of time, " _Fine_ , what do you want?"

 ** _"To wo_** rk ** _tog_** ethe ** _r."_**

Mary Jane fell. This time there was no uncertainty, no fear. She landed in the middle of a clustered group and impaled near a dozen bots through their heads, necks and chests with a sudden burst of tentacles from her back. Shadowcat kicked away the closest LMD and raised a brow, "That's new."

"Ye ** _ah._** " Her hand shifted into a blade and she impaled two bots standing in line, "W ** _h_** at h ** _appen_** ed to the _**oth**_ ers?"

Shadowcat kicked and stabbed a claw right through a bot's jaw with the tip of her foot, "Wasp and Petey are just about done. At least that's what they said." She bisected another and tossed the flailing upper half to a small group of three, "Just gotta hold on a bit longer."

Easier said than done. Even with her new 'partner' the sheer amount of LMDs being produced still kept them on the defensive. Mary Jane growled as one of the bisected bots grabbed at her knees and tried to pull her down. On its own it would've just been annoying, but with dozens of LMD's around them even a brief pause was life or death. She kicked it away and blocked the two LMDs that tried to tackle her to the ground.

She didn't even notice the one with the mechanized sword coming for her back till it was on top of her.

Mary Jane tried to twist but the bots kept her facing forward. Shadowcat phased through the bots and tried to reach for her.

A sudden burst of warmth overcame her followed by a sudden pressure at her back. Red flesh jumped out to block the blood. Not a tentacle; a humanoid figure covered in pulsating red skin, its fingers sharpened into claws which it used to block the sword.

Mary Jane let out a growl and the figure knocked away the blade then impaled the attacking bot through its skull. She focused her attention to the bots holding her and destroyed the closest one's face with a headbutt just as the figure retreated back into her body. Shadowcat stopped her abrupt charge and, before Mary Jane could scream out a warning, an LMD exploded right next to her hard enough to make her crash headfirst into a nearby machine.

"Sh _ **adow**_ cat!" She charged to the bots swarming over and knocked them away. Unconscious, but her wounds were already healing. Her phone suddenly rang, "Kin _ **da**_ b _ **usy** **here**_!"

"You gotta get out! Wasp stopped the LMD production, but something tripped! Whole place is gonna blow!" Cindy screamed.

" ** _S_** hit!" She looked to Shadowcat and screamed, " ** _Wak_** e up! Pl ** _ace is_ ** gonna blow!"

Nothing but a few weak groans. Mary Jane slung the younger girl's arm over her shoulders and transformed her right arm into a blade. There were less bots now that production had stopped, but the invisible countdown made that a cold comfort.

She ran towards the exit, slashing and charging through the bots as they tried to stop her. She was halfway there when the first tremor hit, "Da ** _m_** n it!" She almost tripped from the force of the blast, "Come **_on..."_** She pushed towards the door as quick as she could.

They were just a few feet away when another explosion came from above and huge chunks of the roof came down, blocking most of the wall.

...And the exit.

"No! _**Go**_ d d _ **amn i**_ t!" She was strong enough to lift or cut through it, but they didn't have enough time. The bots were coming up behind them and it wouldn't be long before another explosive hit, "Sh ** _adowc_** at, I n _ **eed you to ph**_ ase us through! **_Shadowcat!_** "

Her eyes opened halfway and she muttered, "Sure..."

She suddenly shook off Mary Jane's hand and, without any other warning, pushed her through the rubble. Mary Jane fell through the air and landed on her back just inches from the wall of rubble outside, "Shado ** _wca_** t...?" She expected her to follow immediately, but no one came. She didn't get a chance to do anything else before she was suddenly grabbed and hoisted up to the air.

"We gotta go! The blast is gonna hit in a few seconds!" Cindy screamed. Mary Jane was in Gwen's arm, she noted numbly, "You two especially!"

"W-Wait, Shadowcat's-"

Mary Jane's protest was cut off by the last, deafening explosion. The heat of it was strong enough to make Gwen's grip falter and they both fell onto the closest roof, screaming all the while. Even for a normal person being on the edge of the blast radius would've been enough to leave some nasty scars, but for the two of them it felt like they were being cooked alive from the heat alone.

Their screams eventually faded into slow, desperate gasps for air. She was vaguely aware of Cindy sitting them up against the wall and trying to calm them down, but she paid her no mind, "...We left her," she said eventually, "Shadowcat was there...she's..."

She doubted either of the two heard them. Mary Jane pushed herself onto her feet and, ignoring the calls of the two Spiders, swung herself shakily to the rubble that was once the facility, "Shadowcat?" her voice was weak, lacking the reverb she had previously. She barely even noticed, "Shadowcat, are you there? Just say something if-"

"Over here..."

A singed, burnt hand raised from behind a large piece of rubble. Mary Jane's face split open in a relieved grin and she limped her way to the waving limb, "Shadowcat, you're alive...uh." Yes, she was most definitely alive, and the burns were already healing well.

She was also naked.

"You're, um...you're not-"

"Yeah, funny thing about clothes - they tend to burn off when you get caught in ground zero of an explosion." Shadowcat grinned weakly. Gwen and Cindy landed behind her. The former looked away slightly when she caught Shadowcat's state of undress while the latter just raised an eyebrow, "Anyway, wanna help me up? You do kinda owe me for gettin' you out of there."

"Oh, sure." Mary Jane tried to ignore how _warm_ the teenage girl's hand was and pulled her up, "Thanks, I mean it, but...why didn't you-"

"Phase us both out? Had a concussion. Still kinda have it, but it'll pass. Phasing more than one thing takes some focus. Didn't want to risk either of us getting stuck halfway. Trust me, happened before and it was _not_ pretty."

"I'll take your word for it."

"Good thing the healing doesn't care about how concussed I am." She shrugged. Her body only had a few light burns left.

Cindy webbed a quick, makeshift costume for Shadowcat. It kept her bits covered, at least, "Come on, let's go to the rendezvous point. I'll give you some real clothes when we're safe."

True to her word, Cindy fashioned a close enough replica of the mercenary's previous outfit by the time Spider-Man and Wasp finally manged to join up with them, "You guys took a while," Gwen said, "How'd we end up?"

"Well, the facility's down, and I've confirmed that she doesn't have any more. Not in this city, at least," Wasp replied. Spider-Man was talking to Shadowcat about something; probably about the soot that covered her from head to toe, "S.H.I.E.L.D should be finishing up their own missions soon and Kate just messaged me about her own. Gwen, Cindy, could you go with her?"

"What am I, chopped liver? I can still fight," Shadowcat said.

"Yes, which is why you and Spider-Man will do something else." She tapped something on her phone and map of New York with some spots marked came up, "Moon released a few of her victims to try and divert S.H.I.E.L.D's attention and we can't afford to lose any more manpower than we already have. Coordinate with Agent Johnson and Hill. I heard you both were the ones who captured Ms. Piper Dali months prior, so this should be right up your alley."

"Beats babysitting the munchkin." Shadowcat shrugged.

"What about me?" Mary Jane asked meekly.

"You'll come with me. We need to talk about something."

* * *

"You ready, Spider-Woman?"

Gwen looked to her right towards Kate and Cindy and nodded. This mission was simple, at least compared to the last one - break into the S.I.L.K base Kate had scouted out, get the 'prize', and then get the hell out of dodge. Thankfully this wasn't one of the labs with live victims, but it was cold comfort after their last brush with death. At this point she expected something to nuke them from orbit.

"Place is pretty heavily guarded." She looked through Kate's binoculars and frowned. This place wasn't even in New York proper and instead on a forest a few hours' car ride away, so the S.I.L.K agents were openly patrolling the outskirts of what looked like a high tech army base.

"Yep. Good thing you two are here." Kate raised the right side of her mouth in a quirky grin and took the binoculars back, "You guys know what we're supposed to do right."

"Yeah..." Gwen muttered.

 **'We need it, Gwen. Without it we cannot become whole again.'**

 _'I know, Webs.'_

The body of Martin Li. She didn't know the man well (or at all, if she was being honest), but the thought of running to steal his body made her feel sick. At least they weren't doing it to gain powers like Evil Cindy did. Wasp needed his body to see if she could devise a countermeasure against the Darkforce (really?) tricks Evil Cindy had up her sleeve. After that they could finally finish this.

Sighing, Gwen stood up to her full height and swung in, Cindy and Kate following after her. It didn't take long for one of the sentries on the guard tower to spot her, "Special delivery!" Gwen kicked him off his post and webbed him to the legs of the small tower. Kate immediately started peppering the area with smoke and flashbang arrows to give them some breathing room.

"Focus on the ones who are alone!"

Cindy knocked out a nearby sentry with a quick punch and grabbed his gun. Gwen looked away and focused on her own goons, ignoring the sounds of gunshots that rang out. At least some of those were Cindy's, and she didn't want to think about that. She'd accepted that not everyone held the same views as she did, but that didn't mean she had to like it.

Gwen webbed down the last of the goons (and the reinforcements, which didn't like her jokes either) and cringed when the smoke eventually cleared and the pools of blood - both from bullets and arrows - showed themselves, _'Get a grip, Gwen.'_ These weren't purse snatchers and burglars. She didn't fault her dad for killing in the line of duty, so why Cindy or Kate?

"Alright, that should be the last of them." Kate lowered her bow and wiped the sweat from her forehead, "I'll call S.H.I.E.L.D for cleanup. You guys go get our...package."

Cindy and Gwen nodded at one another and followed the building Kate pointed out. Gwen braced herself for what would be inside, but Martin Li's bare corpse floating in some kind of tank was still enough to make her cringe, "Preservation tank. Evil me used em to keep the corpses fresh when she wanted to ...you know." All too well. The thought of Peter being inside one of those things for months made her want to vomit.

"So...how are we getting it out?"

"Should be able to move it. Normally you'd need machinery, but super strength does come in handy." Cindy went to the capsules side and began pulling apart some of the machinery, "Help me with this. Don't wanna drop him."

"Sure..."

Cindy and her loaded the capsule into a nearby truck, which Kate and another agent took with a guarantee that Wasp would get it ASAP. Cindy and her trudged back to their loaned care, "Damn it, I'm tired..." Cindy sat on the driver's side and slammed the door shut with Gwen following her lead, "Been days since I slept more than a couple of hours..." she grumbled.

"We're all tired, Cindy..."

"Yeah, but you can get a sugar boost from your little pal there. My bite ain't as good at keeping me awake for more than a day."

Gwen shrugged and settled into her seat, her eyes drooping, **_'You can sleep, Gwen. I will keep watch.'_** Gwen smiled at the declaration. It was hardly needed - she was pretty sure her spider-sense would warn her, even if it could be slippery sometimes - but having Webster back and knowing she had someone always watching her back was a load of her shoulders.

She fell into a mercifully dreamless sleep, and by the time Cindy woke her up the sun was long down, "Mmmgh..." She rubbed her eyes and looked out the window, "Cindy...where the hell are we?" This wasn't the safehouse. Matter of fact it looked like they were still at the edge of the city. No people around, but she shifted back to civilian clothes regardless.

"Out. I'll explain on the way." Gwen sighed. Great, Cindy was using her 'I'm being professional' voice. That usually wasn't a good sign.

Gwen opened the door and moved to intercept Cindy before she could walk away, "No, you're explaining now." She crossed her arms and looked up at the slightly taller woman, "Look, Cindy, I know you're tired and pissed off, but guess what? So are the rest of us. Going Maria Hill on us isn't helping."

"...Going Hill? Geez, you're really hitting below the belt." Cindy let out a tired breath and pinched the bridge of her nose, "Alright, fine. But you gotta promise not to start throwing a fit when I talk. You do that and I'm telling Wasp she can do this instead. Fine?"

"Fine." Gwen nodded.

"Alright, let's get down to brass tacks. How strong are you now that you've got the suit back?"

"If you're asking if I'm as strong as before, then no. I mean I can lift a car, but I'm not even as strong as I was even before I got Webster." Bright side was she didn't have to hold back as much to avoid splattering someone's organs all over the pavement.

"Thought so." She gestured to a small house not too far away, "Which is why we're gonna visit a friend. Maybe we can fix your problem."

"Fix how?"

"You know what your little pal's made of, right?"

"Yeah. The radioactive stuff that gave me my powers and..." The Lizard serum. Even now, years later, even saying the name made her feel ill. Just one injection ruined so many lives. Webster warmed her stomach again to try and relieve her, "I know what Webster's made of. What does that have to do with anything?"

"You need to be stronger if we're going to be fighting Evil Me. With any luck Wasp'll be able to make a counter using Martin Li's body, but if not..." Another tired breath, "Well, better safe than sorry."

"That still doesn't explain the question."

"Simple: you're not as strong because Evil Me took most of the suit away, so you're making do with the leftovers. But what if we could make new parts of the suit? Give you more to draw from?"

 **'It would make us stronger, Gwen. Better chance of being whole again.'**

"I think I'm getting it." Gwen nodded slowly, "But, how are we getting more of the radioactive stuff that made me Spider-Woman? I thought Moon had the recipe."

"She does. That's why we're not going for the radioactive isotopes."

It didn't take her long to figure out what the other Spider meant. Gwen immediately felt sick and even Webster's attempts to calm her down did little to help, "You want me to...inject myself with the serum?" she asked softly.

"No, that's what they want _me_ to do, but Wasp is still testing if my radioactive crap is the same as yours. For you...they wanna do something a little different."

"I'm not gonna like this, am I?"

"That depends. How much do you want to cure the people Gobby fucked over?"

Cindy started walking to the house before Gwen could even reply. They were halfway to the place by the time she managed to speak up, "What do you mean by that?"

"S.H.I.E.L.D's been trying to look for a cure for the serum for months. For a while Peter was their first lead, but they could never properly extract the antibodies cause, you know, magic bullshit like that Iron Face guy's fist. So we have something else."

Cindy knocked on the door and Harry greeted them. His left arm was raised in a sling and various bandages dotted his arms and neck, but apart from that he looked just fine. Gwen couldn't stop herself from embracing him in relief, "Hey, Gwen- ow! Good to see you- ah!"

"Oh, sorry!" She let go of him and stepped back, a smile on her face. Cindy told me he'd gotten laid up after the attack on her family, but she didn't know where he was recovering. Seeing him again was a relief, "What are you doing here?"

"He's part of you getting a boost. Let's get inside first."

Cindy waited till they were seated in the (sparse) living room before she spoke, "Alright, so Gobby here's one of the people infected with the serum. Only one who did it to himself, but infected all the same." Harry winced at the blunt reminder. Gwen wanted to tell Cindy to lay off a bit but she continued on before she could, "Point is, he's infected just like Curt Connors and the other agents."

"I got that. But why is he here? I doubt it's for a friendly reunion."

"Your symbiote. Wasp thinks that...it might be able to pull the serum out," Harry said slowly.

Gwen blinked twice, "What?"

"We've been looking at it wrong. Agent Hill focused so much on Peter being the cure that she didn't think to check on your new tagalong, and after the Carnage Incident...well, let's just say S.H.I.E.L.D doesn't want to touch anything about symbiotes with a ten foot pole. Thing is, Wasp's been doing some thinking and she's banking that your little buddy there can eat the serum like it does chocolate."

"So I get a power up..."

"And people are cured," Harry said, "It's a win-win."

"Yeah, a win-win. I wanna believe that, but you guys are acting way to jittery. Why?"

Harry and Cindy exchanged a look and Cindy said, "Alright, well, it's just theoretical. Wasp tested it by using a small piece of your suit with small traces of the serum. It was so tiny I doubt you'd even notice it, but here..."

"You'll be taking a full dose, Gwen. Big enough to turn an adult into a Lizard monster. You might go apeshit for a while," Cindy continued. Gwen's hands clenched. She distinctly remembered her...episodes back before she had Webster checked, "That's the good news, by the way."

"Oh great, what's the bad news?"

"A cure like this...it's probably not gonna be pleasant for anyone infected," Harry muttered, "You'll be pulling the serum out like a drink through a straw. All of us, we've lived with the serum in our bodies for months. Those who got infected with a newer strand by that Ogre bastard should be fine, but for me or the agents...well, we're not sure if we're going to be breathing by the time it's done."

"What?!" Gwen's eyes widened and she stood up from the chair, "Then there's no fucking way I'm doing it!"

"We're not sure, Gwen! It's just a possibility!" Harry shouted back, "That's why I'm here. I'm one of the longest infected, so if something does go wrong then it'll be just me."

"And I'm here to make sure you don't lose control," Cindy added.

"That's not much better!" Gwen looked Harry in the eyes, "What if this kills you, Harry? I can't-"

"It's a risk I'm willing to take!" Harry stood up as well, easily towering over her, "Gwen...it's my fault S.I.L.K got access to the serum, my fault Curt Connors lost his family and those agents are locked up in cells. Dad made sure I wasn't held responsible, and I...I just ran away." He put a hand on her shoulder, "Let me do this. Please."

"Harry..."

"It's his choice, Gwen, and we _need_ this" Cindy said, "Besides, it's not just about him. If it turns out well then we can save everyone whose ever been infected."

"I..." She took a deep breath, "Alright, fine, let's do this. But how do we...?"

"Might wanna ask your tag-along."

 _'Webster? Got any ideas?'_

 **'Yes. It is...familiar.'** Gwen raised her hand and put it on Harry's chest. A dark substance seeped from her palms and expanded across the surface. Harry pursed his lips and squirmed slightly, "Is it painful?" Gwen asked.

"No, it just...feels weird."

The dark coating covered the entirety of his chest before it stopped, **'I can remove the serum from his body, but Cindy is right. It will cause us to lash out in a rage.'**

 _'How long?'_

 **'I do not know, but I will try to control it as best I can.'**

 _'What about Harry? Will he be alright?'_

 **'The serum has embedded itself in his body. It will be like when the Crea- when that criminal took the suit from you and when we were first separated by the other symbiote.'**

She took a deep, shaky breath. Both times Webster had been ripped away from her...the pain was indescribable. She'd survived, but it was the same as having to saw off your leg. She could live with it, but it wasn't something she ever wanted to deal with.

Gwen looked up at Harry and he nodded. Gwen nodded in turn.

"We're ready."

The sudden burst of searing heat across her palm almost made her fall back. Harry grabbed onto her shoulders and kept her steady, teeth grit and muffled groans escaping despite his best efforts, "Harry..." Her voice was weak. She gripped his shoulders in turn and tried to keep herself balanced. Slowly but surely she felt an all too familiar rage, the same one she felt when Shocker rendered her helpless all those months.

She shoved Harry away to the couch just before her fingertips morphed into claws again. Cindy was on her immediately, grabbing both wrists in a vice grip and pinning her to the ground, "Cool it, Gwen!" Gwen growled up at her and tried to break her grip, but she wasn't strong enough. Instead she opened her mouth, now filled with rows of sharpened teeth and bit down.

Cindy raised her head and avoided the bite, but her red scarf was still caught, "Damn it, I liked that scarf!" Cindy flipped, tossed Gwen to the wall and webbed her down, "You're gonna stay there until you calm down."

The blinding rage lasted for another 30 seconds before it eventually drained away. Gwen's breaths came out in slow, ragged gasps and she would've collapsed if the web hadn't kept her pinned, "...Cindy?" The other Spider looked up from comforting Harry and gave her a wary look, "I'm fine now...could you let me down?"

"Sure."

They worked together to pull off the webbing and Gwen stumbled into a shaky stand. Cindy helped keep her level, "How are you?"

"Tired, but...actually better than I've had in days." She twisted her right hand and clenched it into a fist. Even through the fatigue she felt stronger than she had in weeks, "How...How's Harry."

Harry raised his right hand before quickly letting it fall, "Sore, but...I'll live. Probably need some painkillers, though."

"Got ya covered, Gobby." Cindy smirked and dropped a bottle full of painkillers next to Harry. He nodded gratefully and swallowed a couple.

"So...is it over? Am I cured?"

 **'Yes. I took all of the serum and repurposed it for us. He is cured.'**

"Webster says so, and I'm inclined to believe it."

"So...we really have found a cure." Harry laughed, the relief clear as day.

"Agent Hill will be happy, at least." Cindy said, "Alright, I'm gonna call Wasp and Hill, see if we can get you to fix up the rest of the infected. With any luck we can get through this before the night's done."

Cindy left the living room and Harry quickly fell asleep, leaving her and Webster alone in the sparsely furnished room. Gwen all but collapsed onto a nearby chair and closed her eyes. Despite her exhaustion she couldn't fall asleep, so she was forced to just sit and listen to the sound of Harry's breathing or the sounds of creaking wood from the old ass floorboards.

She was just about to stand and take a walk when her phone started buzzing. She opened it up and frowned at the unknown number on the screen. If this was Murderdock or Moon, "Who is it?"

"Gwen."

Her breath caught in her throat at the all too familiar voice, "Peter...?" Harry stirred slightly but kept sleeping. She lowered her voice, "Peter, is that you?"

"Yeah, it's me..." His voice sounded weak. It caused another spike of worry, "How...How are you?"

"I'm...I'm fine." Not true, but she wasn't dying horribly so it wasn't a lie either, "Wh-What about you?"

"Could be better, but...we'll live." He laughed softly and she heard him shuffle around, "I...sorry for calling-"

"Don't apologize," she said harshly, "Just...where are you? After we said our goodbyes at the church..."

"Yeah, Moon Knight gave each of us a burner. We're going to end this soon, so he said that...maybe we should make another round of goodbyes."

"This isn't goodbye. We're seeing each other again after this." She wasn't going to lose him again, "Where are you?"

"I...it's probably better if I don't say. We're out of the city, but we should be back in a day or two." A pause, "We managed to get it, Gwen. The silver. Moon Knight and Ketch are molding them now. We finally have a chance to win this."

"Yeah...we got a trump card too." She eyed Harry's sleeping form and thought about Jan's experiments, "Are you hurt? You sound..."

"Took some hits in, but I'll live. Stick's lessons helped. Guess that's what you get for going up against demons." Demon _s_ plural? Her grip on the phone tightened. He really was going to give her a heart attack one of these days, "What about you?"

"Fine. Talked to dad a day ago. He, Jess and Uncle Ben and Aunt May are fine. Still out of the city, but safe." One of the few reliefs she had, "It feels like everything's ending. It's...I'm scared, Peter."

"Me too, Gwen..." Neither of them said anything. After a minute of quiet he finally spoke again, "I should go. Gotta get some rest if I want a chance."

"Yeah, me too..." The next words came out automatically, "I love you."

"I love you too."

The call cut off. Gwen looked down at the blank screen and cried, but her lips curled up in a smile despite it all. She was reminded of when she was 10 years old. Her mom always told her that she loved her every time Gwen left the hospital. It was only later that she found out it was because her mom wanted the last words she heard to be those simple three. Even if they weren't there when she passed, at least she could cling to that.

This was different. This time they were going to see each other again.

* * *

 **This chapter turned pretty sappy/cringy at the end. Anyway, for those worried that I skipped the Judas bullets chapter - no, it hasn't been skipped. The chapters take place more or less concurrently with one another so the other side of the adventure will be there next chapter. Fight scenes will be just as underwhelming as this chapter, but that's not what we're here for anyway.**

 **Question:**

 **1\. When I make V2, should I make a whole new story for it or just continue this one? If the former, should it have a new title or just be 'Through the Looking Glass V2'?**

 **Review answers:**

 **Raymond49090rc - What was weird about it?**

 **The Red Ghost22 - Noir'll still be shifting costumes around dependent on the level of threat. Murdock's just somoene you bring out all the big guns for.**

 **Brave2000 - Inspiration? Not really. I based Noir on how he appeared in his miniseres and Web Warriors and his current characterization is just his development due to how the story went on.**

 **AnUnorthodoxDecision - Yep, two years; three at this point. Hard to believe I spent so much time on this.**

 **NickaDiny - Yes, a part 2 of this story.**

 **KillerQueen312 - Yeah, I did watch AOS, but not a fan. As for other dimensions, not really. The fact that the Noirs are trapped and how they deal with it was a big part of the story. Dimensional traveling done casually would really fuck this up.**

 **Titan616 - Noir never stops having angsty moments; he just happens to clamp down more. As for Moon Knight, yeah, he got off real easy. If Noir went with the original resurrection idea of going full Red Hood he would've shot him.**

 **Guest - Gwen's not really dark, she just learns to accept that there's more than one way to solve a problem. As seen in this chapter she doesn't _like_ it when Cindy and Kate kill people, but she's not going to endanger them by lecturing. **

**Deverick-Racoma - Hit me up if you ever make the tvtropes page ;)**

 **SoldierOfTheSea - Another binge reader. Anyway, no longer a fan of the main couple? :)**

 **Jimbobob5536 - Binge reading seems to be popular nowadays.**

 **Shothero - Villains tend not to resurrect. So far only Moon Knight and Noir have.**


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